Terms and Conditions - March 2024

This page is a translation of the original Dutch version, which is binding.

PART I - General Provisions

Article 1 - Definitions

In these Terms and Conditions, the following definitions shall apply:

Client: any natural or legal person who uses or wishes to use the services of Duuw.

Temporary employee: any natural person who, on the basis of a temporary employment contract with Duuw, is placed at the disposal of a third party to perform work for that third party without entering into the employment of that third party. Seconded employee: any natural person who, on the basis of a secondment agreement with Duuw, is made available to a third party to perform work for that third party without becoming an employee of that third party.

Candidate: any natural person who is introduced to a Client, regardless of whether an Assignment is ultimately concluded.

Assignment: the agreement between the Client and Duuw, including the Temporary Assignment, Secondment Assignment and Recruitment and Selection.

Externship Assignment: the agreement between the Client and Duuw pursuant to which a single Temporary Worker is made available by Duuw to the Client to perform work under the Client's supervision and management, in return for payment of the Client Rate, which agreement depends on the duration of the Temporary Worker's posting to the Client.

Detachment assignment: the agreement between the Client and Duuw pursuant to which a single Seconded Employee, usually for a specified fixed period, is made available by Duuw to the Client to perform work under the Client's supervision and management, in return for payment of the Client Rate.

Recruitment and Selection: the agreement between the Client and Duuw pursuant to which a Candidate proposed by Duuw to the Client enters into an employment relationship with the Client.

Candidate Rate: the amount charged by Duuw to the Client as agreed and any subsequent adjustments.

Recruitment and Selection Fee: the fee charged by Duuw to the Client if a Candidate enters into an employment relationship with the Client or if a Temporary Employee or Seconded Employee enters into an employment relationship with the Client after the expiry of a specified period.

Temporary Employment Clause: the clause in the temporary employment contract between the Temporary Worker and Duuw pursuant to which the temporary employment contract ends by operation of law because the posting of the Temporary Worker by Duuw to the Client ends at the Client's request.

CAO for Temporary Employees: the 'collectieve arbeidsovereenkomst' for Temporary Employees concluded between the Algemene Bond Uitzendondernemingen (ABU) on the one hand and FNV Bondgenoten, the Services Union CNV and the Union on the other.

Article 2 - Applicability

These General Terms and Conditions apply to all offers, quotations, agreements and services of Duuw, as well as to any request for services to Duuw, whether or not an Assignment is concluded.
Part I of these General Terms and Conditions shall apply to all Assignments. Part II applies, in addition to Part I, to Temporary Assignments and Secondment Assignments and Part III applies, in addition to Part I, to Recruitment and Selection.
Divergent or additional clauses to these General Terms and Conditions are only legally valid if and insofar as Duuw has accepted them in writing. Such deviating or supplementary clauses shall not affect the applicability of the other provisions of these General Terms and Conditions and shall only apply to the Assignment for which this has been expressly agreed.
By accepting these General Terms and Conditions, the Client also agrees to the applicability of these General Terms and Conditions to all subsequent Assignments with Duuw.
If one or more provisions of the Assignment or these General Terms and Conditions prove to be invalid or unenforceable, the Assignment and the General Terms and Conditions shall remain in force for the remainder. The provisions which are not legally valid or not enforceable shall be replaced by provisions which are as close as possible to the purport of the provisions to be replaced.
The failure of Duuw to invoke any provision of the Assignment or the General Conditions does not mean that it will not invoke the relevant provision in a subsequent case either or that it has forfeited its right to invoke that provision.

Article 3 - Formation of an Assignment

All offers and quotations of Duuw are without obligation and do not bind Duuw. Neither is Duuw bound by a request to enter into an Assignment from the Client.
An Order is concluded when Duuw has confirmed it in writing or, if earlier, as soon as Duuw has commenced performance of the Order.
After the Client has accepted an offer from Duuw, Duuw may still revoke its offer within 14 days, as a result of which no Order is ultimately concluded.

