Southern Flavours

General Terms and Conditions Restaurants and Business

Version October 2026 · Dutch original (PDF) · General Terms and Conditions Private Dining

General terms and conditions of the sole proprietorship Kana Chefkok, also trading as Southern Flavours, established and having its place of business in Rotterdam, the Netherlands, registered in the trade register of the Netherlands Chamber of Commerce under number 92182224, VAT identification number NL004941749B93, reachable at southern.flavours@outlook.com. These general terms and conditions apply exclusively to agreements with clients acting in the course of a profession or business. Agreements with consumers are governed by the General Terms and Conditions Private Dining. This is a translation of the Dutch original; in the event of any difference in interpretation, the Dutch text shall prevail.

Part I · General provisions

Article 1 · Definitions

In these General Terms and Conditions the following capitalised terms shall have the meanings set out below:

Offer: any quotation and any Written confirmation of the Contractor setting out the terms of an Assignment;
General Terms and Conditions: these general terms and conditions;
Cancellation: the Written notice by the Client that an Assignment will not proceed, in whole or in part, as well as an Assignment not proceeding, in whole or in part, owing to the Client;
DCC: the Dutch Civil Code (Burgerlijk Wetboek);
Day: a calendar day; Working Day: a day other than a Saturday, a Sunday or a generally recognised public holiday;
Shift: an Assignment in the Client's kitchen with a predetermined start and end time;
Booked Hours: the number of hours stated in the Written confirmation, subject to the minimum referred to in article 9.2;
Location: the place of performance designated by the Client;
Assignment: the work to be performed by the Contractor for the Client, including Shifts, banqueting, walking dinners and events;
Client: the natural or legal person who, acting in the course of a profession or business, enters into or wishes to enter into an Agreement with the Contractor;
Contractor: the sole proprietorship Kana Chefkok, also trading as Southern Flavours, registered in the trade register under number 92182224;
Agreement: any contract for services within the meaning of article 7:400 DCC between the Contractor and the Client, including any Framework Agreement and any Assignment based thereon;
Parties: the Contractor and the Client jointly;
Framework Agreement: a Written agreement providing for the repeated award of Assignments;
Written: by letter, by e-mail or by business messaging the content of which can be recorded;
Intermediary: any person who, whether or not in the name of a third party, awards an Assignment for the benefit of that third party, including an event agency or broker.

Article 2 · Applicability and order of precedence

The General Terms and Conditions apply to every Offer, every Agreement and all legal relationships arising therefrom.
The applicability of any general or purchasing terms of the Client is expressly rejected within the meaning of article 6:225(3) DCC, unless the Contractor has accepted them expressly and in Writing.
Deviations from the General Terms and Conditions shall only be valid if and insofar as they have been agreed in Writing, and shall apply exclusively to the Agreement for which they were agreed.
In the event of conflict between documents, the following order of precedence applies: (i) the Written confirmation of the Assignment, (ii) the Framework Agreement, (iii) the General Terms and Conditions.
Should any provision of the General Terms and Conditions be or become null and void or be annulled, the remaining provisions shall remain in full force. The void or annulled provision shall be replaced by a valid provision approximating the purport of the original provision as closely as possible.
Every provision of the General Terms and Conditions limiting or excluding the liability of the Contractor is also stipulated for the benefit of the assistants and replacements engaged by the Contractor in the performance of the Assignment, as referred to in article 6:257 DCC.
An Intermediary shall be jointly and severally liable, together with the third party for whose benefit the Assignment was awarded, for the performance of all payment obligations under the Agreement.
In the event of any difference in interpretation between the Dutch text and this translation, the Dutch text shall prevail.

Part II · Formation

Article 3 · Request and Offer

A request by the Client, however made, does not oblige the Contractor to make an Offer or to enter into an Agreement.
An Offer is without obligation and valid for fourteen Days from its date, unless another period is stated therein.
The Contractor shall not be bound by an Offer containing an obvious error or clerical mistake.

Article 4 · Formation and Framework Agreement

The Agreement is formed at the moment the Contractor confirms the request, or the acceptance of an Offer, in Writing. The Written confirmation states the date, the start and end time, the Location, the rate, the travel costs, any applicable surcharges and, for events, the number of guests and the arrangements regarding ingredients.
Each Shift is confirmed separately in Writing. The Contractor is under no obligation to accept Shifts and the Client is under no obligation to offer Shifts, including where a Framework Agreement has been concluded.
A Framework Agreement is entered into for the term set out therein and, unless otherwise provided therein, may be terminated by either Party in Writing subject to a notice period of seven Days. Termination shall not affect Assignments already confirmed; these shall be performed or cancelled in accordance with article 12.

