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Stichting Internationaal Zakendoen

Laanzichtweg 60-B

4748 SJ, Breda

​​

Tel: +31 (0) 76 23 000 07

​info@greenfieldnetherlands.com

CC no. 52729656

Available Meeting Rooms

General Terms & Conditions

Article 1: Applicability
These General Terms and Conditions of Service (also referred to as “Terms”) apply to, and are incorporated into, all agreements agreed with GREENFIELD NETHERLANDS (''Greenfield''), all of Greenfield’s offers, quotations,  deliveries and services provided by Greenfield. By the acceptance of a quotation from Greenfield, these terms and conditions become applicable.

The applicability of the terms and conditions of the Client is hereby specifically rejected, unless agreed in writing otherwise. The applicability of general terms and conditions of any other party is expressly excluded. These terms and conditions are also made applicable to any of the Specific Agreements entered into with Greenfield, headed “Specific Agreement”. Thus, to specific services, in addition to the present general conditions, also the specific conditions for the relevant service and / or use of facilities apply.

By accepting these General Terms and Conditions, the Client waives any right to claim that any other general terms and conditions shall be applicable. Any contract between Greenfield and the Client will incorporate and be subject to these Terms and Conditions and no other terms and conditions shall be binding unless they are expressly agreed in writing by the management of Greenfield or other authorised person.

In case any provision in these Terms shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. If one or more provisions of these Terms shall appear to be fully or partly illegal or not enforceable under the applicable law, they shall hereby be replaced by provisions for which this does not apply and which provide near enough the same as the void and non-enforceable provisions.

No variation to these terms and conditions may be agreed other than in writing and signed by authorized representatives of the parties. 

 

Article 2: Definitions

  • “Agreement”: the (online) quotation digitally accepted by the client, between Greenfield and the Client - Any contract entered into between the Client and Greenfield, including, but not limited to, Rental Agreement, Leasing Agreement, Agreement for Mailbox Services, Agreement for Secretarial Services etc.

  • “Business Partner”: The provider of other services

  • “Client”: the natural or legal person with whom Greenfield has entered into an agreement or to whom Greenfield has issued a quotation.

  • “Facilities”: refer to Facilities enumerated in Annexure 1. 

  • “Location”: the place where Greenfield offers the services, flexible workstations, mail service (Business mail address & Service office) and meeting rooms to the Client;

  • “Services”: the services and / or facilities offered by Greenfield, also specified in the adjoining legal documents including, but not limited to

    • Renting of flexible office space at Greenfield Business Center

    • Use of the Business Center’s electronic equipment;

    • Use of the Business Center’s mailing service;

    • Use of the Business Center’s lounge services;

    • Use of the Business Center's communication services.

  • “Specific Conditions”: the conditions which are applicable to one or more services of Greenfield. 

 

Article 3: Services and Facilities 

  1. Greenfield offers one or several services, whether or not through a Business partner. These are enumerated in this agreement or in the attached Annexures. 

  2. The conditions and prices of the services and/ or facilities will be as specified in the Agreements entered into between the client and Greenfield, as well as in the specific conditions which are an integral part of the agreement. 

  3. The agreement is effective for the term indicated in it or otherwise, if no specific term is established, for an unlimited time, with a minimum term of 3 full calendar months. 

  4. To the extent that the client wishes to utilise services not included in the original agreement with Greenfield, they can be availed of by concluding additional specific Agreements with Greenfield. Rates may vary from time to time, as well as location, and current rates for the later services and / or facilities will be applicable.

 

Article 4: Start of Obligations

  1. The Client will be entitled to use the services and / or facilities offered by Greenfield only after a specific agreement for the applicable service is entered into, and signed by both parties, and the payments mentioned in Article 5 are made. 

  2. A quotation issued by Greenfield shall not constitute a binding offer.

  3. The conclusion of a specific agreement between the Client and Greenfield constitutes a legally binding offer to enter into an agreement with Greenfield, pursuant to these General Terms and Conditions of Service and the terms of any relevant quotation sent by Greenfield.

  4. In the event that a Client has paid for the use of services and / or facilities offered by Greenfield, but is unable to use them for any reason, the Client may enter into discussions with the Management of Greenfield to delay start of the agreement (and hence the charging of costs) until the Client is able to use the services and / or facilities. The decision to grant such a delay is entirely within the discretion of the management of Greenfield. No such delay may be assumed by the Client without specific discussion with management of Greenfield and confirmation from the management. 

