General Terms and Conditions of OPA BV (Oscar Prent Assurantiën BV)
These general terms and conditions are used by Oscar Prent Assurantiën BV, established
in Bilthoven at Rembrandtlaan 24-C, 3723 BJ, the Netherlands and referred to
hereinafter as: “the intermediary”. They are also stipulated for the benefit of the
managing directors of Oscar Prent Assurantiën BV and all persons working for the
company. Their applicability continues even if the aforementioned managing directors
and/or persons no longer work for Oscar Prent Assurantiën BV.
The other party in relation to the intermediary is any person to whom the intermediary
has provided a proposal or made an offer or with whom the intermediary has concluded
an agreement. This can be either a legal person or a natural person and said other party
will hereinafter be referred to as “the client”.
Article 1: Applicability
1.1 These general terms and conditions apply to all offers made by the intermediary,
proposals and acceptances thereof and/or agreements concluded by the intermediary
whereby the intermediary undertakes to provide services or to execute an awarded
assignment. Any purchase or other conditions to which the client refers when accepting
an offer or proposal or concluding an agreement are not applicable, unless they have
been accepted by the intermediary in writing and without reservation.
1.2 Deviations from and/or additions to these general terms and conditions are only
binding for the intermediary insofar as they have been explicitly agreed in writing
between the intermediary and the client.
1.3 If any provision of these general terms and conditions proves to be null and void,
only the relevant provision will be excluded from application and all other provisions will
continue to apply without prejudice.
Article 2: Offers, agreements, assignments, etc.
2.1 Unless explicitly stated otherwise, all offers and rates proposed by the intermediary
are non-binding.
2.2 Assignments awarded to the intermediary lead exclusively to commitments on the
part of the intermediary, not to obligations to achieve results.
2.3 An agreement is deemed to have been concluded once the intermediary has accepted
an assignment in writing or has commenced with its execution. The intermediary is
entitled to refuse any assignments that are awarded without having to provide a reason.
2.4 If the client submits a request (for insurance) by email and does not receive
confirmation of receipt from the intermediary (or an employee of the intermediary) within
48 hours of the message being sent, the message from the client must be regarded as
not having been received. If the client wishes to receive a response or decision from (an
employee of) the intermediary within 48 hours of a digital message having been sent, the
client must check whether the message in fact reached (an employee of) the
intermediary.
2.5 Whether or not on the Internet or at the request of the client, digital information
provided by the intermediary to the client is non-binding and can never be considered as
advice provided by the intermediary within the context of an awarded assignment, except
insofar as communication from the intermediary shows the contrary.
Article 3: Engagement of third parties
3.1 The intermediary is permitted to make use of third parties if necessary in the
performance of an awarded assignment. When engaging third parties, the intermediary
will consult with the client in advance as far as possible and exercise due care in the
selection of third parties. The intermediary is not liable for any shortcomings of said third
parties.
Article 4: Fees and payment
4.1 On concluding an agreement, the parties will agree on the manner in which the
intermediary’s fee will be paid. The fee may be included in the amounts to be charged to
the client (whether or not on behalf of an insurer) or an hourly rate may be agreed.
4.2 Any changes in taxes and/or levies imposed by the government will always be
charged on to the client. The intermediary is entitled to increase the agreed rates in the
interim if, after conclusion of the agreement, the cost of materials and/or services
required executing the agreement increase and/or if other costs increase such that the
cost price of the intermediary is impacted.
4.3 Payments must be made by the client within twenty (20) days of the invoice date in
the manner prescribed by the intermediary, unless otherwise agreed in writing or if the
invoice should state otherwise. The client is aware that failure to pay premiums charged
to it, or failure to do so on time, could result in the insurance and/or provisions taken out
by the client, after mediation by the intermediary, not providing cover for the insured
risk.
