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GENERAL PROVISIONS
EMPLOYMENT CONTRACT FOR A FIXED PERIOD OF TIME
The General Provisions form an integral part of the Employment Contract.
Clause 1: Definitions
1. Employer
The private company with limited liability, FGRS BV., with registered office and principal
place of business in 1101 CB Amsterdam Zuidoost at Hogehilweg 15. The person signing
this on behalf of the Employer is authorised to represent the company in a legally valid
manner.
2. Employee
The natural person as defined in the Specific Provisions.
3. Parties
Employer and Employee jointly.
4. Employment Contract
This employment contract, which the Employer and the Employee wish to conclude and
which contract the Parties wish to lay down in writing. Unless indicated otherwise, the
Employment Contract shall be deemed to be an employment contract for a fixed period of
time.
5. General and Specific Provisions
The Employment Contract consists of Specific and General Provisions.
The Specific and General Provisions form an integral part of the Employment Contract. The
Specific and General Provisions together contain the conditions under which the Parties
conclude the Employment Contract.
The Specific Provisions shall always contain the following information:
1 Personal details of the Employee.
2 Commencement of Employment Date: date on which the Employment Contract comes
into effect.
3 End of Employment Date: date on which the Employment Contract will in any event end,
with due observance of the provisions in clause 2 of the General Provisions in this
regard.
4 Notice Period: amount of time given necessary to give notice to terminate
5 Job: job title of the Employee.
6 Duties: description of the duties, tasks and job content of the Employee.
7 Client: third party which has charged the Employer with carrying out specific work or
activities. Also an organisation for which the Employee will carry out duties in principle
on a temporary placement basis.
8 Project: name and description of the project to be carried out at the Client, for the benefit
of which the Employee will carry out the Duties on a temporary placement basis.
9 Work Location: place where the Employee will physically carry out the Duties.
10 Standard Working Week: agreed normal pattern of hours per day during which the
Employee will carry out the Duties.
11 Hourly Salary: gross-gross amount per chargeable hour worked.
12 Overtime and Standby Services: remuneration for overtime and standby services is laid
down in the Specific Provisions, as well as any supplementary provisions.
13 Net Expense Allowances: descriptions of the net allowances which the Employee
receives as part of the Hourly Salary.
14 Company Car: the Specific Provisions indicate whether or not the Employer has made a
company car available to the Employee for the performance of his Job.
The General Provisions contain the agreements and provisions which are the same for all
employment contracts between the Employer and employees who carry out duties for a
client on a temporary placement basis.
The General Provisions also contain the following terms:
14 Salary: minimum wage pursuant to the Minimum Wage and Minimum Holiday Allowance
Act.
15 Company Car Regulations: agreement between the Employer and the Employee which
contains the conditions and provisions under which the Employer has made a company
car available to the Employee for the performance of his job.
Clause 2: Commencement of employment, fixed period, termination, probationary period
1. The Employee shall commence employment at the Employer with effect from the
Commencement of Employment Date in the Job as defined in the Specific Provisions.
2. An Employment Contract with an Employee not from the Netherlands shall be entered into
under the suspensive condition that the Employee has all the government permits and / or
exemptions required for carrying out the Duties in the Netherlands.
3. The Employment Contract shall be concluded for the term of the Project as defined in the
Specific Provisions and shall end by operation of law, therefore without any notice of
termination being required, on the day on which the Project is completed.
4. In any case, irrespective of whether the Project has been completed, the Employment
Contract shall end by operation of law, therefore without any notice of termination being
required, on the End of Employment Date as defined in the Specific Provisions.
5. The Employment Contract shall in any case end by operation of law on the date on which
the Employee reaches pension-entitlement age.
6. The Employment Contract shall likewise end by operation of law should the placement of
the Employee by the Employer at the Client be terminated at the request of the Client.
