Notary Office Den Beer Poortugael

Article 1

Scope

1. Notarispraktijk Den Beer Poortugael is a private limited liability company whose object is the practice of notarial law, or the conduct of such practice.
2. Notarispraktijk Den Beer Poortugael is located at Tramstraat 35a in 5611 CN Eindhoven (postal address: P.O. Box 4926, 5604 CC Eindhoven) and registered with the Chamber of Commerce under number: 17105092.
3. These general terms and conditions are applicable to all instructions accepted by Notarispraktijk Den Beer Poortugael, including any subsequent, amended or additional instructions. All instructions are deemed to have been exclusively given to and accepted by Notarispraktijk Den Beer Poortugael, even if it is the explicit or tacit intention that an instruction will be carried out by a certain person. The effect of articles 7:404 and 7:407 paragraph 2 of the Netherlands Civil Code is expressly excluded.
4. Notarispraktijk Den Beer Poortugael will carry out assignments exclusively for the benefit of the client. Third parties cannot derive any rights from the contents of the work performed or from the manner in which the instructions were or were not performed.

Article 2

Duty of care

1. Notarispraktijk Den Beer Poortugael will make every effort to perform the agreement with the client with due care and expertise. The performance of the contract shall be exclusively on behalf of the client. The client shall provide Notarispraktijk Den Beer Poortugael, solicited and unsolicited, with all information which may be relevant for the proper performance of the agreement. The client guarantees the accuracy and completeness of all information provided to Notarispraktijk Den Beer Poortugael.
2. Notarispraktijk Den Beer Poortugael is entitled to engage the services of third parties for the execution of an assignment, if possible in consultation with the client, whereby Notarispraktijk Den Beer Poortugael will exercise due care. Such engagement will always be at the client's expense. Notarispraktijk Den Beer Poortugael will not be liable for any shortcomings on the part of these third parties.

Article 3

Liability

1. As soon as he has discovered or reasonably should have discovered a possible ground for liability on the part of Notarispraktijk Den Beer Poortugael, the client is obliged to immediately, and in any case within one month, inform Notarispraktijk Den Beer Poortugael in writing of the existence of this claim against Notarispraktijk Den Beer Poortugael, providing documentary evidence and proper substantiation, on pain of forfeiture of rights. Any claim towards Notarispraktijk Den Beer Poortugael lapses after two years from the moment of notification by the client, or at least from the moment that notification should have taken place, unless that claim has meanwhile been brought before the competent court. Notarispraktijk Den Beer Poortugael shall not be liable to the client as long as the client has not fulfilled his obligations towards Notarispraktijk Den Beer Poortugael. The right of the client to dissolve the contract with Notarispraktijk Den Beer Poortugael is in such case excluded.
2. Notarispraktijk Den Beer Poortugael is never liable for indirect damage and/or consequential damage and/or loss of profits. The liability of Notarispraktijk Den Beer Poortugael never exceeds the provisions of these general conditions, regardless of whether claims are made on the basis of a contract or on any other basis, such as a wrongful act. Others than the client cannot derive any rights from the agreement and its (non-)performance. The client indemnifies Notarispraktijk Den Beer Poortugael against all possible claims by third parties.
3. Any liability of Notarispraktijk Den Beer Poortugael, also for the possible wrongful refusal of an assignment, is limited to the cover for which a professional liability insurance has been taken out, increased by the excess (if any). The applicable rules of professional conduct, as they apply to civil law notaries, contain minimum standards to which the insurance must comply.
4. The aforementioned limitations of liability shall also apply if Notarispraktijk Den Beer Poortugael is liable for mistakes made by third parties engaged by it or for the improper functioning of equipment, software, data files, registers or other items used by it in the execution of the instructions, without exception, as well as for damage caused by computer viruses and by the interception of audio and/or data transmissions by telephone, fax or e-mail.
5. All rights of action and other powers vis-à-vis Notarispraktijk Den Beer Poortugael, for whatever reason, lapse in any case twelve (12) months after the event from which the damage directly or indirectly results and for which Notarispraktijk Den Beer Poortugael is liable.
6. If, for whatever reason, no payment should occur under the said insurance, all liability will be limited to the fee charged by Notarispraktijk Den Beer Poortugael in connection with the assignment in question, with a maximum of € 5,000.00.

Article 4

Fees

1. For the performance of the assignment, the client shall owe a fee plus advance payments, (office) expenses and turnover tax.
2. The fee shall be determined on the basis of the time spent multiplied by the hourly rate applied by Notarispraktijk Den Beer Poortugael, unless otherwise agreed.
3. Notarispraktijk Den Beer Poortugael is entitled to make interim changes to the fees charged by it. The change will also apply if it has not been communicated in advance. Notarispraktijk Den Beer Poortugael is always entitled to receive an advance payment on the fee from the client.
4. The undisputed receipt of a (draft) deed prepared by Notarispraktijk Den Beer Poortugael at the request of the client implies the acknowledgement of the granting of an assignment under the application of the present general terms and conditions.
5. Activities that are performed without explicitly resulting in a notarial deed also fall under the assignment. Notarispraktijk Den Beer Poortugael is entitled in respect of such activities, as well as after a withdrawn commission, to invoice on the basis of time spent on the commission by Notarispraktijk Den Beer Poortugael and any third party. Costs and advances are always to be paid by the client.
6. Notarispraktijk Den Beer Poortugael is entitled to make interim (monthly) invoices. Notarispraktijk Den Beer Poortugael can also demand from the client that prior to the execution of the deed (an interim) payment of the costs (fee and possible advances) takes place and/or an irrevocable power of attorney for a one-off collection is given for payment.
7. Notarispraktijk Den Beer Poortugael informs the clients timely and clearly about the financial consequences of its intervention, exclusively in so far as it concerns its fees as well as the costs and advances which belong to the deed to be drawn up by Notarispraktijk Den Beer Poortugael or the service to be provided. Notarispraktijk Den Beer Poortugael will inform the client in good time if more costs will be charged than agreed upon. Notarispraktijk Den Beer Poortugael may not charge the costs of its activities to another commission, another part of the commission or to anyone other than the client.

