Enerene Consulting – General Terms and Conditions

1. Offers and/or quotations should preferably be made in writing and/or in electronic form, unless pressing circumstances make this impossible.

2. Offers and/or quotations are valid for 30 days. Quotations lapse after this period has expired.

3. Enerene Consulting cannot be held to its offer and/or quotations if the Client, in accordance with the requirements of reasonableness and fairness and generally accepted standards, should have understood that the offer and/or quotation or an element thereof contains a manifest fault or clerical error.

4. If the acceptance departs from the offer and/or quotation included in the offer and/or quotation, whether or not on points of minor importance, then Enerene Consulting is not bound by this acceptance. The Contract then does not come into being in accordance with this differing acceptance, unless Enerene Consulting indicates otherwise.

5. A composite offer and/or quotation does not oblige Enerene Consulting to perform an element of the Assignment for a corresponding part of the stated price.

6. Offers and/or quotations do not automatically apply to future orders or reorders.

1. The Contract comes into being through the timely acceptance by the Client of Enerene Consulting’s offer and/or quotation.

2. The Client and Enerene Consulting may enter into a Contract for a limited period. The Client and Enerene Consulting will agree the period in mutual consultation.

3. The Contract may be terminated at any time by mutual consent. In the event that there is no mutual consent, the Contract can be terminated unilaterally, with due observance of a notice period of 1 month.  Upon termination of the Contract, Enerene Consulting is entitled to charge the costs already incurred and the work already performed

1. If, during the implementation of the Contract, it becomes apparent that it is necessary to amend or supplement the Contract to ensure its proper implementation, then Enerene Consulting will inform the Client of this as soon as possible, as well as of any financial consequences. The parties will then amend the Contract in a timely manner and in mutual consultation.

2. Enerene Consulting will not be able to charge any additional costs if the amendment or addition of the Contract is the result of circumstances that can be attributed to Enerene Consulting.

3. Amendments or additions to the original Contract shall only be effective from the moment that such amendments or additions have been accepted in writing by the Parties.

1. The Honorarium and/or the fees are expressed in euros, excluding VAT and other government levies, unless indicated otherwise.

2. The Honorarium and/or the fees are expressed in euros, exclusive of travel, parking and shipping costs, unless indicated otherwise.

3. If there isn’t a Honorarium and/or fee expressly agreed, the Honorarium and/or fee will determined by the actual amount of hours and the usual hourly fee of Enerene Consulting.

4. Enerene Consulting will provide a statement of all associated costs, or provide information on the basis of which these costs can be calculated by the Client, in a timely manner before the Contract is entered into.

5. For services performed outside the Netherlands, a surcharge applies to the agreed fees. For services performed within the European Union, a surcharge of 25% applies. For services performed in cities with a high cost of living, a surcharge of 50% applies. For services performed outside the European Union, the applicable surcharge and conditions shall be agreed upon in advance, with security and safety considerations expressly taken into account

4. The Client is entitled to terminate the Contract if the Honorarium or the fee are increased more than three months after the Contract was entered into, unless it is stipulated in the Contract that the implementation will be carried out more than three months after the Contract was entered into.

5. Enerene Consulting will inform the Client in the event of the intention to increase the Honorarium or the fee, stating the extent of the increase and the date upon which it will take effect

1. Enerene Consulting will perform the Services to the best of its knowledge and ability and in accordance with the requirements of good workmanship.

2. Enerene Consulting has the right to have certain activities carried out by third parties. The application of Articles 7:404, 7:407 paragraph 2 and 7:409 of the Dutch Civil Code (BW) is therefore expressly excluded.

3. The Services can be performed at the location of Enerene Consulting, at the location of the Client or at a location chosen by the Client.

4. If the Contract is executed in phases, Enerene Consulting has the right to invoice each part separately and to demand payment for it. If and as long as this invoice is not paid by the Client, Enerene Consulting is not obliged to carry out the next phase and has the right to suspend the Contract.

5. The Client shall provide Enerene Consulting in a timely manner with all information, data, instructions and documents that are necessary for the execution of the Contract or of which the Client should reasonably understand that they are necessary for the execution of the Contract.

6. If the above information, data, instructions and documents are not provided or are not provided in time, Enerene Consulting has the right to suspend the execution of the Contract. The additional costs incurred due to the delay will be borne by the Client.