Article 4 - Selection

The Candidate will be selected by Duuw on the basis of the information provided by the Client regarding the work to be performed, as well as on the basis of the known qualities and capacities of the eligible persons. Duuw is entirely free to choose the Temporary Employee who will be made available for the Assignment or the Candidate who will be introduced to the Client.
The Client shall provide Duuw with all data, documents and other information that Duuw requires for the performance of the Assignment.
In order to avoid making unlawful distinctions, in particular on the basis of religion, belief, political affiliation, gender, race or any other ground whatsoever, Duuw will not take into account any requirements set by the Client that are not relevant to the position.
Considerable costs incurred by the Candidate for the purpose of a selection interview, including travel and accommodation costs, will be reimbursed to Duuw by the Client if the Candidate makes a claim to this effect.

Article 5 - Regulatory Compliance

The Client undertakes to comply with all statutory and other regulations relating to the Temporary Worker, Seconded Employee or Candidate.
More specifically, the Client to whom a foreign national is made available by Duuw undertakes to comply with the Foreign Nationals (Employment) Act, pursuant to which it is obliged, among other things, to take receipt of a copy of the document referred to in Article 1 of the Compulsory Identification Act from the foreign national and, after having established the foreign national's identity, to include this copy in its Administration and to keep it for at least 5 years after the employment has ended until the end of the calendar year. If Duuw does not have a work permit for the relevant Temporary Employee or Seconded Employee, the Client must apply for it itself.
Further, the Client undertakes to treat all registered personal data of a Temporary Employee, Seconded Employee or Candidate confidentially and to process it in accordance with the General Data Protection Regulation (AVG). This includes that the Client shall inform the Temporary Employee, Seconded Employee or Candidate of any registration of his personal data and the manner in which, when and for what purpose such data will be processed, as well as that the Client shall secure the data against loss and/or any form of unlawful processing.
The Client shall indemnify Duuw against all claims, whether civil, administrative or criminal, brought against Duuw on account of the Client's failure to comply with its obligations under this Article and the regulations referred to in this Article, and against all damages (including the actual costs incurred, including those for legal assistance) arising for Duuw as a result.

Article 6 - Confidentiality

At the request of the Client, Duuw shall stipulate in its relationship with the Temporary Employee, Seconded Employee or Candidate that the latter must observe absolute confidentiality regarding any confidential information which comes to his or her knowledge concerning the Client and its business activities. However, Duuw shall not be liable for any damage suffered by the Client as a result of any breach of that duty of confidentiality by the Temporary Employee, Seconded Employee or Candidate.
Duuw and the Client are bound to maintain mutual confidentiality of all information of which they become aware in connection with the Assignment, or a potential Assignment.
More specifically, the Client is bound to treat as confidential all information it receives about a Temporary Employee, Seconded Employee or Candidate. Without Duuw's prior written consent, the Client is not entitled to disclose or provide such information to a third party. If this prohibition is violated, the Client shall owe an immediately payable penalty of €5,000.00 without further notice of default, without prejudice to Duuw's right to claim full damages.

Article 7 - Payment and consequences of non-payment

Invoices from Duuw must be paid within 14 days of the invoice date. The value date indicated on Duuw's bank or giro statements shall be considered the day of payment. The Client is not entitled to invoke suspension of payment or set-off.
Only payments made to Duuw or to a third party designated by Duuw in writing shall be in full discharge. Payments to Temporary Employees or Seconded Employees cannot be invoked against Duuw.
Any payment made by the Client shall first be deducted from any interest and/or costs due and then from the oldest outstanding invoice, regardless of whether the payment states otherwise.
If the Client fails to fulfill its payment obligations, it shall be in default by operation of law and the amount due shall be payable without further notice of default, plus interest at the rate of 1% per month, with part of a month counting as a full month.
Reclamations regarding an invoice from Duuw must be submitted to Duuw in writing within 10 days of the invoice date, under penalty of forfeiting the Client's right to file a complaint regarding the invoice. Filing a complaint does not suspend the Customer's payment obligation.
All extrajudicial costs incurred by Duuw to collect the amounts owed by the Client, or to enforce compliance with any other obligation of the Client, shall be borne entirely by the Client. The extrajudicial costs are estimated at 15% of the amount owed, with a minimum of €250, subject to a minimum of €1,000.00 if it does not concern an obligation to pay, and without prejudice to Duuw's right to claim the actual costs if they turn out to be higher.