7. Without prejudice to the provisions of the previous sub-clauses 3, 4, 5 and 6, each of the
Parties shall be entitled to prematurely terminate the Employment Contract with due
observance of a notice period as stated in the Specific Provisions. Termination may only
take place by means of registered letter and for the end of a calendar month.
8. The Parties agree a probationary period as stated in the Specific Provisions as from the
Commencement of Employment Date, during which period either of the Parties may
terminate the Employment Contract with immediate effect without observing the conditions
applicable to termination.
Clause 3: Duties, work location, working hours, overtime and standby
1. The Employer shall, within the framework of carrying on the business of the Employer, make
the Employee available to the Client, as third party, on a temporary placement basis, to carry
out work pursuant to an order placed by the Client with the Employer, under the supervision
and management of the Client.
2. The duties of the Employee, and any other provisions relating to the duties, are described
under Duties as defined in the Specific Provisions.
3. The agreed Work Location is defined in the Specific Provisions. The Employee shall in
principle work at this location.
4. The Employee shall also be obliged to work at other locations within the Netherlands to be
designated by the Employer or the Client, should the proper implementation of the project
and/or the business interests of the Employer or the Client require this.
5. The agreed Standard Working Week is defined in the Specific Provisions. Should the proper
implementation of the Project and/or the business interests of the Employer or the Client
require this, the Employee shall be obliged to work overtime and/or provide standby services
in addition to the Standard Working Week.
6. The remuneration and other supplementary provisions for overtime and/or standby services
are laid down in the Specific Provisions.
7. The Employee may not assert his right to the remuneration described in sub-clause 6 of this
clause if overtime and/or standby services have not been accounted for in accordance with
the regulations applicable at the Client and/or have not been accounted for in accordance
with the provisions laid down in the Specific Provisions in this regard.
Clause 4: Special obligations of the Employee
1. The Employee shall be obliged to record the hours worked within the framework of this
Employment Contract on a time sheet, which form must be approved by the Client, as
appears from the Client's signature, in accordance with the regulations applicable at the
Client. The Employee must always submit the form to the Employer within 5 working days of
the end of the month, or 5 working days of the end of the period to which the form relates.
2. The Employee shall meticulously keep the Employer informed of the Duties and shall
provide the Employer with the requested details and information relating to the Duties in
good time.
3. The Employee shall comply with the standards and customs that apply at the Employer
and/or the Client, including those relating to confidentiality, security, computer installation,
use of hardware and software, clothing, etc. Should the Client require the Employee to sign
relevant documents relating to this, the Employee shall declare that he is willing to sign such
documents.
4. The Employee undertakes to carry out all Duties which are related to his Job and which are
assigned to him by the Employer or the Client, to the best of his ability. In general, the
Employee shall be obliged to do all that and refrain from all that which a diligent employee
should do and refrain from doing.
Clause 5: Clarification in respect of the salary
The philosophy and working method of the Employer is aimed at ensuring that a large part of
the company income from temporary placement assignments is used for the pay package of its
employees in general and of the Employee in particular. The Employer therefore achieves a
relatively small margin itself.
Applying this philosophy, the Employer and Employee agree an Hourly Salary, and not a fixed
monthly salary. Insofar as the Employer can invoice the Client for hours actually worked by the
Employee at the Client on the basis of a temporary placement, the Employee shall receive the
Hourly Salary for these hours. The Employee shall in principle not receive any salary for hours
which have not been worked and/or which are not chargeable.
The agreed Hourly / Daily Salary is relatively high as compared with the salaries paid by
comparable businesses to their employees for comparable duties. It is also relatively high with
regard to the costs to be charged by the Employer to the Client.
The Parties have chosen this agreement because this is beneficial for both the Employer and
the Employee. The Employer can offer high quality staff at low cost to third parties. The
Employee receives a (very) high salary, which he would never receive in another job for
comparable duties.
The Parties realise in this regard that it is not possible, for commercial reasons - but also in view
of the low margin of the Employer - to continue paying this high Hourly/Daily Salary if no
comparable chargeable duties are available for the Employee.
