DSS is Dairy Sustainability Support, a subsidiary of Petraeus Holding BV.
The term “Services” means all services provided by Dairy Sustainability Support BV (DSS) to the client;
“Agreement” means the agreement for the provision of the Services including all attachments thereto.
DSS reserves the right to charge a fee for all extra work agreed upon in addition to that originally stated in the quotation.
Invoicing and terms of payment
The fees for performing the Services are listed in “The Fee”.
Reasonable costs of DSS incurred in the performance of the Services, which are not mentioned in The Fee, shall be paid by the Client after consultation.
DSS shall inform the Client in writing and in advance of any changes to the rates. The rates shall be reviewed at the end of each year and may be adjusted if necessary on the basis of the “Sector 15-37” index published by Statistics Netherlands (CBS). The reference date is the date on which the rates were most recently set. Tariff changes will enter into force on 1 January.
Invoices must be paid promptly within 30 days of the invoice date. DSS reserves the right to charge commercial interest at the applicable statutory rate on amounts that have remained unpaid for more than 30 days, as well as any statutory or invoice collection charges where applicable, and may discontinue performance of a Service or all Services until overdue payments including interest and any collection charges have been paid.
If, by means of a notification, the Client cancels or postpones a fixed and agreed appointment for the commencement of work by DSS less than four weeks before the agreed date, DSS shall be entitled to charge the Services for the costs already incurred.
If, by means of a notification, the Client cancels or postpones a fixed and agreed appointment for the start of the activities by DSS between eight (8) and four (4) weeks before the agreed date, DSS shall be entitled to charge 50% of the fees. This provision shall remain in force even after termination of the Contract.
DSS its employees and agents declare that they will treat information obtained from the client in connection with the Services confidentially and will not use or disclose it to any third party without the client’s consent, unless this is necessary for the provision of the Services in accordance with the provisions of the Contract.
The above confidentiality will be maintained during and beyond the term of this Agreement, except:
information already available to DSS prior to disclosure by the Customer;
information in the public domain;
information provided to DSS by a source independent of the Customer;
If the Client suffers damage or incurs costs that are proven to have been caused by negligence, default or fault on the part of DSS, its officers, employees or agents in the performance of the Services, DSS shall only be liable for proven damage up to a maximum of the compensation charged by DSS for the part of the Services that caused the damage.
Except as described above, DSS, its officers, employees or agents accept no liability for loss, damage or costs caused by DSS in the performance of the Services, even if this proves to be a breach of the guarantee.
Client declares to indemnify DSS against losses incurred by or claims made against DSS as a result of the misuse by Client of statements, confirmations, approvals, which may be granted by DSS on the basis of this agreement.
Client declares to indemnify DSS against losses and/or costs incurred by or claims made against DSS by third parties, in particular, but not limited to, organisations under review within the framework of this service, which arise from, are related to or are associated with the services provided on the basis of this contract.
Exclusion of third party rights
Nothing in these conditions creates any rights for the benefit of persons who are not parties to the Agreement with DSS and its contracted partners.
No claim may be made by either party for any default or omission that could be considered a breach of this Agreement, if the cause of the default or omission is beyond the reasonable control of either party.
Terms and conditions of the customer
Terms and conditions used by the customer are hereby expressly rejected and do not apply in any way to this Agreement or any future agreement with DSS.
Amendment of the terms and conditions
Additions, amendments or replacement of these terms and conditions are only binding on DSS, or form part of the Contract, if they have been expressly accepted in writing by an authorised representative of DSS who explicitly declares in writing that DSS has agreed to the addition, amendment or replacement of these terms and conditions. In the event of a conflict between the terms and conditions of this Agreement and any document intended to make other terms and conditions applicable to the Agreement, the terms and conditions of this Agreement will prevail.
Termination of the Agreement
The Agreement enters into force on the date of the written acceptance of the offer by the customer and continues until the Agreement is terminated by DSS or the customer, after the other party has been notified of the termination in writing 30 days in advance.
If the Agreement is terminated by DSS or the customer before the Services have been performed on the basis of the Agreement, DSS’s fees are calculated up to the termination date, subject to DSS’s rights on the basis of Article 4 ‘Cancellation’. Any reasonable costs directly attributable to premature termination and all amounts owed to DSS by the customer at that time become immediately due and payable.
After the termination of this contract in accordance with this article, regardless of the cause, those articles intended for this purpose by their nature remain in force
Applicable law and dispute resolution
This Agreement is governed by Dutch law.
Nothing in this provision restricts DSS’s right to bring collection proceedings against the customer before another competent court.
The customer and DSS agree that this agreement is the entire agreement between them and this agreement replaces all previous concepts, agreements, discussions and commitments between them, both verbally and in writing.