Article 8 - Non-compliance by the Client

If the Client fails to perform one or more of its obligations under the Assignment and/or these General Terms and Conditions, it shall be obliged to compensate Duuw for all of Duuw's resulting damages (including the costs of legal assistance) and shall indemnify Duuw in this respect, without prior notice of default being necessary.
In a case as referred to in paragraph 1, as well as in the event that an attachment is levied against the Customer, the Customer applies for a moratorium, the Customer's bankruptcy is applied for, the Customer makes a payment arrangement with one or more creditors or the Customer otherwise creates the impression that it is insolvent, the Customer proceeds to dissolve or wind up its business, the Customer continues its business in another legal form or the control structure within its business changes, or -if the Client is a natural person- he dies or is placed under guardianship, Duuw is entitled, at its own discretion, to suspend its obligations towards the Client until the Client has fulfilled its obligations towards Duuw in full, or to dissolve or otherwise terminate the Assignment in full or in part, without being liable for any damage or costs on the part of the Client. Furthermore, all claims of Duuw against the Client in such an event shall become immediately due and payable.

Article 9 - Liability Duuw

Duuw shall make every effort to properly perform the Assignment, without thereby being deemed to have assumed an obligation to achieve a result.
Duuw shall not be liable for any loss or damage suffered by the Client as a result of or in connection with the Assignment or any other acts or omissions of Duuw, its personnel, Temporary Employees, Seconded Employees or Candidates, except in the case of intentional or deliberate recklessness or negligence on the part of Duuw's management, executive officers and subordinates.
Liability of Duuw for indirect damages, including consequential damages, lost profits, missed savings and damages due to business stagnation, is excluded in all cases.
Notwithstanding the foregoing provisions, any liability and/or obligation of Duuw to compensate the Client for damages shall be limited to an amount equal to the Recruitment and Selection Fee paid or due or the Client Rate, which was or would have been due over a period of 6 months.
Duuw shall at all times have the right, but not the obligation, to undo any loss suffered by the Client.

Article 10 - Force Majeure

For the purposes of these General Terms and Conditions, force majeure shall mean any circumstance beyond Duuw's control, even if this circumstance could already have been foreseen at the time the Assignment was concluded, which prevents performance of the Assignment in whole or in part, permanently or temporarily. Such circumstances shall also include: fire, war, accidents, riots, insurrection, strike, lockout, blockade, excessive absenteeism due to illness, as well as the impossibility of fulfilling the Assignment as a result of shortcomings on the part of third parties engaged by Duuw for the performance of the Assignment.
In the event of force majeure, Duuw is entitled, at its own discretion, to suspend its obligations or to terminate all or part of the Assignment with the Client, without Duuw becoming liable to pay damages to the Client.
In the event of force majeure, Duuw is entitled to claim payment for the performance it carried out in respect of the relevant Order before the force majeure situation occurred.

Article 11 - Disputes and expiry

All disputes arising from or relating to a legal relationship between the parties to which these General Terms and Conditions apply shall be settled by the District Court of Amsterdam, without prejudice to Duuw's right to submit the dispute to the court that would have jurisdiction under the law.
The Assignment and the formation or execution thereof shall be governed by Dutch law.
Unless the parties have expressly agreed otherwise in writing, or it appears otherwise from these General Terms and Conditions, the client must immediately notify Duuw in writing if a claim arises. Otherwise, any claim against Duuw will in any event lapse by the expiry of 12 months from the date on which the Customer became aware of the claim or at least could have become aware of it.

PART II - Special Provisions for the Temporary Assignment and Secondment Assignment

Articles 12 through 22 apply exclusively to the Temporary Assignment and Secondment Order and apply in addition to the General Provisions in Part I.

