General terms and conditions
Article 1 Definitions
1.1 In this Article, the terms listed below have the following meaning:
1.1 MY recruitment: MY recruitment, a private limited liability company, having its registered office in Wijchen, Municipality of Wijchen, the Netherlands, and registered in the Trade Register of the Chamber of Commerce under number 66282314.
1.2 Client: any natural person with whom or a legal entity with which MY Recruitment has concluded an agreement.
1.3 Agreement: the assignment that the Client has given to MY recruitment, as specified in the offer that MY Recruitment has drawn up and the Client has approved. In the event that there is no written Agreement, the Client will be deemed to have entered into the Agreement in the event that the parties have agreed to carry out the assignment. In the event that no offer has been made, the content of the Agreement will be determined on the basis of all the discussions that have been held and correspondence that has been exchanged from which the assignment and the relevant terms and conditions can be derived.
1.4 In Writing/Written: what has been drawn up in writing or in an e-mail.
Article 2 Applicability
2.1 The General Terms and Conditions govern any and all acts (including legal acts) between the parties, even if they do not lead to or are related to an Agreement.
2.2 Unless the parties have explicitly agreed otherwise In Writing, the applicability of other general terms and conditions is excluded.
2.3 Derogations from these General Terms and Conditions will be applicable only in the event that they have been explicitly agreed in Writing.
2.4 In the event that it should appear that a provision stipulated in these General Terms and Conditions or in the Agreement is null and void or not legally valid, that will not affect the applicability of the General Terms and Conditions or the Agreement. In such cases the parties will consult in order to agree on a new provision to replace the provision that is null and void or that has been nullified, in which context the purpose and the purport of the provision that is null and void or that has been nullified will be taken into consideration.
Article 3 |Conclusion and content of the Agreement
3.1 All the offers issued by MY Recruitment are without engagement until the Client has accepted the offer. Offers will expire in the event that the Client has not accepted them within 14 days after they have been dispatched.
3.2 After it has been accepted, the Client acknowledges that the offer is correct.
3.3 The Client will bear the burden of proof in the event that the acceptance has been communicated orally.
3.4 In the event that the Client proposes changes to the assignment on the basis of the offer, no Agreement will be concluded until after MY Recruitment has explicitly accepted the proposed changes.
3.5 All the prices that MY Recruitment applies are exclusive of VAT and comprise only the costs related to it recruitment and selection. Costs related to psychological examinations, assessments, other test of skills, background checks, and any and all external costs will be charged separately.
3.6 In the event that the Client has submit a Written request to amend the content of the Agreement after it has been concluded, the content of the Agreement may be amended only in the event that MY Recruitment has accepted the amendments In Writing. Amendments to the Agreement may lead to an adjustment of the price.
3.7 The Client is obliged to lend any and all cooperation necessary. In the event that the Client fails to do so, MY Recruitment will be entitled to terminate the Agreement in accordance with the provisions stipulated in Article 12.
3.8 During the performance of the Agreement, the Client will make available to MY recruitment, both upon request and at its own initiative and at its own expense, any and all information necessary, such as a description of the job vacancy, the applicable terms and conditions of employment, the company’s background, etc.
3.9 The Client warrants that any and all documents that it supplies will be correct, and it is fully responsible for them.
Article 4 Performance of the Agreement
4.1 MY Recruitment will perform the Agreement to the best of its knowledge and ability. However, it cannot guarantee that the work that it performs will achieve the Client’s desired result in all cases.
4.2 The Client will provide, in a timely manner, any and all information that MY Recruitment indicates that it requires in order to perform the Agreement. In the event that the information that has been requested is not provided in a timely manner, MY Recruitment will have the right to suspend the performance of the Agreement.
4.3 MY Recruitment will enjoy the right to exclusivity, unless the parties have explicitly agreed otherwise in the Agreement. This means that the Client will give the assignment exclusively to MY Recruitment and will not give the same or a similar assignment to a third party to fill the vacancy in question. The Client also will not carry out the assignment itself. The Client will immediately refer to MY Recruitment any candidates and potential candidates who apply to the Client, and in any event it explicitly will do so within a term of 48 hours.
4.4 In the event that the Client fails to comply with its obligations pursuant to the Agreement or fails to do so in full and in a timely manner, MY Recruitment will have the right to suspend its work until the Client’s default has been remedied.
4.5 MY Recruitment has the right to make use of auxiliary servants and agents, which also are taken to include subordinates.
