Client-Specific Conditions for Self-Employed Professionals – Alliander N.V.

Version 1 – December 2023

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Article 1. Invoicing Method / Time Registration

1. Invoicing shall take place in accordance with the Client's invoicing requirements and as recorded in the Self-Employed Professional's digital file.
2. Hours worked must be submitted in the Client's time registration system within three (3) months after the work has been performed. Failure to do so will result in forfeiture of the right to payment. The Self-Employed Professional shall:
   • submit actual hours worked and expense claims on a weekly basis;
   • register all worked hours in the Client's time registration module (currently SAP) no later than 12:00 PM every Monday.

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Article 2. Documentation

The following documents also apply to the Assignment and must be provided upon request by the Self-Employed Professional:

a. A confidentiality agreement signed by the Self-Employed Professional.
b. Copies of mandatory diplomas, certificates, and authorizations required for the role.
c. A completed reference check.

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Article 3. Termination and Notice Periods for Assignments

3.1 Termination by the Intermediary

The Intermediary is entitled to terminate an Assignment in whole or in part subject to the following notice periods:

a. Five (5) days for assignments lasting 1 to 12 weeks.
b. One (1) month for assignments lasting 13 weeks or longer.
c. Immediate termination in cases of force majeure.

3.2 Unacceptable Conduct

In the event of undesirable and/or improper conduct, including:

• (sexual) harassment;
• aggression;
• violence;
• drug use;
• bullying;

the Intermediary has the right to terminate the Assignment immediately and deny the Self-Employed Professional access to the workplace.

3.3 Termination by the Self-Employed Professional

The Self-Employed Professional is entitled to terminate an Assignment in whole or in part by providing thirty (30) days' written notice.

3.4 Early Termination

An Assignment may be terminated immediately by the Intermediary if:

• the Self-Employed Professional's performance is deemed unsatisfactory by the Client; or
• other compelling reasons exist.

A compelling reason shall include, but is not limited to, gross negligence or serious fault attributable to the Self-Employed Professional.

Such termination must be confirmed in writing.

First Eight Hours

If, during the first eight hours of the Assignment, it becomes evident that the Self-Employed Professional does not meet the required role-related qualifications:

• the Assignment shall be deemed never to have been concluded;
• the Self-Employed Professional shall not be entitled to any agreed compensation.

Within the First Six Working Days

If the Client informs the Intermediary no later than the sixth working day that the Self-Employed Professional does not meet the required qualifications:

• the Assignment shall be terminated with immediate effect;
• the Self-Employed Professional shall only be entitled to payment for approved hours already worked;
• no compensation or damages shall be payable.

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Article 4. Liability

1. The limitation of liability (in addition to Article 9.6 of the GT&C) shall not apply to claims for damages, including fines imposed by supervisory authorities, resulting from failure to comply with this Agreement.
2. Any contractual penalty due under a penalty clause shall not replace the right to claim damages.

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Article 5. PES (Screening)

1. The Self-Employed Professional agrees to comply with and cooperate in Alliander's Screening Policy.
2. Screening shall be conducted by a party designated by the Client (currently Hoffmann Corporate Security Services).
3. If the screening results are deemed insufficient:
   • all hours worked shall be at the Self-Employed Professional's expense;
   • all related costs shall also be borne by the Self-Employed Professional.

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Article 6. Certificate of Good Conduct (VOG)

1. The Self-Employed Professional must possess a valid Certificate of Good Conduct (VOG) relevant to the Assignment.
2. The costs of obtaining the VOG shall be borne by the Self-Employed Professional.
3. The VOG must be available within three (3) weeks after commencement of the work.
4. The VOG must:
   • be requested by the Self-Employed Professional;
   • be appropriate for the role of external service provider to the Client.
5. If a VOG cannot be obtained:
   • no Assignment shall be concluded; or
   • an existing Assignment may be terminated immediately at the Intermediary's request.
6. If no VOG is obtained:
   • any hours worked shall be at the Self-Employed Professional's expense;
   • all related costs shall also be borne by the Self-Employed Professional.
7. A VOG may not be older than three (3) years unless otherwise stipulated in the applicable screening policy of the Client.
8. For long-term assignments, the VOG procedure must be repeated.
9. For new Assignments, the VOG may not be older than one (1) year unless otherwise stipulated in the applicable screening policy of the Client.
10. The Self-Employed Professional shall ensure that the VOG procedure is repeated before the permitted validity period expires.

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Article 7. Laptop and/or Telephone

1. The Self-Employed Professional may make use of tools, equipment, work clothing, and safety equipment owned by the Client and provided on a loan basis.
2. The Client may impose conditions on such loan arrangements.
3. If the Self-Employed Professional chooses to use equipment supplied by the Client:
   • a fee of €1.00 per worked hour shall be charged;
   • this amount shall be included in the hourly rate.
4. Equipment owned by the Self-Employed Professional remains entirely at the Self-Employed Professional's own risk and expense, including when used at the Client's premises.

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Article 8. Force Majeure

8.1 Notification Obligation

If the Self-Employed Professional is unable to fulfil obligations under the Assignment due to force majeure:

• the Intermediary must be notified immediately in writing;
• such notification must take place no later than two (2) working days after the force majeure event arises.

In addition, the Self-Employed Professional must:

a. provide information about the expected duration and consequences of the delay;
b. take all reasonable measures to prevent further delay;
c. minimize the impact on the Intermediary, Staffing MS, and the Client;
d. ensure that further execution of the Assignment is not jeopardized.

8.2 Definition of Force Majeure

Force majeure means any event that:

• is not attributable to the fault of the affected party; and
• is beyond that party's reasonable control.

Examples include:

• natural disasters;
• civil unrest;
• acts of war;
• fire;
• explosions.

Not Considered Force Majeure for the Self-Employed Professional

The following shall not constitute force majeure:

• staff shortages;
• shortages of materials, equipment, or third-party services;
• illness of personnel;
• strikes;
• sit-ins;
• lockouts;
• breach of contract by engaged third parties;
• financial difficulties;
• failure to obtain required licenses;
• failure to obtain legally required permits or authorizations.

Not Considered Force Majeure for the Client

The following shall not constitute force majeure:

• staff shortages within the Client's organization;
• inability to meet financial obligations.

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Article 9. Miscellaneous

9.1 Code of Conduct

The Self-Employed Professional shall ensure that he or she has read Alliander's Code of Conduct before commencing work.

9.2 Denial of Access

The Client may deny a Self-Employed Professional access to its premises, buildings, or work sites if the individual:

a. Is deemed by the Client to be unsuitable for the assigned task.
b. Behaves in a manner that makes continued presence on the premises undesirable in the Client's opinion.
c. Acts in violation of obligations under the Assignment.

9.3 Training and Courses

General (non-client-specific) training and courses required for the performance of the role shall be at the Self-Employed Professional's expense.

These costs may not be charged to:

• the Intermediary;
• Staffing MS;
• the Client;

unless otherwise agreed in writing in advance by authorized representatives.

9.4 Return of Data and Documents

The Client has the right to request any data and documents related to the Assignment at any time.

The Self-Employed Professional must provide such information within three (3) working days in a secure manner:

• in a structured format;
• in a commonly used format;
• in a machine-readable format.

This obligation does not apply to data for which applicable legislation prohibits or restricts return or destruction.