Article 12 - Duration and End of the Assignment

The Assignment is entered into for a definite term or for an indefinite term. If no Engagement for a definite period has been agreed upon, the Engagement shall be for an indefinite period.
The Assignment may be entered into for a definite period:

for a fixed period; that is, for a predetermined calendar period or for a period ending on a predetermined date; or
for a determinable period; that is, for a period ending due to the occurrence of one or more objectively determinable events (an event independent of the will of the parties); or
for a determinable period that does not exceed a fixed period.

The Fixed Term Contract shall terminate by operation of law at the end of the period for which it was entered into. It cannot be terminated prematurely, unless otherwise agreed in writing. If the parties have agreed on the possibility of premature termination and nothing else has been stipulated in this respect, notice of termination must be given in writing, taking into account the following notice period:

Number of weeks worked:	Remaining notice in calendar days:
0 to 12	0
12 to 26	5
26 to 52	10
52 to 78	14

Article 13 - End of the Posting Order

A Secondment Order that has been entered into for a definite period cannot be terminated prematurely, unless this possibility has been expressly agreed in advance, in which case the notice period agreed upon in the Order must be observed and, in the absence thereof, the notice period referred to in Article 12 paragraph3. If the Client fails to observe the notice period or fails to observe it in full and/or ceases to employ the Seconded Employee, the Client shall be required to pay the agreed Client Rate that it would have owed until the moment the Assignment would have been validly terminated.
If the Seconded Employee dies or terminates employment with Duuw, Duuw is entitled to terminate the Secondment Order without becoming liable to pay damages to the Client. The Client shall not be liable to pay the Client Rate for the hours during which the Seconded Employee did not work, unless this is due to the fault of the Client, for example due to undesirable behavior of the Client towards the Seconded Employee or unsafe working conditions.
Duuw may also provide, temporarily or otherwise, a replacement Seconded Employee in a case referred to in paragraph 2. However, it may not be obliged to do so.

Article 14 - Replacement of the Temporary Employee or Seconded Employee

Duuw is at all times entitled to make a proposal to the Client to replace a posted Temporary Worker or Seconded Employee under continuation of the Assignment, such for example with a view to Duuw's company policy or personnel policy, preservation of employment or compliance with applicable laws and regulations, in particular the dismissal directive for the temporary employment sector. The Client may only reject such a proposal in writing and stating reasonable grounds.
The Client may request Duuw to replace the Temporary Employee or the Seconded Employee. If Duuw agrees, the posting of the Temporary Worker or Seconded Employee shall end and the assignment shall then continue in respect of another Temporary Worker or Seconded Employee. At Duuw's first request, the Client shall confirm in writing that it has requested termination of the posting of the Temporary Employee to be replaced.
The possibility of replacing the Temporary Worker or Seconded Employee may be subject to further conditions. The Client shall always observe a notice period of at least 14 days, unless a different notice period has been agreed upon or a probationary period still applies.
Duuw shall not fail imputably vis-à-vis the Client and shall not be obliged to compensate any damage or costs to the Client if Duuw may or can replace a Temporary Employee or Seconded Employee, but fails to do so for any reason. In that case, the Client shall be fully liable to pay the Client Rate, unless the Assignment has already been validly terminated by the Client.

Article 15 - Entering into a direct employment relationship

For the purposes of this article, the following definitions shall apply:

Concluding an employment relationship: entering into an employment contract, a contract for work and/or a contract for services of the Temporary Employee or Seconded Employee with the Client; or having the relevant Temporary Employee or Seconded Employee placed at the Client's disposal by or through a third party (for example, another temporary employment agency).
Temporary Employee: the Temporary Employee as defined in Article 1 of these General Terms and Conditions, as well as the Temporary Employee whose posting ended less than 12 months before entering into the direct employment relationship.
Detached Employee: the Seconded Employee as defined in Article 1 of these General Terms and Conditions, as well as the Seconded Employee whose posting ended less than 12 months prior to the commencement of the direct employment relationship.
Client: the Client as defined in Article 1 of these General Terms and Conditions, as well as parties affiliated with the Client, such as a co-partnership, a subsidiary or sister company or any other part of the Client's group company.