4.4 Settlement by the client of the premiums and amounts invoiced by the intermediary
against a counterclaim made by the client, or suspension of payment by the client in
connection with a counterclaim made by the latter, will only be permitted insofar as the
counterclaim has been acknowledged by the intermediary explicitly and without
reservation or has been irrevocably established in court.
4.5 If the client fails to pay the premium and/or amounts due within the agreed term, the
client will consequently owe statutory interest on the outstanding amount without any
notice of default being required. If, after notice of default, the client fails to pay the
outstanding amount to the intermediary, the claim can be passed on to a third party, in
which case the client will, in addition to the total amount owed, be obliged to pay
extrajudicial collection costs, the amount of which will be determined based on two points
of the liquidation rate applied by the court.
4.6 Payments made by the client will always serve as payment for all interest and costs
owing and then as payment of those invoices that have been outstanding the longest,
even if the client specifies that the payment relates to a later invoice.
4.7 If, in the opinion of the intermediary, the client’s creditworthiness gives cause to do
so, the intermediary will be entitled to suspend the provision of its services until such
time as the client has provided sufficient security for its payment obligations.
Article 5: Terms
5.1 Unless otherwise agreed in writing, the terms specified by the intermediary within
which the awarded assignment will be carried out may never be regarded as firm
deadlines.
Article 6: Cooperation by client
6.1 On request or otherwise, the client will always provide all relevant information to the
intermediary deemed necessary by the latter for the correct execution of the awarded
assignment. If information necessary for executing the agreed service or assignment is
not made available to the intermediary by the client in time or in accordance with the
agreements concluded, or if the client has otherwise not fulfilled its (information)
obligations, the intermediary will be entitled to suspend execution of the agreement.
6.2 The client is fully responsible for the accuracy and completeness of all information it
provides to the intermediary.
Article 7: Liability of intermediary
7.1 Any liability of the intermediary, whether contractual or non-contractual, as well as
its managing directors, employees and any persons engaged by the intermediary to
execute the assignment will be limited to the amount paid out under the professional
liability insurance of the intermediary in the case concerned, increased by the applicable
deductible excess. Upon request, interested parties will be provided further information
about the professional liability insurance.
7.2 In the event that the professional liability insurance of the intermediary referred to in
Article 7.1 above does not provide cover in a specific case, any liability of the
intermediary, whether contractual or non-contractual, as well as of its managing
directors, employees and any persons engaged by the intermediary to execute the
assignment will be limited to a maximum of the total amount of the fee charged to the
client in respect of the assignment underlying the damage that has arisen, or the
premium charged by the insurer.
7.3 The awarded assignment will be executed solely for the benefit of the client. Third
parties can derive no rights from the content of the services provided to the client.
7.4 The intermediary will never be liable for damage suffered by the client or third parties
as a result of incorrect, incomplete or untimely information provided by the client.
7.5 The intermediary will never be liable for any damage whatsoever arising from errors
in software or other computer programmes used by the intermediary, unless such
damage can be recovered by the intermediary from the supplier of the software or
computer programmes in question.
7.6 The intermediary will never be liable for any damage whatsoever arising from the
circumstance that any messages or email messages sent by the client to the
intermediary did not reach the intermediary.
7.7 The intermediary will never be liable for any damage whatsoever arising from the
circumstance that the client fails to pay the premiums charged to it for insurance or
provisions taken out by it, after mediation by the intermediary, or fails to do so on time,
despite a proper demand from the intermediary.
7.8 The provisions of this article do not affect the liability of the intermediary for damage
caused by intent or recklessness on the part of its subordinates.
7.9 The client is entitled to dissolve any agreement reached with the intermediary if the
latter fails to fulfil its obligations in relation to the client, even after proper notice of
default has been served. Any payment obligations arising before the time of dissolution
and/or relating to services already provided must be fulfilled by the client without
prejudice.
Article 8: Force majeure
8.1 The intermediary will not be obliged to fulfil any obligation if this is not reasonably
possible for the intermediary as a result of changes in the circumstances existing at the
time of entering into the obligations that are not the fault of the intermediary.
