Skip to content

PLEASE READ THESE TERMS OF USE CAREFULLY. THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS, REMEDY AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, A JURISDICTION AND DISPUTE RESOLUTION CLAUSE, AND OBLIGATIONS TO COMPLY WITH APPLICABLE LAWS AND REGULATIONS. BY ACCESSING OR USING THE WEBSITE OR SERVICE, YOU AGREE TO AND BE LEGALLY BOUND BY THESE TERMS OF USE, REGARDLESS OF BECOMING A REGISTERED USER OF THE SERVICE. THESE TERMS AND CONDITIONS APPLY TO YOUR ACCESS TO AND USE OF THE SITE.

You acknowledge and agree that by accessing or using the Services or by posting any content to or on the website, you indicate that you have read, understand and are bound by these Terms of Use. These Terms of Use govern your access to and use of the services. They form a binding agreement between you and F&B Solutions Europe B.V.

F&B Solutions Europe B.V. may change the services and add, change or remove features of the services at any time and in its sole discretion, without notifying you.

If F&B Solutions Europe B.V. changes these Terms of Use, we will publish this change on the website or in the application or otherwise notify you of the change. We will also update the date under “last updated”.

Your continued use of the Services after any such change to the Services constitutes your acceptance of the changes and the amended Terms of Use.

If you do not accept the amended terms of use, your sole remedy is to discontinue use of the services.

 

Article 1: Scope

1.These general terms and conditions apply to all offers, assignments and other agreements between F&B Solutions Europe B.V. and the client regarding services of F&B Solutions Europe B.V.

2. Any purchase or other conditions that the client does not apply and are expressly rejected by F&B Solutions Europe B.V.

3.Agreements deviating from these general terms and conditions only apply if confirmed in writing by F&B Solutions Europe B.V. or agreed in writing with F&B Solutions Europe B.V. Such deviating agreements apply exclusively to the assignment(s) or other agreement(s), to which they have been declared applicable.

4. Uncertainties about the content, explanation or situations that are not regulated in these general terms and conditions must be assessed and explained in the spirit of these general terms and conditions.

5.The applicability of Articles 7:404 of the Dutch Civil Code and 7:407 paragraph 2 of the Dutch Civil Code is explicitly excluded.

 

Article 2: Definitions

1. Offers: All legal acts aimed at the conclusion of assignments or other agreements, including proposals, and quotations.

2. Employment relationship between client and candidate: An employment contract or an assignment agreement between the client and candidate or employee, or: – an official appointment of the candidate or employee at the client; – the hiring of the candidate or employee by the client through a third party; – an employment relationship between the candidate and a third party designated by the client or associated with him in the group.

3. Economic Sanctions: all sanctioning and/or economic measures that appear in laws and regulations, treaties and other decisions of bodies that are relevant to the Netherlands, including the European Union and the United Nations.

4. Assignment: the agreement between the client and F&B Solutions Europe B.V. on the basis of which one or more service(s) are provided by F&B Solutions Europe B.V.

5. Client: any natural or legal person with whom F&B Solutions Europe B.V. enters into an assignment or other agreement or to whom F&B Solutions Europe B.V. makes an offer.

6. Written: in writing or exchanged by means of (an) electronic message(s), for example via e-mail.

7. Sanction Lists: overviews of companies, institutions and individuals subject to economic sanctions. 

8. Confidential Information: information designated by the providing party and information that the recipient knew or should reasonably have known to be of a confidential nature.

9. Week: the calendar week that starts on Monday at midnight and ends on Sunday at midnight.

 

Article 3: Entering into, duration and termination of the assignment.

1. The order or other agreement is entered into in writing or confirmed in writing by F&B Solutions Europe B.V. The order is therefore final, unless the client immediately reports to F&B Solutions Europe B.V. in writing and at the latest within 5 calendar days after the date of the confirmation that the confirmation contains an incorrect representation of what has been agreed.

2. F&B Solutions Europe B.V. has the right to revoke the (signed) agreement within 5 working days after receipt of the acceptance.