The Client is only entitled to enter into an employment relationship with a Temporary Employee or Seconded Employee if and insofar as the provisions below in this Article are met, and all obligations to Duuw have also been fulfilled.
The Client shall notify Duuw in writing of its intention to enter into an employment relationship with the Temporary Employee or Seconded Employee before giving effect to that intention.
The Client shall not enter into an employment relationship with the Temporary Employee or Seconded Employee if and insofar as the Temporary Employee or Seconded Employee cannot validly cause the employment contract with Duuw to terminate or has terminated, and if and insofar as the Client cannot validly cause the Assignment with Duuw to terminate or has terminated.
If the Client enters into an employment relationship with the Temporary Worker within a term of the number of hours worked (and charged and paid to the Client) as set out in the cooperation agreement after commencement of the posting of the Temporary Worker, or within a term of the number of hours as agreed upon the issuance of the Assignment if this is less than the number of hours as set out in the cooperation agreement, the Client shall owe Duuw a Recruitment and Selection Fee. The Recruitment and Selection Fee shall depend on the number of hours the Temporary Worker has performed work for the Client at any time prior to entering into the employment relationship and shall be equal to 40% of the Client Rate that should be paid over a period of the number of hours as included in the cooperation agreement.
If the Client enters into an employment relationship with the Temporary Worker during an Assignment that is terminable (prematurely), the Client is entitled to decide not to observe the notice period. In that case, however, the Client shall be obliged to compensate Duuw for the damage Duuw suffers as a result. This damage shall be fixed at 40% of the Client rate over the non-observed notice period. This compensation is due in addition to the Recruitment and Selection Fee.
The Client may only enter into a direct employment relationship with the Seconded Employee after the expiry of 12 months from the start of the Seconded Employee's posting, unless the parties agree otherwise in writing. If Duuw agrees to enter into the direct employment relationship earlier, the Client shall owe a Recruitment and Selection fee to be agreed upon.

Article 16 - Job and working hours

With the Assignment, the Client shall provide the description of the position to be held by the Temporary Employee or Seconded Employee. For the purposes of determining the hirer's remuneration, the Client shall in any event provide Duuw with the following information: the job title, the amount of the wage, the applicable reduction in working hours, the amount of the periodicity, the amount and time of the initial wage increase, the expense allowance and the allowances. If at any time it appears that such description does not correspond to the position actually performed, the Client shall promptly provide Duuw with the appropriate information. Duuw will then apply Article 18 paragraph 4.
If the Client fails to provide the information referred to in the preceding paragraph, Duuw will notify the Client in writing and allow the Client a reasonable period of time to still provide the information.
The position may be adjusted during the Assignment if the Temporary Worker or Seconded Employee can reasonably claim this, for example by invoking good employment practices, (upcoming) laws and regulations, the Collective Agreement for Temporary Workers or case law, or if the Client proposes this and Duuw and the Temporary Worker or Seconded Employee agree to it. Duuw will then apply Article 18 paragraph 5.
Unless otherwise agreed in writing in the Assignment, the Temporary Employee's or Seconded Employee's working hours, number of working hours and rest periods shall be equal to the times and hours customary with the Client in this respect. These will not exceed or fall short of the Client's statutory limits.
Overtime is deemed to have been worked if work is performed in excess of the working hours per day or per week customary in the sector concerned or in excess of the number of hours laid down in a regulation or roster.
The vacations of the Temporary Employee or Seconded Employee and special leave arrangements shall be arranged in accordance with the law and the Collective Agreement for Temporary Employees.
The Client is obliged, upon entering into the Assignment, and, if and to the extent it could not have been foreseen upon entering into the Assignment, to inform Duuw of the Client's business closures at all times as soon as possible, so that Duuw can take them into account in its legal relationship with the Temporary Employee or Seconded Employee. If The Client has failed to comply with this obligation and Duuw has suffered damage as a result, The Client must compensate Duuw for such damage.
The Client is obliged to give the Temporary Employee or Seconded Employee who is a member of Duuw's or the Client's works council the opportunity to exercise these participation rights in accordance with the Works Councils Act. If the Temporary Employee or Seconded Employee exercises co-determination in the Client's company, the Client shall be fully liable to pay the Client Rate. Insofar as the Temporary Employee or Seconded Employee performs activities during working hours in the context of his membership in Duuw's works council, the Client shall not owe the Client Rate for these hours.