8.2 A shortcoming in the fulfilment of an obligation of the intermediary is in any case not
regarded as attributable and is not at the intermediary’s risk in the event of default
and/or failure on the part of or at its suppliers, subcontractors, transporters and/or other
third parties engaged, in the event of fire, strikes or lockouts, protests or unrest, war,
government measures including export, import or transit bans, frost and all other
circumstances of such a nature that fulfilment can no longer be demanded of the
intermediary.
Article 9: Secrecy and protection of personal data
9.1 The parties undertake mutually to maintain confidentiality with respect to all
information that becomes known to them by virtue of the agreement concluded with the
other party and of which they must reasonably be aware that the information is to be
considered confidential or secret.
9.2 Personal data provided by the client to the intermediary will not be used by the
intermediary for or provided to third parties for purposes other than for the execution of
the awarded assignment or for mailings, etc., to be sent by the intermediary to the
client, except insofar as the intermediary is obliged by law or public order to provide the
data in question to an authority designated for this purpose within the course of
conducting its business.
9.3 If the client objects to the inclusion of its personal data in any mailing list, etc., of the
intermediary, the latter will remove the data concerned from the file concerned at the
client’s first written request.
9.4 The regulations governing the protection of personal data are already described in
the Financial Supervision Act (Wet financiële toezicht, Wft) applicable to financial
institutions such as the intermediary. Only if Oscar Prent Assurantiën BV (advisor and
mediator) were to work on behalf of the insurer, could Oscar Prent Assurantiën BV (the
intermediary) be considered as acting as a processor. Oscar Prent Assurantiën BV plays a
unique role in relation to its clients and it determines the associated resources itself. The
aim is not to take out insurance, but to provide independent advice and/or (assist in) the
management of products. Such advice could also be that for certain risks, no insurance is
needed or that other products would be recommended: therefore, as an advisor and
mediator, Oscar Prent Assurantiën BV is not a processor.
9.5 All parties involved in supporting and promoting the business operations of Oscar
Prent Assurantiën BV, such as the administrator of the CRM system, have signed a
processing agreement with Oscar Prent Assurantiën BV within the context of the
protection of personal data. This includes the overview regarding the processing of
personal data and the processing purposes, the overview regarding security measures
and the process surrounding the reporting of data leaks.
9.6 As prescribed by the Dutch Association of Insurers (Verbond van Verzekeringen),
Oscar Prent Assurantiën BV is obliged to comply with the regulations laid down in the
Financial Services Act. The act lays down quality requirements for the financial services
sector as well as for the financial service providers themselves. The law is broken down
into six themes with requirements that must be met: reliability, expertise, financial
security, ethical business practices, duty of care and transparency.
Article 10: Applicable law and disputes
10.1 All offers, proposals and agreements of the intermediary are governed by Dutch
law.
10.2 The intermediary is a member of the Dutch Financial Services Complaints Authority
(Klachteninstituut Financiële Dienstverlening, KiFiD) under number 300.012966. Any
dispute arising from proposals, offers and agreements to which these general terms and
conditions apply, can at the discretion of the client either be submitted for binding advice
to the Financial Services Disputes Board (Geschillencommissie Financiële
Dienstverlening) or brought before the competent civil court. The intermediary conforms
in advance to abide by a binding recommendation issued by the Financial Services
Disputes Board, insofar as the extent of the dispute submitted does not exceed an
amount of € 25,000 (in words and in writing: twenty-five thousand euros). If the dispute
in question exceeds the financial extent mentioned above, the intermediary has the
option of refusing to cooperate with a binding recommendation.
Article 11: Loss of rights
11.1 All rights relating to claims and other authorisations of the client under any heading
whatsoever in relation to the intermediary in connection with work carried out by the
intermediary will in any case expire five years after the point at which the client became
aware or could reasonably be expected to have become aware of the existence of said
rights and authorisations.