Article 5

Payment

1. Unless otherwise agreed in writing, payment must be made within 14 days of the invoice date, failing which the client shall be in default by operation of law (i.e. without any demand or further notice of default being required). In the event of default, the client shall owe default interest of 1% per month or part of a month on the invoice amount or the unpaid portion thereof, calculated from the due date until the date of payment. The extrajudicial collection costs are set at a minimum of 15% of the unpaid part of the invoice amount (including VAT). If Notarispraktijk Den Beer Poortugael has instituted legal proceedings (including arbitration and binding advice), the client shall be obliged to pay the actual costs incurred in these proceedings. This includes the costs of lawyers, process agents, as well as the fees and fixed charges owed to arbitrators or binding advisers, even if these exceed any procedural cost compensation pursuant to Article 237 et seq. of the Dutch Code of Civil Procedure. This compensation of costs will always be charged and owed by the client as soon as (internal or external) legal assistance has been called in by Notarispraktijk Den Beer Poortugael or collection measures are taken by Notarispraktijk Den Beer Poortugael, without any further form of proof being required.
2. If two or more persons have jointly given an assignment, they are each jointly and severally bound to comply with the obligations arising from the assignment agreement with Notarispraktijk Den Beer Poortugael.
3. If an engagement is given by a natural person on behalf of a legal person, this natural person is also the client in his or her private capacity. In the event of non-payment by the legal entity, he will therefore be personally liable for the payment of the invoice, irrespective of whether the invoice has been drawn up in the name of the legal entity or in the name of the natural person.

Article 6

Application of Wwft

1. In acting upon an assignment, Notarispraktijk Den Beer Poortugael shall comply with, inter alia, the provisions of the Wet ter voorkoming van witwassen en financieren van terrorisme ("Wwft") (Law for the prevention of money laundering and financing of terrorism). In connection with this, Notarispraktijk Den Beer Poortugael is obliged to identify and verify its client. Notarispraktijk Den Beer Poortugael may also be obliged in connection with the aforementioned law to report situations or transactions of an unusual nature. According to the law, Notarispraktijk Den Beer Poortugael is not allowed to inform its client of such a report. Notarispraktijk Den Beer Poortugael will never be liable for damage which the client has suffered, is suffering or will suffer as a result of a wrongful report in the context of the Wwft, unless there is intent or gross negligence on the part of Notarispraktijk Den Beer Poortugael.
2. By giving the assignment, the client confirms that he is aware of the aforementioned obligations arising from the Wwft and grants permission to Notarispraktijk Den Beer Poortugael to carry out the necessary actions.

Article 7

Third-party funds

1. In connection with the execution of the commission, Notarispraktijk Den Beer Poortugael may receive monies from the client or third parties. Notarispraktijk Den Beer Poortugael will lodge these monies with one or more banks chosen by Notarispraktijk Den Beer Poortugael. Notarispraktijk Den Beer Poortugael cannot be held liable for the non-fulfilment of the obligations by the bank in question.
2. In receiving monies, Notarispraktijk Den Beer Poortugael is bound to the Cash Rules. Notarispraktijk Den Beer Poortugael is not allowed to receive amounts of € 15.000,00 or more in cash. Notarispraktijk Den Beer Poortugael reserves the right to refuse payment in cash in all cases. In the event of payment in cash of amounts in excess of € 1,000.00, Notarispraktijk Den Beer Poortugael is entitled to pass on to the client the deposit costs charged by the bank. For the payment of monies, Notarispraktijk Den Beer Poortugael is bound by the Policy on restriction of the payment of monies to third parties or any other regulations that may replace it. For that reason Notarispraktijk Den Beer Poortugael is in principle obliged and/or reserves the right to only pay monies to the party who is a party to the deed and who is entitled to the payment pursuant to the legal act which has been recorded in the deed, and not to make any other payments on behalf of and/or for the benefit of that party or a third party.

Article 8

Other Provisions

1. The provision of services and the possible assumption of liability shall be governed by Dutch law. Disputes shall be exclusively settled by Dutch law or by the Disputes Committee.
2. Not only Notarispraktijk Den Beer Poortugael, but also persons - both those who are connected with Notarispraktijk Den Beer Poortugael in any way, and third parties - who have been engaged in the execution of any assignment given by a client, can appeal to these general conditions.
3. A claim against Notarispraktijk Den Beer Poortugael cannot be transferred or pledged.
4. The (junior) civil law notary(s) associated with Notarispraktijk Den Beer Poortugael are members of the Royal Dutch Notarial Association (hereinafter: KNB).
5. There is a Complaints and Disputes Procedure for the Civil Service. See www.knb.nl and www.degeschillencommissie.nl.
6. Notarispraktijk Den Beer Poortugael adheres to all rules of professional conduct. An explanation of these rules can be found in the consumer brochure 'Spelregels voor notaris en consument', which was prepared by the KNB in consultation with the Consumers' Association and Vereniging Eigen Huis. This brochure is available at ww.knb.nl and can be provided on request.
7. By placing an order, the Client declares that he agrees with these General Terms and Conditions.