  5. Any representation of Greenfield as already providing the services to third parties and subsequent actions viz. Delivery of mail intended for the prospect (Client), will place Greenfield under no legal obligation to discharge the service and / or allow use of the facility. 

  6. The Client acknowledges that he/she has entered into the Contract with Greenfield and is subject to these conditions as a principal and not as an agent for or on behalf of any other person and accepts personal liability for the payment of fees, rent and other applicable costs, described in Article 10.

Article 5: Use of Business Mail Service

  1. Greenfield offers the option of using the address of the location of the Greenfield Business Center as a postal address to receive business mail. The Client may communicate this postal address to third parties.

  2. Mail service is a service of Greenfield, whereby Greenfield consents to process the postal items of the Client correspondingly. 

  3. The Client authorizes Greenfield to accept mail items and parcels, whereby this always takes place at the expense and risk of the Client and whereby any possible additional costs will be charged to the Client.

  4. In the event that, for whatever reason, mail items are lost, this is emphatically at the risk and expense of the Client and not at those of Greenfield.

  5. Processing of Writs from court officers, notices from debtors, creditors, or any other governmental authority, including tax authorities, injunctions, and registered mail will be forwarded by extra courier as an extra service and Greenfield will take appropriate measures to forward them to the Client. However, due to the nature of such documents, Greenfield does not accept responsibility for their safe delivery and is not liable on account of (presumed) damage as a result. 

  6. In addition to the mail items mentioned in Article 5(a), on request, other items can be forwarded by express courier and the costs of this will be charged to the Client. 

  7. Additional Conditions and restrictions of the Business Mail Service are further detailed in Annexure II.

Article 6: Use of Registered Office Service

  1. A Business mail address can be registered at the Chamber of Commerce as a postal address or branch office at the location offered by Greenfield. It is emphatically not permitted to register a business mail address as the head office of the Client.

  2. This address can therefore serve as the Registered office of the Client. Hence, it can be registered at the Chamber of Commerce as a place of establishment at the proposed location, if there is a situation of lasting exercise of the activities of the enterprise or legal person by the Client from that location. 

  3. The terms and conditions for a registered address are stipulated in the guidelines of the Chamber of Commerce. The Client is required to keep abreast of these notifications if it wishes to use the services. Greenfield will accept no liability if, for whatever reason, the address is prospectively found to not be sufficient as a registered office. 

  4. In the context of use of the Registered Office Service at the address provided by Greenfield, the “house rules” of Greenfield are applicable. Compliance with house rules at the address is integrally applicable to the legal relationship between Flexado and the Client. The Client is obligated to strictly observe the house rules at all times.

 

Article 7: After Termination of Business Mail and Registered Office Service

  1. If the agreement between Greenfield and the Client ends, Client is obliged to communicate his/her mail address and/or registered address as soon as possible, and in any case no later than within three days after termination of the agreement, to the trade register of the Chamber of Commerce and to ensure that the mail address and/or registration address is no longer registered to the address of Greenfield 

  2. If the Client does not comply with the above clause, or does not do so within the stipulated time frame, Greenfield will inform the trade register of the Chamber of Commerce regarding the change of the mail address and/or registered address of the Client. For the matter, costs will be charged to Client in the amount of € 65, excl. VAT. These charges will be set off against the security deposit or, if the security deposit is not sufficient, they will be invoiced separately. 

  3. From the moment that the agreement for use of Business Mail service and / or Registered Address service between Greenfield and the Client has ended, mail parcels and letters received by Greenfield subsequently will be returned to the sender. Greenfield does not accept any liability in the matter. The cost of returning mail parcels after termination of the agreement will be billed to Client and will be set off against the security deposit.

 

Article 8: Archiving and Forwarding Electronically

  1. If the Client has opted for the archiving of his/her mail items with Greenfield, that can be provided at an additional cost. Further, additional costs are applicable to the requisitioning of archived mail items, which will be communicated in advance. 

  2. The costs of requisitioning depend on the delivery time requested.  if the client has not complied with his payment obligation toward Greenfield, the latter has the right to destroy the archived mail items after a minimum of six months. 

