General terms and conditions

Algemene voorwaarden

Article 1. Applicability

  1. These terms and conditions apply to all offers and agreements between the Pooters Makelaardij private company in the following referred to as ‘Pooters Makelaardij B.V. ’, and its clients and business relations, in the following referred to as ‘other party.’
  2. In the following, if a provision specifically applies to a situation in which the other party is a natural person who is not acting in a professional capacity or for a company, the other party will be referred to as ‘the consumer.’ Pooters Makelaardij B.V. has its registered office is at Akersteenweg 15, 6226 HR Maastricht.
  3. Provisions that deviate from these general terms and conditions will be considered as being part of the agreement between the parties if and in so far as they have been explicitly agreed upon in writing.
  4. In these general terms and conditions, ‘in writing’ also includes by e-mail, by fax, or any other method of communication which, in view of current technology and generally accepted public opinion, can be considered as being equivalent to the above.
  5. In the following, the written recommendations, documents, (evaluation) reports, investigations, etc. will be referred to as ‘the documents. ‘The documents’ comprise the documents set down in writing or stored on other media such as computer disks and USB sticks or any other type of information storage media. These definitions will apply unless the parties have explicitly agreed otherwise in writing.
  6. If, for whatever reason, a provision or a part of a provision in these general terms and conditions does not apply or is not valid, it will in no way affect the applicability of the other provisions.
  7. If Pooters Makelaardij B.V. does not request compliance from the other party within an appropriate time period, it will in no way prejudice the right of Pooters Makelaardij B.V. to demand compliance at a later time.
  8. The other party may not make an appeal or claim based on the fact that the general terms and conditions were not made available if Pooters Makelaardij B.V. has provided the other party with the general terms and conditions for a previous transaction.
  9. Pooters Makelaardij B.V. reserves the right to make changes to its general terms and conditions if changes are made to other relevant rules and regulations.

Article 2. Agreements, orders

  1. Oral agreements will be binding on Pooters Makelaardij B.V. only after they have been confirmed in writing by Pooters Makelaardij B.V. or after Pooters Makelaardij B.V. has commenced carrying out the activities concerned with the approval of the other party.
  2. Written orders placed by the other party must be accompanied by a clear description of the services to be provided.
  3. If, after an order has been placed, the other party wishes to make changes in the implementation of the order or to submit additional instructions or other information regarding the order, the other party must submit any such changes or additional instructions or information in writing to Pooters Makelaardij B.V. in a timely fashion, unless the parties have explicitly agreed otherwise in writing.
  4. If any changes, in whatever shape or form, are made to the original order by or on behalf of the other party and these changes result in higher costs than could be taken into account when the original price was calculated and/or original order was confirmed, any such increases will be charged to the other party as extra work.
  5. Any additions or changes to the general terms and conditions or other changes or additions to the agreement will be binding on Pooters Makelaardij B.V. only after they have been confirmed in writing by Pooters Makelaardij B.V..

Article 3. Tenders, offers

  1. All tenders, offers, and lists of prices and rates etc. from Pooters Makelaardij B.V. are free of engagements unless accompanied by a time limit for acceptance. If a tender or offer is provided free of engagement and it is accepted by the other party, Pooters Makelaardij B.V. will have the right to cancel the tender or offer within 2 workdays after the acceptance has been received.
  2. If the other party does not accept a tender or offer, the other party will be obligated to return all the documents relevant to that tender or offer to Pooters Makelaardij B.V. as soon as Pooters Makelaardij B.V. makes a first request to that effect.
  3. Prices and/or rates in tenders or offers are based on the information provided by the other party beforehand. If this information changes afterwards, it can have consequences for the prices and/or rates quoted previously.
  4. If the other party indicates its acceptance but does not accept the offer in the form proposed by Pooters Makelaardij B.V., then Pooters Makelaardij B.V. will not be bound by any such acceptance and no agreement will have been established, unless the parties have explicitly agreed otherwise in writing.
  5. If a tender or offer is made that includes several components and prices, Pooters Makelaardij B.V. will not be obligated to provide a part of the documents and/or services included in the tender/offer or to carry out a part of the activities included in the tender/offer for a proportional part of the price.
  6. Examples of the documents that have been shown and/or provided as well as other information in brochures or promotional materials and/or on the website of Pooters Makelaardij B.V. are as accurate and faithful as possible but are intended only to serve as examples. No rights or entitlements can be claimed on the basis of any such documents or information unless the parties have explicitly agreed otherwise in writing.
  7. The examples referred to in the previous paragraph will remain the property of Pooters Makelaardij B.V. and must be returned when first requested by Pooters Makelaardij B.V. unless the parties had explicitly agreed otherwise in writing.

