General terms and conditions of Reguls per the 1st of July 2016
These general terms and conditions describe as:
a. Conditions: the underlying general conditions.
b. Reguls: Reguls bvba, established in Brussels (Belgium) and registered with the Kruispuntbank van Ondernemingen number: 0656.926.362.
c. Website: the place on the Internet where the website of Reguls is located (www.reguls.com).
d. Client: the person, company or legal entity and its employees or workers which/who has/have an agreement with Reguls through its website or in writing to purchase one or more services.
e. Parties: Client and Reguls who have signed a contract or are in negotiation with the intention to do so.
f. Agreement: the joint decision of Reguls and Client to enter into a legal relationship, which Reguls undertakes, pursuant to the provisions contained in these Conditions, to deliver certain services in exchange for payment or another performance delivered by the Client.
g. Services: all the performed word by Reguls for the Client, including but not limited to management consultancy, legal advisory, project and interim management, funds and grants assistance, training and education and mediation for placement of personnel.
h. In writing/written: any for of communication through mail, email, text message or Whatsapp message.
i. Fund or grant: any call or request for financial support, including loans of any kind, provided by an entity to support certain projects or activities of Client.
a. The terms of these conditions apply to any offer and Agreement, including all follow-up orders, amended or additional instructions given by the Client to Reguls, and all other legal relationships arising from or in connection with an Agreement, assignment or Subscription. Any terms or conditions of the Client will not be applicable unless Reguls has specifically accepted those terms and conditions in writing.
b. The terms of these Conditions shall apply to any legal relationship that arises as a result of or in connection with the use of the Website.
c. The terms of these Conditions apply to any legal relationship that is created when advice arises as a result of or in connection with any legal relationship described here above under a and b, whether pursuant to these Conditions or not.
d. These Conditions are stipulated for any third party, whether or not in the service of Reguls, who is involved in the execution of any Agreement or who is or may be liable in connection herewith.
e. An Agreement shall only be accepted by and on behalf of Reguls, even if it is the explicit or implicit intention that a specific person shall execute an order. Notwithstanding Articles 7:404 and 7:407 paragraph 2 of the Civil Code, those who work for or on behalf of Reguls, whether or not in employment, shall not be personally liable and bound to the Agreement, nor will the death of such person terminate the Agreement not even if the command is given for that specific person.
f. The execution of an Agreement will exclusively benefit the Client. Unless Reguls explicitly consents in writing, no other than the Client may rely on or has any rights in connection with the result of an Agreement or the manner of execution thereof.
g. When executing the Agreement, Reguls will take the appropriate measures to preserve the confidentiality of the client relationship. Nevertheless, unless the parties expressly agreed otherwise, the following applies to the Agreement:
(I) The Client consents to the distribution of information, whether or not in connection with the Agreement, within the organization of Reguls known facts to the attention of those connected to Reguls who find such information useful in connection with the handling of an assignment or relationship management.
(II) The Client consents to the communication using all the currently customarily means of communication, in particular, the Internet.
(III) The Client consents to acknowledgement of the Clients company name on the Website as soon as the Agreement has been executed.
h. Reguls will exercise due care when hiring a third party and will consult with the Client about the selection of a third party if it is customary and reasonable in the context of the relationship with the Client to do so. Reguls is authorised to agree to terms and conditions that are applicable to the relationship with a third party or that are stated by a third party. In relationship to the Client, Reguls can rely on such terms and conditions in as much as it concerns the execution of an Agreement by a third party. Under no circumstances will the Client directly claim against such third party.
i. Every offer or Agreement is based on information provided by the Client, who therefore is responsible for the accuracy and completeness of that information. The Client will provide (in time) all information needed for accurate performance of Reguls. The Client will not provide any information providing funds or grants to the granting entity before consulting Reguls.
j. Deviations from these Conditions are only valid if explicitly agreed upon in writing between the Parties.
k. If these Conditions are subject to modification, the modified version is applicable to any Agreement signed between Client and Reguls after the modification was enforced.
l. Any offer made by Reguls will be valid for a maximum of four weeks, unless stated differently by Reguls.
3. Prices and fees
a. Reguls calculates a fixed price for courses and seminars as stated on the Website. A fixed rate can be arranged in advance for services and project work, be it a fee based on calculated hours. Prices and rates exclude VAT.
b. Unless otherwise agreed, the fee will be determined on the basis of hours worked multiplied by the applicable rates set by Reguls and regularly determined. The applicable rates are available upon request at any time.
c. Disbursements incurred on the Clients behalf will be charged separately. To cover general office expenses up to 10 prints (such as shipping by regular mail, telephone costs, fax and electronic communications, photocopying and document production), a by Reguls determined percentage of the fee will be charged as part of the tariff. All amounts exclude VAT.
d. In the following situations the Client will be obligated to compensate all (labour) costs (at an minimal hourly rate of € 300,00 VAT excluded) and expenses:
1. If and when a prepared reply to a call for proposal or a request for a fund or grant is not timely or not correctly admitted due to Client or a third party for which Client is responsible; or
2. A admitted request for a fund or grant is withdrawn by Client before being accepted or denied; or
3. A project is not continued upon according the (draft of a) admitted request for a fund or grant.
e. All our prices are V.A.T. exclusive and stated in EURO, unless specifically otherwise agreed upon in writing.
