Terms and Conditions - Quorum Basis

Legal Agreement and Binding Nature

These Terms and Conditions constitute a legally binding agreement between you and Quorum Basis. By accessing our website, submitting inquiries, or engaging our services, you accept these terms in their entirety. This document should be read carefully as it defines your rights, obligations, and the limitations of our liability.

If you do not agree with any provision contained herein, you must discontinue use of our website and refrain from engaging our services. Continued use constitutes acceptance of these terms as they may be modified from time to time.

These terms complement our Terms of Service and Privacy Policy, which should be read together for a complete understanding of the relationship between Quorum Basis and its users or clients.

User Obligations and Responsibilities

1. Compliance with Laws and Regulations

You agree to comply with all applicable local, national, and international laws, regulations, and professional standards when using our website or services. This includes but is not limited to tax laws, financial reporting requirements, data protection regulations, and business conduct standards.

You are responsible for determining what laws apply to your specific situation and ensuring compliance. While we provide professional guidance in our areas of expertise, ultimate legal compliance responsibility rests with you.

If your use of our services involves cross-border transactions or operations in multiple jurisdictions, you must ensure compliance with regulations in all relevant locations.

2. Accuracy of Information

You warrant that all information provided to Quorum Basis is accurate, complete, and not misleading. This includes contact details, business information, financial records, and any other data you submit through our website or during service delivery.

You agree to promptly update us if any previously provided information changes or becomes inaccurate. Failure to maintain accurate information may affect our ability to deliver appropriate services and could impact the quality of our work.

Deliberate submission of false information constitutes a material breach of these terms and may result in immediate termination of services without refund.

3. Confidentiality and Data Protection

You acknowledge that our services may involve access to sensitive business and financial information. You agree to maintain confidentiality regarding our methods, proprietary processes, and any confidential information we share during our professional relationship.

When sharing information with us, you confirm that you have the right to disclose such information and have obtained necessary consents if the data relates to third parties, including employees or business partners.

You agree to implement reasonable security measures to protect any credentials, access codes, or sensitive information related to our services.

4. Professional Conduct

You agree to conduct yourself professionally in all interactions with Quorum Basis staff. This includes communications via email, phone, video calls, or in-person meetings. Harassment, abusive language, threats, or discriminatory behavior will not be tolerated.

We reserve the right to terminate our relationship immediately if professional conduct standards are violated, without obligation to complete pending work or provide refunds.

Prohibited Activities and Restrictions

The following activities are strictly prohibited when using our website or services:

Unauthorized System Access

You must not attempt to gain unauthorized access to our computer systems, networks, or databases. This includes bypassing security measures, exploiting vulnerabilities, or accessing areas of our infrastructure not intended for client use.

Malicious Activities

Transmission of viruses, malware, spam, or other harmful code through our systems is prohibited. You must not engage in activities that could damage, disrupt, or impair our website functionality or the experience of other users.

Intellectual Property Violations

You must not copy, reproduce, distribute, or create derivative works from our website content, proprietary materials, or methodologies without explicit written permission. This includes our logo, branding, templates, and documentation.

Fraudulent Use

Services must not be used for money laundering, tax evasion, fraud, or any illegal financial activities. We comply with anti-money laundering regulations and will report suspicious activities to relevant authorities.

Service Interference

You must not interfere with other users' access to services, impersonate others, or engage in competitive intelligence gathering through unauthorized means.

Violation of these prohibitions may result in immediate termination of services, legal action, and cooperation with law enforcement authorities as appropriate.

Indemnification

You agree to indemnify, defend, and hold harmless Quorum Basis, its directors, employees, agents, and contractors from any claims, liabilities, damages, losses, or expenses (including reasonable legal fees) arising from:

• Your violation of these Terms and Conditions
• Your violation of applicable laws or regulations
• Your infringement of any third-party rights
• Inaccurate or misleading information you provide
• Your use of our services for unauthorized purposes
• Claims by third parties relating to your business activities

This indemnification obligation survives termination of our relationship and applies regardless of the legal theory under which claims arise.

