1. Definitions 1.1 YourPnI means YourPnI B.V., registered in Capelle ad IJssel, The Netherlands, CoC 81960867 and AFM registration number 12048033 1.2 Client means a party for and on whose behalf YourPnI will: 1.2.1 act as an intermediary in respect of risk related issues and insurances 1.2.2 assist with legal issues and advises 1.2.3 handle, assist or mediate claims When these General Terms and Conditions mentioned “Client” this would also mean “Prospective Client”, “Producing Broker” and “Other Intermediary” 1.3 Contracting Party means any party with whom YourPnI will enter into an agreement, including but not limited to Prospective Clients, Clients, Insurers, Producing Brokers or other third-party service providers 1.4 GDPR means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regards to the Processing of Personal Data and on the free movement of such data including where applicable any local implementing laws as updated from time to time 2. Terms of Business 2.1 These General Terms and Conditions, together with provisions provided in any proposal, quotation or agreement by YourPnI constitute the entire agreement between the parties for the provision of the services specified. 2.2 These General Terms and Conditions are applicable to any offer and/or proposal by, any instruction and assignment to, and any agreement entered into by YourPnI, as well as to any activity performed by YourPnI. 2.3 YourPnI explicitly rejects any applicability of any general terms and conditions whatsoever used by a Contracting Party 2.4 Deviations from these General Terms and Conditions are only possible when agreed upon in writing before entering into an agreement. 2.5 If and insofar as any stipulation of these General Terms and Conditions should appear to be invalid, unenforceable or void, such to the appraisal of a competent court or arbitrator, all further stipulations contained in these Terms and Conditions shall remain in full force 3. Business Dealings In our business dealings, YourPnI will: 3.1 Maintain high standards of professionalism, integrity and act transparently and fairly towards the Client 3.2 Provide the Client with the highest quality standards when it comes to providing service and dealing with their risks, insurances, claims, legal advises and other possible queries 3.3 Require the Client to provide such information about their circumstances and objectives as might reasonably be expected to be relevant in enabling YourPnI to fulfil their responsibilities to them 3.4 Provide the Client adequate information to enable the Client to make balanced and informed decisions about their risks, insurances, claims, legal issues and queries 3.5 Take all the appropriate steps to secure the provided information, funds and property held or handled on behalf of the Client 3.6 Do whatever possible to avoid conflicts of interest, but where a conflict is unavoidable or does arise, manage it in such a way as to avoid prejudice to any Contracting Party. 4. Proposals and Client Requirements YourPnI will 4.1 Request the Client to provide such information about their business, circumstances and objectives as might be reasonably expected to be relevant in enabling YourPnI to get a complete understanding on the risk profile and risk appetite of the Client and fulfil our responsibilities towards the Client, both morally and legally 4.2 Make an extensive comparison on the differences in the proposals provided in combination with the risk profile and risk appetite of the Client 4.3 Provide full and transparent information in a comprehensive way to enable the Client to make an informed decision about the services proposed by YourPnI 4.4 Explain the terms and conditions of the various coverages, any significant restrictive clauses, exclusions, conditions or obligations and terms and conditions in relation to the Clients’ risk profile 4.5 Explain in case the Clients’ requirements as relayed to YourPnI are not matched and clarify any possible gaps 5. Confidentially 5.1 YourPnI and possible Contracting Parties, as well as their employees and possible third parties employed by either YourPnI or a Contracting Party, are obliged to maintain strict confidentiality with regards to any information disclosed to them by the Client. Such obligation doesn’t apply to specific information that is obliged to be disclosed to third parties either by legal obligation, court verdict or due to the performance of this agreement 5.2 This clause doesn’t apply to any information known to YourPnI which was either lawfully obtained from third parties or by public knowledge. 6. Duty of Disclosure To be able to assist Clients in an accurate way, it is important that all relevant information and documentation required either by law or by the opinion of YourPnI is being provided. YourPnI will: 6.1 Explain to the Client about their duties to disclose all circumstances material to the risk and insurance and the consequences of any failure to make such disclosure, both before commencement of the insurance and during the insurance cover 6.2 Make it clear to the Client that all details and statements provided are the Client’s own responsibility. The Client should always be asked to check the information provided on its accuracy. YourPnI shall not be liable for any delays, shortcomings, omissions or other faults towards the Client or other Contracting Party. Furthermore, any resulting (additional) costs are attributable to the Client, and the Client shall be obliged to remunerate to YourPnI any (additional) costs incurred for (additional) activities required. 