Terms and conditions

Article 2. Definitions

In these general terms and conditions, the following definitions apply:

• DR Administraties: DR Administraties B.V., with its registered office in Rotterdam.
• Client: any natural person or legal entity that enters into an agreement with DR Administraties or is negotiating about such an agreement.
• Parties: DR Administraties and the client together.
• Services: all administrative, bookkeeping, tax, payroll, reporting, advisory and related work offered or performed by DR Administraties.
• Additional work: work that falls outside the agreed service, package, quotation or the usual scope of the assignment.
• In writing: by letter, email, digital approval or other reproducible electronic communication.

References to the client may relate to a sole trader, general partnership, private limited company, DGA, expat entrepreneur, private individual or other contracting party, depending on the nature of the agreement.

Article 3. Offers, quotations and formation of the agreement

Offers and quotations from DR Administraties are non-binding unless expressly stated otherwise. A quotation or offer is valid for 30 days by default unless a different period is stated.

A quotation applies only to the work described therein and does not automatically extend to additional assignments, expansion of existing work or future agreements.

An agreement is formed as soon as:

• the client accepts a quotation or offer in writing or electronically;
• DR Administraties confirms the assignment in writing; or
• DR Administraties, at the client's request, commences performance of the work.

If a non-binding quotation is accepted, DR Administraties reserves the right to withdraw the quotation or offer within 3 business days of receipt of the acceptance.

Oral arrangements bind DR Administraties only after they have been confirmed in writing or electronically by DR Administraties.

Article 4. Performance of services

DR Administraties performs the agreement to the best of its knowledge and ability and with the care that may be expected of a professional accounting firm. The services of DR Administraties constitute an obligation of effort, not an obligation of result.

DR Administraties may use third parties, software vendors, cloud systems, communication platforms, payroll or accounting packages and other assistants where reasonably necessary for proper performance.

Work commences once the required information has been received in time and, if agreed, the first invoice has been paid. Deadlines for performance, delivery, returns, reports or other work are indicative unless the parties have expressly agreed a firm deadline in writing.

DR Administraties bases its work and advice on information provided by the client. DR Administraties is not required to independently verify all information supplied by the client for accuracy, completeness or lawfulness, unless expressly part of the assignment.

DR Administraties is not responsible for decisions, corrections, delays or positions of the tax authorities, banks, software vendors, notaries or other third parties outside the direct sphere of influence of DR Administraties.

Article 5. Client obligations and provision of information

The client shall provide all data, documents, mutations, login details, records and other information required for performance of the agreement in a timely, complete, accurate manner and in the requested form to DR Administraties.

The client is responsible for the accuracy, completeness and reliability of all information provided, including information obtained from third parties. Changes that may be relevant to performance of the assignment, such as changes in legal form, staff, address, tax position, partnership or business activities, must be communicated to DR Administraties without delay.

If the client supplies information late, incompletely or incorrectly, DR Administraties has the right to:

• suspend performance;
• reschedule agreed deadlines;
• charge additional work as additional work; and
• pass on to the client any additional costs, interest, supplementary assessments, penalties or damage that can reasonably be attributed to the client.

The client remains responsible for the content of the business, choices made on the basis of advice received, and timely approval or submission of documents where the client's cooperation is required.

Article 6. Pricing, additional work and invoicing

All prices quoted by DR Administraties are in euros and exclude VAT unless expressly stated otherwise. Additional costs such as third-party fees, additional software, urgent work, extra mutations or work outside the agreed scope may be charged separately.

For recurring services such as monthly packages, the price is as stated in the quotation, order confirmation or current price agreement. For one-off services, custom work or advisory work, DR Administraties may apply a fixed price, indicative price or hourly rate.

The following situations may qualify as additional work, among others:

• exceeding the agreed number of invoices, mutations or administrative entries;
• backlog administration, correction work or remedial work;
• additional entities, partners, DGAs or employees;
• additional advisory hours or urgent requests;
• work outside the package or original assignment.

Unless otherwise agreed, DR Administraties invoices recurring services monthly in advance. One-off services or additional work may be invoiced in advance, during or after performance.

DR Administraties may index prices annually and adjust them in the interim when legislation changes, supplier or software costs demonstrably increase, the assignment expands or the service delivery changes.

In the event of a structural price change for an ongoing recurring agreement, DR Administraties will inform the client in advance. If the client does not agree, the client may terminate the agreement in writing with one month's notice, unless the price change is solely due to legislation, tax measures, pass-through of external costs or a change in the scope of the assignment.

Article 7. Payment, default and collection

Unless otherwise agreed in writing, payment is due within 14 days of the invoice date. Payment must be made without suspension, discount or set-off, unless mandatory law provides otherwise.