7. Enerene Consulting is not obliged to perform services, attend meetings or travel to locations outside the European Union that are classified as high-risk or unsafe destinations. This includes, but is not limited to, countries or regions for which negative travel advisories have been issued by governmental authorities. Any request for travel to such locations requires the prior written consent of Enerene Consulting and may be subject to additional conditions or refusal without liability.

8. Enerene Consulting reserves the right, at its sole discretion, to decide not to carry out activities in a particular country on the grounds of security concerns and/or the existence of a high-risk situation.

1. The performance of the Services will take place within a period specified by Enerene Consulting. This deadline is only indicative and can never be regarded as a strict deadline.

2. If Enerene Consulting needs information, data, instructions or documents from the Client, which are necessary for the performance of the Services, the execution period starts after the Client has provided it to Enerene Consulting.

3. If the execution period is exceeded, the Client must issue Enerene Consulting with a written notice of default, whereby Enerene Consulting will be offered a reasonable period to nonetheless execute the Contract.

4. A notice of default is not necessary if the execution has become permanently impossible or if it has otherwise become apparent that Enerene Consulting will not fulfill its obligations under the Agreement. If Enerene Consulting does not proceed with execution within this period, the Client is entitled to terminate the Contract without judicial intervention and/or seeking compensation.

1. Payment will take place by means of transfer to a bank account specified by Enerene Consulting, in a manner to be indicated by Enerene Consulting and in the currency in which the invoice was made, unless otherwise agreed. Transfer will take place by means of an invoice or bank transfer.

2. Payment must be made afterwards.

3. Payment afterwards must be made within 30 days of the invoice date.

4. Enerene Consulting is entitled to invoice the Client for the work performed in the current period.

5. The Client is not authorised to deduct any amount from the payable amount by reason of a counterclaim made by the Client.

6. Objections to the level of the invoice do not have the effect of suspending the payment obligations.

7. After the expiry of 30 days after the invoice date, the Client is in default by operation of law, without notice of default. From the moment of default, the Client owes interest of 2% per month on the amount due and payable, unless the statutory interest rate is higher.

8. In the event of bankruptcy, suspension of payments or placement under conservatorship, the amounts owed to Enerene Consulting and the obligations of the Client towards Enerene Consulting are immediately claimable.

1. If the Client is in default or in breach of the Contract in fulfilling its obligations (in a timely manner) then all reasonable costs incurred to obtain an out-of-court settlement are payable by the Client. The Client is in any event liable to pay the collection costs.

2. With regard to the extrajudicial (collection) charges, Enerene Consulting is entitled – in departure from article 6:96 paragraph 5 of the Dutch Civil Code and the Payment of Extrajudicial Collection Charges Decree – to a payment of 15% of the total outstanding principal sum, with a minimum of € 90,- for every invoice that is wholly or partly unpaid.

3. Any reasonable legal costs and execution costs incurred are also payable by the Client.

1. If the Client does not fulfil an obligation arising from the Contract, or does not meet it fully or in a timely manner, then Enerene Consulting has the right to suspend the corresponding obligation. In the event of partial or inadequate fulfilment, suspension is only permitted in so far as this is justified by the shortcoming.

2. Moreover, Enerene Consulting is entitled to suspend the fulfillment of its obligations if:

• After the Contract is entered into, Enerene Consulting becomes aware of circumstances that give good grounds to fear that the Client will not fulfil its obligations;
• The Client is requested, on entering into the Contract, to provide security for the fulfilment of its obligations arising from the Contract, and this security is not provided or is insufficient;
• Circumstances arise of such a nature that fulfilment of the Contract is impossible, or that the unamended maintenance of the Contract cannot be reasonably required of Enerene Consulting.

3. Enerene Consulting reserves the right to claim compensation.

1. If the Client does not fulfil an obligation arising from the Contract, or does not meet it fully, in a timely manner or properly, then Enerene Consulting is entitled to terminate the Contract with immediate effect, unless the shortcoming, in view of its limited significance, does not justify the termination.