Nor is it possible, legally, for the Employee to bear the entire risk of not working, and the
Employer and the Employee therefore agree the following as regards the salary:
1. The Employee shall receive a salary equal to the applicable minimum wage, if he does not
carry out duties for the benefit of a client within the framework of a temporary placement
agreement.
2. Should the Employee carry out duties for the benefit of a client within the framework of a
temporary placement agreement, the Employee shall receive the agreed Hourly/Daily
Salary, insofar as the Client actually pays the Employer for the hours for which it has been
invoiced.
3. The Employee could have chosen another salary system, in terms of which his salary would
not depend on the number of hours worked and paid by the Client, but in terms of which
there would have been a fixed monthly salary and where the Employer would have
continued to pay the salary in full were no duties to be carried out within the framework of a
temporary placement agreement. Since such a fixed salary is considerably lower than
monthly payment on the basis of the Hourly/Daily Salary, the Employee has expressly
chosen the present system, on the basis of the Hourly/Daily Salary.
Given this background, the Employer and the Employee agree the following in respect of the
salary:
Clause 6: Salary
1. The Salary of the Employee shall be equal to the applicable minimum wage pursuant to the
Minimum Wage and Minimum Holiday Allowance Act. The Employee shall not be entitled to
net expense allowances in any form or capacity whatsoever nor to the provision of a
company car by the Employer.
2. For each hour worked at the Client within the framework of a temporary placement
agreement, the Employee shall receive the Hourly/Daily Salary, as defined in the Specific
Provisions. On payment of the Hourly Salary, the Salary pursuant to sub-clause 1 of this
clause shall fall away and the Employee shall only receive the number of chargeable hours
worked during a period multiplied by the Hourly/Daily Salary.
3. Should on any date the Client increase or reduce the payment to the Employer for the work
carried out by the Employee - within the framework of an order placed by the Client with the
Employer -, the Hourly/Daily Salary of the Employee, as defined in sub-clause 2 of this
clause and in the Specific Provisions, shall be increased or reduced respectively on the
same date and to the same extent as the adjustment by the Client. The Employer shall notify
the Employee of this adjustment to the Hourly/Daily Salary in writing and in advance.
4. The Hourly Salary as laid down in sub-clause 2 of this clause shall be a gross-gross amount
and shall include:
a. Holiday allowance 8%;
b. All types of expense allowances, in whatever form or whatever capacity.
c. The costs for the Employer of a company car made available by the Employer to the
Employee (if applicable);
d. 30% allowance for extraterritorial costs (if applicable);
e. Cost of studies, training and courses;
f. Statutory and non-statutory costs of employee insurance and employee benefits
including but not limited to social insurance schemes for employed persons.
5. Should overtime be worked and/or standby services be provided by the Employee, the
remuneration as defined in the Specific Provisions shall apply, with due observance of the
provisions of clause 3, sub-clauses 6 and 7 of the General Provisions.
6. Payment of the Salary pursuant to sub-clause 1 of this clause shall be made as soon as
sufficient funds have been provided by the client or employer.
8. Payment of the Hourly/Daily Salary pursuant to sub-clause 2 of this clause, as well as of any
remuneration for overtime and standby services pursuant to sub-clause 5 of this clause,
shall be made no later than within 5 working days of receipt of monies by the Employer.
Hours which are not accounted for in accordance with the regulations applicable at the
Client and/or hours for which the Client does not pay the Employer for whatever reason,
shall not be paid out to the Employee nor can the Employee assert any claim to payment for
these hours. In this regard, hours shall also be understood to mean overtime hours, standby
hours and such like.
9. All statutory deductions, such as wage tax and social insurance contributions, sickness
insurance shall be made when the Salary or the Hourly/Daily Salary and any remuneration
for overtime and standby services are paid. The Employer shall issue the Employee with a
statement detailing these deductions each month. At the end of the year, the Employer shall
issue the Employee with an annual income statement.
