General conditions

Filed with the registrar (griffie) of the district court of Amsterdam on 24 March 2010.

1. All instructions  and assignments (opdrachten) will be accepted and executed only by Rein Kronenberg (the “Firm”). The articles 7:404 and 7:407 paragraph 2 of the Dutch Civil Code do not apply.

2. Any liability of the Firm is limited to the amount that will be paid out, if any, under the Firm’s professional insurance policy for the matter giving rise to such liability.

3. Any rights and claims against the Firm will be null and void, if the client fails to formally hold the Firm liable in writing within one year after the date on which the client knew , or should have known, about facts or circumstances that give, or might give, rise to liability of the Firm.

4. The Firm is authorized to make use of third parties when executing instructions and assignments of clients. The Firm will take adequate care when selecting such third parties. The Firm does not accept any liability for any act or omission of such third parties. The client has authorized The Firm to accept limitations of liability of these third parties, if any, on behalf of the client.

5. The client hereby indemnifies and holds harmless the Firm against any and all claims of third parties, including but not limited to claims for reasonable legal costs that follow from, or relate to, any instruction or assignment from the client, or work performed by the Firm for the client.

6. Unless agreed otherwise, the fees of the Firm will be calculated on the basis of the number of hours, or parts thereof, worked for the client, multiplied by the hourly fee agreed by and between the Firm and the client.

7. Separately, the Firm will charge the client for any costs made in connection with the work performed for the client. For general office expenses, the Firm will also charge a fee equal to five percent of the fee.

8. All amounts are exclusive of VAT. The Firm will in principle invoice the client on a monthly basis. The payment term is fourteen days after the date of the invoice. In the absence of timely payment of the invoice, the client is in default (in verzuim) by operation of law (van rechtswege), without any further notice (ingebrekestelling) being required.

9. Notwithstanding article 1 hereof, all provisions of the general conditions do not solely apply for the benefit of the Firm, but also for the benefit of all persons involved in the execution of instructions and assignments of the client, and for the benefit of those persons who are or might be exposed to any liability in respect of such involvement.

10. The legal relationship between the Firm and the client will be exclusively governed by and construed in accordance with Dutch law.  The district court of Amsterdam shall have exclusive jurisdiction in respect of any disputes between the Firm and the client, if they can not solved amicably, notwithstanding the right of the parties to appeal at the court of appeals (in hoger beroep gaan), or at the supreme court of The Netherlands (in cassatie gaan).

11. In the case of any discrepancies between the Dutch text of these general conditions and this English translation thereof, the Dutch text will have priority and prevail.