2. Moreover, Enerene Consulting is entitled to terminate the Agreement with immediate effect if:

• After the Contract is entered into, Enerene Consulting becomes aware of circumstances that give good grounds to fear that the Client will not fulfil its obligations;
• The Client is requested, on entering into the Contract, to provide security for the fulfilment of its obligations arising from the Contract, and this security is not provided or is insufficient;
• Due to a delay on the part of the Client, Enerene Consulting can no longer be required to fulfil the Contract under the originally agreed conditions;
• Circumstances arise of such a nature that fulfilment of the Contract is impossible, or that the unamended maintenance of the Contract cannot be reasonably required of Enerene Consulting;
• The Client is declared bankrupt, submits an application for a suspension of payment, requests the application of debt rescheduling for natural persons or is served with a writ of sequestration on all or part of its property;
• The Client is placed under conservatorship;
• The Client deceases.

3. Termination will take place by means of a written declaration, without judicial intervention.

4. If the Contract is terminated, the Client’s debts to Enerene Consulting become immediately due and payable.

5. If Enerene Consulting terminates the Contract on the above-mentioned grounds, Enerene Consulting is not liable for any costs or compensation. If the dissolution is attributable to the Client, the Client is liable for the damage suffered by Enerene Consulting

1. In the event that Enerene Consulting does not comply with an obligation under the Contract, or does not comply fully, in a timely manner or properly, there is a shortcoming on its part. A shortcoming cannot be attributed to Enerene Consulting if the shortcoming is not its fault, nor is it responsible for the law or legal practice. In this case, there is force majeure. In the event of force majeure, the Parties are also not obliged to fulfil the obligations arising from the Contract.

2. In these General Terms and Conditions, force majeure is understood to mean, in addition to what is understood in the law and jurisprudence in that area, all external causes, foreseen or unforeseen, over which Enerene Consulting cannot exercise any influence and as a result of which Enerene Consulting is unable to fulfil its obligations. Enerene Consulting also has the right to invoke force majeure if the circumstance that prevents (further) compliance with the Contract occurs after Enerene Consulting should have fulfilled its obligation.

3. Both Enerene Consulting and the Client can suspend the obligations under the Contract in whole or in part during the period that the force majeure continues. If the situation of force majeure is of a temporary nature, Enerene Consulting reserves the right to suspend the agreed performance for the duration of the force majeure situation. In the event of permanent force majeure, both Parties are entitled to terminate the Contract with immediate effect, by means of written notice, without judicial intervention, without the parties being able to claim any compensation.

4. If at the time of the occurrence of force majeure Enerene Consulting has already partly fulfilled, or will fulfil, its obligations arising from the Contract, and independent value accrues to the part fulfilled or to be fulfilled, then Enerene is entitled to separately invoice the part already fulfilled or to be fulfilled. The Client is bound to pay this invoice as if there were a separate Contract.

5. All of the above also applies to the Client in the event of force majeure on their side.

1. The Client is obliged to examine the Service at the moment of performance, but in any case, within 30 days after the performance of the Service. The Client must examine whether the quality and quantity of the Service comply with what the parties agreed, at least meet the requirements that are common in trade.

2. The right to (partial) restitution of the price, repair or replacement or compensation lapses, if the defects will not be reported within the prescribed period, unless the nature of the Service states otherwise or from circumstances of the case a broader period arises. 

3. The payment obligation will not be suspended if the Client reports the defect to Enerene Consulting within the prescribed period. 

4. If the Service provided does not conform with the Contract, Enerene Consulting will, after notification of this, provide a replacement or carry out a repair at no charge.

5. When the guarantee period has expired, all costs of repair or replacement, including administrative, shipping and call-out charges, will be borne by the Client.

6. No form of guarantee covers damage caused by incompetent use or lack of care, or as a result of alterations made by the Client or by third parties, nor does Enerene Consulting provide any guarantee for damage arising as a result of these defects.

7. If the Client reports any defects in a timely manner, the Client will nevertheless remain obliged to purchase and pay for the Services, unless the Services do not have an independent value.

8. The guarantee also becomes inoperative if the defect has arisen through or is a result of circumstances beyond the control of Enerene Consulting. These circumstances include weather conditions. 

1. The execution of the Contract is entirely at the risk and responsibility of the Client. Enerene Consulting is only liable for direct damage that has arisen through wilful recklessness or an intentional act or omission of Enerene Consulting.

2. Enerene Consulting is not liable for damage, of whatever nature, resulting from Enerene Consulting basing its actions upon inaccurate and/or incomplete information provided by the Client, unless this inaccuracy or incompleteness ought to have been known to Enerene Consulting.

