General terms and conditions

These terms apply to every quotation, assignment and agreement between Royaal Project and a client, unless the two of us have agreed something different in writing. They are written for business clients and for advisory work, which means work where I commit to effort and professional care, not to a guaranteed outcome.

Article 1. Definitions

Royaal Project: the sole proprietorship Royaal Project, established at Grevelingen 21, 6826 VE Arnhem, the Netherlands, registered with the Dutch Chamber of Commerce under number 64007995, VAT number NL001171906B20, the user of these terms.
Client: the party, acting in the course of a profession or business, that enters into an agreement with Royaal Project or to whom a quotation is addressed.
Engagement: the advisory work agreed between the parties, including any phases, modules and deliverables described in the assignment confirmation.
Assignment confirmation: the written or electronic document in which the scope, phases, deliverables, timing and fee of the engagement are recorded.

Article 2. Applicability

2.1 These terms apply to all quotations, assignment confirmations and agreements between Royaal Project and the client, and to any follow-up or additional engagement.
2.2 The applicability of any purchase or other terms used by the client is expressly rejected, unless Royaal Project has accepted them in writing.
2.3 If any provision of these terms is void or annulled, the remaining provisions continue to apply in full. The parties will then agree a replacement provision that stays as close as possible to the purpose of the original.
2.4 These terms are published on royaalproject.com and are provided to the client before or at the time the agreement is concluded.

Article 3. Quotations and formation of the agreement

3.1 Quotations are without obligation and remain valid for 30 days from their date, unless stated otherwise.
3.2 The agreement is concluded when the client accepts the quotation or the assignment confirmation in writing or electronically, or when Royaal Project has started work at the client’s request.
3.3 Obvious errors or clerical mistakes in a quotation do not bind Royaal Project.
3.4 The scope of the engagement is what the assignment confirmation describes. Work outside that description is additional work as referred to in Article 6.

Article 4. Performance of the engagement

4.1 Royaal Project performs the engagement to the best of its ability, with the care that may be expected of a competent professional adviser. The engagement is a best-efforts obligation. Royaal Project does not guarantee that a specific result, certificate, approval, ruling or commercial outcome will be achieved.
4.2 Certification is granted by an accredited certification body and assurance opinions are issued by a statutory auditor. Royaal Project prepares the client for such assessments but does not perform them and cannot influence their outcome.
4.3 Advice given by Royaal Project is professional advisory work. It is not legal advice from a regulated lawyer and does not replace the client’s own responsibility to comply with the law.
4.4 Timelines stated in the assignment confirmation are estimates based on the information available at the time and on timely cooperation by the client. They are not strict deadlines unless the parties have expressly agreed that in writing.
4.5 Royaal Project may engage third parties for parts of the engagement after consulting the client. Article 8 applies to the costs of those third parties.
4.6 The engagement is carried out by Roy Zopfi personally. Replacement by another person only takes place with the client’s consent.

Article 5. Cooperation by the client

5.1 The client provides, in good time and free of charge, all information, documents, access and personnel availability that Royaal Project reasonably needs.
5.2 The client is responsible for the accuracy and completeness of the information it supplies, including information originating from its own advisers or suppliers.
5.3 If the client does not meet its obligations under this article and the engagement is delayed or made more expensive as a result, Royaal Project may suspend the work and charge the reasonable additional cost.
5.4 The client appoints a contact person with sufficient authority to take decisions during the engagement.

Article 6. Changes and additional work

6.1 If it becomes apparent during the engagement that the scope needs to change, Royaal Project informs the client and, before the work is carried out, submits a written proposal describing the change, its effect on the timeline and its price.
6.2 Additional work is only performed after the client has approved it in writing or electronically. Royaal Project does not invoice unagreed additional work.
6.3 If the client wants to reduce the scope, the parties agree in writing which phases or modules lapse. Work already performed and third-party commitments already entered into remain payable.

Article 7. Fees, invoicing and payment

7.1 Fees are agreed as a fixed price per phase, unless the parties have agreed a rate per hour or per day in writing. All amounts are exclusive of VAT.
7.2 Royaal Project invoices per completed phase, or monthly if the phase runs longer than one month, unless agreed otherwise.
7.3 The payment term is 14 days from the invoice date. Payment is made without set-off, deduction or suspension.
7.4 If the client does not pay in time, it is in default by operation of law. From that moment Royaal Project may charge the statutory commercial interest referred to in Article 6:119a of the Dutch Civil Code, and the extrajudicial collection costs calculated in accordance with the Dutch Extrajudicial Collection Costs Decree.
7.5 If the client remains in default after a written reminder, Royaal Project may suspend further work until payment has been received. Royaal Project informs the client before suspending.
7.6 Complaints about an invoice must be submitted in writing within 14 days of the invoice date, stating reasons. They do not suspend the payment obligation for the undisputed part.

Article 8. Third-party costs

8.1 Costs of third parties, such as certification body fees, the purchase of standards, laboratory or verification fees and software licences, are contracted by the client in its own name and invoiced to the client directly by that third party, unless the parties agree otherwise in writing.
8.2 Royaal Project does not apply a mark-up to third-party costs.
8.3 Travel and accommodation costs are only charged if the assignment confirmation says so, at cost.