6.3 In case YourPnI believes the disclosed information is incorrect, unfair or incomplete, YourPnI will request the Client to make the necessary amendments and in case this still remains unsatisfying in accordance with YourPnI standards, YourPnI can decline to further continue acting on the Client’s behalf. 7. Costs and Remuneration All proposals provided by YourPnI will 7.1 Provide details on the costs of each insurance cover 7.2 Either mention whether the YouPnI remuneration is based on a fee, hourly rate or commission included in the insurance premium. 7.3 Disclose the amount of commission received for arranging the insurance cover upon request of the Client or in case we are legally obliged to disclose same 7.4 Not include VAT or any other taxes or fronting fees, unless specifically mentioned in the proposal. In case such taxes or any other costs (issued by government authorities or otherwise) will be applied, YourPnI is entitled to immediately pass these costs on to the Client. 8. Establishment of an agreement YourPnI will 8.1 Request a written confirmation from the Client on a quotation provided in order to place the insurance cover with the insurance company. 8.2 Provide the Client with written confirmation from the insurance company and details of the insurance cover which has been placed on their behalf 8.3 Advise the Client on the details of the insurance company once the insurance cover has been placed at their earliest opportunity 8.4 Provide the Clients with full cover documents without avoidable delay 9. Termination of an agreement 9.1 Unless otherwise agreed in writing, the agreement with YourPnI will run for the entire period of the insurance cover placed on the Clients’ behalf. 9.2 In case the Client is unable to meet their obligations under the agreement, YourPnI is entitled to cancel the agreement with the Client with a notice period of 14 days. Such cancellation is to be provided in writing, including a statement on the nature of such failings. 9.3 In case YourPnI is unable to meet its obligations under the agreement, the Client is entitled to cancel the agreement with YourPnI with a notice period of 14 days. Such cancellation is to be provided in writing, including a statement on the nature of such failings. 9.4 In any event, YourPnI is entitled to cancel the agreement with immediate effect in case of any of the following: 9.4.1 The Client fails to comply with applicable sanctions, laws and legislation 9.4.2 The Client is dissolved, liquidated, has applied for bankruptcy or is declared bankrupt 9.4.3 In any case of seizure of the Client’s assets 9.4.4 The Client loses authority over their assets or part thereof 9.4.5 The Client is under legal restraint In case any of the above will occur, the Client will immediately inform YourPnI 10. Payment of insurance premium and other possible costs issued by the insurance company 10.1 The Client is fully and solely responsible to pay insurance premium and any other possible funds (including but not limited to Claim costs, Deductibles, Insurance Tax, Fronting Fees) due to the insurance company 10.2 Invoices will show a due date. It is important that the payment is made in full before the due date on the specified bank account. 10.3 Failure to pay funds by the due date may result in a cancellation, possibly back to its intended inception date of the insurance cover by the insurers. 10.4 YourPnI is entitled to suspend performance of activities or any other obligation of YourPnI related to the agreement, until the moment the Client has met all of their payment obligations 11. Complaints YourPnI always will do their utmost to service the Client in their best way possible, however, in case you do have a complaint about the provided services or otherwise: 11.1 The Client will report the complaint to YourPnI in writing 11.2 The subject of the complaint is being explained and the reason why the Client has a complaint about this particular issue 11.3 Such complaint will be shared with YourPnI as soon as the Client becomes aware of the possible shortcoming, but preferably within 14 days 11.4 YourPnI will reply on the complaint within 5 days after receipt and will do everything within their capability to get the issue sorted 11.5 In case the Client fails to enable YourPnI to effect damage control measures as soon as the Client becomes aware of the shortcoming concerned, any rights to compensation of damages and/or compliance shall expiry 11.6 Any liability by YourPnI in relation with shortcomings in performance of the activities is limited in accordance with clause 12 of these General Terms and Conditions 12. Liability 12.1 YourPnI is never liable for any damage, unless the Client proves that YourPnI has acted grossly negligent while performing their activities under the agreement. 