1. General
2. Applicability
3. Commencement
4. Information & Documents
5. Execution
6. Confidentiality
7. Force Majeure
8. Fees
9. Payment
10. Liability
11. Termination
12. Governing Law

Terms & Conditions

We understand that legal documents can sometimes feel dry, but they are important for setting a clear framework. Our terms cover topics such as the execution of assignments, payment conditions and liability. By reading them, you won't face any surprises and you'll know exactly what to expect from us.
At Sarabel we strive for a transparent and client-focused approach.

If you have questions after reading the terms, we are ready to assist you. We want you to work with us with full confidence.
We look forward to being of service to you!

1. General

In these general terms and conditions, the following definitions apply:
1. Client: the natural person or legal entity who has engaged Sarabel to perform services.
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2. Services: all work for which an assignment has been given or which Sarabel performs or should perform on any other basis, including but not limited to: advising on tax, general legal and/or accounting matters, preparing tax returns, handling objection and appeal proceedings in tax matters, acting as authorised representative in tax proceedings, all of the foregoing in the broadest sense.
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3. Documents: all items made available by the client to Sarabel, including papers or data carriers, as well as all items produced by Sarabel in the execution of the assignment, including papers or data carriers.

2. Applicability

1. These general terms and conditions apply to all agreements entered into by Sarabel in the context of performing the services referred to in section A 2, except where changes to these conditions have been expressly and in writing confirmed by Sarabel.
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2. The client's general terms and conditions shall only apply to agreements entered into with Sarabel insofar as they do not conflict with these terms. In case of doubt as to whether such a conflict exists, Sarabel's general terms and conditions shall prevail.

3. Commencement

1. The agreement is only concluded and commences at the moment the signed assignment confirmation has been received back by Sarabel, upon confirmation of a proposal sent by Sarabel by email, or upon purchase of the service(s) via the website.
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2. The parties are free to prove the conclusion of the agreement by other means.
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3. The agreement is entered into for an indefinite period, unless the nature or scope of the assignment implies that it has been entered into for a fixed period.

4. Information & Documents

1. The client is obliged to provide Sarabel in a timely manner, in the required format and in the required manner, with all information and documents that Sarabel considers necessary for the correct execution of the assignment.
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2. Sarabel has the right to suspend the execution of the assignment until the client has fulfilled the obligation referred to in the preceding paragraph.
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3. If and insofar as the client so requests, the documents made available by the client shall be returned to them.

5. Execution

1. Sarabel determines the manner in which the assignment is executed.
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2. Sarabel has the right to have certain work carried out by third parties without notifying the client.
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3. If during the assignment, work has been carried out for the benefit of the client's profession or business that does not fall within the scope of the work agreed in the assignment confirmation, the notes in Sarabel's records regarding this shall give rise to the presumption that such work was carried out under an incidental assignment from the client. These notes must relate to interim consultations between the client and Sarabel.

6. Accounting Software

1. Depending on the selected Sarabel package, an accounting software subscription with Jortt or Moneybird is included.
Under the Freelancer package, Sarabel covers Jortt ZZP or Moneybird Start.
Under the Business package, Sarabel covers Jortt MKB or Moneybird Growth.
Under the Enterprise package for BV, Sarabel covers Jortt Plus or Moneybird Growth. Under the Enterprise package for holding company, Sarabel covers Jortt MKB or Moneybird Start.
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2. For Jortt, Sarabel pays the cost of the applicable subscription directly through Jortt. For Moneybird, the client pays the subscription directly to Moneybird and Sarabel reimburses the applicable amount through its invoicing.
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3. If the client chooses a more expensive subscription, additional modules, add-ons or other paid features, any additional costs are payable by the client. The reimbursement applies only for as long as the corresponding Sarabel package remains active.
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4. Sarabel reserves the right to adjust the included software package, the method of reimbursement and/or the amount reimbursed if Jortt or Moneybird changes its subscription structure, features, pricing or terms. A price increase by the software provider does not automatically result in a corresponding increase in the amount covered by Sarabel. Any changes that have a financial impact on the client will be communicated in advance.

7. Confidentiality

1. Sarabel is obliged, subject to legal obligations to disclose, to maintain confidentiality towards third parties not involved in the execution of the assignment. This confidentiality covers all information of a confidential nature made available by the client and the results obtained from processing such information.
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2. Sarabel shall not use any information provided by the client for any purpose other than the purpose for which such information was obtained.

3. If Sarabel is legally required to disclose confidential information to competent authorities, such as the Dutch Tax and Customs Administration, Sarabel shall inform the client thereof as soon as reasonably possible, unless prohibited from doing so by law.

8. Force Majeure

1. If Sarabel is unable to fulfil its obligations under the agreement, whether in whole, on time or properly, due to a cause not attributable to Sarabel — including but not limited to disruption of normal business operations — those obligations shall be suspended until Sarabel is again able to fulfil them in the agreed manner.
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2. In the event of the situation referred to in paragraph 1, the client has the right to terminate the agreement in whole or in part with immediate effect, in writing.

