General Terms & Conditions
General Terms and Conditions GMW advocaten B.V. in The Hague.
(in the event of any differences between the English text and the Dutch text of these General Terms and Conditions, the Dutch text shall prevail)
1.1 GMW Advocaten B.V. (“GMW lawyers”) is a limited liability company. It trades under the name GMW advocaten.
1.2 These general terms and conditions are applicable to each contract for services or other legal relationship between GMW lawyers and a client whereby GMW lawyers performs or will perform working activities. These general terms and conditions are also applicable to additional assignments and follow-up assignments.
1.3 These general terms and conditions were also drawn up and stipulated for the benefit of the directors and shareholders of GMW lawyers, the directors of those shareholders, the directors of the third-party funds foundation related to GMW lawyers and all persons who are or were employed by GMW lawyers, either as partner, employee, consultant, third-party contractor or in any other capacity, and/or all (legal) persons for whose actions GMW lawyers is (legally) responsible.
1.4 GMW lawyers is entitled to amend these general terms and conditions at any time. The amended general terms and conditions will be applicable to new and current agreements.
2.1 GMW lawyers will provide all services on the basis of an agreement for services unless otherwise agreed in writing prior to an assignment. Only the lawyers of GMW lawyers are authorised to enter into agreements for services on its behalf.
2.2 All contracts for services will exclusively be entered into and carried out by GMW lawyers, even if it is the intention that the assignment will be carried out by a specific person associated with GMW lawyers. The applicability of articles 7:404 and 7:407 paragraph 2 of the Dutch Civil Code is expressly excluded.
2.3 GMW lawyers will carry out an assignment exclusively for the benefit of the client. Third parties will not be able to derive any rights from the assignment and from the activities carried out, either in the light of those activities or otherwise. The client indemnifies GMW lawyers against any (further) claims by third parties, including the reasonable costs of legal assistance, which are in any way related to the work carried out for the client, unless this is the result of gross negligence or intent.
2.4 The client agrees that GMW lawyers may, if necessary, have the assignment carried out by third parties. When engaging third parties GMW lawyers will, if possible, consult with the client in advance. However, GMW lawyers will not be liable for any damage resulting from an act or omission by any third party which it engages.
3. Fees and disbursements
3.1 For the carrying out of an assignment the client will owe GMW lawyers a fee plus disbursements, 6% office expenses and (if applicable) turnover tax. Unless agreed otherwise, the fee will be calculated on the basis of the number of hours worked, multiplied by the hourly rate agreed/applied for the assignment in question and any follow-up assignment. GMW lawyers is entitled to adjust the hourly rates annually, also during the period of the assignment.
3.2 GMW lawyers invoices on a monthly basis, unless the assignment gives rise to a different invoice frequency.
3.3 GMW lawyers may request a retainer from clients before commencing the commissioned work. GMW lawyers may also request an (additional) advance payment if at any time the client fails to pay the fee notes of GMW lawyers in good time, or if it is anticipated that the client will not be able to pay the fee notes in good time, or if the extent of the work to be carried out gives rise to this. GMW lawyers will set off the advance payment against the final invoice at the end of the assignment. Notwithstanding the advance payment, the client must pay interim expenses. GMW lawyers will, however, be entitled to set off the advance payment earlier if the client has not paid one or more fee statements of GMW lawyers on time or if it is foreseeable that the client will not pay one or more fee statements of GMW lawyers on time. For subsequent activities GMW lawyers will again be entitled to request a retainer before commencing these (follow-up) activities.
3.4 Disbursements are the actual costs incurred by GMW lawyers on behalf of the client (such as bailiff fees, court registry fees, costs of extracts and travel expenses). GMW lawyers may request an advance payment from the client for these disbursements.
3.5 In legal aid cases the provisions of this article shall apply only to the costs that are for the client’s account pursuant to the legal aid decision issued.
4.1 Invoices from GMW lawyers are always payable on demand. GMW lawyers will, however, allow a payment period of 14 days. Advance invoices must be paid immediately. GMW lawyers will be entitled to suspend the commencement of work until the advance invoice has been paid.