For business clients, the client is in default by operation of law after expiry of the payment term. For consumers, default arises only after the legally required reminder or statutory notice has been correctly issued and the period stated therein has expired unused.

From the moment of default, the client owes interest. For business clients, the statutory commercial interest applies. For consumers, the statutory interest applies. In addition, extrajudicial collection costs are for the client's account in accordance with the law and applicable scale. For consumers, these costs are charged only after statutory requirements have been met.

Payments by the client are first applied to costs and interest due and then to the oldest outstanding invoice.

If the client fails to pay on time, DR Administraties has the right to:

• suspend performance of work;
• temporarily restrict access to systems, reports or service delivery;
• require advance payment or additional security; or
• terminate the agreement in whole or in part, without prejudice to the right to payment for work already performed.

In the event of bankruptcy, suspension of payments, liquidation, attachment, debt restructuring or other circumstances showing that the client will probably no longer meet its obligations, all outstanding claims of DR Administraties become immediately due and payable.

Article 8. Duration of the agreement, termination and suspension

The agreement is entered into for the duration stated in the quotation, order confirmation or price agreement. If no specific duration has been agreed and the services are recurring in nature, the agreement is deemed to be for an indefinite term.

Unless otherwise agreed in writing, an agreement for an indefinite term may be terminated in writing or by email with one month's notice. Termination takes effect at the end of the calendar month. Work in progress, costs already incurred and outstanding invoices remain payable.

A fixed-term agreement may be terminated during its term only if so agreed in writing or where the law requires it.

DR Administraties has the right to suspend performance of the agreement in whole or in part or to terminate the agreement with immediate effect if:

• the client is in default of payment;
• the client provides insufficient or incorrect information;
• the client fails to cooperate or cooperates insufficiently;
• there is abuse, fraud or unlawful conduct; or
• continuation of the services can no longer reasonably be required of DR Administraties.

After termination of the agreement, DR Administraties will, upon request, reasonably cooperate with transfer of the file or handover to a successor adviser, provided outstanding invoices have been paid or clear arrangements have been made.

Article 9. Liability, force majeure and indemnity

DR Administraties is liable only for direct damage that is the direct result of an attributable failure in performance of the agreement, insofar as such liability is not excluded or limited by law.

DR Administraties is not liable for:

• indirect damage, consequential loss, lost profit, missed savings, reputational damage or stagnation damage;
• damage arising because the client provided incorrect, incomplete or late information;
• damage resulting from decisions or interpretations by the client, the tax authorities or other third parties;
• failure to obtain an intended tax benefit, subsidy, financing or approval, unless expressly agreed otherwise in writing.

To the extent permitted by law, liability of DR Administraties is limited to the amount invoiced to the client for the relevant part of the assignment in the 3 months preceding the event causing the damage.

Force majeure means any circumstance beyond the reasonable control of DR Administraties that makes performance temporarily or permanently impossible, including in any event: power or internet outages, outages of government portals or software vendors, illness or unavailability of key staff, cyber incidents, pandemics, government measures, fire, strikes and other serious disruptions to operations.

During force majeure, DR Administraties' obligations are suspended. If a force majeure situation lasts longer than 60 days, either party may terminate the agreement in whole or in part without liability for damages. Work already performed and costs incurred may still be charged in that case.

The client indemnifies DR Administraties against third-party claims arising from incorrect, incomplete or unlawful information or instructions from the client.

Article 10. Confidentiality, privacy, complaints, applicable law and contact

DR Administraties will treat as confidential all non-public information received from the client in the context of the agreement, except where disclosure is necessary for performance of the assignment, required by law or the information is already lawfully public.

All intellectual property rights in models, formats, procedures, reports, texts, advice, dashboards, templates and other materials developed by DR Administraties remain with DR Administraties or its licensors, unless otherwise agreed in writing. The client receives only a right of use for its own internal business operations to the extent following from the agreement.

Processing of personal data is also governed by the privacy policy of DR Administraties as published on the website. If DR Administraties processes personal data on behalf of a client, additional arrangements may apply, such as a data processing agreement.

Complaints about performance of the agreement must be reported to DR Administraties in writing as soon as possible via info@dradministraties.nl, so that the parties can first seek an appropriate solution together.

All agreements between DR Administraties and the client are governed exclusively by Dutch law. Disputes shall be submitted exclusively to the competent court in the district where DR Administraties has its registered office, unless mandatory law provides otherwise.

DR Administraties may amend these general terms and conditions from time to time. The most current version is published on the website. In the event of material changes relevant to ongoing agreements, DR Administraties will inform the client in advance where reasonably possible.

Contact details

DR Administraties B.V.
Albrechtkolk 45B01, 3025 HB Rotterdam
E-mail: info@dradministraties.nl
Phone: +31 6 1901 0257
Website: dradministraties.nl