Part III · Performance

Article 5 · Performance and independence

The Contractor shall perform the Assignment with the care of a good contractor as referred to in article 7:401 DCC, in accordance with the standards of good workmanship and the Dutch hygiene code for the hospitality industry (Hygiënecode voor de Horeca). The Contractor's obligation is an obligation of best efforts.
The Contractor performs the work as an independent entrepreneur, for its own account and risk. The Client determines the intended result, including the à la carte menu, the set menu and the planning of the service; the organisation and manner of performance of the work are determined by the Contractor. The Contractor uses its own knives, workwear and small tools.
The Agreement is a contract for services and expressly not an employment contract within the meaning of article 7:610 DCC. No relationship of authority exists between the Parties. The Contractor is free to perform work for third parties, including competitors of the Client, takes care of the payment of its own taxes and contributions, and does not participate in the Client's staff arrangements.
The Contractor shall observe the house rules on hygiene and safety applicable to everyone in the kitchen, insofar as these have been communicated to the Contractor in good time in advance.
Upon completion of an event the Contractor shall advise on the storage of leftovers. The storage and use of leftovers shall be for the account and risk of the Client.

Article 6 · Replacement and assistants

By way of derogation from article 7:404 DCC, the Contractor is entitled to be replaced in the performance of an Assignment by an equivalent and qualified cook, subject to prior notice to the Client. The Client may refuse a replacement only if the replacement demonstrably lacks the required professional competence. The replacement shall be paid by the Contractor.
The Contractor is entitled to be assisted by assistants in the performance of an Assignment. Article 7:407(2) DCC shall not apply.

Article 7 · Obligations of the Client

The Client shall ensure timely access to a clean, safe and properly functioning kitchen or workplace that complies with applicable laws and regulations, including the Dutch Working Conditions Act (Arbeidsomstandighedenwet), and is provided with sufficient working space, heat sources, running water, refrigeration and drainage.
The Contractor works in an existing, functioning kitchen at the Location with the equipment present there and does not supply catering equipment, including tableware, food warmers, additional refrigeration, transport or a mobile kitchen. For events, tableware, service staff and washing up are not included, unless otherwise agreed in Writing.
The Client shall inform the Contractor in good time of all circumstances relevant to the performance of the Assignment, including particular risks at the Location, and warrants the accuracy and completeness of the information provided by or on behalf of the Client.
Permits, exemptions and permissions for the Location or the event are for the account and responsibility of the Client. The Contractor neither serves nor sells alcoholic beverages, unless otherwise agreed in Writing; the Client shall ensure that no alcoholic beverages are provided to persons under the age of eighteen.
For events, the Client shall provide in Writing, no later than five Days before the date, the final number of guests and all allergies and dietary requirements, and shall verify from the Written confirmation that these have been correctly understood. Changes shall, where feasible, be processed free of charge up to seven Days before the date. A lower number of guests shall not affect the number of Booked Hours.
The Client warrants that it is entitled to provide personal data of guests to the Contractor.
Damage to the property of the Contractor or its assistants caused by the Client, its staff or its guests shall be for the account of the Client.

Article 8 · Allergens and food safety

During Shifts the Contractor works with the Client's menu, recipes and allergen information. The Client, as food business operator, remains responsible for the accuracy and provision of allergen information to its guests as referred to in Regulation (EU) No 1169/2011.
For events, the Contractor shall upon request provide information per dish on the presence of allergens as referred to in that Regulation.
Preparation takes place in a kitchen that is not allergen-free. The presence of traces of allergens can therefore not be excluded; the Contractor gives no warranty in this respect. Where, in the reasonable opinion of the Contractor, a severe allergy cannot responsibly be excluded, the Contractor is entitled to decline to cook for the guest concerned.

Part IV · Financial provisions

Article 9 · Rates and costs

The hourly rate is € 45.00. All amounts stated in the General Terms and Conditions and in the Offer are exclusive of VAT, unless expressly stated otherwise.
A minimum of four hours shall be charged per Assignment or Shift where the Location is situated within the municipality of Rotterdam, and of six hours where it is situated outside it.
Working time is the time from commencement to completion of the work at the Location, including preparation, set-up and clearing up, calculated per quarter hour commenced. Waiting time not attributable to the Contractor shall count as working time.
Work beyond the agreed end time shall only be performed with the Contractor's consent and charged at the applicable hourly rate.
For a Location outside the municipality of Rotterdam, travel costs amount to € 0.23 per kilometre, calculated over the return journey from Rotterdam by the shortest route of a common route planner. Parking costs at or near the Location are charged at cost, unless the Client provides a parking space.
For events it shall be agreed per Assignment whether the ingredients are provided by the Client or purchased by the Contractor. Ingredients purchased by the Contractor are charged in accordance with the Written confirmation, upon production of the receipts. For a substantial purchase the Contractor is entitled to require an advance payment.
Hours on an official public holiday (New Year's Day, Easter Sunday and Monday, King's Day, Liberation Day, Ascension Day, Whit Sunday and Monday, Christmas Day and Boxing Day) carry a surcharge of 50%, and hours between 00:00 and 06:00 a surcharge of 25%. Where the Assignment is requested less than seven Days before its date, a short-notice surcharge applies to all hours of 25%, or of 40% where the request is received less than forty-eight hours before the start time of the Assignment; the time at which the Contractor receives the request shall be decisive. Where more than one surcharge applies, only the highest surcharge is due per hour.
The Contractor is entitled to amend its rates per calendar year. An amendment shall not apply to Assignments confirmed in Writing before it takes effect. Changes in the VAT rate shall be passed on.