12.2 YourPnI is never liable in the following cases: 12.2.1 Any damages incurred by the Client or third parties arising from or in relation to distribution of inaccurate or incomplete information or documentation by the Client to YourPnI, including instances in which such information and documentation originates from third-parties, or any damages otherwise arising from or relating to instructions, actions or negligence by Client 12.2.2 Any damages incurred by the Client or third parties related to actions or negligence by aides employed by YourPnI (not being meant YourPnI employees) 12.2.3 Any trade loss, consequential damages or consequential loss incurred by Client or third parties, including but not limited to damages due to stagnation of operations, or loss of revenue or profit 12.3 Any damages incurred by the Client or third parties arising from or relating to the passing of periods of limitation and/or periods of expiry and/or any other limitations of opportunities for subrogation, such unless the Client has appointed YourPnI in writing for safeguarding such periods or opportunities for subrogation. 12.3.1 Any damages arising from situations of force majeure (as described in clause 13 of these General Terms and Conditions) 12.4 YourPnI’s liability for damage caused by (shortcomings in) the agreement and/or performance of activities, regardless of whether the claim is based upon the agreement or in tort, is limited per event causing the damage to up to 3 times the remuneration paid by the Client with regards to the activities and/or the agreement to which the event causing the damage pertains. Such always with a maximum equal to the amount remunerated to YourPnI by YourPnI’s professional liability insurer in the case concerned. 12.5 Client is obliged to compensate YourPnI for, and indemnify YourPnI against, any claims by third parties (including but not limited to aides and employees of YourPnI and Client) issuing from or related to performance of activities, as well as for any legal and/or extrajudicial costs incurred by YourPnI to defend itself against such third party claims, except to the extent by which such claims result from deliberate acts or deliberate recklessness by YourPnI or by executive officers associated with YourPnI. 12.6 Any claims towards YourPnI must be brought before the competent court no later than within 12 months of the moment when the aggrieved party becomes aware with both the damage and the party liable for such damage. Failure to do so renders void of any rights to compensation of damages 13. Force Majeure 13.1 In the event where YourPnI is unable to meet its obligations under the agreement, either entirely or in part, due to causes that are either beyond the control of YourPnI, that cannot be anticipated, or that cannot be avoided in fairness, such including but not limited to third party shortcomings, automatization disruptions, or other forms of stagnation, then all obligations of YourPnI are suspended until such time as when YourPnI is capable to meet its obligations in the agreed manner, in which YourPnI is not considered to be in default in any way, and in which case YourPnI shall not be due any compensation of damages whatsoever to Client. 14. Sanctions 14.1 All Parties involved in the establishment and performance of the agreement with YourPnI shall refrain from any actions that are in contradiction with the National and International Sanction legislation. Parties are explicitly not allowed to conduct business or to facilitate business dealings with any organization or person that is subject to Sanctions and/or listed on the Sanction lists. Parties shall take all the necessary measures to prevent violation of any laws and legislations. 15. Data Protection 15.1 In case necessary for the performance or establishment of the insurance agreement concluded with or on behalf of the Client, YourPnI will process required personal data. In other cases, YourPnI will ask permission before processing Clients’ personal data. When processing personal data, YourPnI will comply with the General Data Protection Regulation and the Implementation Act. 15.2 For the performance or establishment of the insurance agreement, Clients’ personal information will be shared with designated third-party service providers. YourPnI will always make sure those third parties are recognized and GDPR compliant companies or in case outside the EEA, lawfully or contractually regulated companies. 15.3 All data is being kept on a secured server. In case Clients would like their personal data removed from our files, please send us a request stating the data you would like removed to: V.VanHoeflaken@YourPnI.com 15.4 In case of additional questions on our privacy policy, please contact YourPnI at: V.vanHoeflaken@YourPnI.com 16. Law and Jurisdiction 16.1 All proposals, quotations, instructions, assignments, agreements and all legal related activities performed by YourPnI are subject to Dutch Law and Jurisdiction 16.2 Any disputes resulting from the agreement or performance of YourPnI shall be settled by the competent court of Rotterdam, The Netherlands