These general terms and conditions apply to all offers, agreements and activities related to facility services, including cleaning activities, for the business market. Deviations from these terms and conditions are only valid if agreed in writing. The client's general terms and conditions are expressly rejected unless otherwise agreed in writing. If one or more provisions of these terms and conditions prove null and void or are annulled, the other provisions will remain in full force and effect. In that case, the parties will, in consultation, determine a replacement provision that is as close as possible to the purpose of the original provision.
Client means any legal person or natural person acting in the exercise of a profession or business that purchases services. Contractor means the party that performs the facility services. Activities are all agreed services, including but not limited to cleaning activities, periodic maintenance, specialist cleaning and related facility activities. The object is the building, space, site and/or means of transport to which the work relates. The work program, schedule of requirements or cleaning program is the written record of the nature, scope, frequency, quality and any special agreements.
All offers are without obligation, unless explicitly stated otherwise. An agreement is concluded as soon as the client accepts a quote in writing, as soon as the contractor starts carrying out the work with the client's consent, or as soon as an invoice relating to the services offered is paid. The agreement consists of the offer or agreement, any work program and these general terms and conditions. Verbal agreements are only binding if they have been confirmed in writing.
The work is carried out in accordance with the agreed quality requirements, the work program and the applicable professional standards in facility services. The client ensures that the contractor has timely access to the object and that the work can be carried out safely, properly and without hindrance. The client also ensures sufficient work space, adequate facilities and, where applicable, access to water and electricity. All information that is important for the execution of the work is provided in a timely and complete manner by the client. Contractor may assume the accuracy of this information. If the client fails to do so, the contractor is entitled to suspend the work. In that case, any delays and additional costs will be borne by the client.
Changes in the agreed activities or additional activities are regarded as additional work. Additional work will be carried out after the client's agreement, in writing or by e-mail, unless urgent circumstances make this impossible. Additional work is invoiced at the agreed rates or, failing that, at the contractor's usual rates. If during the execution it appears that an object or space is significantly more heavily polluted than could reasonably be expected, or that there are changed circumstances such as expansion of the object, different occupancy rates or adjusted opening hours, the contractor can adjust the activities and/or price.
Contractor is entitled to engage third parties to carry out the work. Contractor remains responsible for the quality of the execution as agreed.
Unless otherwise agreed, conventional cleaning products, materials and tools are included in the price. If the client prescribes specific remedies or makes certain remedies mandatory, the contractor is not liable for damage resulting from their operation or application. If storage of materials is necessary, the client will provide a suitable, safe and lockable space. If special facilities are required for the execution, such as scaffolding or aerial work platforms, the client will ensure suitable locations and safe conditions, unless otherwise agreed.
Complaints about the performance of the work must be reported in writing or by e-mail as soon as possible, but no later than ten working days after discovery. The complaint must contain a clear description, including the location, date and nature of the complaint. The contractor is given a reasonable period of time to investigate the complaint and, if necessary, to remedy it. A complaint does not suspend the client's payment obligation.
The agreed prices are based on the circumstances that were known when entering into the agreement, including the nature and size of the object, use, occupancy, accessibility, safety regulations, working hours and the frequency of the work. Changes in these circumstances may result in a price adjustment. In addition, the contractor is entitled to adjust prices if there is an increase in wage costs, collective labor agreement changes, indexation, legal obligations or other cost-increasing factors. Price adjustments are announced in time and substantiated as much as possible.
Invoicing takes place in accordance with the agreements made, for example per month or every four weeks. Payment must be made within the agreed period after the invoice date. If payment is not made on time, the client is in default by operation of law and owes statutory commercial interest. All costs incurred by the contractor in collecting outstanding claims are borne by the client, including extrajudicial collection costs. The contractor is entitled to suspend the work if payment is not made or if the client structurally obstructs the execution. Suspension does not affect the right to pay for work already performed.
Settlement by the client is not allowed, unless mandatory law states otherwise.
The Contractor is only liable for direct damage that is the direct result of an attributable shortcoming in the performance of the agreed work. Liability for indirect damage, consequential loss, loss of profit, missed savings or business loss is excluded. Liability is limited to the amount paid out by the liability insurance, plus the deductible. If no payment is made, liability is limited to a maximum of the amount that was invoiced by the contractor to the client in the relevant period (e.g. the month to which the damage relates). Contractor is not liable for damage resulting from incorrect or incomplete information from the client, defects in the client's goods or facilities, or circumstances within the object over which the contractor has no influence, such as defective installations, inadequate floor finish or unsafe situations. Damage must be reported in writing within fourteen days of discovery. These restrictions do not apply in the event of intent or deliberate recklessness on the part of the contractor.
During the agreement and up to twelve months after its termination, the client is not allowed to hire or otherwise engage the contractor's staff directly or indirectly without prior written consent. In the event of a violation, the client owes an immediately due and payable penalty, without prejudice to the contractor's right to full compensation.
The agreement is entered into for a fixed or indefinite period of time, as agreed. An indefinite agreement can be terminated in writing subject to a reasonable notice period, unless otherwise agreed. In the event of premature termination of a fixed-term agreement or irregular termination, the client is obliged to compensate the contractor for damage, including loss of income over the agreed or reasonable notice period and costs already incurred.
In the event of force majeure, including circumstances beyond the contractor's control such as strikes, government measures, disturbances, extreme weather conditions, pandemics or long-term illness, the contractor is entitled to suspend the execution of the work or terminate the agreement in whole or in part without liability for damages. If the force majeure situation lasts longer than is reasonably acceptable, the parties will consult about an appropriate solution.
Parties process personal data exclusively for the execution of the agreement and thereby act in accordance with applicable privacy legislation. Each party is responsible for compliance with these laws. If the contractor processes personal data on behalf of the client, parties can make additional agreements about this. Data breaches will be reported as soon as possible.
Dutch law applies to all agreements. Disputes will be submitted to the competent court in the district where the contractor is located, unless mandatory law states otherwise. The parties will make every effort to resolve disputes by mutual agreement before bringing them to court.
