General terms and conditions state the rules that apply when you sell something, or provide a service to a customer. You do not have to use general terms and conditions, but if you use them, they apply to both you and you customer.
What are general terms and conditions?
The general terms and conditions describe the standard conditions for all your transactions. General terms and conditions are part of the (purchase) agreement. In them you can describe for instance:
General terms and conditions are not about specifics of your product or service, such as price or colour. Learn more on how to draft general terms and conditions.
Are general terms and conditions mandatory?
You do not have to draw up general terms and conditions. Legal requirements always apply to purchase agreements for you and your customer. Some sector organisations do enforce the use of general terms and conditions, for instance in childcare.
In the Netherlands, several sector organisations, often together with consumer organisations, have jointly drawn up general terms and conditions. Please contact your sector organisation (MKB-Nederland, in Dutch) to find out if they have general terms and conditions for you to use.
If you do use general conditions, they apply to both you and your customer. You can file your general terms and conditions with the Dutch Chamber of Commerce (KVK), or with the court (in Dutch). Note that this is also not mandatory.
You are not allowed to have unreasonable conditions. Unreasonable is, for instance, if you deny your customer certain legal rights. The law states:
- which conditions are unreasonable (in Dutch), for example that your customer can only undo their purchase through the court
- which conditions may be unreasonable (in Dutch), for instance that you cannot be held liable for damage
Inform your customer (duty of disclosure)
Before you conclude an agreement, you must inform your customer about the general terms and conditions you use. Use clear language to draw up your general terms and conditions, and make sure your customer knows what they are. You can do so, for example, by having them confirm they have read the terms and conditions.
Modifying general terms and conditions
You are allowed to change your general terms and conditions while you are doing business with a customer, but not on a whim. You must inform your customer about these changes in plain language.
Do supply continuing services or products, such as subscriptions? You are not allowed to just change your terms and conditions, you must comply with these rules:
- On purchase it must be clear that you may change the conditions at any time.
- You must inform your customer by sending them the changes in your general terms and conditions. A short note is not enough.
- The changes must be reasonable. You customer should for instance be able to terminate the agreement (for example their subscription). And you are not allowed to change the price of a subscription within 3 months.
Annulling general terms and conditions
Your customer has the right to annul the general terms and conditions if one of the following is the case:
- you fail to observe the rules for general terms and conditions: for instance, your terms are unreasonable;
- you suddenly change your terms and fail to inform your customer clearly and in a timely fashion.
Your customer can have the general terms and conditions annulled by sending a letter or an email. Annulment renders your general terms and conditions invalid.