OF THE PRIVATE COMPANY WITH LIMITED LIABILITY, ELLENS & LENTZE NOTARY AND MEDIATION B.V.

Filed at the Chamber of Commerce on 1 April 2020, file number: 27114293

1. All orders, services and/or work activities are, in replacement of Articles 7:404 and 7:407 paragraph 2 of the Dutch Civil Code (BW), only accepted and carried out by the private company Ellens & Lentze Notary and Mediation B.V. (‘Ellens & Lentze’)
2. All of the clauses included in these General Terms and Conditions have also been created for the (competent) notaries, mediators/divorce mediators, junior notaries and all other staff who work or have worked at Ellens & Lentze.
3. All liability of Ellens & Lentze is limited to the amount that is paid out in the case concerned by its private insurance company, increased by the excess amount that is not for the account of the insurer according to the policy conditions. Upon request, Ellens & Lentze can provide information in regard to the concluded professional liability insurance cover.
4. The professional liability insurance limitation as included under three, also applies in the event an order is unjustly refused with damage as a result. Any liability for indirect or consequential damage is excluded.
5. In the event Ellens & Lentze is liable for incompetent functioning of the devices used by Ellens & Lentze in carrying out the order such as software, data files, registries or other items, the liability limitation as included under three shall also apply.
6. When engaging third parties, Ellens & Lentze shall consult in advance as much as possible with the client concerned, and in any event, shall use the necessary care in selecting these third parties. Ellens & Lentze is not liable for the shortcomings of these third parties. Ellens & Lentze is authorised by the client to accept any possible liability limitations of the third parties on behalf of the client.
7. In the event an order is provided by more than one client, each of these parties shall then be liable for the amounts that are owed to Ellens & Lentze for the order. If an order is provided by a natural person on behalf of a legal entity, and if this natural person can be considered as the (joint) decision maker of this legal entity, this natural person is also a private client. Upon non-payment by the legal entity, he is personally liable for the payment of the declaration, regardless of whether this declaration, at the request of the client or not, is in name of the legal entity or the name of the client as a natural person.
8. All claim rights and other powers also made towards Ellens & Lentze in relation to the work carried out by Ellens & Lentze shall in any event lapse after one year after the party concerned became aware or could have reasonably become aware of the existence of these rights and powers.
9. Ellens & Lentze shall inform the client in a timely fashion about the financial consequences of the engagement. Ellens & Lentze shall inform the client in a timely fashion whenever more costs shall be charged than expected.
10. Work activities shall be charged to the client by way of a payment declaration. The client is required to pay the declaration within 14 days after the invoice date. If a shorter term is indicated on the payment declaration, this shorter term must be respected. Upon exceeding the payment term, the client is in default and administration costs as well as the statutory interest on the outstanding balance shall be owed.
11. For work activities concerning the transfer or encumbrance of registered property, the declarations will be deducted upon delivery or encumbrance. In regard to other work activities concerning registered goods, or work activities that otherwise did not result in transfer or encumbrance of the property, the client shall receive a payment declaration. The client is required to pay the declaration within 14 days after the invoice date. Upon exceeding the payment term, the client is in default and administration costs as well as the statutory interest on the outstanding balance shall be owed.
12. The costs third parties incur can be charged to the client. That which is stated under 10 shall apply when it comes to the payment of these costs.
13. Fulfilled payments of third parties should be paid by the client within 14 days after the invoice date. Upon exceeding the payment term, the client is in default and administration costs as well as the statutory interest on the outstanding balance shall be owed.
14. If Ellens & Lentze is required to make a deposit on behalf of clients, a deed of deposit shall be drawn up. The cost of drafting the deed shall paid be immediately. If possible, the administration costs shall be settled with the amount of the deposit when the deposit is paid out. If settlement is not possible, the administration costs shall be charged to the client by way of a payment declaration and that which is determined under 10 shall apply to this declaration.
15. If the bank where Ellens & Lentze holds a clients’ account charges negative interest on the amount deposited by the client or a third party, this negative interest as well as all reasonable costs associated with the calculation thereof shall be charged to the client or the third party respectively who deposited the amount or shall be deducted from the deposited amount. Negative interest is never for the account of Ellens & Lentze. That which is stated under 10 shall apply when it comes to the payment of these costs.
16. Provided orders shall only be carried out by Ellens & Lentze for the benefit of the client. Third parties cannot derive any rights from the content of the work activities carried out, and more generally, from the manner in which the provided orders are or are not carried out.
17. A Notarial Complaints and Disputes Regulation applies.
18. The legal relationship between the client and Ellens & Lentze is subject to Dutch law. Disputes shall only be brought before the competent court in The Hague or the Disputes Committee.
19. By providing the order, the client states to being in agreement with these General Terms and Conditions. These General Terms and Conditions also apply to any possible additional orders and follow-up orders of clients.