4.2 In the absence of timely payment, the client will be in default without any notice of default and will be obliged to reimburse GMW lawyers for the collection costs, which will be at least 15% of the outstanding invoice amount, as well as the applicable statutory commercial interest.
4.3 The client irrevocably agrees that GMW lawyers will set off its fee(s) against the amount that GMW lawyers or the third-party assets foundation connected to it has or will have in its possession from the client.
4.4 The client is not entitled to suspend or to offset amounts owed to GMW lawyers.
4.5 If the client designates a third party to pay the invoices, the client shall remain jointly and severally liable, in addition to such third party.
5. Wwft and AVG
5.1 On the basis of applicable regulations GMW lawyers is obliged among other things to establish the identity of the client, to check whether any unusual transactions have been carried out or are planned and if necessary to inform the relevant authorities of such transactions, without informing the client. The client shall provide all data necessary for this purpose.
5.2 GMW lawyers may, whether or not in connection with the assignment, process the client’s (personal) data, store them and bring them to the attention of any person within the organization of GMW lawyers in connection with the handling of the assignment and for the purpose of its relationship management. The client agrees that GMW lawyers may, in its communications, make use of digital means of communication and data storage services, whether or not offered by third parties. GMW lawyers is not liable for any damage arising from the use of such services.
6.1 GMW lawyers will retain electronic or paper files for at least the statutory retention period. After the end of the period, GMW lawyers will destroy these files without notifying the client.
7.1 The internal complaints procedure applies to the services provided by GMW lawyers. This is published on www.gmw.nl.
7.2 In the event of a claim for liability by a client, this must be addressed in writing to the management of GMW lawyers.
8.1 If, during the implementation of an assignment, as a result of an act or omission, an event should unexpectedly occur that leads to liability on the part of GMW lawyers towards clients and/or third parties, then that liability will always be limited to the amount to which the professional liability insurance entered into by GMW lawyers gives entitlement in the case in question, plus the excess borne by GMW lawyers in connection with that insurance.
8.2 Liability for indirect or consequential damages is excluded under all circumstances.
8.3 If and to the extent that, for whatever reason, no payment is made under the professional liability insurance entered into by GMW lawyers, then any liability will be limited to the amount of the fee charged by GMW lawyers to the client in the relevant case, in the relevant year, with a maximum of EUR 50,000 and to third parties with a maximum of EUR 25,000.
8.4 The limitations on liability also apply in the event that, notwithstanding Article 2.4, GMW lawyers is liable for the errors made by third parties engaged by GMW lawyers or for the improper functioning of equipment, software, data files, registers or other items used by GMW lawyers in the performance of the contract, without exception.
8.5 The client is only entitled to claim GMW lawyers up to this limited amount. Any liability, for whatever reason, of persons associated with GMW lawyers is expressly excluded. In these general conditions, persons affiliated with GMW lawyers include: former, current and future employees, lawyers and (indirect) directors of GMW lawyers and directors of the practice companies in which certain lawyers (partners) carry out their work. This third-party clause is irrevocable and stipulated for the benefit of the aforementioned (legal) persons and their legal successors under general title who will be entitled to rely on this provision at all times.
8.6 Without prejudice to the provisions of Article 6:89 of the Dutch Civil Code, a claim of the client against GMW lawyers will lapse if the claim is not brought before the competent court within six months after the facts on which the claim is based were known to the client or could reasonably have been known to the client.
8.7 The client indemnifies GMW lawyers against all claims from third parties arising from or in any way related to the work carried out for the client.
9. Applicable law
9.1 Dutch law is applicable to all legal relationships between GMW lawyers and the client.
9.2 Disputes will be exclusively settled by the competent court in The Hague. GMW lawyers is entitled to bring disputes before the court of the client’s place of residence.
9.3 These General Terms and Conditions have been drawn up in Dutch and English. In the event of a difference between the English and the Dutch text, the Dutch text shall be binding.