General Terms and Conditions

The following registered terms and conditions apply to all our deliveries and services. We also have general purchasing conditions for suppliers, which can be requested from the Chamber of Commerce.

Article 1: Applicability

1.1 These terms and conditions apply to all offers, agreements, execution of assignments, and deliveries by NetCare, including any amendments. 1.2 Deviations from these terms and conditions are only valid if confirmed in writing by NetCare. 1.3 All offers issued by NetCare, and the prices and conditions stated therein, are entirely non-binding and without obligation. 1.4 Assignments are only binding if confirmed in writing by NetCare.

Article 2: Prices

2.1 All prices are exclusive of VAT. 2.2 If a fixed price is agreed upon, this may be deviated from if the information on which this price is based proves to be incorrect or incomplete. In that case, the price will be calculated based on a post-calculation of hours and materials after consultation with the client. 2.3 All prices in offers, price lists, brochures, and quotations are subject to change.

Article 3: Delivery

3.1 If an agreed delivery time proves unfeasible, the client will be informed in a timely manner. An exceeding of the delivery time does not entitle the client to compensation. 3.2 A signed delivery note marked "approved" or a form detailing the hours worked serves as proof of delivery of the service in accordance with the agreements. 3.3 If payments are outstanding beyond their due date, NetCare reserves the right to refuse new assignments or suspend already agreed-upon assignments until the payment obligation has been met.

Article 4: Complaints/Liability

4.1 Complaints regarding the delivered services must be submitted in writing within eight days of delivery. NetCare must be given the opportunity to rectify the complaint and/or limit the damage within a reasonable period. If the client fails to do so or does not cooperate, the right to compensation will be forfeited. 4.2 If there is damage demonstrably caused by the work performed by NetCare, the client may receive compensation for it. 4.3 Only direct damage, understood as demonstrable damage to equipment or software caused by NetCare's work, will be compensated. Indirect damage, such as loss of profit, is explicitly excluded. 4.4 The amount of compensation will not exceed the amount charged by NetCare for the service to which the damage relates, with a maximum of three months of service. NetCare's liability will at all times be limited to the amount covered by liability insurance.

Article 5: Force Majeure

5.1 Force majeure includes, but is not limited to: natural disasters, strikes, pandemics, cyberattacks, or other unforeseen circumstances beyond NetCare's sphere of influence. 5.2 In case of force majeure, there is no right to compensation, and agreed delivery times may be postponed without the client having the right to cancel the agreement.

Article 6: Payment

6.1 Payment must be made in full within 14 days of the invoice date. If payment is not made on time, the invoice amount will be increased by an interest of 1% per month and €25 in administrative costs per reminder. All costs incurred to collect the invoice, including legal costs, will be borne by the client. 6.2 Set-off of any claim asserted by the client is excluded. 6.3 A dispute regarding the amount due must be reported in writing immediately upon receipt of the invoice. Failure to do so will be deemed as no dispute existing.

Article 7: Dissolution

7.1 Agreements between parties may be dissolved without judicial intervention, provided the dissolution is confirmed in writing, if one of the parties loses the power of disposition over their assets, such as in the event of seizure, a request for a moratorium on payments, or a bankruptcy filing.

Article 8: No Poaching Clause

8.1 It is not permitted to approach employees or freelancers working for NetCare for a direct agreement during the assignment or its extension, as well as one year after the termination of the assignment. In case of violation, the client will owe an immediately due penalty of €25,000 per incident without further notice or demand. This penalty does not affect the other rights of both parties, including the right to compensation.

Article 9: Disputes

9.1 All disputes arising from the agreement will initially be submitted to an independent mediator. If mediation does not lead to a solution, disputes will be exclusively submitted to the court in 's-Hertogenbosch, without prejudice to the right of appeal.

Article 10: Filing

10.1 These terms and conditions of delivery have been filed with the Chamber of Commerce in Eindhoven under number 17085365 and can also be consulted on NetCare's website.