1.1. Capital Chains B.V. is a private limited company under Dutch law, having its registered office at Wilgenstraat 13, 5271 JH Sint-Michielsgestel, the Netherlands, and registered with the Chamber of Commerce under number 66835992. These Terms & Conditions can be read on and are available for download at www.capitalchains.com/terms-and-conditions/
1.2. All assignments are accepted and carried out by Capital Chains B.V. only, whereby the provisions of Sections 7:404, 7:407.2, 7:409 and 7a:1680 of the Dutch Civil Code are set aside. Capital Chains B.V. is the only other party to contracts with the client or customer (the “Client“).
1.3. These Terms & Conditions are applicable to all agreements between Capital Chains B.V. and Client, and also to all new agreements and, furthermore, all acts and legal acts of Capital Chains B.V. with, for or vis-à-vis Client, including non-contractual commitments. All clauses contained in these Terms & Conditions are also made for the benefit of any persons involved in the execution of assignments and / or for the benefit of any persons having any liability in connection therewith.
2. Relationship between Capital Chains B.V. and Client
2.1. Capital Chains B.V. will take efforts to execute the agreement with Client with all required care and expertise. The agreement will be executed for the benefit of Client only. Client shall provide Capital Chains B.V. with all information that may be of importance for the correct execution of the agreement, and also with all information that Capital Chains B.V. may ask for. Client vouches for the accuracy and completeness of all information supplied to Capital Chains B.V..
2.2. Client is deemed to have given the order to any third party called in by Capital Chains B.V. for its benefit. When calling in any third party on behalf of Client, Capital Chains B.V. is authorised to accept a limitation of liability. Applicability of Section 6:76 of the Dutch Civil Code is excluded.
3. Capital Chains B.V.’s liability
3.1. As soon as Client discovers or reasonably should have discovered a possible ground for a legitimate claim, Client shall be required to immediately notify Capital Chains B.V. in writing of the existence of such claim against Capital Chains B.V., supported with documentation and properly substantiated. If Client fails to do so, his rights cease to have effect. Every claim against Capital Chains B.V. ceases to be effective following one year after the notice by Client was made or should have been made, unless the claim has by then been brought before a competent court. Capital Chains B.V. will not be liable to Client as long as Client has not fulfilled his obligations to Capital Chains B.V.. In any such case, the right to terminate the agreement is excluded.
3.2. Any liability on the part of Capital Chains B.V. shall at all times be limited to the amount of the invoice to which the claim relates, but shall never exceed the amount paid out in the relevant case under the liability or professional liability insurance policy or -policies.
3.3. Capital Chains B.V. shall never be liable for any indirect, consequential or trading loss. Capital Chains B.V.’s liability shall never extend beyond that which is provided in these Terms & Conditions, irrespective of whether a claim on account of some agreement or on any other account, such as a wrongful act, is concerned. Any other parties not being Client cannot derive any rights from agreements or from the performance or non-performance of agreements. Client indemnifies Capital Chains B.V. from and against any third-party claims.
3.4. Capital Chains B.V. and Client can communicate with each other via electronic mail during the execution of the assignment. Capital Chains B.V. and Client are not liable to one another for any loss arising from the use of electronic data carriers, including email, texting, memory sticks and the like, on condition that both parties will do everything they may reasonably be expected to do to prevent any risk, such as the spreading of viruses.
4. The Agreement
4.1 The agreement made between Capital Chains B.V. and Client comprises:
4.1.1 Capital Chains’ written proposal issued to the Client in connection with the services (the “Proposal”);
4.1.2 These terms and conditions collectively the “Agreement” and shall be interpreted in the above order of priority in the event of any inconsistency or conflict with documents appearing later in the list taking priority over documents appearing earlier in the list
4.2 The Agreement shall be deemed accepted by the Client upon the first of (i) the Client’s signature of the Agreement, (ii) the Client’s instruction to commence work, (iii) Capital Chains B.V. starting work at the Client’s site or (iv) the Client’s payment of any agreed fee.
4.3 Variations or additions to the Agreement can be made. However, both Capital Chains B.V. and the Client must agree to the variation or addition in writing.