General Terms and Conditions of Tech Expat

 

Article 1: Definitions

1. General Terms and Conditions: The provisions set out below, as used by Tech Expat.

2. Tech Expat: established at Edenstraat 66, 5615 GB Eindhoven, registered with the Trade Register of the Chamber of Commerce under number 99158183.

3. Client: The natural person or legal entity that gives or has given an assignment to Tech Expat, or enters into an Agreement.

4. Consumer Client: The Client or natural person who is not acting in the course of a profession or business.

5. Business Client: The Client or legal entity acting in the course of a profession or business.

6. Offer: A general term for, but not limited to, an offer, price indication, proposal, assignment and quotation issued by Tech Expat.

7. Services: All recruitment, consultancy and coaching activities and related advice provided and/or performed by Tech Expat, including but not limited to career guidance, intake interviews, sessions and webinars.

8. Agreement: Any arrangement or agreement between Tech Expat and the Client for the provision of services.

9. Parties: Tech Expat and the Client jointly.

10. Written/In Writing: Any form of written communication, including e-mail and digital messages.

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Article 2: Applicability of the General Terms and Conditions

1. These General Terms and Conditions apply to all offers, quotations, subscriptions, rates, Agreements, advice and Services of Tech Expat, including future offers, quotations and Agreements between the Parties.

2. Deviation from these General Terms and Conditions is only possible if expressly agreed in Writing between the Parties.

3. Any purchase terms and conditions or other terms and conditions of the Client and/or third parties are expressly rejected and do not apply to any Agreement between the Parties.

4. These General Terms and Conditions will be made available to the Client digitally and/or physically before or upon conclusion of the Agreement. The General Terms and Conditions can also be consulted on Tech Expat’s website.

5. By signing an Agreement or by giving Written approval of the Offer by e-mail, the Client declares that it is familiar with and agrees to these General Terms and Conditions. This is also the moment at which an Agreement between the Parties is legally concluded.

6. In the event of any conflict between provisions of these General Terms and Conditions and provisions of the Agreement, the provisions of the Agreement shall prevail, unless otherwise indicated in Writing.

7. The most recent version of the General Terms and Conditions applies. Tech Expat has the right and may unilaterally amend the General Terms and Conditions. The most recent version of the General Terms and Conditions is always displayed on Tech Expat’s website.

8. If any provision of these General Terms and Conditions is null and void or voidable, the remaining provisions of these General Terms and Conditions shall remain in full force, whereby Tech Expat is entitled to replace the relevant provision with another provision that reflects the original intention as closely as possible.

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Article 3: Offer and Agreement

1. An Offer made by Tech Expat will generally take the form of a price estimate issued to the Client by e-mail.

2. An Offer from Tech Expat is valid for fourteen (14) days, unless another period is stated in the Offer.

3. Tech Expat prepares an Offer to the best of its ability, aiming to provide a complete and accurate description of the Services offered.

4. An Offer is subject to errors, meaning that obvious mistakes and/or obvious errors in the Offer do not bind Tech Expat.

5. An Offer may be based on information provided by the Client. If this information proves to be incorrect before or during the performance of the Agreement, Tech Expat may adjust the terms.

6. An Offer or issued price indications do not automatically apply to follow-up assignments.

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Article 4: Conclusion of the Agreement and Right of Withdrawal

1. The Agreement is concluded as soon as Tech Expat has received the requested information from the Client and commences performance of the Services. 

2. If the Client’s acceptance deviates from the Offer, the Agreement between the Parties will only be concluded after Tech Expat has agreed to these deviations in Writing.

3. If an assignment or service is not preceded by an Offer, the Agreement is concluded as soon as Tech Expat has received the requested information from the Client and starts performing the Services (factual act).

4. After conclusion of the Agreement, Tech Expat will immediately start performing the Services.

5. Tech Expat has the right to suspend performance of the Services for as long as Tech Expat does not have the required information and/or data necessary to provide the Services. In that case, performance will not commence until the Client has provided the required information.

6. A Consumer has the right to withdraw from the Agreement within fourteen (14) days after conclusion of the Agreement without giving reasons (Article 6:230o of the Dutch Civil Code). This period starts on the day on which the Agreement is concluded.