Article 4. Outsourcing activities to third parties

If and in so far as a proper implementation of the agreement requires it, Pooters Makelaardij B.V. will, at its discretion, have the right to outsource certain activities and/or deliveries to third parties.

Article 5. Obligations incumbent upon the other party

  1. The other party must ensure that:
    • the information required for the implementation of the agreement is made available to Pooters Makelaardij B.V. in a timely fashion and in the desired shape and form;
    • at the agreed-upon times, Pooters Makelaardij B.V. is given access to the location it needs to visit and/or inspect within the framework of implementing the agreement;
    • the information storage media, computer files, and software etc. provided by the other party to Pooters Makelaardij B.V. are free of viruses and/or defects.
  2. The other party must ensure that the information provided is complete and correct. The other party indemnifies Pooters Makelaardij B.V. against any consequences resulting from the fact that the information provided is not complete and/or not correct.
  3. The other party must inform Pooters Makelaardij B.V. of any developments that are or may be relevant for the implementation of the agreement and the possible need to enter into additional and/or new agreements.
  4. If the obligations described in this Article are not complied with in a timely fashion, Pooters Makelaardij B.V. will have the right to suspend the implementation of the agreement until such time that the other party has complied with these obligations. The other party will be liable for the costs resulting from the associated delay and/or the costs of carrying out extra activities as well as all other consequences and risks resulting from any such noncompliance.
  5. The other party is responsible for making appointments and arrangements with mortgage providers, the tax authorities, and local government agencies etc. and is liable for any and all claims on the part of these and other parties which may result from the agreement entered into between the letter and tenant. The other party indemnifies Pooters Makelaardij B.V. against any and all such claims.

Article 6. Personal particulars

The personal particulars of the other party will be entered into the administrative records of Pooters Makelaardij B.V..

Pooters Makelaardij B.V. will not provide any such information to third parties without permission from the other party. The stored information will be used by Pooters Makelaardij B.V. only for the purpose of implementing the agreement entered into Between Pooters Makelaardij B.V. and the other party.

Article 7. Delivery and delivery times

  1. Stated delivery times within which Pooters Makelaardij B.V. must carry out the activities specified and/or deliver the documents and/or services specified shall never be of the essence unless the parties have specifically agreed otherwise in writing. Accordingly, if Pooters Makelaardij B.V. does not comply with its obligations under the agreement or does not do so in a timely fashion, notice of default must be given in writing.
  2. All risks related to the documents delivered are transferred to the other party as soon as delivery takes place. Within the framework of these General Terms and Conditions, the documents are considered as having been delivered as soon as they actually become available to the other party.
  3. If it turns out that it is not possible to deliver the documents and/or services to the other party and/or to carry out the activities agreed upon, Pooters Makelaardij B.V. reserves the right to store the documents at the risk of the other party. After storage takes place, the other party must make it possible for Pooters Makelaardij B.V. to deliver the documents and/or services and/or to carry out the activities agreed upon within a period of one month, unless Pooters Makelaardij B.V. has explicitly stated that a different period applies.
  4. If, after the period specified above in paragraph 3 of this Article, the other party has still not complied with its obligations, the other party will be in default and Pooters Makelaardij B.V. will have the right to completely or partly cancel the agreement immediately in writing, without giving any prior or further notice of default and without recourse to the courts and without being obligated to compensate the other party for possible damages, costs and interest. Pooters Makelaardij B.V. will then also have the right to destroy the documents already prepared.
  5. The above will have no effect on the obligation of the other party to pay the amount agreed upon or stipulated or owed, as the case may be, as well as all other relevant costs.
  6. If the implementation of the agreement needs to be accelerated, then overtime and/or other relevant extra costs that have been incurred may also be charged to the other party.
  7. In order to ensure that the other party complies with its financial obligations, Pooters Makelaardij B.V. is entitled to request advance payment or a financial guarantee from the other party before making delivery and/or starting with the activities to be implemented.

