Terms and conditions

1. Who we are and what this covers

Van Croonenburg IT-Consultancy B.V., trading as VCITC, established in Apeldoorn, Netherlands, Chamber of Commerce 99307596, hereinafter “we”. These terms apply to every quotation, agreement and delivery unless agreed otherwise in writing. The client's purchasing conditions do not apply unless we have expressly accepted them in writing.

2. What we deliver

What we deliver is set out in the agreement and in the package descriptions on this site. We deliver with the care of a reasonably competent and reasonably acting IT consultant. We give no guarantee of result unless agreed in writing; this is an obligation of effort.

3. Term, notice and changes

Subscriptions start on the agreed date and run for a term of six or twelve months, at the client's choosing, with tacit renewal for the same period each time. The client may cancel in writing or by email up to one calendar month before the end of the current period, without giving a reason.

Invoicing is monthly in advance. If the client pays the full term up front in one instalment, a 5% discount applies. On early termination the discount granted is settled pro rata.

Moving up to a higher level or a larger size is possible during the term, per calendar month and with fourteen days' notice. A lower level or a smaller size takes effect on renewal of the agreement.

4. Hours and capacity

Under Managed the client buys a bundle of hours per calendar month. Hours not used within that month expire; they do not roll over to a following month and cannot be exchanged for money.

Under Fully Managed the hours stated are development capacity for work exceeding one hour. Day-to-day administration, support, release checks, reporting and the periodic review fall outside them and are included in the fixed price. Development capacity does not roll over.

We give notice before a bundle runs out. Work beyond the bundle is only carried out after approval, at the rate for additional hours.

5. Service levels

The agreed response and resolution times are set out in the agreement and apply on working days between 08:00 and 17:00 CET, excluding public holidays. If the Evening Expertise Desk has been taken, that window runs on until 21:00 — for questions and for work that has to take place outside office hours.

We do not work with penalty clauses. If a target is missed in two consecutive months, the parties discuss the cause in the periodic review and adjust capacity, the commitment, or the way of working.

6. What we need from the client

The client provides timely access to the relevant environment through a personal, named account, a point of contact authorised to make decisions, and the information and cooperation reasonably required. Delay arising from a failure to do so is not for our account, and the hours concerned remain payable.

7. Rates, invoicing and indexation

All amounts exclude VAT. Subscriptions are invoiced monthly in advance; standalone assignments afterwards; prepaid bundles on purchase. The payment term is 30 days from the invoice date.

On exceeding the payment term the client is in default by operation of law and owes statutory commercial interest and extrajudicial collection costs. We may suspend the service following a written reminder with a fourteen-day period.

Rates are indexed annually on 1 January based on the Dutch CBS index for business services, announced at least two months in advance. The rate at the start date applies for the agreed term.

8. Intellectual property

Configuration, action sequences, integrations, reports and documentation that we create in the client's environment become the client's property once the corresponding invoices have been paid. General knowledge, methods, templates and tools that we use remain ours, and we may continue to use them for other clients.

9. Confidentiality and personal data

The parties treat all non-public information as confidential, including after the agreement ends. The processing of personal data is governed by the data processing agreement, which forms an integral part of every management contract.

10. Liability

Our liability is limited to direct loss and to the amount paid out in the relevant case by our professional indemnity insurance. If no payment is made, liability is limited to the amount invoiced over the preceding three months, subject to a maximum of €25,000.

We are not liable for consequential loss, lost profit, missed savings or loss of data, nor for damage caused by acts of the client or third parties, or by defects in third-party software. These limitations do not apply in the event of intent or wilful recklessness on our part.

11. Force majeure

In the event of force majeure, obligations are suspended. If the force majeure lasts longer than sixty days, either party may terminate the agreement in writing for the unperformed part, without liability for damages.

12. Termination and handover

On termination we hand over free of charge: documentation of the configuration, an overview of integrations and accounts, and a handover conversation with the incoming administrator. We do not revoke our own access accounts; the client does.

Either party may terminate with immediate effect in the event of a material breach that is not remedied within thirty days of a written notice of default, or in the event of bankruptcy or suspension of payments of the other party.

13. Personnel

During the agreement and for twelve months thereafter, neither party will employ staff of the other party without written consent.

14. Governing law and disputes

All agreements are governed by Dutch law. In the event of a dispute, the parties first seek a solution through discussion and, if necessary, mediation. Failing that, the court of Gelderland has jurisdiction.