General terms and conditions

1. VAD Notarissen N.V. (hereinafter: "VAD Notarissen") is a civil law notary firm, with as its objects to practice the office of a civil law notary and to exercise the profession of a candidate civil law notary, all this in the widest sense. These activities are also performed by legal and private persons who are engaged by VAD Notarissen for the performance of assignments for its clients.

2.  All client assignments are considered to have been given to VAD Notarissen exclusively, even if it is the client’s express or implicit intent that an assignment is performed by a specific person. The operation of article 7:404 of the Dutch Civil Code, which addresses the latter type of situation, and the operation of article 7:407, paragraph 2, which creates joint or several liability in those cases in which an assignment is given to two or more persons, is hereby excluded.

3. To the services rendered by VAD Notarissen the notary's complaints and disputes regulation applies. For further information please check www.knb.nl and www.degeschillencommissie.nl.

4.  If VAD Notarissen incurs liability to a client for an act or omission in the context of performing an assignment for that client, then the extent of such liability will be limited to the amount(s) paid out under the professional liability insurance of VAD Notarissen in respect of that claim, increased by the 'own risk' amount of VAD Notarissen in relation to that insurance(s) and that claim. If VAD Notarissen incurs liability for damage to persons or properties in the context of performing an assignment for a client, then the extent of such liability will be limited to the amount(s) paid out under the general liability insurance of VAD Notarissen in respect of that claim, increased by the 'own risk' amount of VAD Notarissen in relation to that insurance(s) and that claim. If VAD Notarissen incurs liability to third parties for an act or omission in the context of performing an assignment for a client, then that client shall indemnify VAD Notarissen against such liability if and to the extent that the amount(s), if any, paid out under the general liability insurance or professional liability insurance of VAD Notarissen is insufficient (including the situatioin that no amount is paid out under the insurance) to cover the damage sustained by the third party.

5. VAD Notarissen emphatically states that is does not render tax advice or tax opinions with respect to performing an assignment, except if explicitly agreed otherwise. As a result, VAD Notarissen shall not be liable for damages as a result of tax aspects when performing an assignment.

   From time to time, the legal or private persons engaged by VAD Notarissen in connection with the performance of an assignment for a client may wish to limit their liability in connection therewith. VAD Notarissen proceeds from the assumption, and hereby stipulates, that all assignments given to it by the client include the authority to accept such a limitation of liability on behalf of that client.

6.  If, in the context of the performance of an assignment for a client, VAD Notarissen engages a legal or private person who is not affiliated with VAD Notarissen to perform activities related to the assignment, VAD Notarissen shall not be liable for failures of such legal or private person in connection with these activities, or for the consequences of such failures.

7. The relationship between VAD Notarissen and its clients will be governed by the laws of The Netherlands. The courts of The Netherlands will have exclusive jurisdiction over any dispute that may arise between VAD Notarissen and its clients.

   These General Conditions may be invoked by VAD Notarissen as well as by any and all legal and private persons involved in the performance of an assignment for a client. The right to invoke these General Conditions also extends to former employees of VAD Notarissen, including their respective heirs, if they are held liable after they have left VAD Notarissen.

8. These General Conditions may be invoked by VAD Notarissen as well as by any and all legal and private persons involved in the performance of an assignment for a client. The right to invoke these General Conditions also extends to former employees of VAD Notarissen, including their respective heirs, if they are held liable after they have left VAD Notarissen.

9. Information about the liability insurance of VAD Notarissen will be given upon request. Our invoices have a payment term of fifteen days, to be calculated from the date of invoicing.

   The fee included in our invoices will be increased with 6% office disbursements to pay for the out of pocket expenses (such as postal charges, registration charges, telephone and telefax costs and copy costs).

10. These General Conditions are also applicable to assignments that are derived from or performed in addition to the original assignment for a client. These General Conditions are available in the Dutch and the English language. If there is a difference of opinion about the contents or purport of these conditions, the Dutch text will prevail.

 

The Dutch text of these General Conditions was filed with the Chamber of Commerce in Rotterdam on March 29, 2013.

 

These General Conditions are effective as per March 29, 2013. The Dutch text of these General Conditions was included in notarial deeds executed by M.J. Dussel, civil law notary, and by M.M. Engelman, civil law notary, on April 4, 2013.