3.F&B Solutions Europe B.V. is not bound by an offer if the client could reasonably have expected or should have understood that the offer contains an obvious mistake or error. The client cannot derive any rights from this mistake or error.

4. The contract is entered into for a definite period of time.

5. The assignment for a definite period is the assignment that is entered into: – or for a fixed period; – or for a determinable period. – The assignment for a definite period ends by operation of law upon expiry of the agreed time or because a predetermined objectively determinable event occurs.

6. Premature termination of the assignment for a definite period of time is not possible, unless otherwise agreed in writing or confirmed by Cooking Europe. If the option of early termination has been agreed, the parties may terminate in writing with due observance of the written notice period of 15 calendar days agreed or confirmed. 

If the client cancels an already confirmed order, the costs already actually incurred (including the time spent) will be charged to the client.

7. Any assignment can be canceled by the other party immediately, without any notice period, if: – the other party is in default and the failure of the other party justifies the cancellation; – the other party is taken over in whole or in part; – the other party has been liquidated; – the other party has been declared bankrupt or has been requested to do so; or- the other party is in suspension of payments or has applied for a suspension of payments. The party that terminates pursuant to this article is not liable for damages to the other party in connection with such termination. All claims of F&B Solutions Europe B.V. become immediately due and payable as a result of the cancellation.

8.The client will inform F&B Solutions Europe B.V. in good time before the end of the assignment whether and if so, for what duration and under which other conditions he wishes to continue or extend the assignment.

9.Provisions that by their nature are intended to continue after the end of the assignment, such as the provisions regarding payment, liability, intellectual property, confidentiality, privacy and applicable law, remain in force after the end of the assignment.

 

Article 4: Fulfillment of the order

1.F&B Solutions Europe B.V. is obliged to make every effort to properly perform the assignment and/or other agreement, with due observance of the requirements of good workmanship and the applicable laws and regulations. If and insofar as F&B Solutions Europe B.V. fails to comply with this obligation, F&B Solutions Europe B.V. is obliged to pay compensation for the direct damage suffered by the client, provided that the client is notified as soon as possible, but no later than three months after the damage has arisen or becomes known. Submit a written complaint in this regard to F&B Solutions Europe B.V. demonstrating that the damage is the direct result of an attributable shortcoming on the part of F&B Solutions Europe B.V.

2.The client will provide F&B Solutions Europe B.V. with all necessary information in a timely manner and will provide F&B Solutions Europe B.V. with all reasonable cooperation to enable F&B Solutions Europe B.V. to properly perform the assignment and/or the other agreement, with due observance of the requirements of good workmanship and applicable laws and regulations. F&B Solutions Europe B.V. has the right to adjust its services and prices if the information provided turns out to be incorrect and/or incomplete.

3. F&B Solutions Europe B.V. can, if this is necessary for the execution of the agreement, request additional information. Failing this, F&B Solutions Europe B.V. is entitled to suspend its activities until the information has been received, without being obliged to pay any compensation for whatever reason towards the client. In the event of changed circumstances, the client must notify F&B Solutions Europe B.V. immediately or no later than 3 working days after the change has become known.

4. Information provided by F&B Solutions Europe B.V. in the context of the service – other than in an order (confirmation), other agreement or invoice – such as informative presentations, reports, suggestions and tips are solely intended for the information of the client. No rights can be derived from this other than as stipulated in these terms and conditions.

 

Article 5: Offers

1. All our quotations are without obligation, valid for a maximum of four weeks and are binding when they have been laid down in writing and agreed with the client in a signed order confirmation or online quotation.

 

Article 6: Continuing performance contracts

1.For certain services, such as Social Media campaigns, website maintenance, F&B Solutions Europe B.V. works with continuing performance agreements in which it is agreed with the client that we carry out a process for a certain period. In consultation, this trajectory is completed for a number of hours specified in the quotation that will be spent on the trajectory in a certain period.

