Our Terms and Conditions set the foundation for all services provided by Equilibrium Tax Solutions (ETS). They outline the scope of our tax advisory and compliance services, clarify responsibilities between ETS and clients, and detail important elements such as fees, liability, confidentiality, and termination of engagements. These terms govern all client interactions, including the handling of third parties, payment procedures, and dispute resolution. By engaging with ETS, clients agree to these terms, ensuring a transparent and secure working relationship.
1. EQUILIBRIUM TAX SOLUTIONS (“ETS”) is a private limited liability company, established in Curacao. Its object is the practice of providing tax accounting, advisory and compliance services.
2. All relations between the client and ETS and all instructions for services (opdracht) by a client to ETS, are subject to these general terms and conditions. Any deviation thereof must explicitly be agreed upon in writing.
3. All engagements from clients are accepted and carried out solely by ETS, even if it is the client’s expressed or implied intention that engagements will be carried out by one or more specific persons associated with ETS. Sections 7:404 and 7:407(2) of the Curacao Civil Code are hereby specifically excluded. In these general terms and conditions, ‘persons associated with ETS’ means every current or former, direct or indirect, subordinate or non-subordinate (ondergeschikte or niet-ondergeschikte), (seconded) employee, advisor and/or managing director of ETS. The term ‘person’ includes natural persons and legal entities.
4. ETS may engage third parties relating to the engagement with the client and shall exercise the necessary due care in its selection of third parties. ETS is not liable for any acts and/or omissions of third parties. ETS is authorized to accept conditions that apply in the relationship between it and third parties or that are stipulated by third parties. ETS will be allowed to object these conditions to the client insofar as it concerns the execution of the assignment by third parties. These general terms and conditions are also stipulated for the benefit of every employee and/or third party who is engaged in the performance of any assignment from client or who is or may be liable in connection herewith.
ETS excludes – also for the benefit of the accounts of ETS – all liability that is in any way connected with the insolvency of or any other default of any bank, financial institution or other third party.
5. Except for an explicit and written stipulation to the contrary, fees for the services rendered by ETS shall be calculated based on the hourly rates, as agreed at the acceptance of an engagement but subject to any later adjustments, which adjustments may also be notified through the specifications of the invoices of ETS.
6. In addition to the fees, ETS will charge the client for taxes, disbursements and other direct expenses in relation to the services. Such direct expenses may include court fees, document retrieval fees, process server expenses, cost of external experts, hotel and traveling expenses, cost of translations and cost of courier services.
7. ETS has the right to require
payment in advance before commencing the engagement of the client. Advanced payments shall be applied against all amounts owed by the client to ETS on completion of the engagement. ETS is entitled to suspend work if the client leaves the invoice unpaid or if no advance payment is available to cover it.
8. If a fixed price was agreed for the rendering of certain services, and the rendering of the services leads to extra work and performances that reasonably cannot be deemed to be included in the fixed price, ETS shall timely inform the client about the financial consequences of this extra work and performances and be entitled to reasonable additional fees.
9. All payment on ETS’s invoices will be due within 15 days of the date of the relevant invoice. If the invoice is not paid within the payment term, the client is in default and ETS without further notice of default is entitled to charge a default interest in the amount of 1% month. In case of non-payment, even after a demand for payment, ETS is entitled to claim all (extra-) judicial collection costs, with a minimum of 15% of the outstanding amount outstanding under the invoices to be collected with a minimum of ANG 300.
10. ETS will exercise due care to handle the information provided by the client confidentially. To this end ETS will take the necessary measures in the execution of the assignment. Nevertheless, unless the contrary is expressly agreed, the client grants ETS permission to:
a. disclose known information to those within ETS or third parties contracted for execution of the engagement for whom access to this information is useful in connection with execution of the assignment;
b. use all means of communication customary at that time, in particular also e-mail, the internet, WhatsApp and fax.
11. ETS is not obliged to keep original (physical) documents provided by the client or pertaining to the assignment, but may opt for electronic storage. After termination of the assignment, the relevant (physical or electronic) documents that are part of the file, insofar as these have not been issued to the client after termination of the engagement, will be provided for ten years by ETS after which the documents can be destroyed without further notice.
12. Client may terminate the engagement by giving 30 days’ written notice to its contact at ETS. ETS may terminate the engagement by giving client 30 days’ prior notice, or immediate notice if the Client does not comply with the terms and conditions of the engagement letter, but always only by giving notice in writing. If the engagement is terminated, client will owe the fees for the work carried out by ETS before the end of the engagement and for any subsequent work that ETS may need to do in order to transfer the matter to client or a third party.
13. The execution of the assignments given is exclusively for the benefit of the client. Parties other than the client may not rely on the result of the work performed for the client or the execution thereof
and they cannot derive any rights from this, unless ETS, expressly gives consent in writing. The client is not permitted to transfer the rights from an assignment, other than with the express prior written permission of ETS, under any title to third parties.
14. Any liability of ETS is limited to the invoice amount of the particular assignment. This limitation of liability also applies in the event that an assignment was wrongly refused. ETS is only liable for damage resulting from the intentional action or gross negligence of the firm in the performance of the services to the client. The company’s liability is limited to direct damage.
15. Without prejudice to the provisions in article 3 of these general terms and conditions, these general conditions, including the limitations of liability, apply not only to ETS, but also to all persons involved carrying out engagements for the client and/or who are or may be liable in any way in connection therewith, including persons associated with ETS. The client indemnifies ETS and all other persons mentioned in the preceding sentence against all third-party claims that arise from or are in any way connected to the engagements from the client and/or the services performed for the client. This indemnification also includes the costs of legal assistance. This provision must be regarded as a third-party beneficiary clause within the meaning of Sections 6:253 up to 6:256 of the Curacao Civil Code.
16. Every claim for compensation towards (i) past, present and future owners, partners and shareholders (whether direct or indirect) of ETS and (ii) individuals working for and associated with ETS, such as lawyers, employees, advisors, board members, trainees and freelancers (in the past, present or future) is excluded. This provision must be regarded as a third-party beneficiary clause within the meaning of Sections 6:253 up to 6:256 of the Curacao Civil Code.
17. Except to the extent that liability cannot be limited by operation of law, all liability of ETS, persons associated with ETS and all persons involved in carrying out engagements from the client and/or who are or may be liable in any way in connection therewith is limited to the amount paid out, if any, in the matter concerned, under the applicable liability insurance policy, increased by the applicable deductible (eigen risico). In any event, a claim against a person referred to in this article will be unenforceable unless ETS receives written notice thereof no later than one year after the discovery of an event or circumstance that gives or may give rise to that claim.
18. These general terms and conditions apply to all engagements accepted by ETS, including any follow-up engagements and further engagements from clients. The general conditions of our clients or any third party, if any, do not apply and are expressly rejected.
19. Changes and additions to these conditions will be binding for the client thirty (30) days after ETS has notified the client thereof. The legal relationships to which these General Terms and conditions apply
are governed by the law of Curacao. Disputes will be brought exclusively before the Court of First Instance in Curacao.