  3. If the Client chooses to have their mail items scanned and forwarded through e-mail by  Greenfield, the Client thereby authorizes Greenfield to open their mail items. 

  4. The Client is responsible for the correct provision of an accurate email address. 

Article 9: Use of Telecom and Telephony Services:

  1. Through Greenfield, the Client has the option of providing a telephone number as attributable to its business interests in the Netherlands. 

  2. Through Greenfield, the Client has the option of purchasing a telephone answering service. The answering service can take place in accordance with the wishes of the Client, within certain limits, which are established by way of a separate arrangements list.

  3. In case of telephone answering, incoming calls are answered in a standard format, and the message will be confirmed to the client by e-mail. For this, an amount per conversation, in conformity with the agreement, will be charged in addition to the monthly rate. If incoming calls are answered and subsequently put through, additional costs are billed, such as call charges and one-off forwarding costs.

  4. In respect of the answering service, charges and any additional costs are borne by the Client. The rates for the answering charges can be changed intermediately by Greenfield.

  5. Additional technical details are available in Annexure II

  6. The number of incoming phone calls will be registered by Greenfield and will be considered binding between parties. Greenfield will handle phone answering in the agreed upon manner, or in the absence of an agreement, in a business-like manner. Greenfield accepts no liability whatsoever with regard to these calls or to any consequences to the Client arising out of these calls. 

 

Article 10: Use and Reservations of Facilities in Annexure I

  1. The Client can use facilities specified in Annexure I only through reservation and not on an impromptu basis. 

  2. If the Client has to use facilities specified in Annexure I on an urgent basis where a reservation is not possible, it will have to inform Greenfield by email at least an hour in advance, by sending an email to info@greenfieldnetherlands.com

  3. The Client can reserve a flexible workstation or meeting room by e-mail to info@greenfieldnetherlands.com, or telephonically to Greenfield. Greenfield will revert with confirmation of a reservation within 2 working days. 

  4. If the Client for whatever reason wishes to cancel the reservation, the Client must so inform Greenfield in writing by email to info@greenfieldnetherlands.com. If use of the facilities is included in the original agreement concluded between the Client and Greenfield, all such use, reservations and cancellations will be free of charge. However if the agreement does not already include the cost of use of the facilities in Annexure I, additional costs and rules for reservation and cancellation will be applicable The day on which Greenfield receives notification of the cancellation will be imperative to determine the cancellation costs. 

  5. The cancellation costs amount to: 

    • 0 % of the principal sum if the Client cancels no later than 5 business days before the date of the reservation; 

    • 25 % of the principal sum if the Client cancels no later than 2 business days before the date of the reservation;

    • 100 % of the principal sum if the Client cancels no later than 1 business day before the date of the reservation. 

  6. The Client can use the flexible workstation or meeting room exclusively in accordance with the established times. 

  7. If the Client does not or does not completely use the reserved time, no refunds will be made, in case the cost of using the space was not already agreed upon in an agreement previously concluded between Greenfield and the Client

  8. If the Client wants to extend the reserved time, such is only possible if the area in case is still available. In that case, and if use of these facilities in Annexure I are not already paid for as part of an Agreement, the additional time will be charged to the Client in accordance with the applicable rate. If use of the facilities has generally been paid for, reservation and use is only dependent on availability. 

  9. If the area is not available, the Client will have to leave the area. If an alternative area is available, the Client will be able to reserve this area against the applicable rate, if use of these facilities in Annexure I are not already paid for as part of an Agreement.

 

Article 11: House rules 

  1. At every location where flexible workstation and/or meeting rooms can be reserved, house rules apply. Clients must observe these house rules. These house rules are imposed on the clients for reasons of health, safety, fire prevention, or for the purpose of ensuring a good working environment. The Client must request the house rules at the relevant location.

  2. Greenfield does not warrant or represent that its facilities are specially constructed for health requirements. Any additional requirements beyond regulatory obligations will need to be separately requested / verified. Greenfield is not responsible for any damage or injury resulting from this fact.

 

Article 12: Additional Services
If available, the Client can reserve or use various services in the course of use of the facilities mentioned in Annexure I such as coffee/tea, internet connection, etc. If these services are not included in the original rental agreement concluded with Greenfield, Greenfield will bill the costs of these services to the Client. 