 

Article 7: Delivery terms, adjustments, additional work and outsourcing

1. When executing assignments, work is often done in phases. A phase is completed when there is an agreement from the client, or when the client has failed to reject the phase within the term set by F&B Solutions Europe B.V. From that moment on, the possibility to make changes in an earlier phase ends. This is only possible after consultation and agreement on any additional work.

2. F&B Solutions Europe B.V. does its utmost to meet the agreed delivery times, except in the absence of instructions, cooperation or materials required for the fulfillment, longer consultation with the client than foreseen, illness or force majeure. If an agreed term threatens to be exceeded, this will be notified to the client.

3. If (a large part of) an assignment has to be changed at the request of the client, the client must pay for this, the current assignment will then be closed and a new quotation will be drawn up. A new price for the additional work will also be agreed upon.

4. In the event of additional work, the client will be contacted. Agreements are then made about the amount of additional work, the costs and the payment conditions.

5.F&B Solutions Europe B.V. reserves the right to outsource work to third parties if this is necessary in your own insight† F&B Solutions Europe B.V. then acts as the main contractor.

6.If there are minor deviations in the product delivered by F&B Solutions Europe B.V. compared to what has been agreed, the client has in principle no right to rejection, discount, compensation or dissolution. After execution of the assignment, F&B Solutions Europe B.V. is not obliged to keep the data or materials used.

 

Article 8: Advice

1.F&B Solutions Europe B.V. can, if instructed to do so, draw up advice, plan of approach, design, reporting, planning and/or reporting for the purpose of extending the service. The content of this is not binding and only of an advisory nature, but F&B Solutions Europe B.V. will observe its duties of care. The client decides itself and under its own responsibility whether to follow the advice.

2. The advice provided by F&B Solutions Europe B.V. in whatever form, can never be regarded as binding advice.

3. At the first request of F&B Solutions Europe B.V. the client is obliged to assess the proposals it has provided. If F&B Solutions Europe B.V. is delayed in its work, because the client does not or not timely assess a proposal made by F&B Solutions Europe B.V. the client is at all times responsible for the resulting consequences, such as delay.

4.The nature of the service means that the result always depends on external factors that can influence the reports and advice of F&B Solutions Europe B.V. such as the quality, correctness and timely delivery of the necessary information and data from the client and its employees. . The client guarantees the quality and the timely and correct delivery of the required data and information.

 

Article 9: Design

1.The Client is obliged to provide all necessary information, data and documents in a timely manner, completely, correctly and in the desired form for the benefit of the design. The client must record all wishes and requirements for developing a design in writing. F&B Solutions Europe B.V. may deviate from this in consultation with the Client if it deems this necessary and/or desirable to achieve the desired result.

2. Design is an expression of creativity, taste and individuality. If the client agrees with the offer as made known by F&B Solutions Europe B.V. this also means that the client agrees with the approach and style of F&B Solutions Europe B.V. F&B Solutions Europe B.V. has the right to carry out the content of its work according to its own technical and/or creative insight, insofar as nothing has been expressly reported by the client.

3.For design assignments, Cooking Europe agrees a maximum number of proposals with the client in the order confirmation or quotation. The client must make a choice from these proposals. Designing more proposals will result in additional work, for which the client will have to pay.

4.F&B Solutions Europe B.V. asks the client for final approval of the relevant design for each individual design. An approval contains the following elements: – A confirmation that the final design and all individual elements thereof have been seen and agreed in that way; – A confirmation that all adjustments that are regarded as additional work after this approval;

 

Article 10: Warranty

1. F&B Solutions Europe B.V. offers a three (3) month warranty after the delivery of the products and/or services. Under warranty it is understood that any known and/or unknown defects will be repaired free of charge by F&B Solutions Europe B.V. If it appears that there are defects, F&B Solutions Europe B.V. will do everything in its power to repair these within a reasonable period of time at the request of the client. The client cannot invoke the warranty if: – The defects found are the result of user errors on the part of the client or third parties; – The client or third parties have made changes in any way to the products and/or services of F&B Solutions Europe B.V. – The client does not, does not fulfill its obligations under the agreement concluded with F&B Solutions Europe B.V. on time or in full; or results; – F&B Solutions Europe B.V. is indemnified against any claims from third parties in the event of defects;

