General Terms and Conditions of:

Company name: SG Capital

Chamber of Commerce number (KvK): 97620998

Established in the Netherlands

Article 1 – Applicability

1.1 These general terms and conditions apply to all legal relationships between SG Capital, hereinafter referred to as “Contractor”, and any client, including all offers, quotations, services, and agreements.

1.2 Deviations from these terms shall only apply if explicitly agreed in writing by the Contractor.

Article 2 – Offers and Agreement Formation

2.1 All offers and quotations issued by the Contractor are non-binding unless otherwise specified.

2.2 An agreement is concluded upon written acceptance by the Contractor or upon the Contractor commencing the work.

2.3 Any changes to the agreement must be confirmed in writing by both parties.

Article 3 – Execution of Services

3.1 The Contractor shall perform the agreed services to the best of their knowledge, ability, and in accordance with professional standards.

3.2 The Contractor may engage third parties for the execution of the agreement if necessary.

3.3 The client shall provide all necessary information, access, and cooperation to allow for timely and proper execution.

Article 4 – Fees and Payment

4.1 All fees and prices are expressed in euros and exclude VAT and other government-imposed levies unless stated otherwise.

4.2 Payment must be made within 14 days after the invoice date, unless agreed otherwise in writing.

4.3 In the event of late payment, the client is automatically in default and statutory interest and collection costs become payable.

4.4 The Contractor may suspend the execution of services until payment has been received in full.

Article 5 – Delivery and Deadlines

5.1 Delivery and performance terms are indicative and do not constitute strict deadlines unless expressly agreed in writing.

5.2 Delays in performance do not entitle the client to cancellation or compensation, except where delay is attributable to gross negligence or intent.

Article 6 – Intellectual Property

6.1 All intellectual property rights relating to materials, designs, source code, documentation, or other deliverables created by the Contractor shall remain the exclusive property of the Contractor.

6.2 Unless explicitly agreed otherwise in writing, the client obtains a non-exclusive, non-transferable license to use the results solely for internal purposes.

6.3 The client is not permitted to reproduce, disclose, or make available any materials to third parties without prior written consent of the Contractor.

Article 7 – Confidentiality

7.1 Both parties undertake to keep confidential all information received from the other party that is known or reasonably should be known to be confidential.

7.2 This obligation continues to apply after termination of the agreement.

Article 8 – Liability and Indemnity

8.1 The Contractor shall only be liable for direct damages resulting from proven gross negligence or intent.

8.2 The total liability of the Contractor shall not exceed the invoiced amount relating to the assignment, with a maximum of € 5,000.

8.3 The Contractor shall never be liable for indirect or consequential damages, including but not limited to loss of profit, loss of data, or reputational damage.

Article 9 – Force Majeure

9.1 The Contractor shall not be obliged to fulfil any obligation if prevented from doing so due to force majeure.

9.2 Force majeure includes, but is not limited to, internet or power outages, pandemics, governmental restrictions, illness, war, fire, flood, and supplier failure.

9.3 During a situation of force majeure, all obligations of the Contractor shall be suspended..

Article 10 – Termination and Cancellation

10.1 Both parties may terminate the agreement in writing with a notice period of one month unless otherwise agreed.

10.2 If the client cancels the assignment prematurely, they shall owe the Contractor a reasonable part of the agreed fee, proportionate to the work already performed.

Article 11 – Applicable Law and Jurisdiction

11.1 All agreements between the Contractor and the client are governed exclusively by Dutch law.

11.2 All disputes shall be submitted to the competent court in the judicial district where the Contractor is established, unless mandatory law prescribes otherwise.

Company information

Company name: SG Capital

Chamber of Commerce registration number (KvK-number): 97620998

Contact email: senne@sg-capitalgroup.com