Article 8. Progress, implementation of the agreement

  1. Pooters Makelaardij B.V. is obligated to implement the agreement in a professional and careful fashion and in accordance with the relevant standards that apply in its sector.
  2. Pooters Makelaardij B.V. has no obligation to begin with the delivery of the documents and/or services or with implementing the activities, as the case may be, before it has received all the relevant necessary information and has received any payment or advance payment agreed upon. If any delays result as a consequence, the stated delivery times will be adjusted on a pro rata basis.
  3. If, for reasons that cannot be attributed to Pooters Makelaardij B.V., the activities and/or deliveries cannot be carried out in a normal fashion or without interruption, for example because the other party has not made all the necessary information available, Pooters Makelaardij B.V. will be entitled to charge the other party for all the resulting costs incurred.
  4. If, during the implementation of the agreement, it becomes clear that the agreement cannot be implemented, whether as a result of circumstances unknown to Pooters Makelaardij B.V. or as a result of circumstances beyond its control in whatever shape or form, Pooters Makelaardij B.V. will consult with the other party with regard to modifying the agreement in such a fashion as to ensure that implementation of the agreement does become possible. In such a case, Pooters Makelaardij B.V. will inform the other party of any resulting consequences for the prices and/or rates agreed upon and/or the delivery/completion times agreed upon, unless implementation of the agreement will never be possible due to the unknown circumstances or circumstances beyond Pooters Makelaardij B.V.’s control. In such a case, Pooters Makelaardij B.V. will always be entitled to full compensation for the activities and/or deliveries already implemented by Pooters Makelaardij B.V..
  5. All costs incurred by Pooters Makelaardij B.V. at the request of the other party must be paid for in full by the other party unless the parties have specifically agreed otherwise in writing.

Article 9. Intermediation

  1. An intermediation agreement will be open-ended, i.e. for an unlimited period of time, unless the parties have explicitly agreed otherwise in writing.
  2. Pooters Makelaardij B.V. will do its best to realize the result desired and/or intended by the other party. However, this obligation is always limited to making all the efforts that can reasonably be expected and does not imply any obligation to actually achieve a specific result. If the intended result is not achieved, the other party will therefore still be obligated to comply with its obligations towards Pooters Makelaardij B.V., with the exception of any obligations that the parties have explicitly linked to the realization of the intended result.

Article 10. Termination of the intermediation agreement

  1. Unless agreed upon otherwise and without prejudice to the provisions in Article 18 of these General Terms and Conditions, the intermediation agreement can, for example, be terminated as a result of:
    • completion of the agreement by Pooters Makelaardij B.V.;
    • cancellation by the other party;
    • cancellation by Pooters Makelaardij B.V..
  2. The agreement will be considered as having been completed as soon as the intended result has been realized.
  3. Pooters Makelaardij B.V. is entitled to immediately cancel the agreement via a registered letter for the following reasons, without excluding other possible reasons:
    • if the other party violates any provision set down in the agreement or in the General Terms and Conditions or in any other agreement entered into between Pooters Makelaardij B.V. and the other party of whatever type, without prejudice to the right of Pooters Makelaardij B.V. to demand full compensation for damages suffered or compliance, as the case may be;
    • in case of bankruptcy, (provisional) moratorium on payment, a private agreement with creditors, or the implementation of a debt restructuring agreement for natural persons;
    • if, in the opinion of Pooters Makelaardij B.V., the relationship between Pooters Makelaardij B.V. and the other party has been seriously damaged;
    • if the other party becomes seriously discredited from a business perspective;
    • if the other party moves to a location outside the Netherlands and such a relocation poses insurmountable obstacles for Pooters Makelaardij B.V.;
    • if it turns out that the other party has provided incorrect information to Pooters Makelaardij B.V. within the framework of entering into the agreement and the misinformation is of such a nature that Pooters Makelaardij B.V. would not have entered into the agreement or not have entered into it under the same conditions if Pooters Makelaardij B.V. had been properly informed;
    • if, in the opinion of Pooters Makelaardij B.V., other circumstances are at play which block continuation of the agreement.
  4. Cancellation of the agreement does not have any effect on the payment obligation of the other party.
  5. If the agreement is canceled by Pooters Makelaardij B.V., Pooters Makelaardij B.V. will be entitled to compensation by the other party for the costs incurred until then, unless the parties have explicitly agreed otherwise in writing.