 

Article 11: Rates

1. F&B Solutions Europe B.V. only concludes agreements if a fixed (hourly) rate has been agreed in advance, or if there is a fixed price. Agreements made with F&B Solutions Europe B.V. do not automatically apply to future (subsequent) assignments of the client. All prices are in principle exclusive of turnover tax (VAT), unless otherwise agreed.

2. In the case of a fixed price, F&B Solutions Europe B.V. will in principle only start the work after receipt of payment of an advance invoice of 30% of the agreed fixed price. During the work – depending on the progress or the phase the assignment is in – F&B Solutions Europe B.V. prepares a new invoice. The last part of a fixed price must always be paid prior to delivery. Each project is concluded with a specified final settlement.

3. In the case of a continuing performance contract, the monthly costs are always charged to clients at the beginning of each calendar month.

4. If F&B Solutions Europe B.V. purchases certain items and/or services from third parties for the execution of the order, the full associated costs must be paid 100% in advance by the clients. This payment obligation also applies to the production of printed matter.

5. The Client cannot derive any rights or expectations from a budget issued in advance unless the parties have expressly agreed otherwise.

6. F&B Solutions Europe B.V. is entitled to annually increase the applicable prices and rates in accordance with the applicable inflation rates. Other price changes during the Agreement are only possible if and insofar as they are expressly laid down in the Agreement.

7. The amounts paid by the client will not be refunded if the client does not agree with the creativity, taste and individuality of F&B Solutions Europe B.V. The Client has agreed to what was stated in the Offer. The Client was also familiar with the approach and style that F&B Solutions Europe B.V. uses.

8. If the client does not meet its payment obligation, the client is in default by operation of law. From the date that the client is in default, F&B Solutions Europe B.V. will be entitled, without further notice of default, to the statutory commercial interest from the first day of default until full payment, and compensation for the extrajudicial costs in accordance with Article 6:96 VW to be calculated according to the graduated scale from the decision. compensation for extrajudicial collection costs from 1 July 2012.

 

Article 12: Cancellation options

1.If no contact can be made with the client during the execution of the assignment, F&B Solutions Europe B.V. has the right to cancel the agreement after three (3) attempts to contact the client within a maximum of two weeks (in writing). The hours spent on the relevant assignment up to that point will then be charged in accordance with the usual hourly rates. After termination, the client can no longer derive any rights from the agreement with F&B Solutions Europe B.V.

2.If the client insults, threatens, intimidates or expresses racial discrimination an employee of F&B Solutions Europe B.V. F&B Solutions Europe B.V. will immediately terminate the collaboration with the client and the client is obliged to pay the full amount in accordance with the quotation.

3.If the client does not provide F&B Solutions Europe B.V. with the necessary data and information, or does not provide the necessary data and information in accordance with the agreements, or if the client does not comply with their obligations in any other way, F&B Solutions Europe B.V. has, after the client has been informed of this in writing, with a recovery period of fourteen (14) days, the right to suspend the (further) execution of the assignment. If F&B Solutions Europe B.V. has to incur costs in connection with this, F&B Solutions Europe B.V. has the right to charge these costs at the usual hourly rates.

 

Article 13: Recruitment and selection of candidates

1.F&B Solutions Europe B.V. will recruit and select candidates on the basis of a recruitment and selection assignment aimed at an employment relationship between the client and the candidate.

2. F&B Solutions Europe B.V. can also of its own accord, without an assignment or request to that effect from the client, offer potentially suitable candidates to the client with a view to (possible) vacancies. 

3. F&B Solutions Europe B.V. is justified in recruiting candidates for the client to use the trade name and logo/brand of the client free of charge.