 

Article 13: Security Deposit, Invoices and Payments

  1. As soon as an agreement between the Client and Greenfield has been concluded, the Client is obligated to settle a security deposit to the amount of twice the established monthly sum, as well as the start-up charges in the amount of € 65 excl. VAT, by bank transfer to a bank account to be indicated by Greenfield on the invoices. 

  2. This security deposit serves for additional security for payment of everything which Greenfield has or may obtain as a claim on the Client. The Client must constantly make sure that a sum amounting to 2 average monthly invoices is in the possession of Greenfield at all times as a security deposit. No interest is compensated over the security deposit and no VAT is calculated over the security deposit either. 

  3. In addition to the security deposit, Greenfield reserves the right to require the Client to procure a third party guarantee in respect of those amounts, to Greenfield’s satisfaction; or require that payment is made by an irrevocable letter of credit confirmed by a bank acceptable to Greenfield, and the Client's failure in each case will entitle Greenfield to suspend delivery of its services

  4. Besides the security deposit, the Client is also obliged to pay the first term invoice in advance. 

  5. The term invoices received from Greenfield after must be paid within 14 days after invoice date. 

  6. In the event of failure by the Client to pay any amount due to Greenfield, the Client will be liable to pay interests at a interest rate of 3%  per annum calculated on the outstanding amount due and such interest will accrue daily from the due date until the date payment has been received by Greenfield.

  7. In the case that the Client is in the process of liquidation, has been declared bankrupt or has been granted a moratorium, the obligations of the Client to pay will be due and payable on demand. The obligations of the Client to pay will also be due and payable on demand in the case that Greenfield is informed about any circumstance that would constitute a ground for assuming that the Client will not (be able to) meet the obligations (to pay).

  8. Amounts paid in advance by the Client are not refunded. In the event of the premature termination of the agreement between the Client and Greenfield, no refund takes place for amounts paid in advance. 

  9. If the Client does not pay Greenfield in time, Greenfield has the right announce, after declaring the default of the Client and the term set has expired without the Client having complied with his obligations, a ‘service stop’. This means that Greenfield and any Business partner of Greenfield providing additional services have the right to cease the provision of their services with immediate effect. 

  10. The security deposit will be repaid within 60 days after termination of the legal relationship between the Client and Greenfield, on condition all payable claims have been settled by the Client. 

  11. If the Client has not yet settled all his debts to Greenfield, these debts will first be set off against the security deposit. A possible remaining debt must be paid as soon as possible, but no later than within 7 days after the end of the agreement. A possible remainder of the security deposit will be credited to a bank account number to be indicated by the Client. 

  12. In respect of use of Greenfield's Business Mail Service, the mailing costs, increased by administration charges of 25% as well as increased by € 0.80 per A4 envelope, will be invoiced each month on the 15th to the Client. For larger envelopes, a surcharge is applied. 

  13. The payment term is 14 days after invoice date.

  14. Greenfield has the right to annually increase the costs in conformity with the rental trends in the market. 

  15. Greenfield has the right to forward the invoices electronically (if legally permitted.

 

Article 14: Use of the services of third parties

  1. When providing Services Greenfield is entitled to use affiliated third parties or the use of services of its Business Partners. 

  2. Greenfield shall inform the Client, which of its services are provided or facilitated by such third parties and the Client is deemed to have consented to the use of such third parties or business partners upon conclusion of an Agreement with Greenfield  

  3. Greenfield undertakes to exercise due care in its selection of and dealings with third parties and / or its business partners. Concomitantly, Greenfield shall not be liable for  any acts and/or omissions of third parties providers.

  4. The Client indemnifies and holds Greenfield harmless from and against any and all third party claims, including reasonable legal costs, arising in whatever manner from the activities carried out for the Client, unless they are a result from gross negligence or wilful misconduct by Greenfield.

Article 15: Limitation of liability

  1. The liability of Greenfield is limited to direct damage resulting from shortcomings attributable to them, under the proviso that the liability is maximized at twice the net invoice amount regarding the relevant services, with a maximum of € 2,500. 