7. If performance of the Services starts at the Consumer’s express request before expiry of the withdrawal period, the Consumer declares that he or she is aware of this and, insofar as the Services have been fully performed, waives his or her right of withdrawal. Tech Expat records this request and declaration in Writing.

8. Business Customers have no right of withdrawal.

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Article 5: Performance of the Agreement

1. The Agreement between the Parties is in principle entered into for an indefinite period, unless the nature of the Agreement or the assignment indicates otherwise or the Parties expressly agree otherwise in Writing.

2. Tech Expat will perform the Agreement to the best of its knowledge and ability and in accordance with generally accepted professional standards, based on the state of affairs known at that time.

3. Tech Expat is subject to a best-efforts obligation. Tech Expat does not guarantee the achievement of any specific result, expressly including finding or obtaining a job, assignment or appointment.

4. Tech Expat determines, where necessary in consultation with the Client, the manner in which and by whom the Agreement is performed.

5. Tech Expat has the right to have the Agreement performed in whole or in part by one or more third parties.

6. The Client is responsible for properly providing all information and documents necessary for Tech Expat to properly perform the work, including in any event personal data, a curriculum vitae (CV) and a description of the Client’s work experience. The Client also guarantees the accuracy, completeness and reliability of the information and documents provided by him or her.

7. If the Client fails to provide the cooperation required of him or her, or fails to provide the requested information, or fails to do so on time, Tech Expat is entitled not to start or to suspend performance of the Services, without Tech Expat being liable for damages.

8. If digital files or data are provided to Tech Expat, the Client guarantees that they are free of viruses and defects.

9. Tech Expat may invoice each completed part separately. If payment for an already completed and delivered part of the work is not made, Tech Expat has the right to suspend or even terminate further performance of the Agreement, even before the Agreement is formally dissolved.

10. Tech Expat is never liable for any form of damage resulting from a failure by the Client to comply with the aforementioned information obligation, as a result of which Tech Expat is unable to perform the Agreement properly.

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Article 6: Amendment and Termination of the Agreement

1. If the Agreement is amended after its conclusion at the request of or in consultation with the Client, Tech Expat is entitled to charge any additional costs.

2. Amendments to the Agreement will only be implemented after written confirmation by Tech Expat.

3. Any extension of the performance period as a result of an amendment will be communicated to the Client in good time and does not entitle the Client to compensation.

4. Tech Expat may assume that, once the Agreement has been entered into, it will not be cancelled or terminated without consultation.

5. However, both Parties have the right to terminate the Agreement early with a notice period of one (1) month, ending at the end of the month.

6. In the event of early termination by either Party, the Client is obliged to pay the outstanding invoices and Tech Expat has the right to invoice the Client for the work performed up to that point. Amounts already paid by the Client for work not yet performed will not be refunded, except insofar as mandatory consumer law provides otherwise.

7. Tech Expat is entitled to suspend performance of its obligations or to terminate or dissolve the Agreement in whole or in part with immediate effect if the Client fails to comply, or fails to comply fully, with its obligations under the Agreement, including in the event of late payment.

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Article 7: Rates

1. Depending on the Service, Tech Expat applies a fixed price, a price per session and/or a subscription price. The applicable prices are communicated to the Client in each Offer.

2. The rates issued by Tech Expat include VAT, unless otherwise agreed in Writing.

3. Changes to or extensions of the assignment (“additional work”) will not be charged separately by Tech Expat, unless the Parties make other agreements in Writing in advance.

4. Tech Expat has the right to index its rates annually on the basis of the consumer price index (CPI) of Statistics Netherlands (CBS), unless otherwise provided in the Agreement. Price increases will be communicated to the Client in good time.

5. If a fixed rate has been agreed, for example for a subscription or a fixed-price arrangement, Tech Expat may increase the rate if it appears that the originally estimated amount of work was too low as a result of incorrect information provided by the Client. In that case, the Client is obliged to pay these additional costs.

6. All prices used by Tech Expat are denominated in euros (EUR).

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Article 8: Payment Terms

1. Invoice payments must be made within fourteen (14) days after the invoice date, unless otherwise agreed in Writing. This period is a strict deadline. Subscription fees are payable immediately upon commencement of the subscription.