Article 11. Fees, costs, and statements of expenses

  1. If, between the date on which the agreement is entered into and the date on which the agreement is implemented, the government and/or labour unions or organizations implement changes in wages, terms and conditions of employment, or social insurance costs etc., Pooters Makelaardij B.V. will have the right to adjust the price charged to the other party to take such changes into account. If between the above-mentioned dates, a new list of prices and/or rates is implemented by Pooters Makelaardij B.V. and/or any third parties to which Pooters Makelaardij B.V. has outsourced any activities, Pooters Makelaardij B.V. will have the right to adjust the price charged to the other party to take the new prices and rates into account.
  2. For agreements entered into with a consumer, price increases may be taken into account and/or charged to the consumer after a period of three months has passed since the establishment of the agreement. If price increases are implemented within three months after the agreement has been established, the consumer will have the right to cancel the agreement.

Article 12. Appeals and complaints

  1. The other party is obligated to inspect the documents immediately after taking possession of them upon delivery. Any visible faults or deficiencies must be reported to Pooters Makelaardij B.V. no later than two workdays after receipt of the documents, followed by a written confirmation.
  2. Other appeals and complaints, including complaints with regard to the activities carried out and/or services provided, must be reported to Pooters Makelaardij B.V. by registered letter immediately after they have been discovered. The other party is responsible for all risks incurred as a result of not immediately informing Pooters Makelaardij B.V. of the faults or deficiencies. In any case, all appeals and/or complaints must be reported to Pooters Makelaardij B.V. within one month after the services have been delivered or the activities have been completed, as the case may be.
  3. If the appeals and/or complaints referred to above have not been reported to Pooters Makelaardij B.V. within the applicable period, the documents and/or services will be considered as having been delivered in accordance with the agreement or the activities will be considered as having been implemented correctly, as the case may be.
  4. Pooters Makelaardij B.V. must be given the opportunity to investigate any complaints submitted.
  5. In preparing the documents, Pooters Makelaardij B.V. will have the creative and intellectual freedom to reach specific conclusions based on its own insights, methods and interpretations. No appeals or complaints can be entertained that infringe upon this freedom.
  6. If a recalculation and/or change becomes necessary, other than those referred to in paragraph 6 of Article 12, Pooters Makelaardij B.V. will be responsible for the costs and risks incurred if Pooters Makelaardij B.V. has provided its explicit written agreement beforehand in that regard.
  7. If an appeal or complaint is justified, the damage will be dealt with in accordance with the provisions set out in Article 13 below.