Article 17 - Employment and Management and Supervision

The Client may not employ the Temporary Worker or Seconded Employee in any manner other than as agreed upon in the Assignment, unless Duuw and the Temporary Worker or Seconded Employee agree to do so. Such agreement may be subject to further conditions, such as a different Client rate.
Employment of the Temporary Employee or Seconded Employee abroad is only possible for a definite period and if this has been agreed upon in writing with the Assignment. The Temporary Employee or Seconded Employee must have agreed to this in writing.
Unless otherwise agreed in writing, the Client shall not be entitled to suspend the employment of the Temporary Employee or Seconded Employee. If the Client is temporarily out of work or is unable to employ the Employee, the Client shall therefore be fully liable to pay the Client Rate for the entire duration of the Assignment, which rate shall be calculated on the number of hours and overtime hours most recently or customarily worked per period (week, month, and the like) pursuant to the Assignment.
If it has been agreed in writing that the Client is entitled to temporarily suspend employment while maintaining the Assignment and it can demonstrate that it temporarily has no work or is temporarily unable to employ the Temporary Employee or Seconded Employee, the Client shall not owe the full Client Rate for the duration of such suspension, but only the Client Rate for 3 hours worked. This provision only applies if Duuw can successfully invoke towards the Temporary Employee or Seconded Employee the exclusion of the continued payment of wages obligation under the Collective Agreement for Temporary Employees.
The Client shall behave towards the Temporary Employee or Seconded Employee in the same careful manner in the exercise of supervision or management, as well as with respect to the performance of the work, as it is required to do towards its own employees.
The Client is not permitted to supply the Temporary Employee or Seconded Employee to a third party (including a legal entity with which the Client is affiliated in a group) for the performance of work under the supervision or management of such third party.

Article 18 - Rate for Temporary Assignment and Secondment Assignment and hourly remuneration

The Client shall owe Duuw the Client Rate, plus any surcharges payable by Duuw to the Temporary Employee or Seconded Employee, in respect of the hours to which Duuw is entitled pursuant to Assignment and/or Duuw's General Terms and Conditions towards the Client.
If the Secondment Order ends before the agreed end date pursuant to Article 13 paragraph 1 of these General Terms and Conditions or the Seconded Employee is not posted by the Client while the Seconded Employee is available, the Client Rate shall continue to be due.
If the Temporary Worker reports for work at the agreed time and place but is not enabled by the Client to commence the temporary work, or the scope of the temporary work is less than 15 hours per week and the times at which the temporary work is to be performed have not been fixed, or if the scope of the agency work has not or not unambiguously been determined, the Client shall be obliged to pay at least the Client rate calculated over 3 hours worked per call, without prejudice to the other rights Duuw has in such a case.
The hourly rate of pay applicable to the Temporary Employee or Seconded Employee for the duration of the Assignment shall be determined in accordance with the law and the Collective Agreement for Temporary Employees, more specifically in accordance with the hirer's remuneration as referred to in the Collective Agreement for Temporary Employees, such in part on the basis of the job description and information provided by the Client with the Assignment. If at any time it appears that the position actually performed by the Temporary Employee or Seconded Employee should result in a higher hourly rate of pay, Duuw shall correct the hourly rate of pay of the Temporary Employee or Seconded Employee and the Client rate accordingly and the Client shall owe such corrected rate with retroactive effect from the effective date of the Assignment.
If the position of the Temporary Employee or Seconded Employee changes during an Assignment, the Client Rate shall be adjusted unless the new position is lower classified, in which case the Client Rate shall remain unchanged.
If the Temporary Employee or Seconded Employee is replaced by another Temporary Employee, the hourly rate of pay in respect of such other Temporary Employee or Seconded Employee shall be redetermined in accordance with paragraph 4 and the Client Rate shall be adjusted accordingly.
Duuw shall be entitled to adjust the Client Rate on an interim basis if changes occur at the Client with respect to the job grade applicable at the Client, including: the amount of the wage of the applicable job grade, the applicable reduction in working hours, the amount of the period-linked salary amount, the amount and time of the initial wage increase the expense allowance and the allowances.
Duuw shall also be entitled to increase the Client Rate if the costs of the temporary work increase, for example (but not exclusively) as a result of changes in the Collective Labor Agreement for Temporary Employees or in the Collective Labor Agreement and/or employment conditions regulations in force at the Client or changes as a result of social and fiscal regulations or any other binding provision or other government measure.