4.6 The applicability of Articles 7:404, 7:407 and 7:409 of the Dutch Civil Code (Burgerlijk Wetboek) is explicitly excluded.
Article 5 Completion of the Agreement
5.1 In the event that a term is stipulated in the Agreement for the completion of certain work, such terms are always indicative and under no circumstances are they of the essence.
5.2 MY Recruitment will be deemed to have completed the Agreement in the event that it has performed all the work that ensues from the Agreement.
Article 6 Payment
6.1 Payment must be made within 30 days after the invoice date, unless the parties have agreed otherwise In Writing.
6.2 Unless the parties have agreed in writing to the contrary, the Client is obliged to pay the agreed fee in four equal instalments. The first instalment will be due when the assignment commences, the second instalment will be due when potentially suitable candidates are interviewed by MY recruitment, the third instalment will be due after the selected candidate had been presented to the Client and the fourth instalment will be due when the employment contract is concluded. The first three instalments will be based on an estimated gross annual salary. The final settlement will be completed at the time of the fourth instalment.
6.3 The Client must inform MY Recruitment In Writing of any objections in respect of the invoice within eight days of the invoice date. In the event that it fails to do so, the Client will be deemed to have accepted the invoice.
6.4 In the event that the Client has not made payment within the applicable term, it will be in default by operation of law and it will owe statutory commercial interest on the amount of the invoice without any further notice of default being required. The extrajudicial costs will be equal to 50% of the invoice amount, subject to a minimum of EUR 150.
6.5 In the event that the Client fails to comply with its payment obligations, MY Recruitment will be entitled to suspend and/or cease its work.
Article 7 Confidentiality
The parties are obliged to maintain confidentiality with respect to any and all information that they exchange in respect of which they reasonably should realise that the information is confidential. The parties will be relieved of that obligation in the event that they required to do so on the basis of a mandatory provision of law.
Article 8 Intellectual property
MY Recruitment is the party entitled to the copyright and any and all other intellectual property rights in respect of the materials that have been used or made available to the Client. None of those materials may be duplicated and/or disclosed without prior Written permission from MY recruitment.
Article 9 Complaints
9.1 MY Recruitment will handle complaints only insofar as the complaints relate to services that it has provided itself and/or conduct or actions on the part of its auxiliary servants and agents.
9.2 Any complaints should be submitted preferably by e-mail.
9.3 MY Recruitment will make every effort to handle complaints in the best manner possible. In no event will the handling of a complaint imply an acknowledging of any liability.
9.4 The submission of a complaint will not affect the Client’s other obligations and will not afford it any right to suspend performance.
Article 10 Guarantee
In the event that the employment of the candidate who has been placed by MY Recruitment is terminated within six months after the candidate’s employment has commenced as a result of an incorrect estimation on the part of MY Recruitment with respect to the suitability of the candidate, MY Recruitment will recruit a new candidate for the Client free of charge. The preceding provision is without prejudice to the Client’s obligation to pay the original invoice(s).
Article 11 Liability
11.1 MY recruitment’s liability is limited to compensating any direct damage, in most narrow meaning of the term, and in any case subject to a maximum equal to the relevant invoice amount, exclusive of VAT. If and insofar as the Agreement is a continuing performance contract, in no event will the liability exceed the price, exclusive of VAT, stipulated in the agreement in question for the performance in the period of two months prior to the default, subject to a maximum of EUR 15,000. The maximum liability is subject to the deduction of any amounts that already have been credited by MY Recruitment and in respect of amounts that fall within the scope of the liability insurer coverage’s or outside it.
11.2 MY Recruitment will be liable on the ground of an attributable breach only after it has been given notice of default, in any event within 48 hours after the default has been discovered. The notice must be In Writing, well-reasoned and detailed.
11.3 Liability for indirect damage, including consequential damage and loss of profit, is explicitly excluded.
11.4 MY Recruitment is not liable in any manner whatsoever for any errors and shortcomings on the part of the candidate that it has placed, in the broadest sense of the words. In this context ‘candidates’ also are taken to include employees (including interim employees) who are working for the Client on the ground of a commission contract between MY Recruitment and the Client.
11.5 Prior exclusions of liability will not apply insofar as the damage that has arisen has been caused by an intentional act or omission or wilful recklessness on the part of the board and/or executives of MY recruitment.
Article 12 Term and termination of the Agreement
12.1 In the event that the Agreement relates to a one-off assignment, the Agreement will be deemed to have been entered into for the duration of that assignment.