Article 13. Liability and guarantee

  1. If Pooters Makelaardij B.V. provides intermediation in the establishment of an agreement between letter and tenant, Pooters Makelaardij B.V. is never a party to and is never liable for the content and implementation of the rental agreement.
    Pooters Makelaardij B.V. will, in any case, never be liable if the rental price and/or (service) costs and/or additional costs, which may be of a once-only or recurring nature, are not in compliance with the legal rules and regulations that apply to rental prices.
  2. Pooters Makelaardij B.V. fulfils its duties and responsibilities in line with the standards that apply in its sector, but it can accept no liability whatsoever for damage, including consequential damage, business damage, lost profits, and/or damage due to delays, that is the result of actions taken by or a failure to take actions by Pooters Makelaardij B.V. or its employees or third parties contracted by it. Exceptions can be made in this regard only if compulsory legal provisions demand that such an exception be made.
  3. The website of Pooters Makelaardij B.V.  (www.pro-housing.nl) is intended to provide information to visitors to the website. The content of this website has been prepared with the utmost care, but no rights or entitlements whatsoever can be derived from this content.
  4. Pooters Makelaardij B.V.  is not liable for damage suffered by the other party as a result of actions taken by or a failure to take action by the other party with regard to the rental agreement established via the intermediation of Pooters Makelaardij B.V..
  5. The limitations of liability included in this Article do not apply if the damage is the result of intent and/or intentional recklessness on the part of Pooters Makelaardij B.V., its directors and/or its management staff.
  6. Without prejudice to the provisions in the other paragraphs of this Article, any and all liability will never exceed the amount to be paid out by the insurer of Pooters Makelaardij B.V. for the case in question, insofar as Pooters Makelaardij B.V. is insured for the damage in question.
  7. If Pooters Makelaardij B.V. is not insured as referred to above in paragraph 6 of Article 13, the liability of Pooters Makelaardij B.V. will never exceed the amount of compensation that Pooters Makelaardij B.V. has invoiced and/or will invoice for its activities and/or services for a maximum of one year.
  8. If the other party does not provide the necessary information in a timely fashion and/or does not provide all the necessary information, Pooters Makelaardij B.V. will not be liable for not processing the information in a timely fashion or for not fully processing it or for the associated consequences for the other party.
  9. If visible errors or faults etc. turn out to be present in the documents delivered, which must have already been present at the time of delivery, Pooters Makelaardij B.V. will be obligated to either repair or replace the documents free of charge.
  10. The other party loses all its rights and entitlements in relation to Pooters Makelaardij B.V. and is liable for all damage and indemnifies Pooters Makelaardij B.V. against any claim by third parties for damage compensation if and insofar as:
    • if the above-mentioned damage results from the fact that the other party makes use of the documents or services provided incorrectly and/or not in compliance with the instructions or recommendations provided by Pooters Makelaardij B.V.;
    • if the above-mentioned damage results from the fact that the other party has in some other way not acted in accordance with the instructions and/or recommendations provided by Pooters Makelaardij B.V.;
    • the above-mentioned damage is the result of errors, faults, and/or mistakes in the information, information media, or instructions etc. provided to Pooters Makelaardij B.V. by or on behalf of the other party, including recommendations and documents etc. from third parties, and Pooters Makelaardij B.V. has based and/or implemented the services provided in accordance with the above information.

Article 14. Payment

  1. Unless agreed upon otherwise, the other party must pay all amounts owed to Pooters Makelaardij B.V. within 14 days after the invoice date. This payment period is of the essence, and if payment is not made in a timely fashion:
    • the other party will owe Pooters Makelaardij B.V. a late payment interest calculated at a cumulative rate of 2% per month over the principal sum owed. A part of a month will be considered as being a full month;
    • after being summoned to do so by Pooters Makelaardij B.V., the other party will be obligated to pay Pooters Makelaardij B.V. an amount for out-of-court costs equal to 15% of the principal sum owed plus the late payment interest, with a minimum total amount owed equal to €150.00;
  2. All of the amounts owed by the other party to Pooters Makelaardij B.V. must be paid in full and in a timely fashion without any recourse to discount, suspension, settlement, or cancellation.
  3. In the circumstances mentioned above or comparable circumstances, the agreement can be completely or partly cancelled at the discretion of Pooters Makelaardij B.V., without the need for any further notice of default or recourse to the courts, separately from or in combination with a claim for damage compensation.
  4. If the other party does not comply with its payment obligations in a timely fashion, Pooters Makelaardij B.V. will have the right to suspend compliance with its obligations, in relation to the other party, to make delivery and/or implement activities until payment has been made or sufficient guarantees have been provided to that effect. The same provision applies even before the other party is actually in default if Pooters Makelaardij B.V. has reasonable grounds to doubt the creditworthiness of the other party.
  5. Payments made by the other party will first be credited against all interest and costs owed and will only then be credited against the oldest outstanding invoices, unless the other party explicitly specifies in writing, upon making the payment, that the payment applies to a more recent invoice.
  6. If the other party, for whatever reason, has one or more claims for payment against Pooters Makelaardij B.V., then the other party will renounce its right to settle its claims against the amounts owed to Pooters Makelaardij B.V.. The other party will also renounce its right of settlement if it requests a (provisional) payment moratorium or is declared bankrupt.

Article 15. Intellectual property rights

  1. Pooters Makelaardij B.V. is and will remain the owner of all intellectual property rights that are based on or related to or associated with the documents prepared by Pooters Makelaardij B.V., unless the parties have explicitly agreed otherwise in writing.
  2. During as well as after the implementation of the agreement, the rights referred to in the previous paragraph of this Article may be exercised exclusively by Pooters Makelaardij B.V., including the publication or transfer of information. In any case, the other party is not permitted to copy or reproduce the documents provided by Pooters Makelaardij B.V. or to provide these documents to or make them available to third parties without the explicit permission of Pooters Makelaardij B.V.. Without prior written permission from Pooters Makelaardij B.V., it is also not permitted to download and copy information from the Pooters Makelaardij B.V. website.
  3. By providing information to Pooters Makelaardij B.V., the other party declares that no copyrights or other intellectual property rights of third parties are being violated by doing so and indemnifies Pooters Makelaardij B.V. against all financial and other consequences, inside and outside of court, which may result from using this information.