Article 19 - Invoicing

Duuw's invoices will be compiled on the basis of the time sheets (digital worksheets) signed for approval by the Client. These time sheet forms are binding on the Client.
The Client shall ensure that on the time sheets the number of hours worked and overtime, any expenses incurred and all other requested information is entered clearly and truthfully. Furthermore, the Client shall ensure that the number of hours worked and overtime is not more than agreed upon with Duuw. After checking the timesheet, the Client will sign it (digitally) for approval after which the timesheet will be read into Duuw's processing system. The Client retains digital access to the timesheet itself.
On the basis of the digitally approved time registration form, the invoice will be composed, this serves as full proof of the data stated therein.
If the Temporary Employee or Seconded Employee disputes the Client's timekeeping form and the Client has not fulfilled the obligations referred to in paragraph 2 of this Article, Duuw will make a binding determination of the hours worked, after Duuw has heard both the Temporary Employee or Seconded Employee and the Client.

Article 20 - Liability for damage to persons and property

The Client shall set up and maintain the premises, equipment and tools in or with which it allows the Temporary Employee or Seconded Employee to perform work in such a manner, and take such measures and provide such instructions for the performance of the Temporary Employee's or Seconded Employee's work as are reasonably necessary to prevent the Temporary Employee's or Seconded Employee's work (in the broadest sense of the word) from causing damage.
The Client expressly declares that it is familiar with Section 7:658 of the Netherlands Civil Code, pursuant to which it is liable for damage suffered by persons working for it in the performance of its work, as well as with its obligations under the Working Conditions Act with respect to the Temporary Employee or Seconded Employee.
Before the start of the temporary work, the Client shall provide Duuw and the Temporary Worker or Seconded Worker with a document containing the specific characteristics of the job to be taken and further information on the professional qualification required of the Temporary Worker or Seconded Worker. The Client will also inform Duuw and the Temporary Worker or Seconded Employee of possible safety risks and how they should be dealt with. This includes, inter alia, that the Client informs the Temporary Worker or Seconded Employee of the procedures regarding fire safety, the location of fire equipment and escape routes, the name of the company emergency worker(s) and the internal emergency numbers.
If an industrial accident or occupational disease befalls the Temporary Employee or Seconded Employee, the Client shall immediately notify the competent authorities and shall ensure that a report is drawn up without delay, stating the circumstances of the accident in such a way that it can be ascertained with a reasonable degree of certainty whether or to what extent the accident was the result of the fact that insufficient measures had been taken to prevent such an industrial accident or occupational disease.
The Client shall compensate the Temporary Employee or Seconded Employee for all damage (including the actual costs incurred, including those for legal assistance) suffered by the Temporary Employee or Seconded Employee in the performance of his temporary employment, unless the Client proves that it has complied in full with the obligations referred to above in paragraphs 1, 3 and 4 or that the damage is to a significant extent the result of intent or deliberate recklessness on the part of the Temporary Employee or Seconded Employee. If the industrial accident or occupational disease results in death, this obligation to pay damages shall also include the damages due to the persons referred to in that Article pursuant to Article 6:108 of the Dutch Civil Code.
The Client shall compensate the Temporary Employee or Seconded Employee for any damage (including the costs actually incurred by the Temporary Employee or Seconded Employee, including the costs of legal assistance) suffered by the Temporary Employee or Seconded Employee as a result of damage to or destruction of any item belonging to the Temporary Employee or Seconded Employee and used by him in the scope of the assigned work.
The Client shall indemnify Duuw against all claims or demands made against Duuw in connection with the obligations described in this Article, or those arising therefrom, and against all damages, including the actual costs of legal assistance incurred by Duuw in connection with such claims or demands.
The Client shall adequately insure itself against liability under the provisions of this Article and Duuw's indemnification. Upon Duuw's first request, the Customer shall provide Duuw with copies of the relevant policy documents, insurance policies and proof of premium payments.