2. A Consumer may, after prior consultation with Tech Expat, pay in installments. In the case of payment in installments, the first instalment must be paid in advance and the subsequent instalments monthly, unless otherwise agreed.

3. Tech Expat has the right to require full advance payment or advance invoicing from the Client.

4. Objections to an invoice do not suspend the Client’s payment obligation.

5. Payment shall be made to the bank account indicated by Tech Expat or via the payment method offered by Tech Expat.

6. If the Client has not paid the invoice within the specified period, the Client is automatically in default by operation of law.

7. If the Client still fails to fulfil its payment obligation after a payment reminder, Tech Expat is entitled to charge statutory interest, as well as extrajudicial debt collection costs of 15% of the amount due, with a minimum of €50, and any judicial costs.

8. The Client is not entitled to set off any invoice against a counterclaim against Tech Expat.

9. In the event of statutory debt restructuring arrangement, bankruptcy or attachment on the part of the Client, all claims of Tech Expat against the Client are immediately and fully due and payable.

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Article 9: Complaints and Handling

1. The Client must notify Tech Expat in writing of any complaints about Tech Expat’s performance of the Agreement as soon as possible, but within fourteen (14) days after discovery and in any event no later than fourteen (14) days after completion of the work.

2. Tech Expat does not operate a formal complaints procedure and strives to resolve complaints in consultation with the Client, with full transparency regarding the handling of the complaint. In addition to submitting a complaint to Tech Expat, the Client is free to leave a review via Trustpilot or Google. A complaint via such a platform does not release the Client from the obligation to also report the complaint to Tech Expat in Writing.

3. If a complaint is justified, Tech Expat will still perform the work, unless this has become pointless for the Client. Tech Expat is not obliged to perform the agreed work if this is no longer reasonably possible or meaningful.

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Article 10: Privacy, Data Management and Confidentiality

1. Tech Expat processes personal data solely in the context of the performance of the Agreement and in accordance with applicable privacy legislation, including the General Data Protection Regulation (GDPR).

2. Personal data are processed by Tech Expat on the basis of performance of the Agreement and, where applicable, on the basis of a legitimate interest in the recruitment and coaching activities.

3. Tech Expat uses the confidential information received only for the purpose for which it was provided and does not share the Client’s personal data with third parties, except insofar as this is necessary for the performance of the Agreement or Tech Expat is legally obliged to do so.

4. Tech Expat complies with the statutory retention periods.

5. Data, documents and confidential information are stored carefully for as long as necessary for the performance of the Agreement.

6. The Parties will not disclose confidential information of the other party, unless this is required by laws and regulations or necessary for the performance of the Agreement.

7. Tech Expat takes appropriate technical and organisational measures to protect personal data against loss or unlawful processing and will inform the Client without delay if there is a data breach that may affect the Client’s personal data.

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Article 11: Intellectual Property and Confidentiality

1. All intellectual property rights to materials created or used by Tech Expat in the context of the Agreement, including video recordings, training materials, models, formats and working methods, are vested exclusively in Tech Expat, even if these materials were developed specifically for the Client and even after payment by the Client.

2. No licence is granted to the Client for the materials referred to in the previous paragraph, unless the Parties make other agreements in Writing.

3. If the Client infringes Tech Expat’s intellectual property rights, the Client is liable for the damage suffered by Tech Expat as a result.

4. Tech Expat may, after prior consultation with the Client and subject to a consent form used by Tech Expat, use visual material of or relating to the Client for promotional or portfolio purposes.

5. Webinars organised by Tech Expat are not recorded. By participating in a webinar, the Client agrees to these General Terms and Conditions.

6. The Parties mutually undertake to maintain confidentiality regarding all confidential business information and personal data of which they become aware in the context of the Agreement, and will not provide this information to third parties unless this is necessary for the performance of the Agreement or a party is legally obliged to do so.

7. In the event of breach of the confidentiality obligation set out in this article, the breaching party is obliged to compensate the other party for the damage suffered as a result.

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Article 12: Cybersecurity and Information Security

1. Tech Expat takes appropriate technical and organisational measures to secure the systems and data used to perform the Services against loss, theft or unlawful use.