12.2 In the event that the Agreement relates to a continuing performance contract, the Agreement will be entered into for the term stipulated in the offer of the Agreement. In the event that no term is stipulated, the Agreement will be deemed to have been entered into for an indefinite period of time. After the term has expired, however it has been stipulated, the Agreement will be extended tacitly, in each case for the same term. The parties may terminate the Agreement effective from the end of a term with due observance of a notice period of three months.
12.3 In the event that the Client fails to comply with any obligations pursuant to the Contract or these General Terms and Conditions or fails to do so properly and in a timely manner, MY Recruitment will be entitled to suspend its obligations pursuant to the Agreement and/or dissolve the Agreement whole or in part, without any notice of default and/or judicial intervention being required, without MY Recruitment being obliged to pay any compensation of damage and without prejudice to any other right that accrues to it. The preceding provision also applies in the event that the Client is granted a provisional or definitive suspension of payments, goes bankrupt or is unable to make payment.
12.4 In the event that after the necessary efforts have been made MY Recruitment foresees that it will not be able to complete the assignment because no suitable candidates are available, MY Recruitment will be entitled to give back the assignment that was given to it and to thereby terminate the Agreement, in which case the Client will owe reasonable remuneration for the work that has been performed.
12.5 In the event that the Client withdraws its vacancy for any reason other than its being filled, the Client will have the right to terminate the Agreement effective immediately. The Client will owe reasonable remuneration for the work that MY Recruitment already has performed.
4.6 In the event that the vacancy is filled in contravention of the provisions stipulated in Article 4.3 of these General Terms and Conditions, the Client will nonetheless owe MY Recruitment the full fee agreed.
Article 13 Amendments to the General Terms and Conditions
MY Recruitment has the right to amend the General Terms and Conditions in the interim. It will notify the Client In Writing as quickly as possible of any such amendment.
Article 14 Indemnification
14.1 The Client indemnifies MY Recruitment against any claims brought by third parties that sustain damage in connection with the performance of the Agreement in respect of which the cause can be attributed to a party other than MY recruitment.
14.2 In the event that MY Recruitment is held liable by third parties on that ground, the Client will be obliged to assist MY Recruitment both extrajudicially and judicially and to immediately do everything that can be expected of it in that situation. In the event that the Client remains in default by failing to take adequate measures, MY Recruitment will be entitled to do so itself, without any notice of default being required. Any and all costs and damage or loss that MY Recruitment and third parties sustain that ensue as a result will be entirely at the Client’s risk and expense.
Article 15 Force majeure
15.1 MY Recruitment will not be required to comply with any obligation towards the Client in the event that it is impeded from doing so as a result of a circumstance for which it cannot be held responsible and that is not for its account by virtue of the law, an illegal act or generally accepted standards.
15.2 Force majeure is also taking to mean, in addition to the applicable provisions stipulated in the applicable law and case law, any and all external causes, either foreseen or unforeseen, over which MY Recruitment has no control and as a result of which MY Recruitment is unable to comply with its obligations. MY Recruitment also will have the right to invoke force majeure in the event that the circumstance that is impeding (or further impeding) compliance with the Agreement arises after MY Recruitment should have complied with its obligation.
15.3 MY Recruitment will be entitled to suspend the obligations pursuant to the Agreement during the period of time in which the situation involving force majeure continues. In the event that there period continues longer than two months, either party will be entitled to dissolve the Agreement, without being obliged to compensate any damage that the other party has sustained.
15.4 Insofar as at the time at which the situation involving force majeure has commenced MY Recruitment already has partially complied with its obligations pursuant to the Agreement or will be able to do so, and the part that will be or has been complied with can be deemed to have independent value, MY Recruitment will be entitled to separately invoice the part that already has been complied with or that will be complied with. The Client will be obliged to pay that invoice as though it related to a separate Agreement.
Article 16 Dispute settlement rules
16.1 The Agreement is governed by Dutch law.
16.2 In the event that any disputes arise, the parties will first attempt to resolve the issue amicably. There will be deemed to be a dispute as soon as one of the parties states that that is the case.
16.3 The District Court of Gelderland, the Netherlands, will have jurisdiction to take cognisance of disputes, without prejudice to MY recruitment’s right to choose the court that has jurisdiction in accordance with the competition rules stipulated in the Dutch Code of Civil Procedure (Wetboek van Burgerlijke Rechtsvordering).