3. If Enerene Consulting is liable for any damage, its liability is limited to an amount equal to the amount stated in the invoice, or to the amount to which the insurance taken out by Enerene Consulting gives entitlement, with the deduction of the policy excess borne by Enerene Consulting under the terms of the insurance.

4. The Client must report the damage for which Enerene Consulting can be held liable to Enerene Consulting as soon as possible, but in any case, within fourteen days after the damage has arisen, on penalty of the forfeiture of any right to compensation for this damage.

1. The Client indemnifies Enerene Consulting against any claims by third parties who suffer damage in connection with the execution of the Contract which is attributable to the Client.

2. If Enerene Consulting may be sued for this reason, then the Client is bound to provide Enerene Consulting with both judicial and extrajudicial support. Furthermore, all costs and damage on the part of Enerene Consulting and third parties will be at the expense and risk of the Client.

3. Any liability claim against Enerene Consulting, lapses within one year of the Client having become aware, or possibly reasonably having become aware, of the harmful event.

1. If the Client has a complaint about the way in which Enerene Consulting carries out its business activities, the Client can submit a complaint by e-mail.

2. The Client must submit a complaint within one month after the Client has become aware of the existence of the complaint.

3. Enerene Consulting treats all complaints confidentially.

4. Enerene Consulting will strive to handle the complaint within one month

1. Enerene Consulting reserves the rights and powers accruing to it under the provisions of the Copyright Act and other intellectual property legislation and regulations.

2. Enerene Consulting reserves the right to utilise the knowledge acquired for the performance of the work and general information for other purposes and other work, in so far as no confidential information is hereby communicated to third parties.

1. Enerene Consulting acts in accordance with the GDPR which is effective from May 25, 2018. Enerene Consulting will keep a register of processing activities on the basis of the GDPR.

2. The personal data that the Client provides to Enerene Consulting will be kept careful and confidential. Enerene Consulting will not store the personal data longer than necessary.

3. Enerene Consulting will only use the personal data of the Client for necessary specific purposes: in the context of the execution of the Services or the handling of a complaint.

4. Enerene Consulting is not allowed to lend, rent, sell or in any way disclose the personal data of the Client.

5. The Client has several rights, including the right of access, the right to correction and the right to delete the personal data provided.

6. The Client is entitled to submit a complaint to the Dutch Data Protection Authority regarding his/her personal data. The Dutch Data Protection Authority is obliged to handle this complaint.

1. When visiting the website of Enerene Consulting, Enerene Consulting may collect information from the Client about the use of the website by means of cookies. When visiting the website, the Client must indicate whether he/she agrees to the use of cookies.

2. The information that Enerene Consulting collects by means of cookies can be used for functional and analytical purposes.

1. The Client can sign up for the newsletter. The newsletter keeps the Client informed of the latest news and the most recent developments.

2. The Client will receive the newsletter by e-mail.

3. The Client can opt out in writing of though a hyperlink of the newsletter at any time. In this case the Client will receive no more messages. 

1. Enerene Consulting it entitled to unilaterally amend these General Terms and Conditions. Amendments will also apply to Contract that are already concluded.

2. Enerene Consulting will inform the Client of the amendments by e-mail. The amendments will take effect after thirty days after the Client has been informed of the changes.

3. If the Client does not agree with the announced amendments, the Client has the right to terminate the Contract, unless Enerene Consulting is willing to execute the Contract in accordance with the original applicable General Terms and Conditions.

1. As well as the original Dutch version of these General Terms and Conditions, there are two other versions of the General Terms and Conditions, translated into English.

2. The Dutch version of the General Terms and Conditions of Enerene Consulting is the authentic version. This version of the General Terms and Conditions will take precedence in the event of the explanation or interpretation of the General Terms and Conditions. In the event of a difference in meaning or interpretation between the two versions, then the Dutch version of the General Terms and Conditions will prevail.

1. Dutch law is exclusively applicable to all legal relationships to which Enerene Consulting is a party. This also applies if an obligation is wholly or partly fulfilled outside of the Netherlands or if the Client has its place of business outside of the Netherlands.

2. The applicability of the Vienna Sales Convention (CISG) is excluded.

3. Disputes between Enerene Consulting and the Client will only be submitted to the competent court in the district of Amsterdam, unless the law mandatorily prescribes otherwise.

1. These General Terms and Conditions are published on the website of Enerene Consulting and

2. filed with the Chamber of Commerce under number:XXXXXX