10. If and insofar as this is permitted by the Tax Authorities and/or the Institute for Employee
Benefit Schemes (UWV), the Employee shall receive net expense allowances, as defined in
the Specific Provisions, as part of the Hourly Salary described in sub-clause 2 of this clause.
11. The Employer reserves the right to cease payment of the net expense allowances described
in sub-clause 10 of this clause in whole or in part, should the net payment be in conflict with
legislation and regulations or other provisions or instructions of the Tax Authorities and/or the
UWV in this regard.
12. Should the Employee receive a general entertainment and expense allowance - amounting
to a net fixed amount per month and intended to cover minor business expenditure and
expenses which do not lend themselves to individual itemisation - as part of the net expense
allowances described in sub-clause 10 of this clause, the Employer may at any time require
the Employee to gather together and submit to the Employer the receipts, invoices, bills and
suchlike for such business expenditure and expenses during a period to be specified by the
Employer.
Clause 7: Leave and recognised public holidays
1. The Employee shall be entitled to 20 days of leave per full calendar year in the case of fulltime employment. Where the Employee enters or leaves the employ of the Employer during
a calendar year and/or in the case of part-time employment, this shall be determined pro
rata.
2. Days of leave must as far as possible be taken during the calendar year in which the rights
to the days of leave have been accrued.
3. The Employer shall determine the days of leave to be taken in consultation with the Client,
as far as possible in accordance with the wishes of the Employee, on the understanding that
the Employee shall take a maximum of 15 days in one consecutive period.
4. During days of leave taken and recognised public holidays, only the Salary pursuant to
clause 6, sub-clause 1 of the General Provisions shall be paid, as a maximum. Should the
Employee wish to be paid out for days of leave not taken, the monetary value of a day of
leave which has not been taken shall exclusively be set on the basis of the Salary pursuant
to clause 6, sub-clause 1 of the General Provisions, as a maximum.
Clause 8: Illness and incapacity for work
1. Should the Employee be absent because of illness or incapacity for work, the Employee
must immediately, or no later than 09:30 on the first working day on which the Employee is
absent, respectively, report in sick to the Employer. Should the Employee be carrying out
duties within the framework of a temporary placement agreement, he must at the same time
report in sick to the Client.
2. Should the Employee be able to recommence work after a period of absence, he must notify
the Employer of his recovery by no later than 09:30 of the first working day after the end of
the absence.
3. In the case of incapacity for work within the meaning of Article 7:629 of the Dutch Civil Code
and under the conditions referred to in this article of law, the Employee shall retain the right
only to the continued payment of the Salary pursuant to clause 6, sub-clause 1 of the
General Provisions, as a maximum.
4. Remuneration for overtime and standby services pursuant to clause 6 sub-clause 5 of the
General Provisions and all net expense allowances pursuant to clause 6 sub-clause 10 of
the General Provisions shall expressly be deemed to be excluded from the right to the
continued payment of salary of the Employee as defined in sub-clauses 3 and 4 of this
clause.
Clause 9: Company Car
1. It is laid down in the Specific Provisions whether or not the Employer will make a company
car available to the Employee for the performance of his Job.
2. Should the Employer not make a company car available to the Employee, sub-clauses 2 to
6 of this clause shall not apply
3. The Employer shall ultimately decide which company car is to be made available to the
Employee.
4. The full costs for the Employer of a company car made available by the Employer to the
Employee have been included in the Hourly/Daily Salary, as described in clause 6, subclauses 2, 3 and 4 of the General Provisions.
5. Should the Employee ask the Employer, on commencing employment, to take over the
obligations pursuant to a company car which was made available to the Employee during a
previous employment, and should the Employer grant this request, then the Employee shall
at all times be obliged, when leaving the employ of the Employer - for whatever reason - to
take over these obligations or the remainder of these obligations, respectively, from the
Employer, or to compensate the Employer for the full cost of these obligations.