9. Fees

1. Sarabel's fee is not dependent on the outcome of the assignment and remains due regardless of the result of the work. The fee is calculated on the basis of Sarabel's standard rates and is payable as set out in the agreement.
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2. For recurring services, the fee, including any applicable VAT, is invoiced monthly or annually, depending on the payment frequency selected by the Client and agreed with Sarabel. If the Client opts for annual payment, the fee for the relevant twelve-month period will be invoiced in advance at the applicable annual payment rate. Annual payments are also subject to the provisions of Article 12.
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3. For one-off services, the price will be communicated in advance in one of the following ways:
Verbally or by email → The client confirms acceptance by email, which constitutes a binding agreement.
By means of a written quotation sent by email → The client digitally signs the quotation, which constitutes a binding agreement.

4. Invoicing will take place after the client’s acceptance or upon completion of the services, depending on the arrangement agreed with the client.

10. Payment

1. Payment by the client must be made within 14 (fourteen) days of the invoice date, exclusively in Euros (€), to a bank account designated by Sarabel.

2. For subscriptions and ongoing services, payment by direct debit is mandatory. The client agrees to payment by direct debit unless Sarabel provides a written exception due to banking restrictions. In such cases, the client must pay the invoices manually by bank transfer to the bank account designated by Sarabel.

3. For one-off services, payment is made manually by bank transfer following acceptance of the quotation or proposal.

4. Payments must be made without any discount, set-off or suspension.

5. Direct Debit (subscriptions and ongoing services only)
    The client authorises Sarabel to automatically debit the invoiced amount from the designated bank account on the due date.

6. In exceptional cases where direct debit is not possible due to banking restrictions, the client must make payment manually by bank transfer. This is only permitted with prior written approval from Sarabel.

7. In the event of a chargeback or reversal of a direct debit, an administrative fee of €10.00 will be charged on the following invoice.

8. Late Payment
    If the client fails to make payment within the applicable payment period, the client shall be in default by operation of law, without any further notice or notice of default being required. Sarabel shall then be entitled to:

charge statutory commercial interest on the outstanding amount from the due date until the date of full payment; and;
Take any further legal action necessary to recover the outstanding amount.

9. Collection Costs
    All judicial and extrajudicial costs arising from the collection of outstanding amounts shall be borne by the client. Extrajudicial collection costs shall amount to at least 15% of the outstanding amount, insofar as permitted by applicable law.

10. Joint and Several Liability
    If multiple clients jointly engage Sarabel, they shall be jointly and severally liable for payment of the full invoice amount, insofar as the services were performed for the benefit of all parties involved.

11. Liability

1. For all direct damage suffered by the client, in any way related to or resulting from the non-performance, late performance or improper performance of the assignment, Sarabel’s liability shall be limited to the periodic or result-based fee agreed with Sarabel, as specified in the applicable service agreement.
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2. Sarabel shall not be liable for any indirect or consequential damage, including but not limited to disruption or interruption of the client’s normal business operations, in any way related to or resulting from an error in the performance of the services by Sarabel.
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3. Sarabel shall at all times have the right, where and to the extent reasonably possible, to remedy or mitigate any damage suffered by the client.
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4. Sarabel shall not be liable for the damage, loss or destruction of documents or files during transportation or transmission by post or electronic means, regardless of whether such transportation or transmission is carried out by or on behalf of the client, Sarabel or any third party.
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5. The client shall indemnify and hold Sarabel harmless against all claims made by third parties that are directly or indirectly related to the performance of the agreement.

12. Termination

1. Sarabel may terminate the agreement at any time.

2. For Freelancer, Business and Enterprise packages with monthly payment, the Client may terminate the agreement in writing subject to a notice period of three calendar months. For DGA Salary and Salary+ packages, a notice period of one calendar month applies
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3. If the Client opts for annual payment for a Freelancer, Business or Enterprise package, the services are paid in advance for a period of twelve months at the applicable annual payment rate. The prepaid annual period cannot be terminated early and amounts already paid are non-refundable.
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4. An agreement with annual payment may be terminated effective at the end of the current prepaid annual period, subject to a notice period of three calendar months. Sarabel must therefore receive the notice of termination no later than three calendar months before the end of the current annual period.

For example, if the prepaid annual period runs from 1 January through 31 December, Sarabel must receive the notice of termination no later than 30 September for the agreement to terminate on 31 December.

5. If an agreement with annual payment is not terminated within the applicable notice period, it will continue for a new period of twelve months at the annual payment rate applicable at that time

6. Once enrolled, the Startup Guidance Packages cannot be cancelled. All fees paid are non-refundable.

7. Termination by the Client must be communicated by email to support@sarabeladministratie.nl.

8. If and insofar as Sarabel terminates the agreement, Sarabel is obliged to inform the Client of the reasons for termination and to do everything that the circumstances require in the interest of the other party.

13. Governing Law

1. All agreements between the client and Sarabel to which these general terms and conditions apply are governed by Dutch law.
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2. All disputes relating to agreements between the client and Sarabel to which these terms apply, and which fall outside the jurisdiction of the subdistrict court, shall be settled by the competent court in the district where Sarabel is established, unless the disputes do not relate to the client's business or profession.

1. General
2. Applicability
3. Commencement
4. Information & Documents
5. Execution
6. Accounting Software
7. Confidentiality
8. Force Majeure
9. Fees
10. Payment
11. Liability
12. Termination
13. Governing Law