Article 16. Bankruptcy, decision-making competence etc.

  1. Without prejudice to the other articles in these terms and conditions, the agreement entered into between the other party and Pooters Makelaardij B.V. will be cancelled without the need for any court action being taken or notice of default being given if and when the other party:
    • is declared bankrupt;
    • requests a (provisional) payment moratorium;
    • becomes subject to attachment;
    • is put under legal restraint or in receivership;
    • otherwise loses the ability or competence to dispose of or take action with regard to his assets or parts of them.
  2. Paragraph 1 of this Article does not apply if the official receiver or interim administrator recognizes the obligations resulting from the agreement as a claim by creditors in respect of debts incurred by the general body of creditors.

Article 17. Circumstances beyond one's control

  1. In case of circumstances beyond one's control, Pooters Makelaardij B.V. will have the right to cancel the agreement or else to suspend compliance with its obligations towards the other party for a reasonable period without being obliged to pay any compensation for damage.
  2. Within the framework of these General Terms and Conditions, circumstances beyond one's control are defined as including a shortcoming on the part of Pooters Makelaardij B.V. or third parties deployed by Pooters Makelaardij B.V. or its suppliers for which Pooters Makelaardij B.V. cannot be held accountable or another serious and well-founded reason brought forward by Pooters Makelaardij B.V..
  3. In case of circumstances beyond one's control taking place after the agreement has been implemented in part, the other party will be obligated to comply with its current obligations toward Pooters Makelaardij B.V..
  4. Circumstances beyond one's control will also instances involving the following: war, riots, mobilization, disorders inside and outside the Netherlands, measures taken by the government, strikes and the forcible exclusion of employees, the threat of these and similar actions, disruptions of the currency exchange rates and force when the agreement was entered into, and company disruptions due to fire or failure of computers or Internet or electricity or acts of nature and/or weather conditions.

Article 18. Dissolution, cancellation, giving notice

    • The other party renounces all rights with regard to dissolution of the agreement under Article 6:265 et seq B.W. (Dutch Civil Code) or other legal provisions, unless compulsory legal provisions demand otherwise. This provision applies only if there is a right to cancel the agreement and/or give notice regarding the agreement under the above Article.
    • The above provision in paragraph 1.a of this Article does not apply to agreements entered into with consumers.
  1. Within the framework of these General Terms and Conditions, cancellation refers to termination of the agreement by one of the parties before the implementation of the agreement has begun.
  2. Within the framework of these General Terms and Conditions , giving notice refers to termination of the agreement by one of the parties after the implementation of the agreement has begun.
  3. The other party is liable in relation to third parties for the consequences of the cancellation or of notice being given and indemnifies Pooters Makelaardij B.V. against any such consequences.
  4. Amounts already paid by the other party will not be refunded unless the parties have explicitly agreed otherwise in writing.

Article 19. Applicable law / competent court

  1. The agreement entered into between Pooters Makelaardij B.V. and the other party is subject only to Dutch law. Any disputes resulting from this agreement will also be adjudicated under Dutch law.
  2. Any disputes that may arise will be judged by the competent Dutch court. However, Pooters Makelaardij B.V. will be entitled to bring a dispute before the competent court in the place where Pooters Makelaardij B.V. has its registered offices, unless compulsory legal provisions demand otherwise.
  3. With regard to disputes with a consumer, the consumer can, within one month after Pooters Makelaardij B.V. has informed him that the dispute will be brought before the competent court in the place where Pooters Makelaardij B.V. has its registered offices, announce that he chooses to have the dispute judged by the competent court.
  4. With regard to disputes resulting from an agreement entered into with another party that has its registered offices outside the Netherlands, Pooters Makelaardij B.V. will be entitled to act in accordance with the provisions in paragraph 2 of this Article or, at its discretion, bring the case before the competent court in the country or state where the other party has its registered offices.