6. Further conditions under which the Employer makes a company car available to the
Employee are laid down in the Company Car Regulations, which have been signed for
approval in duplicate by the Employer and the Employee and of which the Employee
declares that he has received a copy.
Clause 10: Secondary employment
1. The Employee undertakes not to work for any other employer or client during the term of the
Employment Contract, either directly or indirectly, and shall refrain from doing business for
his own account, unless the written consent of the Employer has been obtained. Temporary
placement duties on the instructions of the Employer shall not fall under this prohibition.
Clause 11: Confidentiality
1. The Employee shall, both during and after the end of the employment relationship, observe
strict confidentiality in respect of all that of which he has become aware when carrying out
the Duties in connection with the business and interests of the undertaking of the Employer
or the Client, or of the other undertakings belonging to the organisation, and of customers of
the Employer, respectively.
Clause 12: Intellectual property rights
1. The Employer shall retain all (intellectual property) rights in the broadest sense and to the
widest possible extent in respect of the products/services and the work and activities of the
Employer and in respect of products/services which arise from or are related to the Duties
and this agreement, in particular the copyright on all works as referred to in article 10 of the
Copyright Act, hereinafter referred to as: "the Rights". The Employee acknowledges that the
Employer is the titleholder in this regard and shall not assert any claims to the Rights.
2. The Employee undertakes not to violate or vitiate the Rights in any way whatsoever by
making use thereof or otherwise, nor by means of an action for nullification, nor shall the
Employee give consent to third parties to use the Rights in any way whatsoever, unless with
the written consent of the Employer.
3. The Employee undertakes vis-à-vis the Employer to establish all intellectual property rights
which arise from or are related to the Duties and/or the execution of this agreement in
consultation with the Employer and to immediately transfer these rights to the Employer
and/or register these in the name of the Employer and to carry out all actions and formalities
which are necessary and useful for this purpose.
4. The Rights shall remain the property of the Employer or the Client irrespective of the
suggestions and/or ideas for improving and/or changing the products/services, work and/or
activities of the Employer and the products/services developed by the Employer within the
framework of the Duties and/or the execution of this agreement, made by the Employer
and/or any third parties whatsoever. No provision of this agreement may be regarded as the
transfer and/or waiver by the Employer of any intellectual property right.
Clause 13: Penalty clause, compensation
1. Should the Employee violate one of the obligations and/or prohibitions laid down in clauses
9, 10, 11 and 12 of the General Provisions, he shall owe the Employer an immediately due
and payable penalty of EUR 500 per violation, as well as an immediately due and payable
penalty of EUR 250 for each day that the violation continues, without prejudice to the right of
the Employer to claim full compensation for the loss or compliance with the clause, instead
of a fine.
2. The Employer shall under no circumstances be liable for any loss whatsoever which may
arise from following advice given by it about tax planning. Such advice shall be without any
obligation. The obligation to obtain information about the correct method of paying tax shall
be incumbent upon the Employee himself, as it is on any employee.
Clause 14: Property of the Employer
1. All materials and written documents of any kind whatsoever which are made available to the
Employee, or which are obtained via the Employer or Client, shall be and remain the
property of the Employer or Client respectively. On termination of the Employment Contract,
these items must immediately be made available to the Employer or the Client respectively.
Clause 15: Final provisions
1. Dutch law shall apply to the Employment Contract.
2. All disputes which arise pursuant to the Employment Contract, or to further agreements
which may result there from, shall be settled by the competent court.
3. The Employer reserves the right to unilaterally amend the employment conditions laid down
in this Employment Contract. The Employee shall be notified of any changes in writing and
in advance.
Signatures:
Thus agreed and drawn up in duplicate and signed in Amsterdam:
Employer:
Employee:
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Name: drs. J.J de Boer
Date: DD MM YYYY
Name : ………………………..
Date: DD MM YYYY