  2. The Client is liable toward Greenfield and its business partners for damage resulting from the shortcoming(s) of the Client and / or its customers, acquaintances, business persons, and any other person who has come into contact with Greenfield’s services and / or facilities through the Client. 

  3. The Client indemnifies and holds Greenfield harmless against damage claims of third parties which are the consequence of these shortcomings. 

  4. Greenfield is, and shall never be held liable for indirect damage, consequential damage, loss of turnover and/or profit and the likes, whatever they are called to the business of the Client, unless such damage or loss is a direct result of Greenfield’s failures and the Client had discharged all its obligations of notification and payment correctly. 

 

Article 16: Provision of Alternate Location / Relocation
If Greenfield is unable to offer the Business mail service or Registered Address service or Facilities in Annexure I at the premises at the above mentioned address, or if the premises are, for whatever reason no longer available, Greenfield has the right to relocate the Client to a comparable location.

 

Article 17: Rights of Greenfield In Rejecting Or Terminating An Agreement

  1. If Greenfield has objections against the entering into an agreement with a certain Client, Greenfield is (will be) able not to conclude the agreement with the relevant Client, or to terminate it. 

  2. Greenfield has the right at all times, without statement of reasons, to refuse Client for reasons it deems legitimate, or to prematurely terminate the agreement.

  3. Greenfield has the right to immediately cancel an agreement, without observing a notice period, in case of the bankruptcy or suspension of payment of the Client, or if an application of the debt restructuring scheme is pronounced for Client, or if the Client liquidates his business or if assets of the Client are seized. 

  4. Greenfield also has the right to terminate any contract with a Client immediately when there is any evidence that an illegal event took place, including but not limited to: money laundering, terrorism financing or other illegal activities related directly or indirectly to the Client, its directors or employees. In such an event, the Client will be responsible and liable  for any damage caused to Greenfield related to illegal activities.  

  5. Greenfield can also cancel this agreement this agreement with immediate effect, without observing a notice period if 

    • - if the Client does not timely settle his payable debts; 

    • - if Greenfield receives complaints about the Client; 

    • - if Client falls short otherwise in complying with his obligations. 

  6. If Greenfield  terminates the agreement for one of the reasons mentioned in Article 8, paragraphs (b) - (d) , the payment obligation of the Client ends at the end of that calendar month in case of a contract for an unlimited time and at the established end date in case of a contract for a fixed period, without the Client being entitled to the continuation of the provided service(s).

 

Article 18: Obligations of the Client

  1. The Client warrants and guarantees to Greenfield and his representatives that all the information given by the Client was correct when it was provided and was deemed to remain correct for the foreseeable period thereafter.

  2. The Client is not engaged nor will engage in any illegal activities in any of his/her former, present or future business activities.

  3. The Client is not presently in a state of bankruptcy or suspension of payment, has at present no conflict with (his/her national) tax authorities with regard to any special tax position identical or similar to the structure.

  4. The Client shall inform Greenfield or its representative immediately when a change of circumstances with regard to the information the Client has provided occurs.

  5. The Client shall act in accordance with the instructions set forth in the offer.

  6. The Client shall not disclose the content of the discussion he/she had with any person representing Greenfield unless he is under a legal obligation thereto.

 

Article 19: Communication With The Client

  1. In the services offered to the Client, as a virtual / flexible office space, Greenfield undertakes to receive communications on behalf of the Client and pass them on to the Client. 

  2. For these purposes, the Client is required to give Greenfield, and its management, contact details that are always active, and where a response may be obtained within 48 hours of Greenfield’s initial communication to the Client. 

  3. Greenfield will pass on any information that comes into its possession, addressed to the Client. It is the responsibility of the Client to ensure that the recipient of the information on the Client’s end is eligible and authorised to receive the information. Greenfield is not responsible for information being passed on to unauthorised recipients if Greenfield and its staff have followed the protocol agreed upon between the Client and Greenfield, and the addressee is the contact information given by the Client. 

  4. In case of any person / third party seeking details about, or attempting to get in touch with a Client, approaches Greenfield and its staff, Greenfield will initially attempt to obtain the consent of the Client before sharing information. For this purpose, Greenfield will contact the Client via the agreed contact information. If a response is not obtained within 72 hours, Greenfield may, at its discretion, share the information sought by the person / third party. Greenfield may not be held liable for any damages or breach of privacy that occurs because of the sharing of information after the stipulated time period of 72 hours. 