4. The client provides F&B Solutions Europe B.V. in a timely manner with all information relevant to the proper execution of the assignment and/or other agreement, including an accurate description of the position, the required and desired qualifications, (an indication of) the salary, working hours, working hours, activities, workplace, working conditions and the intended duration of the assignment.

5. F&B Solutions Europe B.V. determines on the basis of the information provided by the client and the capacity, knowledge and skills of the candidates known to it, which candidates it will propose to the client. The client is entitled to reject the proposed candidate. The client will motivate any rejection in writing upon request. The choice of candidate is made by the client, unless F&B Solutions Europe B.V. has agreed with the client that F&B Solutions Europe B.V. will select the candidate on behalf of the client.

6. F&B Solutions Europe B.V. will make every effort to offer a potentially suitable candidate in a timely manner. F&B Solutions Europe B.V. does not fail attributable towards the client and is not obliged to compensate the client for any damage or costs if F&B Solutions Europe B.V. is unable to offer a candidate or not in time for whatever reason. F&B Solutions Europe B.V. is not liable if a candidate proposed by it does not wish to enter into an employment relationship with the client or terminates an employment relationship (prematurely).

7.F&B Solutions Europe B.V. is not liable for damage in connection with the deployment of candidates and employees who do not appear to meet the requirements and expectations set by the client, unless that damage is demonstrably the direct result of an attributable failure on the part of F&B Solutions Europe B.V. in the selection.

8.If the client has requested F&B Solutions Europe B.V. to perform a pre-employment screening and the screening is not ready before the start of the employment relationship and the client requests F&B Solutions Europe B.V. nevertheless to have the employee start the work, F&B Solutions Europe B.V. may period cannot be held liable.

 

Article 14: Recruitment and selection aimed at the employment relationship between client and candidate.

1.Every assignment for recruitment and selection aimed at an employment relationship between client and candidate ends by operation of law the moment the client indicates that it (will) enter into an employment relationship with a candidate.

2.The client owes F&B Solutions Europe B.V. the rate stated in the assignment (confirmation) for the recruitment and selection aimed at an employment relationship between him and the candidate. If a rate is not stated in the order (confirmation), the client owes the fee stated in the offer of F&B Solutions Europe B.V. If no rate is stated in the offer, the rate will be 20% of the annual salary applicable to the position of the candidate in full-time employment, including holiday allowance. If no salary has been passed on to F&B Solutions Europe B.V. F&B Solutions Europe B.V. will determine an annual salary in line with the labor market, based on the information available to F&B Solutions Europe B.V. about the position and the labor market.

3.Unless otherwise agreed, the rate is only due if the client or a third party designated by him actually enters into an employment relationship with a candidate that has been determined by F&B Solutions Europe B.V. or with whom the client has otherwise come into contact via F&B Solutions Europe B.V. The rate is also due if the candidate is initially rejected by the client and is later accepted.

4.The rate includes the costs of the usual recruitment resources and activities deployed by F&B Solutions Europe B.V. The rate does not include the costs associated with additional recruitment resources or activities applied in consultation with the client, as well as travel and/or accommodation costs incurred by the candidate in connection with the selection procedure. These costs are charged separately and independently of the outcome of the mediation.

5.Unless otherwise agreed, the rate will be charged as soon as the client has indicated that he/she will enter into an employment relationship with a candidate proposed by F&B Solutions Europe B.V. or as soon as F&B Solutions Europe B.V. has become aware that the client will enter into an employment relationship with a candidate. or has entered into.

6.If a (potential) client has come into contact with a candidate through F&B Solutions Europe B.V. (for example because he has been introduced to him by F&B Solutions Europe B.V. with a view to establishing an employment relationship with that client) and the client or an affiliate If a third party enters into an employment relationship with that candidate within 6 months after the contact has been established, the (potential) client is deemed to have entered into a recruitment and selection assignment as referred to in this article with F&B Solutions Europe B.V. and it is referred to in paragraph 2 the aforementioned rate to F&B Solutions Europe B.V.

