Client Specific Terms and Conditions Suppliers DSM Tapfin lv

These Client Specific Terms and Conditions (“CSTC”) apply to the Assignment pursuant to which a Professional will perform Work at DSM Sourcing B.V or affiliates part of DSM Group. Words written with a capital letter shall have the meaning given to them in the HeadFirst Group General Terms and Conditions for Intermediary Services (Suppliers).

Article 1
General

Supplier ensures that by signing the Assignment, Professional declares to have received, read and understood the conditions and guidelines applicable at Client. The following conditions and guidelines apply additionally and are part of the Assignment:

(i) Invoicing procedure DSM via Tapfin;
(ii) DSM Code of Conduct;
(iii) Security regulations DSM (Safety, Health, Environmental and Security);
(iv) DSM Life Saving Rules;
(v) Non-Disclosure agreement DSM/Tapfin.

These documents can be viewed and downloaded at all times through Supplier’s profile on Intermediary’s Platform.

Article 2
Invoicing and payment

The unavailability of work, for any reason, shall be for Supplier’s risk and expense.

Invoices issued more than ninety (90) days after the services were rendered will not be approved or paid by Client, unless there are specific reasons which are agreed upon by Client.

Article 3
Rates

The agreed rate is an all-in rate, excluding VAT and includes all costs like costs for travel and accommodation, unless otherwise agreed in the Assignment.

Supplier’s and/or Professional’s additional costs shall only be reimbursed if Client has given prior written permission to do so. Supplier shall submit these costs the same way and frequency as prescribed by Intermediary. Supplier shall deliver documentation proving these additional costs at the first request of Intermediary.

Article 4
(Premature) termination
In addition to the possibilities of immediate termination as set out in article 6.5 of the GTC, Client also has the right to terminate the Assignment(s) (fully or partially) with immediate effect and without judicial interference if Professional in Client’s view is not able or willing to carry out the work properly (anymore).
Article 5
Self-Employed Persons

In deviation of article 3.21 of the GTC is Supplier permitted to propose a Self-Employed Person.

The provisions in the GTC and CSTC that do not exclusively see to the deployment of Seconded Employees still apply to Supplier. Furthermore Article 5 of the GTC is applicable to these Assignments. Supplier is responsible for the rightful way of contracting by using a Model Agreement. Supplier indemnifies Intermediary unconditionally and without prejudice to the eventual costs or claims as far as these are not attributable to Intermediary and/or Client.

The deviating chain provision in this article (due which the on-lending of Self-Employed Persons is accepted) applies as long as Client permits this. Intermediary has the right to, at the request of Client, unilaterally declare this provision unapplicable in the Assignment(s) or remove it in full from the CSTC.

Article 6
Liability

Supplier’s liability is limited to the reimbursement of the direct damages and to the amount of EUR 1.000.000,- per event and EUR 2.000.000,- per year. A series of events shall be considered one event.

In addition to the situations mentioned in article 11.5 of the GTC, the limitation of Supplier’s liability shall also not apply in the event of claims of third parties for reimbursement as a result of death or injury.

Article 7
Insurance
During the entire term of the Assignment, Supplier shall take out a business liability insurance and a professional liability insurance covering at least EUR 1.000.000,- per event and EUR 2.000.000,- per year.
Article 8
Intellectual property rights

As far as needed, Supplier shall transfer the intellectual property rights resulting from the Assignment to the Client. The transfer shall already now in advance be accepted by Intermediary on behalf of Client. Supplier also renounces all possible personal rights as set out in copyright law (Auteurswet) towards Intermediary and/or Client as far as the law permits.

If the results of the delivered services make use of already existing intellectual property rights, which do not belong to Client, Supplier shall grant an irrevocable and indefinite user right and/or license. Client may transfer and/or (sub) license these rights to affiliates.

Comparable claims regarding knowledge, unlawful competition etc. are to be considered as claims of third parties regarding intellectual property rights as mentioned in article 9.1 of the GTC.

In the event that Supplier breaches intellectual property rights of a third party and the use of the results of the work is being denied for Client, Supplier shall:

(i) Acquire the right to continue the use for Client; or
(ii) Adjust the results of the work so this does not breach the rights of third parties anymore.

Parties shall consult about the most suitable solution in which both Parties’ interests will be taken into account.

Supplier shall keep all intellectual property rights regarding information, methods, reports and other documentation and products of which the rights were already owned by Supplier before the start of the Assignment.

Intermediary is entitled to terminate the Assignment with immediate effect if Client and/or Intermediary are being held liable for breaching intellectual property rights.

If Parties differ in opinion about the in article 9.1 of the GTC mentioned intellectual property rights regarding the results of work, it will be assumed that, unless there is proof of the contrary, these rights will be the property of Client.

Article 9
Confidentiality

Without the Client’s prior written consent, Supplier shall use confidential information not otherwise than for the purpose under which the information was disclosed to them.

In addition to article 10.3 of the GTC, the non-disclosure obligation does not apply if:

(i) The confidential information is to be disclosed as a consequence of a legal obligation. In this event, the disclosing party shall notify the other party in writing.
(ii) The disclosure of the confidential information is approved priorly.

Version 1 – February 2026