Health Devotion General Terms and Conditions
1. Applicability. Health Devotion is a sole proprietorship established under Dutch law that focuses on strategic advice and implementation thereof in the life sciences sector and healthcare, interim management solutions and professional training. These general terms and conditions apply to all assignments, instructions and activities to be carried out by Health Devotion arising from the legal relationship between a client and Health Devotion, of which these general terms and conditions form part, including any follow-up assignment, amended or additional assignment or instruction (hereinafter jointly: “Assignment”). These general terms and conditions also apply to all persons engaged by Health Devotion in the execution of the Assignment and the persons for whose actions or omissions Health Devotion could be liable. General terms and conditions used by the client that conflict with these general terms and conditions shall not apply, unless they have been expressly accepted in writing by Health Devotion. Health Devotion is not bound by an exclusion of the applicability of these general terms and conditions included in the acceptance by the client.
2. Fees and costs. The consideration owed by the client may consist of fees, office costs and travel expenses. All amounts are exclusive of VAT. Health Devotion may request an advance payment that will be settled with the final invoice.
3. Payment. Invoices must be paid within 30 days after the invoice date without suspension and/or settlement. If this term is exceeded, the client will be in default and will owe the statutory interest on the outstanding amount as well as all costs associated with the collection of the amount to be collected.
4. Liability. Health Devotion is only liable for shortcomings in the execution of the Assignment to the extent that these are attributable to deliberate recklessness with regard to the execution of the Assignment. Health Devotion is never liable for damage resulting from the failure or untimely provision by the client of complete and accurate information. Health Devotion is never liable for consequential damage. If the execution of an Assignment by Health Devotion leads to liability, this is limited to the amount paid out in the relevant case under the applicable liability insurance, increased by Health Devotion's deductible under this insurance. If for whatever reason no payment is made under an insurance policy, Health Devotion's liability is limited to the amount received by Health Devotion from the client in the relevant case during the last six (6) months, excluding disbursements and sales tax.
5. Third parties. Health Devotion may be assisted by third parties in the execution of the Assignment, or have the work carried out in whole or in part by third parties. Health Devotion will consult with the client in advance as much as possible. Health Devotion is entitled to accept any liability limitations and other general terms and conditions of third parties engaged by it on behalf of the client. Health Devotion is not liable for shortcomings of these third parties.
6. Refusal, suspension and cessation. If the client fails to meet its financial or other obligations, Health Devotion is authorized to refuse to perform the Assignment or activities or to suspend or cease them. Health Devotion is not liable for damage resulting from refusal, suspension or cessation of its activities.
7. Limitation. Claims and other powers against Health Devotion on whatever grounds shall lapse if they are not submitted to Health Devotion in writing and with reasons within one month after the moment at which the client was aware or could reasonably have been aware of the facts on which he bases his rights or powers.
8. Indemnification. The Client shall indemnify Health Devotion against claims from third parties, including legal costs, related to the Assignment Agreement.
9. Language. These general terms and conditions are available in Dutch and English. In the event of a dispute regarding the content or scope of these general terms and conditions, the Dutch text shall be binding.
10. Applicable law and choice of forum. The legal relationship between the client and Health Devotion is governed by Dutch law. Disputes will be settled by the competent court in Overijssel, location Zwolle. If Health Devotion acts as the claimant, it is entitled, by way of exception, to submit the dispute to the foreign court applicable to the client.
