General Terms and Conditions

Breakthrough Digital Business Advisory

1. Applicability

These general terms and conditions apply to all quotes, assignments, and agreements between Breakthrough Digital Business Advisory (hereinafter: “BTDA”), established in Helmond, and its clients, unless otherwise agreed in writing. The applicability of any general terms and conditions of the client is expressly rejected, unless otherwise agreed in writing.

2. Quotes and Formation of Agreement

  • All quotes are non-binding and valid for 30 days, unless otherwise indicated.
  • An agreement is established once the client explicitly agrees to the quote in writing, by email, or through a digital system.
  • If digital signature services or electronic confirmation systems (such as email, client portals, or other digital means) are used, this confirmation is considered legally binding.

3. Execution of the Assignment

  • BTDA will execute the assignment to the best of its insight and ability.
  • BTDA has the right to engage third parties in the execution of the assignment.
  • BTDA is not liable for errors or shortcomings of engaged third parties, unless there is intent or gross negligence on the part of BTDA.
  • The client will provide, in a timely manner, all cooperation, information, and materials reasonably necessary for the execution of the assignment.

4. Compensation and Payment

  • The compensation for the services will be agreed upon in advance and documented in the quote.
  • Invoices must be paid within 30 days after the invoice date, unless otherwise agreed.
  • In the event of late payment, the client is liable for statutory commercial interest from the due date of the invoice.
  • If the client fails to make timely payment, the client is legally in default. The client is then liable for extrajudicial collection costs in accordance with the Dutch Collection Costs Act (WIK).
  • BTDA reserves the right to suspend its services if payment is not received, without being liable for any resulting damages.

5. Cancellation and Rescheduling

  • Cancellation of an assignment must be done in writing.
  • For cancellations within 14 days before the start of a workshop or advisory process, 50% of the agreed amount is due.
  • For cancellations within 48 hours before the start, the full amount is due.
  • Rescheduling of appointments must be communicated at least 48 hours in advance. For later rescheduling, BTDA may charge costs.

6. Liability

  • BTDA is not liable for indirect damages, consequential damages, or lost profits.
  • BTDA’s liability is limited to the amount charged for the relevant assignment, with an absolute maximum of €10,000, or to the amount paid out by BTDA’s professional liability insurance, if this is higher.
  • This limitation of liability does not apply in case of intent or gross negligence by BTDA.
  • BTDA is not liable for damages resulting from incorrect or incomplete information provided by the client.

7. Confidentiality

  • Both parties are obligated to maintain confidentiality regarding confidential information they obtain from each other in the context of the agreement.
  • This confidentiality obligation remains in effect for a period of five (5) years after the termination of the agreement.

8. Intellectual Property

  • All advice, reports, and materials provided by BTDA remain the property of BTDA, unless otherwise agreed in writing.
  • The client is not permitted to reproduce, publish, or provide these to third parties without prior written consent.
  • After full payment, the client acquires a non-exclusive, non-transferable right of use for the specific purpose for which the materials were developed.
  • The client is not permitted to modify the materials or use them in modified form without prior written consent from BTDA.

9. Force Majeure

  • In case of force majeure, the fulfillment of BTDA’s obligations is suspended for the duration of the force majeure situation.
  • Force majeure is defined as: circumstances that prevent the fulfillment of the agreement and which are not attributable to BTDA, including but not limited to: illness, pandemic, government measures, disruptions in telecommunication or internet connections.
  • If the force majeure situation continues for more than sixty (60) days, both parties have the right to terminate the agreement in writing, without obligation to pay compensation.

10. Duration and Termination

  • Assignments are entered into for the duration specified in the quote or agreement.
  • Early termination is possible with observance of a notice period of one month, unless otherwise agreed.
  • In case of early termination by the client, BTDA retains the right to payment for services performed up to that point.

11. Applicable Law and Disputes

  • Dutch law applies to all agreements.
  • Disputes shall preferably be resolved through mutual consultation. If this is not possible, disputes will be submitted to the competent court in the district where BTDA is established.

12. Amendment of Terms

  • BTDA is authorized to make changes to these terms and conditions. The changes take effect at the announced time.
  • BTDA will send the amended terms to the client in a timely manner. If the client continues to use BTDA’s services after the effective date, the client is deemed to have agreed to the changes.

Breakthrough Digital Business Advisory Elsbeen van Baerlestraat 36 5706 MA Helmond Chamber of Commerce: 96581492 VAT: NL005219442B61 info@breakthroughdigital.nl +31 6 192 88791