 

Article 15: Invoicing and payment

1.The client is obliged to pay every invoice from F&B Solutions Europe B.V. within 14 calendar days after the invoice date, unless otherwise agreed in writing. The invoice is paid if and as soon as the amount due has been received by F&B Solutions Europe B.V.

2.If an invoice has not been paid within the term referred to in paragraph 1, the client will be in default by operation of law from the first day after the expiry of the payment term and an interest of 1% per calendar month will be charged for a full month. The copy of the invoice sent by F&B Solutions Europe B.V. to the client, which is in the possession of F&B Solutions Europe B.V. serves as full proof of the indebtedness of the interest and the day on which the interest calculation starts.

3.If the client disputes the invoice in whole or in part, he must report this to F&B Solutions Europe B.V. in writing within thirty calendar days of the invoice date, stating the precise reasons. After this period, the client’s right to dispute the invoice lapses. The burden of proof regarding timely dispute of the invoice rests on the client. Disputing the invoice does not release the client from its payment obligation.

4.The client is not authorized to set off the invoice amount, regardless of whether he disputes this, against a counterclaim, whether justified or not, and/or to suspend payment of the invoice. 5.F&B Solutions Europe B.V. is entitled to test the creditworthiness of the client and its affiliated companies.

6.If, in the opinion of F&B Solutions Europe B.V. the financial position and/or payment behavior of the client gives rise to this, the client is obliged at the first written request of F&B Solutions Europe B.V: – to provide adequate security for its obligations towards F&B Solutions Europe B.V. , by means of a bank guarantee, pledge or otherwise. The size of the requested security must be in proportion to the size of the relevant obligations of the client.

7.If the client does not provide the requested security within the term set by F&B Solutions Europe B.V., the assignment will be in default without further notice of default being required and F&B Solutions Europe B.V. will be entitled to fulfill its obligations under all assignments and/or other agreements. with the client or to immediately terminate all assignments and/or other agreements with the client without being liable to pay compensation to the client in connection with this suspension or termination. All claims of F&B Solutions Europe B.V. become immediately due and payable as a result of this cancellation.

8.All judicial and extrajudicial (collection) costs incurred by F&B Solutions Europe B.V. as a result of the client’s non-compliance with its obligations under this article, will be fully borne by the client. The fixed fee will always be owed by the client as soon as the client is in default and will be charged without further proof.

9.If the assignment has been entered into with more than one client, belonging to the same group of companies, all clients are jointly and severally liable for the fulfillment of the obligations under this article, regardless of the name of the invoice. Full payment of the invoice, any additional costs and interest by a client releases the other clients from their payment obligation towards F&B Solutions Europe B.V.

 

Article 16: Data provided

1.F&B Solutions Europe B.V. is not responsible for the content, correctness, topicality, layout and circulation of material supplied by the client to F&B Solutions Europe B.V. In addition, F&B Solutions Europe B.V. cannot be expected to be fully aware of all legislation that applies within the client’s specific industry. F&B Solutions Europe B.V assumes that what is supplied by the client is in accordance with laws and regulations. The client indemnifies F&B Solutions Europe B.V. against any claims from third parties or authorities in this regard.

2.When newsletters, mailings and the like are sent, the client guarantees the correctness or validity of the (email) addresses it provides to which it is sent.

 

Article 17: Liability

1.In the event of an attributable shortcoming in the fulfillment (art. 6:74 of the Dutch Civil Code), F&B Solutions Europe B.V. is only obliged to compensate damage insofar as this ensues from the law. 

2.In the event of an attributable shortcoming, the amount that F&B Solutions Europe B.V. must pay in compensation will never exceed the amount that F&B Solutions Europe B.V. has received from the client for the execution of the agreement. In the event of a continuing performance contract, the amount that F&B Solutions Europe B.V. must pay for compensation on the basis of a shortcoming in compliance will never exceed the amount that has been agreed for the performance of F&B Solutions Europe B.V. in the period of three (3) months prior to the moment that F&B Solutions Europe B.V. has entered into compliance.