Article 21 - Special exclusion of liability for damages and indemnity

Duuw shall not be liable to the Client for damages and losses caused by the Temporary Worker or Seconded Employee to the Client or third parties. Nor shall Duuw be liable to the Client for any obligations which the Temporary Worker or Seconded Employee has entered into, or which have arisen for him, with the Client or third parties, or for any obligations which the Temporary Worker or Seconded Employee has entered into on behalf of the Client or a third party, whether or not with the consent of the Client or those third parties. The Client shall indemnify Duuw against any liability in this regard, which indemnification shall include the actual costs incurred and to be incurred by Duuw, including those for legal assistance. The customer will take out adequate insurance to cover the liabilities and indemnification referred to in this Article. At Duuw's first request, the Principal shall provide Duuw with copies of the relevant policy documents, terms of insurance and proof of premium payments.
Client shall indemnify Duuw against the liability of any transitional compensation to the Temporary Worker or Seconded Employee if the Temporary Worker or Seconded Employee has been employed exclusively with the Client from the commencement of his employment with Duuw.
Client shall indemnify Duuw for any equitable compensation owed to the Temporary Employee or Seconded Employee if it is established in court that the Client has acted or omitted to act in a seriously culpable manner towards the Temporary Employee or Seconded Employee.

PART III - Special provision for Recruitment and Selection

Article 22 applies to Recruitment and Selection only and is in addition to the General Provisions in Part I.

Article 22 - Recruitment and selection fee

For the purposes of this Article, the following definitions shall apply:

Concluding an employment relationship: the Candidate's entering into an employment agreement, a contract for work and/or a contract for work with the Client; or having the Candidate in question made available to the Client by or through a third party (for example, another recruitment and selection agency or temporary employment agency).
Client: the Client as defined in Article 1 of these General Terms and Conditions, as well as parties affiliated with the Client, such as a joint venture, a subsidiary or sister company or any other part of the Client's group company.

If a Candidate proposed by Duuw to the Client is not going to perform work for the Client as a Temporary Employee or Seconded Employee, but directly enters into an employment relationship with the Client, the Client will owe a Recruitment and Selection Fee.

This Recruitment and Selection Fee is payable from the moment of the conclusion of the agreement between the Client and the Candidate.

Duuw and the Client will agree on the amount of the Recruitment and Selection Fee on a case-by-case basis when the Client issues the Assignment.

The gross annual salary is the annual salary including all emoluments, which the candidate proposed by Duuw will earn with the Client. In this context, emoluments include vacation allowance, thirteenth month, bonuses and commissions, company car (fixed at 15% of the list value), expense allowances. In the case of employment of less than one year and/or a working week of less than 40 hours, the gross annual salary on which the fee is calculated is based on a full year and a working week of 40 hours.
Advertising costs and costs for additional services such as training, testing, research, etc. are outside the Recruitment and Selection Fee and will be invoiced separately.

If the Client rejects a Candidate proposed by Duuw, the Candidate rejects an offer from the Client, or no Assignment is concluded for other reasons, and within 12 months the Client still enters into an employment relationship with that Candidate, for the same or another position, the Client will still owe the Recruitment and Selection Fee.
If, despite the prohibition in Article 6 paragraph 3, the Client discloses information about a Candidate, Temporary Employee or Seconded Employee to a third party and within 12 months an employment relationship is established between that third party and the Candidate, for the same or a different position, the Client shall owe Duuw the Recruitment and Selection Fee, without prejudice to the provisions of Article 6 paragraph 3.

These Terms and Conditions have been filed with the Amsterdam Chamber of Commerce.