2. Tech Expat periodically backs up business-critical data.

3. Access to sensitive Client data is limited to authorised persons.

4. If an incident occurs relating to the Client’s data, Tech Expat will inform the Client as soon as possible and take the measures that may reasonably be required of it to limit the consequences of the incident.

5. Tech Expat’s liability in connection with a cyber incident or data breach is subject to the limitations of Article 13 of these General Terms and Conditions.

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Article 13: Liability

1. Tech Expat has an obligation to use best efforts and will perform the Agreement to the best of its ability, but cannot be held liable for results not achieved, late delivery or incorrect information.

2. Tech Expat is not liable for any damage arising from the performance of the Agreement, except insofar as there is intent or deliberate recklessness on the part of Tech Expat. Insofar as Tech Expat’s liability is established in law, it is at all times limited to the amount paid out in the relevant case under Tech Expat’s professional liability insurance, increased by the deductible, or, if and insofar as no payment is made under that insurance, limited to a maximum of the invoice amount that Tech Expat invoiced to the Client for the last month.

3. Tech Expat is in no event liable for indirect damage, consequential damage, loss of profit, lost savings, corrupted or lost data, or damage caused by a force majeure situation.

4. The Client remains responsible at all times for choices made and actions taken, even if Tech Expat has provided advice.

5. The Client indemnifies Tech Expat and holds it harmless against all third-party claims, in any event whatsoever.

6. Any right of the Client to compensation expires twelve (12) months after the event giving rise to liability, unless otherwise provided by law.

7. Tech Expat is insured for its activities by means of professional liability insurance appropriate to the nature and scope of the Services.

 

Article 14: Force Majeure and Warranties

1. Tech Expat is not obliged to fulfil any obligation towards the Client if performance is temporarily or permanently prevented by a circumstance that Tech Expat could not prevent and that cannot be attributed to Tech Expat (“force majeure”).

2. Force majeure includes, but is not limited to: technical, IT or system failures necessary for the performance of the Agreement, fire, government measures, epidemics, pandemics, illness of the person involved at Tech Expat, or other unforeseen circumstances beyond Tech Expat’s control.

3. In the event of force majeure, Tech Expat’s obligations are suspended. Tech Expat will consult with the Client to offer an alternative or temporary solution, if possible.

4. Tech Expat gives no warranties in respect of the Services, expressly including no warranty that a specific result will be achieved, such as obtaining a job, assignment or appointment.

 

Article 15: Bankruptcy, Suspension of Payments and Business Takeover

1. If the Client is declared bankrupt, including personal bankruptcy, or applies for suspension of payments, the Agreement ends by operation of law with immediate effect, without prejudice to Tech Expat’s right to compensation for work performed and costs incurred up to that point.

2. If Tech Expat is declared bankrupt or applies for suspension of payments, the Client’s right of access to the Services lapses, without Tech Expat being liable for damages. Tech Expat will inform the Client of this as soon as possible.

3. A business transfer or share transfer on the part of the Client does not affect the Agreement and the Agreement may not be transferred by the Client without Tech Expat’s prior Written consent.

4. In the event of a business takeover or merger on the part of Tech Expat, the Agreement will be transferred to Tech Expat’s legal successor and the Client will be informed thereof. If the Client moves abroad or Tech Expat’s services can no longer be continued for other reasons, Tech Expat may terminate the Agreement.

 

Article 16: Archiving

1. Tech Expat digitally archives business correspondence, including quotations, assignments and invoices, on its own systems.

2. Assignments, quotations and relevant e-mail correspondence are retained by Tech Expat in accordance with the applicable statutory fiscal retention periods.

3. Oral agreements between the Parties will be confirmed in Writing as soon as possible.

 

Article 17: Dispute Resolution and Applicable Law

1. If a dispute arises between the Parties, the Parties first acknowledge that they will seek to resolve the dispute jointly in mutual consultation before referring the matter to a competent court.

2. The competent court in the district where Tech Expat has its registered office shall have exclusive jurisdiction to hear disputes, on the understanding that a Consumer may choose the court competent under the law within one (1) month after Tech Expat has invoked this clause in Writing.

3. These General Terms and Conditions and the Agreement, including their formation and interpretation, are governed exclusively by Dutch law.