3.F&B Solutions Europe B.V. cannot be held liable for matters beyond its control. This also includes disappointing results. If F&B Solutions Europe B.V. has made forecasts in this context, these have always been estimates without obligation and F&B Solutions Europe B.V. cannot be held accountable for this. 

4.These third parties must be held liable for damage resulting from acts or omissions by third parties. When F&B Solutions Europe B.V. is engaged to repair such damage, additional work will be charged separately.

5.All amounts that F&B Solutions Europe B.V. may have to pay to the client in the form of compensation are reduced by any debits previously provided to the client by F&B Solutions Europe B.V.

6.In addition to the aforementioned items, F&B Solutions Europe B.V. is never liable for consequential damage, delay damage, damage due to lost profit, lost savings or business stagnation, loss of data, damage as a result of not meeting a delivery term as a result of changed circumstances. , damage resulting from insufficient cooperation or following our instructions, or the provision of incorrect data or information.

7.F&B Solutions Europe B.V. can in all cases only be liable for damage if they have been informed of this in writing as soon as reasonably possible after the damage has occurred. In addition, the liability of F&B Solutions Europe B.V. never extends beyond the amount that the insurer pays it, the liability of F&B Solutions Europe B.V. is limited for everything in excess.

8.Any liability lapses two years after the assignment has ended by completion, cancellation or dissolution.

 

Article 18: Force majeure

1.Force majeure: all external causes that cannot reasonably be foreseen and as a result F&B Solutions Europe B.V. is not (or no longer) able to (fully) fulfill its agreements.

2.This includes, among other things: strikes, illness of both its own people and third parties engaged, staff shortage, fire, operational and technical failures within the office or at external parties engaged by the client, not having sufficient or incorrect data available, or when insufficient cooperation is provided.

3.During force majeure, all delivery and other obligations of F&B Solutions Europe B.V. are suspended. 

 

Article 19: Exclusivity

1.Orders given to F&B Solutions Europe B.V. are at all times exclusive and will not be given to other parties at the same time.

 

Article 20: Retention of title

1.All items that F&B Solutions Europe B.V. makes and/or delivers for the client remain its property until all amounts owed by the client to F&B Solutions Europe B.V. for the products and/or services have been paid in full.

2.The client is not permitted to grant rights of pledge on goods falling under this retention of title or to encumber them in any other way. If third parties seize the goods subject to retention of title or wish to establish or enforce certain rights thereon, the client must inform F&B Solutions Europe B.V. of this in writing within seven (7) days.

 

Article 21: Intellectual property

1.All intellectual property rights to the ICT resources, the texts, data (files), formats, logos, brands, other image and/or sound material and any other material, including the design, selection and arrangement thereof, to which the client has access. to receive in the context of the offer, order or other agreement, with the exception of material from the client, rest exclusively with F&B Solutions Europe B.V. or its licensors. The client is only granted a temporary, personal, non-exclusive and non- transferable right of use with regard to the ICT resources and the aforementioned material, insofar as and for as long as this is necessary to be able to use the services agreed between F&B Solutions Europe B.V. and the client. services.

2.F&B Solutions Europe B.V. is free to use all input, feedback, suggestions, etc. received from the client for the ICT resources or the material referred to in paragraph 1 without further permission or indebtedness of any compensation. F&B Solutions Europe B.V. is not obliged to comply with any request to adjust or supplement its ICT resources or material.

3.The client indemnifies F&B Solutions Europe B.V. against all claims by third parties in connection with an alleged infringement of the (intellectual property) rights of those third parties to material made available to F&B Solutions Europe B.V. by the client in the context of the offer, assignment or other agreement.

 

Article 22: Secrecy

1.F&B Solutions Europe B.V. and the client will not provide confidential information from or about the other party, its activities, employees, employees, customers or other relations, which has become known to them in connection with an offer, assignment or other agreement, to third parties, unless – and then insofar – the provision of that information is necessary to be able to properly perform the assignment or if they are subject to a legal obligation to disclose.

