Terms & conditions

1. General

1. These terms apply to all offers and quotes issued by WorkAdministration and to all agreements under which WorkAdministration provides services, advice, information, guidance, dashboard access, document support, helpdesk or other work to the client, unless the parties have expressly agreed otherwise in writing.
2. The applicability of terms of the client and/or third parties is expressly rejected, unless expressly accepted in writing by WorkAdministration.
3. WorkAdministration may at any time amend these terms. The most recent version may be published on the WorkAdministration website or sent to the client. Amendments bind the parties from the day following notification, unless otherwise agreed in writing.
4. If any provision of these terms or of an agreement between WorkAdministration and the client is wholly or partially void, voidable or unenforceable, the remaining provisions remain in full force. WorkAdministration will then establish a permitted provision that comes as close as possible to the original intent.
5. If provisions of an agreement or quote conflict with these terms, the provisions of the agreement or quote prevail.
6. WorkAdministration's services concern practical guidance for temporary cross-border work, including registrations, notifications, documents, file build-up, dashboard set-up, helpdesk and project support. WorkAdministration is not a law firm, tax adviser, payroll office or local representative, unless expressly agreed in writing.
7. If additional tax, legal, employment-law, local administrative or specialist assessment is required, WorkAdministration may flag this and, only with the client's prior consent, help coordinate with an external specialist partner.

2. Quote and agreement

1. An agreement is formed only after the client's written acceptance of WorkAdministration's quote, or once WorkAdministration has started the work with the client's consent. Deviating or additional arrangements only bind WorkAdministration if and to the extent they are confirmed by WorkAdministration in writing.
2. Quotes are based on the information provided by the client. The client warrants that, to the best of its knowledge, it has provided all information essential for the set-up, execution and completion of the assignment.
3. WorkAdministration is entitled, within the validity of a quote, to change its content or withdraw the offer.
4. WorkAdministration reserves the right to refuse assignments, projects, requests, participants and/or users without giving reasons.
5. References to the client in these terms also include its representatives, agents, employees, engaged third parties, heirs and other successors, where applicable.
6. The client warrants that the person signing on its behalf is duly authorised and hereby waives its right to invoke the absence of such authority or power of attorney against WorkAdministration.

3. Intellectual property

1. All intellectual property rights relating to documents, checklists, templates, dashboards, texts, videos and other materials provided by WorkAdministration belong exclusively to WorkAdministration or its licensors.
2. The client obtains only a non-exclusive, non-transferable right of use for the duration and purpose of the agreement.

4. Confidentiality

1. The parties treat all confidential information received from each other as confidential and use it solely to perform the agreement.
2. WorkAdministration may name the client as a reference in general terms (company name and service), unless the client objects in writing.

5. Publication and communication

1. All materials, data and information provided by WorkAdministration are intended solely for use by the client for the agreed purpose. The client may not, without WorkAdministration's written permission, reproduce, publish or disclose them to third parties.
2. The client may not advertise or publish the existence or content of an agreement with WorkAdministration without WorkAdministration's prior written permission.
3. Conversations, emails, online meetings, project notes and other communications may be recorded or documented by WorkAdministration for file build-up, execution of the assignment, quality improvement and evidence, insofar as legally permitted.

6. Client cooperation

1. The client will, on first request, provide WorkAdministration with all data, documents and information required for the correct execution of the agreement.
2. The client warrants the accuracy, completeness, timeliness and reliability of the information, data and documents provided to WorkAdministration, including where these originate from employees, subcontractors, self-employed workers or other third parties.
3. WorkAdministration is entitled to suspend performance until the client has met the obligations in this article.
4. WorkAdministration is entitled to charge the client for additional costs arising from delay, incomplete or incorrect information or changed project circumstances at the rates then in force.

7. Fees and payment

1. All fees and rates are exclusive of VAT and any other government levies, unless expressly stated otherwise.
2. Invoices are paid by the client in accordance with the terms stated on the invoice. In the absence of specific terms, the client pays within 14 days of the invoice date, without deduction, set-off or suspension.
3. If the client fails to pay within the agreed term, the client owes statutory interest on the outstanding amount without notice of default. If the client remains in default after formal notice, the client is also liable for extrajudicial collection costs and any judicial costs.
4. WorkAdministration is entitled to charge advances against the fee ultimately to be invoiced, both at the formation of the agreement and during its execution.
5. If, in WorkAdministration's opinion, the client's creditworthiness gives cause, WorkAdministration may require additional security. In the absence thereof, WorkAdministration may suspend performance.

