General Terms and Conditions of Dynamics Channel Expert (DCE)

Last updated: 20 January 2025

1. Definitions

1.1 “Agreement” refers to the contract between DCE and the Client, incorporating these Terms and Conditions.

1.2 “Services” denote the consultancy services provided by DCE as specified in the Agreement.

1.3 “Client” refers to the entity engaging DCE for Services.

1.4 “Deliverables” are the tangible or intangible results produced by DCE for the Client.

1.5 “Confidential Information” encompasses all non-public information disclosed by one party to the other, directly or indirectly.

2. Applicability

2.1 These Terms and Conditions apply to all offers, proposals, and Agreements between DCE and the Client.

2.2 Any deviations from these Terms and Conditions are valid only if expressly agreed upon in writing by both parties.

3. Services

3.1 DCE shall perform the Services with due care, skill, and professionalism, adhering to industry standards.

3.2 The scope, objectives, and deliverables of the Services shall be detailed in the Agreement or accompanying Statement of Work.

4. Client Obligations

4.1 The Client shall provide timely access to all necessary information, resources, and personnel required for DCE to perform the Services.

4.2 The Client warrants that all information provided is accurate and complete.

5. Fees and Payment

5.1 Fees for Services shall be outlined in the Agreement.

5.2 Invoices are payable within 14 days from the invoice date unless otherwise specified.

5.3 Late payments may incur interest charges at the statutory rate.

6. Intellectual Property Rights

6.1 All intellectual property rights arising from the Services shall be owned by DCE.

6.2 Upon full payment, DCE grants the Client a non-exclusive, non-transferable license to use the Deliverables for the purposes specified in the Agreement.

7. Confidentiality

7.1 Both parties agree to maintain the confidentiality of all Confidential Information received during the course of the Agreement.

7.2 Confidential Information shall not be disclosed to any third party without prior written consent, except as required by law.

8. Data Protection

8.1 Both parties shall comply with applicable data protection laws, including the General Data Protection Regulation (GDPR).

8.2 DCE shall process personal data only as necessary for the performance of the Services and in accordance with the Client’s instructions.

9. Liability

9.1 DCE’s total liability for any damages arising under the Agreement shall be limited to the total fees paid by the Client for the Services.

9.2 DCE shall not be liable for any indirect, incidental, or consequential damages.

10. Termination

10.1 Either party may terminate the Agreement with 30 days’ written notice.

10.2 Upon termination, the Client shall pay for all Services rendered up to the termination date.

11. Governing Law and Dispute Resolution

11.1 The Agreement shall be governed by and construed in accordance with Dutch law.

11.2 Any disputes arising from the Agreement shall be resolved through amicable negotiations. If unresolved, disputes shall be submitted to the competent court in Amsterdam.

12. Force Majeure

12.1 Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to natural disasters, pandemics, or governmental actions.

13. Amendments

13.1 Any amendments to these Terms and Conditions must be made in writing and signed by both parties.

14. Entire Agreement

14.1 The Agreement constitutes the entire understanding between the parties and supersedes all prior discussions, agreements, or understandings of any kind.

By incorporating these comprehensive clauses, you can enhance the legal protection of your consultancy services, ensuring clarity and security for both DCE and your clients.