4. Billing, notice and others
a. All work carried out will be charged to the Client on a monthly basis. The payment is due within 30 days from the date of the invoice. In the absence of timely payment Reguls will be entitled (without further notice) to charge and receive statutory interest. At any time an advance payment for services can be asked to carry out work. Work may be suspended if no payment is available to cover them. If the Client pays too late or not at all, all judicial process and execution costs and the administrative and extrajudicial collection costs shall be borne by the Client.
b. The Agreement can only be terminated by Parties in writing at the end of a contract period in accordance with a notice of one month. If such notice is not complied with, the Agreement is automatically extended for a period of one year. Reguls may terminate the Agreement without prior notice:
- If a party, acting commercially as a natural person or in the name of a sole proprietorship dies;
- In case of closure, liquidation and at the time of application for suspension of payments or bankruptcy of either party;
In these cases, without prior notice is required, the entire amount of the invoice amounts outstanding under the Agreement will be immediately due and payable. Reguls can terminate the Agreement with immediate effect by giving written notice if the Client fails attributable to fulfil its obligations under the Agreement.
c. An assignment or Agreement can only be terminated before the termination date if and when the Client or Reguls can make plausible that the work in progress cannot be terminated under the agreed conditions in the Agreement and otherwise made in writing. All the (labour) costs and other expenses up to that point will be compensated for by the Client as well as any the (labour) costs and other expenses that are reasonably made in order to terminate the dossier in a proper way for all parties concerned.
d. Courses and seminars as mentioned on the Website must be paid in advance 30 days prior to the start of the course.
a. Reguls is not liable for any by the Client or third parties suffered damages of any kind or size, related to or resulting from executing the Agreement or the objective default. Any claim concerning the liability of suffered damages of any kind or size caused by a person or entity hired or under contract of Reguls is excluded and not liable for these people or entities are hereby given the right to derive that right from accepting these terms and conditions.
b. Reguls is not responsible for any damage the Client or third party suffered or will suffer, directly or indirectly due to the inaccuracy, incompleteness, or illegality or delays in the timeliness of information provided to the Client by Reguls.
c. All (editorial) information is carefully and to the best of knowledge gathered and drawn up. Reguls and the authors cannot in any way guarantee the completeness or accuracy of the information. Reguls and authors accept no liability whatsoever for damage of any kind arising from actions or decisions based on this information.
d. Reguls will not be held responsible nor held accountable for any change regarding a call for proposal or a request for a fund or grant or any other circumstances concerning the Agreement that change during the course of the execution of the Agreement and that are beyond the control of Reguls. If these changes make it impossible for Reguls to execute the Agreement, Reguls will not be held to (the execution of) the Agreement.
e. When and where any liability appears to rest on Reguls towards the Client, for whatever reason, then this liability per occurrence is limited to the amount that is paid out for that event under the liability insurance coverage taken out by Reguls, plus the amount of the deductible applicable to this insurance coverage.
f. If Reguls is held liable by a third party in respect of any damage for which Reguls under the Agreement with the Client or under these Conditions is not liable, the Client will fully indemnify Reguls in this area.
g. Reguls is entitled to transfer the rights and obligations under the Agreement in whole or in part, to a third party, provided written notice to the Client and under the condition that the acquiring party in respect of those rights and obligations specified will enter the place of Reguls through the transfer of its obligations to the Client, for which obligations Reguls will be fired by the Client. The Client must fully cooperate and accommodate such transfer.
6. Intellectual property, transfer rights and / or obligations.
a. All intellectual property rights to the published works, including copyrights, trademark rights and database rights are owned by Reguls or the authors represented by Reguls. Unless expressly permitted by Reguls or the law, no part of the published works may in any way be published or reproduced, including storage in any computerized file.
b. The Client may not delete or modify any indication regarding copyrights, trademarks, trade names or other intellectual or industrial property from (software) material.
c. The Client may not, without the prior written permission of Reguls, transfer duties or obligations attached to a subscription attached to a third party, including access and usage.
7. Privacy and confidentiality
a. The parties are to ensure that information received during and after entering into the Agreement will be carefully handled. Information will be considered confidential if a Party has indicated as such.
b. Reguls has the power to capture data from the Client for the execution of the Agreement and / or provide the Client with information about its services. Reguls respects the privacy of Clients personal information and will at all times handle it as confidential and in accordance with the Dutch Data Protection Act (Wet bescherming persoonsgegevens). If the Client does not appreciate the disclosures mentioned in this article, this can be communicated in writing to Reguls.
c. Reguls is registered with the European Transparency Register and has received accreditation from the European Parliament, and therefor is required to give full disclosure about her activities and is required to be completely transparent towards third parties on these activities, for whom these activities are executed and to register them and an indication of the concerned fee with the European Transparency Register.
8. Other provisions
a. Choice of the applicable law. Any legal relationship arising out of or in connection with the relations mentioned in these Conditions shall be governed by Dutch law. Any disputes arising from such legal concerns shall be resolved by the competent court in Amsterdam, The Netherlands. Claims for compensation expire if proceedings are not commenced in the competent court within one year after the discovery thereof. If Reguls is acting as the claiming party, Reguls can commence proceedings in a competent court without clause.
b. These Conditions are available in Dutch and English. In the event of a dispute over content or meaning of these Conditions, only the Dutch text and its meaning under Dutch law are binding.
c. If for some reason one of the provisions hereby stipulated is not valid, null or in any other way not enforceable, all other provisions will nevertheless continue to be valid and applicable.
d. The Client, when changing its name or the address information, will inform Reguls in writing and at least 14 days prior to the effective date of the amendment.
e. The content of leaflets, brochures, advertisements and any other (advertising) material is subject to change and do not bind Reguls in any way.