8. Changes and additional work

1. WorkAdministration will inform the client in writing as soon as possible if a mutually agreed change will or may affect the indicative completion date.
2. If a fixed fee has been agreed, WorkAdministration will inform the client in writing in advance if the agreed change will result in the agreed fee being exceeded.
3. Additional work includes changes to project countries, project duration, planning, number of employees, number of subcontractors, number of self-employed workers, additional documents, additional dashboard set-up, additional questions, changed legal or portal requirements, additional contact moments or specialist assessment not included in the quote.

9. Liability

1. Any liability of WorkAdministration for damage suffered by the client or third parties is limited to the amount paid out in the specific case by WorkAdministration's professional liability insurance, increased by the deductible.
2. If no payment is made under the insurance, liability is limited to the amount paid by the client to WorkAdministration for the assignment concerned in the last twelve months, with a maximum of EUR 25,000.
3. WorkAdministration is never liable for indirect damage, consequential damage, lost profits, missed savings, loss of goodwill, reputational damage or damage due to business interruption.
4. Research, guidance, document review, file build-up and advice by WorkAdministration are provided with care and, where necessary, in cooperation with carefully selected external partners. This does not, however, provide any guarantee that the client fully complies with all foreign, local, tax, employment-law or administrative obligations.
5. The client indemnifies WorkAdministration against third-party claims relating to the execution of the agreement, unless there is intent or wilful recklessness on the part of WorkAdministration. The client will never hold directors, employees, staff, engaged third parties or external partners of WorkAdministration directly liable for damage relating to the assignment.

10. Force majeure

1. WorkAdministration is not obliged to perform any obligation if it is prevented from doing so by force majeure. Force majeure includes, in addition to what is understood in law and case law, all external causes beyond WorkAdministration's control.
2. Force majeure includes in any event: force majeure of suppliers or external partners, defects in goods, equipment, software or materials of third parties or the client, extreme weather, government measures, closure or disruption of foreign portals, power outages, disruption of internet or telecom facilities, war, strikes, illness, pandemic, and unavailability of staff.
3. During force majeure, WorkAdministration's obligations are suspended. If the period exceeds 2 months, either party may dissolve the agreement. In that case, there is no obligation to pay damages.

11. Duration and termination

1. Subscriptions are entered into for the term stated in the quote. In the absence of a specific term, a duration of 12 months applies.
2. After expiry, the subscription is tacitly renewed for the same term each time, unless one of the parties gives written notice no later than 1 month before the end of the current term.
3. Interim termination is not possible, except in the cases mentioned in article 12.

12. Suspension and dissolution

1. WorkAdministration may suspend performance or dissolve the agreement if the client fails to fulfil its obligations in full or on time, if circumstances that come to WorkAdministration's attention after entering into the agreement give good reason to fear that the client will not fulfil its obligations, or if delay on the client's side means WorkAdministration can no longer reasonably be required to perform on the originally agreed terms.
2. If WorkAdministration proceeds to suspension or dissolution, it is in no way liable for any damage and costs arising as a result.
3. If the dissolution is attributable to the client, WorkAdministration is entitled to compensation for damages, including direct and indirect costs arising as a result.
4. WorkAdministration may dissolve the agreement in whole or in part with immediate effect by written notice to the client, without notice of default or judicial intervention, if the client is declared bankrupt, the client's business is liquidated or ceased, the client applies for or obtains suspension of payments, or a change of control occurs in the client's business.

13. Lapse of rights

1. One year after the date on which the advice, service, written or spoken information was provided or on which the work to which the claim relates was performed, any right of the client against WorkAdministration in respect of damage arising from any shortcomings or errors of WorkAdministration in the execution of the agreement lapses.

14. Governing law and disputes

1. All agreements between WorkAdministration and the client are governed by Dutch law.
2. All disputes arising from or in connection with an agreement between WorkAdministration and the client will be submitted exclusively to the competent court in the district of The Hague, the Netherlands, unless mandatory law provides otherwise.

Closing provision

These general terms and conditions may be sent as a separate appendix with quotes, order confirmations and agreements of WorkAdministration and may also be published on the WorkAdministration website.

Company details