1.1 These Terms & Conditions (“T&Cs”) apply to all services provided by BLDG.Systems (“Consultant”) to the client (“Client”), including but not limited to consulting, technical/certification advisory, ESG advisory, workshops, training, and facilitation.
1.2 Any deviations or additions must be agreed in writing.
2.1 An agreement is formed when:
2.2 If services are started before a formal agreement is signed (at the Client’s request), these T&Cs will still apply.
3.1 The Consultant will perform the services with due care and professional skill but cannot guarantee specific outcomes (e.g., certification awards, project approvals, or third-party acceptance).
3.2 The Consultant’s obligations are limited to providing advisory services based on the information available at the time.
3.3 The Client is responsible for the accuracy and completeness of all information provided and acknowledges that the Consultant’s advice depends on this input.
3.4 If deficiencies in the Client’s information or actions cause delays or additional work, the Consultant is entitled to adjust timelines and fees accordingly and may also charge for time reserved but left unused (“reserved capacity”).
4.1 Deliverables (reports, plans, templates, training handouts) will be defined in the proposal.
4.2 All intellectual property created by the Consultant remains their property. The Client receives a non-exclusive, non-transferable license for internal project use only.
4.3 Redistribution, reproduction, or adaptation of materials without written consent is prohibited.
5.1 Fees are outlined in the proposal or engagement letter.
5.2 Additional services beyond scope will be charged at the agreed day rate or hourly rate.
5.3 Invoices are payable within 14 days. Late payments may incur statutory interest.
5.4 Travel within [region] is included unless otherwise stated; additional travel or expenses are billed at cost.
5.5 For larger projects, or where there is a risk of non-payment, the Consultant may request partial prepayment or another form of security before work begins.
6.1 If the Client requests changes to the scope, these will be treated as additional services and invoiced separately at the agreed rate.
6.2 Delays caused by the Client (e.g., missing data, postponed access, slow approvals) may lead to adjusted timelines and fees, including charges for reserved capacity as noted in 3.4.
6.3 If the Client cancels or reschedules services within 10 working days of delivery, 50% of the fee may be charged. Within 5 working days, 100% is due (minus any non-incurred travel/accommodation).
7.1 Both parties agree to maintain confidentiality for all information marked as confidential.
7.2 Any personal data will be processed in accordance with applicable laws.
8.1 The Consultant carries professional and general liability insurance with SUREbusiness B.V. as authorized agent of Liberty Mutual Insurance Europe SE.
8.2 Any liability of the Consultant established in a legal proceeding will, under all circumstances, be limited to a maximum of three times the fee for the respective assignment and, in any case, capped at the amount covered under the Consultant’s liability insurance at the time of the claim.
8.3 The Consultant is not liable for indirect or consequential damages, including (but not limited to) loss of profit, missed savings, business interruption, project delays, or certification outcomes.
8.4 Claims must be made within twenty-four (24) months of completion of the relevant assignment.
9.1 The Consultant is not liable for delays or failures caused by events beyond their reasonable control, including (but not limited to) natural disasters, strikes, lockouts, pandemics, regulatory changes, or government actions.
9.2 In such cases, deadlines will be extended as necessary, and if the event continues for more than 60 days, either party may terminate the agreement without penalty (subject to payment for work performed).
10.1 Either party may terminate the agreement with 14 days’ written notice.
10.2 Upon termination, the Client will pay for all work performed up to the termination date, including any committed costs.
10.3 The following obligations survive termination: confidentiality (7), intellectual property (4), and liability limits (8).
11.1 These T&Cs are governed by the laws of The Netherlands.
11.2 In the event of a dispute, parties will first seek to resolve the matter through mediation. If unsuccessful, the dispute will be submitted to the competent Dutch court.
Annexes form part of these T&Cs and take precedence over the General Terms where they provide more specific provisions (e.g., ownership of workshop outputs or certification documentation).
A.1.1 This Annex applies to Services provided by the Consultant in the context of technical assessments, certification advisory, and sustainability frameworks, including but not limited to BREEAM NL, WELL, LEED, DGBC’s Framework for Climate Adaptive Buildings (FCAB), and EU Taxonomy-related assessments.
A.2.1 The Consultant may act as an advisor (e.g. BREEAM NL Expert (Nieuwbouw)) but is not acting as a licensed Assessor or Auditor and does not issue certifications.
A.2.2 For certification schemes requiring independent validation (e.g., BREEAM-NL), the Client remains responsible for contracting a licensed Assessor or accredited certification body.
A.2.3 The Consultant’s role is limited to advisory and support, including:
A.3.1 Deliverables are advisory in nature and do not guarantee a specific certification outcome (e.g., award of points, credits, or ratings).
A.3.2 The Consultant provides advice based on information made available by the Client and relevant stakeholders. The Client remains responsible for the accuracy, completeness, and timeliness of all supplied data.
A.3.3 Any timelines or scoring projections provided are indicative and depend on external parties’ decisions and project implementation, which are outside the Consultant’s control.
A.4.1 The Consultant retains ownership of all pre-existing materials, proprietary tools, and methodologies used in the provision of certification advisory services (e.g., internal checklists, process frameworks, working templates). The Client is granted a non-exclusive, non-transferable license to use these materials for the purposes of the specific project.
A.4.2 All project-specific documentation prepared by the Consultant for the purpose of certification (e.g., completed scorecards, evidence files, narratives, and reports) becomes the property of the Client upon delivery, provided all fees due have been paid.
A.4.3 The Consultant may retain copies of all deliverables for internal reference, quality control, and insurance/legal purposes.
A.5.1 The Consultant is not liable for:
A.5.2 Liability remains limited as outlined in the General Terms & Conditions.
B.1.1 This Annex applies to Services such as workshops, training sessions, and facilitated strategy sessions, including (but not limited to):
B.2.1 The Consultant will design and deliver the agreed session(s) with due care and according to the agreed objectives.
B.2.2 Workshops are process-oriented and aim to generate insights, ideas, or strategies.
B.2.3 Training sessions are knowledge-oriented and aim to improve participants’ understanding of a specific topic.
B.2.4 The Consultant does not guarantee specific business outcomes (e.g., project approval, certification achievement, or exam success).
B.2.5 The Client is responsible for:
B.2.6 The Client is responsible for designating a “Decider” in outcome-focused workshops (e.g., Design Sprints) to ensure progress and alignment with the daily goals.
Cancellation:
B.3.1 If the Client cancels a session within 5 working days of the scheduled date, 50% of the session fee will be charged.
B.3.2 If cancelled within 2 working days, 100% of the session fee will be charged (minus any travel/accommodation not incurred).
Rescheduling:
B.3.3 Sessions may be rescheduled by the Client at no cost if requested at least 5 working days before the scheduled date.
B.3.4 Rescheduling requested within 5 working days of the session may incur up to 50% of the session fee to cover time reserved and planning efforts. Late rescheduling may also impact delivery timelines for multi-day or dependent sessions.
B.3.5 Rescheduling is subject to the Consultant’s availability.
B.4.1 The Consultant retains ownership of all pre-existing materials used in the sessions (e.g., templates, methods, training content, facilitation tools). The Client receives a non-exclusive, non-transferable license to use these materials for internal purposes only. Redistribution, adaptation, or repurposing without prior written consent is prohibited.
B.4.2 All session outputs created during workshops or training sessions (e.g., ideas, strategies, decisions, completed templates, and notes produced by participants) become the property of the Client upon delivery.