2.F&B Solutions Europe B.V. cannot guarantee compliance with any confidentiality obligation by the employee and is not liable for a fine, penalty or any damage suffered by the client as a result of the employee’s violation of a confidentiality obligation. The client will indemnify F&B Solutions Europe B.V. against claims from third parties with regard to non-compliance or defective compliance by the employee with any confidentiality obligation.

 

Article 23: Client verification and retention obligation

1.The client declares that he is familiar with the laws and regulations regarding the determination of the identity of the employees. The client is obliged: – to establish the identity of the candidate and to this end will carry out a careful check of an original identity document, as referred to in Article 1, sub 1, 2 and 3 of the Compulsory Identification Act; and – to determine whether the candidates or other persons proposed to him are entitled to perform work in the Netherlands.

 

Article 24: Prevention of discrimination

1.When entering into and carrying out the assignment, in particular the assignment for recruitment and selection of employees, the client and F&B Solutions Europe B.V. will only set and weigh requirements relevant to the position. The client and F&B Solutions Europe B.V. will not make any prohibited distinction on the basis of religion, belief, political opinion, gender, race, nationality, sexual orientation, marital status, disability, chronic illness, age or on any other grounds.

 

Article 25: Privacy

1.In the context of the assignment or other agreement, personal data, in particular of candidates, is regularly exchanged. The client and F&B Solutions Europe B.V. are obliged to treat this information confidentially in accordance with the General Data Protection Regulation (GDPR) and related laws and regulations.

2.The client does not require information from F&B Solutions Europe B.V. that F&B Solutions Europe B.V. is not allowed to provide on the basis of applicable laws and regulations. The client is responsible for the further processing of the data provided to him by F&B Solutions Europe B.V.

3.The client is responsible for providing F&B Solutions Europe B.V. with personal data only if and insofar as the client is entitled to do so and has a legal basis, such as the necessary permission from the persons concerned.

4.The client indemnifies F&B Solutions Europe B.V. against any claim by candidates of the client or other third parties against F&B Solutions Europe B.V. in connection with a violation by the client of the provisions of this article and reimburses the related costs incurred by F&B Solutions Europe B.V.

 

Article 26: Economic sanctions

1.The client declares that his company, its possible subsidiaries and its directors and employees are not on sanctions lists and have never been the subject of claims, proceedings or investigations in connection with economic sanctions. The client guarantees that the client and any subsidiaries do not act in violation of economic sanctions and that they are not involved in activities as a result of which F&B Solutions Europe B.V. or employees of F&B Solutions Europe B.V. act in violation of economic sanctions. The client guarantees that monies paid to F&B Solutions Europe B.V. do not originate from activities that are in conflict with economic sanctions.

 

Article 27: Applicable law and choice of forum

1.Dutch law applies to these general terms and conditions, assignments and/or other agreements. All disputes arising from or related to a legal relationship between the parties will, at the discretion of F&B Solutions Europe B.V. be settled in the first instance exclusively by the competent court of the District Court of ‘s-Hertogenbosch or by the court competent by or pursuant to the law.

 

Article 28: Final provision

1.If one or more provisions of these terms and conditions are null and void or destroyed, the rest of the assignment, the other agreement and these terms and conditions will remain in force. The provisions that are not legally valid or cannot be legally applied will be replaced by provisions that correspond as closely as possible to the purport of the provisions to be replaced.

2.F&B Solutions Europe B.V. is entitled to transfer its rights and obligations under the order, the other agreement and these terms and conditions to a third party.

3.In the event of special – foreseen or unforeseen – circumstances, such as developments in legislation and regulations, F&B Solutions Europe B.V. is entitled to adjust or terminate the assignment or other agreement with immediate effect, if in view of those special circumstances this is not reasonably required of F&B Solutions Europe B.V. may be allowed to continue the assignment or other agreement under the same conditions.