Terms and conditions

1. Dutch law fully governs the relationship between Principal and Assignee. The company limited by shares N.V. Nederlandsch Octrooibureau always shall be deemed to be Assignee. The articles 7: 404 and 407, paragraph 2 Civil Code do not apply.

2. Assignee shall exercise the care of a reasonably qualified assignee. He does not guarantee the envisaged result.

3. Assignee may call in one or more third parties to carry out the assignment. In case a third party is called in outside The Netherlands, Assignee can be held liable for failures of that third party only if the Principal shows that the choice of the third party has clearly been made by Assignee without due care.

4. To the extent not agreed upon otherwise, Assignee is entitled to a fee to be fixed on the basis of the hourly rate prevailing at the time of carrying out the assignment as well as to a reimbursement for handling activities, advance payments and costs like telephone, fax, postage and copy costs made by Assignee on carrying out an assignment, all this to be increased by the VAT due. In case of two or more Principals, they are liable jointly and severally for the fee and reimbursement. Assignee may ask advance payments and issue statements of fee in between. A statement of fee shall be paid by having the final amount of the statement been credited on the banking account referred to in the statement not later than twenty one calendar days after the date of issuance of the statement. The amounts due to Assignee shall be paid in Euros. Setting off a counterclaim is not permitted except to the extent that the counterclaim has irrevocably been awarded in court or acknowledged by Assignee expressly and in writing. If payment is not made in time, without prejudice to his other statutory rights, Assignee will be entitled, at his option, to postpone to carry out assignments or declare assignments as being dissolved. Assignee is entitled to a reimbursement of all judicial and extrajudicial costs to be incurred by him if Principal fails to meet his obligations towards Assignee.

5. Principal is entitled to an indemnification of damage resulting from an event or a series of related events which Assignee is liable for by law:

a. in the event Assignee’s liability for the damage is covered by an insurance, in total to a maximum amount equal to the payment to be received under the insurance plus the sum of Assignee’s deductible under the insurance;

b. in the event Assignee’s liability for the damage is not covered by an insurance for a reason other than that the damage is in excess of the insured sum, in total to a maximum amount of Euro 250.000,-. The right to claim indemnification becomes forfeited, if damage, after its discovery, is not reported to Assignee in writing with all due despatch and anyhow as soon as twelve months have elapsed since the event which the damage is resulting from and which Assignee can be held liable for. The forgoing also applies in case Principal claims indemnification on the basis of a claim taken over or obtained from an other party. In the event a third party claims indemnification from Assignee for damage that he has suffered from an assignment granted by Principal and carried out by Assignee, Principal shall hold Assignee harmless against that claim and the costs related thereto to the extent that Assignee shall have to pay a higher indemnification than he would have paid should Principal have claimed indemnification himself.

6. If Principal’s assignment only consists of translating, certifying and/or validating a European patent granted for The Netherlands that assignment does not constitute a conflict of interest that would Assignee prevent to render services to an other principal against Principal.

7. The Courts in the District The Hague shall have exclusive jurisdiction over all disputes.

8. The General Conditions also apply to additional and further assignments.

9. Those persons who in whatever way are directly or indirectly involved in carrying out assignments granted to Assignee can also rely on the above Conditions.

10.The Dutch version of these General Conditions prevails over the version in a different language.