General terms and conditions

1. Definitions

  • Consultant: The independent advisor providing services as described in the Agreement and to which these General Terms and Conditions apply.

  • Client: The organization engaging the Consultant.
  • Agreement: The service agreement between the Client and the Consultant to which these General Terms and Conditions apply.

2. Expenses and payment terms

  • The Consultant is entitled to remuneration for its services, including all reasonable and necessary costs incurred in providing services to the Client, including travel expenses.

  • All prices are exclusive of VAT, unless otherwise agreed.
  • Invoices must be paid in full within 14 days of the invoice date, unless otherwise agreed.
  • In the event of non-payment, the Consultant is entitled to suspend its services and charge statutory interest.

3. Mandate

  • The Consultant may perform acts on behalf of the Client, as described in the Agreement.

  • Acts outside the mandate will only be carried out by the Consultant after approval by the Client.
  • The Client indemnifies the Consultant against claims from third parties arising from acts performed within the mandate.

4. Confidentiality and non-disclosure

  • The Consultant exercises the utmost care in protecting the privacy of all parties involved, in accordance with the GDPR. Confidential information will only be used for the purpose for which it was provided.

  • All terms of the Agreement, as well as all materials and information provided during its term, are confidential, unless disclosure is required by law or there is a reasonable suspicion that someone is in immediate danger. In such a case, the Consultant will report this to the Client.
  • The Client ensures that employees and third parties comply with the confidentiality obligations.
  • For electronic communication (e-mail, SMS, social media), complete confidentiality cannot be guaranteed.
  • The obligation of confidentiality remains in force after the termination of the Agreement.

5. Governing law

The Agreement is governed by Dutch law, including PSA legislation and the Whistleblower Protection Act.

6. Dispute resolution

Disputes arising from the Agreement may be submitted to the National Association of Confidential Advisors via Klachten en beroep – LVV (lvvv.nl) or may be submitted to the competent court in the district where the Consultant is located.

7. Liability

  • The Consultant is indemnified against personal liability. Except in cases of willful misconduct, the Consultant shall not be liable for any damage of any nature whatsoever. The Client indemnifies the Consultant if a court rules otherwise.

  • The Consultant declares that it has taken out professional liability insurance.

8. Termination

  • The Agreement may be terminated:
    • At any time with 90 days’ prior written notice.
    • Immediately in case of breach of the Agreement, suspension of payment, bankruptcy, or dissolution of a party.

Neither party is liable for delays or non-performance due to circumstances beyond their control (e.g., natural disasters, pandemics, strikes).

9. Relationship between the parties

The Consultant acts as an independent advisor and shall under no circumstances be considered an employee of the Client. The Agreement does not create any other form of partnership.

10. Exclusivity

The Agreement is non-exclusive; both parties may enter into similar agreements with third parties.

11. Proprietorship

  • All presentations, workshops, and training materials created by the Consultant remain the property of the Consultant.
  • All policy and internal communication materials created by the Consultant for the Client remain the property of the Client. Materials developed by the Consultant for the Client may only be used by the Client and may not be shared, distributed, or used by third parties without prior written consent from the Consultant .

12. Amendments

Changes to the Agreement are only valid if approved in writing by both the Client and the Consultant.