 

Article 20: Extra Costs

  1. Greenfield is entitled to charge a retainer fee for the background check up of the Client or for any person who contacts Greenfield on behalf of the Client. 

  2. Greenfield reserves the right to bill any possible cleaning costs and repair costs as are required, to the extent that they are not included within regular and foreseeable use, as well as damage to facilities and accommodation, caused by the Client or by persons admitted by him, to the Client.

 

Article 21: Cancellation And Refunds

  1. Once an Agreement for any of the services  and/ or facilities offered by Greenfield is signed by the Client, the Client will have to pay Greenfield any amount outstanding over the initial deposit and payment in advance to be made even if the Client decides to cancel the services and / or use of facilities of Greenfield

  2. The Client will also not be refunded the amount paid if the Client cancels the contract or if Greenfield decides to terminate the contract in accordance with Article 8.

 

Article 22: Applicable law and Competent courts

  1. Unless agreed otherwise in writing, all disputes arising from the Client relationship with Greenfield will be resolved exclusively by the competent courts of the Netherlands.

  2. If not agreed in writing by both the Client and Greenfield, the legal relation between the Client and Greenfield is exclusively governed by Dutch law.

 

ANNEXURE I - FACILITIES AT GREENFIELD NETHERLANDS
Dealing with the provision of Workspaces, Flexible Workstations and Meeting Rooms at the premises of Greenfield Netherlands (hereinafter Greenfield), situated in Laanzichtweg 60-B, 4847 SJ Teteringen, Netherlands. 

 

Section 1: Definitions of Facilities

  1. “Workspace”: Workspace here refers to the office space available at the office space of Greenfield, provided to Clients to use for official working purposes as specified in an agreement on a non-exclusive basis. 

  2. “Flexible Workstation”: A flexible workstation is a workstation which consists of a desk and a chair which are offered by Greenfield in the above mentioned location 

  3. “Meeting Room”: A meeting room is a conference room, a group area or other space offered through by Greenfield in the above mentioned location 

Section 2: Applicability Of Annexure
The details and particulars mentioned in this annexure shall only and always be read in conjunction with the general terms and conditions of doing business with Greenfield, as listed above, and shall be considered automatically incorporated into any Agreement concluded by the Client with Greenfield for use of any of the above mentioned facilities. 

 

Section 3: Regarding Multiple Persons 
It is not permitted to meet with several persons at a single workstation consisting of a single desk and a single chair. In such cases, the Client should utilise, or reserve, a meeting room or a group area. 

 

Section 4: Liability 
All claims of liability arising from the use of these facilities is limited in accordance with the general conditions. 

 

ANNEXURE II -  MAIL, TELECOM AND TELEPHONY SERVICES
Dealing with the offering of Business Mail Service and Registered Office Service, wherefore a the Client will be attributed a mail address or a registered address by Greenfield Netherlands (hereinafter Greenfield) at Laanzichtweg 60-B, 4847 SJ Teteringen, Netherlands.

 

Section 1: Processing of Items Through Business Mail Service
If the Client wishes to use the Business Mail service of Greenfield and a contract to that effect is concluded between Greenfield and the Client, Greenfield will receive the mail items addressed to the Client and will periodically forward them to the Client. 
The mail items will be processed periodically in conformity with the arrangement previously agreed upon by the Client in consultation with Greenfield or in accordance with Greenfield’s internal protocols. 

 

Section 2: Limitations of the Business Mail Service:
Greenfield will not accept objects heavier than 1.5 kg, bigger than 45 cm in length, width, or height, or more voluminous than 0.03 m(cube), or containing dangerous, live, or perishable goods. 
Greenfield reserves itself the right, at its own discretion, to send back uncollected items, returned items,  or to refuse acceptance of objects if these in any reasonable sense exceed what is normal for postal parcels. 
Mail items or parcels against cash payment on delivery are not accepted. 
Use of the mail address for purposes of retail or as a sales point is not permitted.

 

Section 3: Telephone Service Provided By Greenfield
The phone and fax traffic takes place through _______, in conformity with the conditions and prices as they are specified in the agreement to use telephone services concluded between the Client and Greenfield.