1.
VG Notarissen B.V. (‘VGN’) is a private company with limited liability, incorporated under the laws of the Netherlands, with statutory seat in Amsterdam, the Netherlands and registered with the trade register of the Chamber of Commerce under number 77599276. VGN is a law firm with Dutch civil law notaries, operating under the trade names VG Notarissen and The Expat Notary.
2.
These general conditions are applicable to each assignment — including but not limited to, each amended assignment, partial assignment, additional assignment or successive assignment — to VGN, as well as all activities and legal relationships resulting from or connected to these assignments. The applicability of other general conditions is explicitly and unconditionally declined.
3.
All assignments are exclusively accepted by and for and on behalf of VGN and carried out by and on behalf of VGN. This is also applies when a certain assignment is, explicitly or implicitly, to be carried out by a certain person. In deviation from the articles 7:404, 7:407(2) and 7:409 Dutch Civil Code, the (indirect) shareholders and managing directors of VGN (and the other persons mentioned in article 4) are not personally bound or liable. An assignment does not end as a result of the death of aforementioned person. By issuing an assignment to VGN, the person issuing such assignment waives all its rights, in the broadest sense, against these third parties, insofar as these arise from the execution of the assignment.
4.
All former, current and future (indirect) shareholders, managing directors or actual policy makers of VGN, persons employed by VGN (including but not limited to (assigned) civil law notaries, candidate civil law notaries, paralegals, (legal) assistants and/or any other person employed by, acting at the request or for the benefit of VGN on the basis of an assignment, mandate (lastgeving), proxy, as self-employed person (ZZP-er) or otherwise, as a subordinate or not, as detached employee or as an advisor), can rely upon (the limitation of the liability included in) these general conditions, notwithstanding article 3.
5.
The provisions included in these general conditions are also applicable to each legal relationship (i) which arises from, as a consequence of or in connection with the use of the website or websites which are serviced by VGN from time to time, including but not limited to www.v-g.nl and/or (ii) of a certain person who, whether or not permitted under these general conditions, relies upon the advice resulting from or connected with an assignment issued to VGN.
6.
VGN is authorized to engage third parties for the execution or in the benefit of an assignment. VGN is not liable for shortcomings, of any kind whatsoever, of these third parties. VGN has the right to accept a limitation of liability that such third party may stipulate or demand, on behalf of the client.
7.
Any liability of VGN for activities performed or to be performed by or on behalf of VGN is limited to the amount that is or will be paid in the respective case under the (professional) liability insurance taken out by VGN, to be increased with the amount of the applicable excess. This limitation of liability of VGN applies regardless whether the liability results from an agreement, the law or any other legal basis.
8.
These general conditions also apply to the persons mentioned in article 4 and article 6. Everything determined in these general conditions for the benefit of VGN is also to be considered as an irrevocable third-party clause within the meaning of article 6:253 of the Dutch Civil Code, for the benefit of these third parties.
9.
All claims against VGN in connection with the activities performed by or commissioned to VGN (including claims for compensation of losses), will expire one (1) year after the date on which the client became aware or could reasonably have become aware of the existence of these claims respectively the damage and potential liability of VGN.
10.
Except in case of gross negligence or willful misconduct by VGN, the client indemnifies VGN and the persons associated with VGN against all claims from third parties, as well as against all additional costs related to the services provided by VGN. This indemnification includes the costs of legal assistance.
11.
Unless otherwise agreed upon in writing, the activities of VGN are invoiced on the basis of time spent, multiplied by the applicable rates as these are set from time to time by VGN. VGN reserves the right to annually amend its applicable (hourly) rates as per January, 1. Expenses and disbursements incurred on behalf of the client are charged separately.
12.
VGN processes personal data to optimize its services and to comply with statutory provisions. For further information, reference is made to the privacy and cookie statement on the website of VGN: www.v-g.nl.
13.
VGN must, to the extent applicable, under current legislation (including the Wet ter voorkoming van witwassen en financieren van terrorisme) - among other things - verify the client's identity, establish whether any unusual transactions have been made or are planned and, when necessary, notify the relevant authorities of such activities without informing the client. The client confirms it is aware of, and agrees to, the foregoing and that it will provide all required information.
14.
The client agrees that VGN may use digital means of communication and data storage services, whether or not offered by third parties, for the purpose of communication. VGN cannot be held liable for damage or loss ensuing from the use of such services.
15.
The notarial complaints and disputes procedure is applicable to all possible disputes within the scope of this procedure. For further information, reference is made to www.knb.nl.
16.
The legal relationship between VGN and its clients is governed by Dutch law, with the exception of rules of international private law which may lead to another legal system being applicable in that specific matter. For the settlement of disputes, only the Dutch courts or the complaints and disputes committee are competent.
17.
These general conditions are available in the Dutch and the English language. In case of any discrepancies between the Dutch and English version or explanation thereof, the general conditions in the Dutch language shall prevail.
18.
Deviation from these general conditions is only possible in writing.
19.
VGN is authorized to amend these general conditions from time to time, without any prior notice. The amended general conditions are applicable to all successive legal relationships with the client.