Disclaimers and Limitation of Liability

Disclaimer of Warranties

Our website and publicly available information are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including warranties of merchantability, fitness for particular purpose, and non-infringement.

We do not warrant that our website will be uninterrupted, error-free, or completely secure. Technical issues, server problems, or internet connectivity issues may occasionally affect website availability or functionality.

Professional services are provided with reasonable care and skill consistent with industry standards, but we do not guarantee specific outcomes, financial results, or business success.

Limitation of Liability

To the maximum extent permitted by Dutch law, Quorum Basis shall not be liable for any indirect, incidental, consequential, special, or punitive damages arising from your use of our website or services. This includes damages for lost profits, business interruption, data loss, or opportunity costs.

Our total liability for any claims relating to professional services is limited to the fees paid for the specific service giving rise to the claim, or the coverage limits of our professional indemnity insurance, whichever is greater.

These limitations apply regardless of the legal theory underlying the claim and even if we have been advised of the possibility of such damages.

Exclusion of Consequential Damages

We are not liable for damages resulting from business decisions based on our work, tax positions taken, regulatory interpretations, or third-party actions. While we provide professional guidance, you remain responsible for final decisions affecting your business.

We are not liable for damages caused by circumstances beyond our reasonable control, including changes in laws or regulations, acts of government authorities, natural disasters, or disruptions in communication systems.

Force Majeure

Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including but not limited to natural disasters, war, terrorism, civil unrest, labor disputes, governmental actions, epidemics, pandemics, power failures, or internet service disruptions.

If a force majeure event prevents performance for more than 30 consecutive days, either party may terminate the affected service agreement without penalty. Fees for services performed prior to the force majeure event remain payable.

We will make reasonable efforts to notify clients of force majeure events affecting service delivery and will resume normal operations as soon as practically possible.

Legal Information and Dispute Resolution

Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of the Netherlands. Any disputes, controversies, or claims arising from these terms or our services shall be subject to Dutch law.

The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

Jurisdiction

The courts of Rotterdam, Netherlands, shall have exclusive jurisdiction to hear and determine any disputes arising from these terms. By using our website or services, you consent to the jurisdiction of these courts and waive any objection to venue.

Dispute Resolution Process

Before initiating formal legal proceedings, parties agree to attempt resolution through good-faith negotiation. Either party may request a meeting to discuss the dispute and seek an amicable solution.

If negotiation does not resolve the matter within 30 days, either party may pursue legal remedies through the courts of Rotterdam.

Severability and Modifications

Severability Clause

If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. If modification is not possible, the provision shall be severed, and the remaining provisions shall continue in full force and effect.

Terms Modification Policy

We reserve the right to modify these Terms and Conditions at any time. Changes become effective upon posting to our website. Material changes affecting existing client relationships will be communicated directly when practical.

Your continued use of our website or services after changes are posted constitutes acceptance of the modified terms. If you disagree with modifications, you should discontinue use of our services.

For ongoing service relationships, amendments to terms will apply to services performed after the effective date of changes, unless otherwise specified in individual service agreements.

Entire Agreement

These Terms and Conditions, together with our Terms of Service, Privacy Policy, Cookie Policy, and any individual service agreements, constitute the entire agreement between you and Quorum Basis. These terms supersede all prior agreements, understandings, or representations relating to the subject matter herein.

Age Restrictions and Capacity

Our services are intended for businesses and individuals who have reached the age of legal majority in their jurisdiction (18 years or older in the Netherlands). By using our website or engaging our services, you represent and warrant that you have the legal capacity to enter into binding agreements.

If you are acting on behalf of a business entity, you represent and warrant that you have authority to bind that entity to these terms.

Legal Inquiries and Questions

For questions about these Terms and Conditions or legal matters relating to our services, please contact us:

Quorum Basis

Coolsingel 104

3011 AG Rotterdam

Netherlands

Email: [email protected]

Phone: +31 10 847 2519