Article 9. Duration, postponement and termination

9.1 The engagement runs until the agreed deliverables have been accepted, or until the agreed term ends.
9.2 Both parties may terminate the engagement in writing at the end of a phase. Work performed and third-party commitments already entered into up to that moment remain payable.
9.3 If the client postpones agreed work by less than five working days’ notice, Royaal Project may charge up to 50 percent of the fee for the reserved time.
9.4 Either party may terminate the agreement with immediate effect, without notice of default, if the other party is declared bankrupt, is granted a suspension of payments or ceases its business.
9.5 Articles 10, 11, 12, 13 and 15 continue to apply after the engagement has ended.

Article 10. Confidentiality

10.1 Both parties keep confidential all information of the other party that is marked confidential or whose confidential nature is evident, and use it only for the purpose of the engagement.
10.2 The obligation does not apply to information that is public, that a party already lawfully held, or that must be disclosed under a statutory obligation or a binding order of a competent authority. In that case the disclosing party informs the other party in advance where it is permitted to do so.
10.3 Royaal Project does not publish client names. Engagements are described in anonymised form only, and only in a way that does not allow the client to be identified, unless the client has given written permission.
10.4 A separate non-disclosure agreement can be concluded before any substantive discussion. Where the parties have signed one, it takes precedence over this article.
10.5 This obligation continues for five years after the engagement ends, and indefinitely for trade secrets.

Article 11. Personal data

11.1 Each party complies with the General Data Protection Regulation in performing the agreement.
11.2 Where Royaal Project processes personal data on the instructions of the client, the parties conclude a processing agreement before that processing starts.
11.3 Where Royaal Project processes personal data as controller, for example contact details of the client’s employees, the privacy statement published on royaalproject.com applies.
11.4 The client warrants that it has a lawful basis for any personal data it makes available to Royaal Project.

Article 12. Intellectual property

12.1 Royaal Project retains the intellectual property rights in the methods, models, templates, checklists and tooling it uses and develops, including where these were further developed during the engagement.
12.2 On full payment, the client receives a perpetual, non-exclusive right to use the deliverables produced for it within its own organisation, including for audits and for demonstrating compliance to its own customers and regulators.
12.3 The client may not publish, resell or make deliverables available to third parties as a commercial product without written permission. Providing them to the client’s auditors, certification body, financiers or regulators is permitted.
12.4 Royaal Project may use the general knowledge and experience gained during the engagement for other clients, provided Article 10 is observed.

Article 13. Liability

13.1 Royaal Project is only liable for damage that is the direct result of an attributable failure in the performance of the engagement.
13.2 Royaal Project holds professional indemnity insurance. Liability is limited to the amount paid out under that insurance in the case concerned, plus the applicable excess.
13.3 If, for whatever reason, no payment is made under that insurance, liability is limited to the fee charged for the phase in which the failure occurred, and in any event to a maximum of the total fee charged for the engagement in the twelve months preceding the event.
13.4 Royaal Project is not liable for indirect damage, including loss of profit, loss of savings, reputational damage, fines imposed on the client, or damage resulting from decisions taken by the client on the basis of the advice.
13.5 Royaal Project is not liable for damage caused by incorrect or incomplete information supplied by the client, nor for the acts or omissions of third parties engaged by the client.
13.6 The client must report a claim in writing, with reasons, within 60 days of discovering the damage. Any claim lapses twelve months after that discovery, and in any event 24 months after the engagement ended.
13.7 The limitations in this article do not apply in the case of intent or deliberate recklessness on the part of Royaal Project.

Article 14. Force majeure

14.1 Neither party is obliged to perform an obligation if it is prevented from doing so by circumstances beyond its control, including illness, failure of essential suppliers, prolonged loss of internet or power, government measures and cyber incidents at a supplier.
14.2 If the force majeure lasts longer than 60 days, either party may terminate the agreement in writing without any obligation to compensate the other. Work already performed remains payable.

Article 15. Complaints, applicable law and disputes

15.1 Complaints about the work performed must be submitted in writing to info@royaalproject.nl within 30 days of discovery, with reasons.
15.2 Royaal Project acknowledges receipt of a complaint within 24 to 72 hours and proposes a resolution, or a route to one, within a reasonable period after that.
15.3 If a complaint is justified, Royaal Project will first be given the opportunity to redo or correct the work within a reasonable period.
15.4 Dutch law applies to all agreements to which these terms apply.
15.5 The parties will first try to resolve any dispute together, and where that does not succeed, through mediation, before submitting it to a court.
15.6 Disputes that the parties cannot resolve are submitted exclusively to the competent court of the District Court of Gelderland, location Arnhem, the Netherlands.

Article 16. Amendments

16.1 Royaal Project may amend these terms. The version applicable at the time the agreement was concluded governs that agreement.
16.2 For engagements running longer than three months, an amendment only takes effect after Royaal Project has notified the client in writing and 30 days have passed.

Version 1.0, 28 July 2026. Royaal Project, Grevelingen 21, 6826 VE Arnhem, the Netherlands. KvK 64007995. VAT NL001171906B20.