Article 10 · Statement of hours

Upon completion of an Assignment or Shift the Parties shall jointly establish the hours worked. The Contractor shall provide a statement of hours, at the latest together with the invoice.
If the Client does not object to the statement of hours in Writing, stating reasons, within two Working Days of receipt, the statement shall be deemed established between the Parties.

Article 11 · Invoicing and payment

No deposit is due. The Contractor invoices following performance of the Assignment and, for Shifts, per Shift or per week. With the request the Client shall provide its registered or trade name, its invoice address and, if desired, an invoice e-mail address and its own reference, which reference shall be stated on the invoice.
Payment shall be made without any discount, suspension or set-off within fourteen Days of the invoice date.
Objections to an invoice must be raised in Writing, stating reasons, within fourteen Days of the invoice date, failing which the invoice shall be deemed accepted. The undisputed part of the invoice shall be paid on time.
Upon expiry of the payment term the Client shall be in default by operation of law, without any notice of default being required, and shall owe the statutory commercial interest referred to in article 6:119a DCC on the outstanding amount. All judicial and extrajudicial collection costs shall be for the account of the Client; the extrajudicial costs are fixed at 15% of the outstanding amount, with a minimum of € 50.00.
Payments made by the Client shall be applied successively in settlement of the costs, the interest due and the oldest outstanding principal, notwithstanding any instruction to the contrary by the Client.

Part V · Cancellation and termination

Article 12 · Cancellation by the Client

Cancellation shall be made in Writing; the date of receipt by the Contractor shall be decisive. This article applies per Assignment and per Shift. The Parties exclude the application of article 7:408(1) DCC insofar as this article derogates therefrom.
Upon Cancellation the Client shall owe the following compensation, calculated over the Booked Hours multiplied by the hourly rate:
1. Cancellation more than fourteen Days before the date: no compensation;
2. Cancellation from fourteen to three Days before the date: 50%;
3. Cancellation less than three Days before the date, or where the work cannot commence owing to the Client: 100%.
Without prejudice to the foregoing, the Client shall in all cases reimburse the costs already incurred by the Contractor for the Assignment that cannot be recovered, including the cost of ingredients already purchased.

Article 13 · Suspension and dissolution

The Contractor is entitled to suspend the performance of its obligations under any Agreement with the Client for as long as any payment due remains unpaid.
The Contractor is entitled to interrupt or terminate the work with immediate effect if the workplace is unsafe, if the Contractor or its assistants are threatened, intimidated or harassed, or if a safe and proper performance is otherwise impossible. In that event the remuneration for the Booked Hours shall remain payable in full.
The Contractor is entitled to dissolve the Agreement, in whole or in part, with immediate effect and without judicial intervention if the Client is declared bankrupt, applies for or is granted a suspension of payments, is placed under guardianship or administration, ceases or liquidates its business, or if an attachment is levied on a substantial part of its assets.
In the cases referred to in this article, all claims of the Contractor against the Client shall become immediately due and payable, and the Contractor shall not be liable to pay any damages.

Article 14 · Force majeure

Force majeure means any circumstance as referred to in article 6:75 DCC preventing the performance of the Agreement by the Contractor, including in any event: illness or accident of the Contractor or its assistants, extreme weather conditions, serious traffic disruption, government measures and failures at the Location.
The Contractor shall notify the Client of a force majeure situation without delay and shall endeavour to arrange replacement in accordance with article 6.1. During the force majeure the Contractor's obligations shall be suspended.
If the force majeure situation lasts longer than thirty Days, either Party is entitled to dissolve the Agreement in Writing with respect to the part not yet performed, without either Party being liable to pay damages to the other.

Part VI · Liability and complaints

Article 15 · Liability

The Contractor shall only be liable for direct damage resulting from a shortcoming in the performance of the Agreement attributable to the Contractor. Direct damage means exclusively: the reasonable costs of establishing the cause and extent of the damage, the reasonable costs incurred to make the defective performance conform to the Agreement, and the reasonable costs of preventing or limiting damage.
The liability of the Contractor is limited to the amount paid out in the case concerned under its business liability insurance, increased by the deductible. If no payment is made, liability is limited to the invoice amount, excluding VAT, of the Assignment or Shift in the context of which the damage arose.
Liability for indirect damage, including consequential loss, loss of profit, lost savings, reputational damage and business interruption, is excluded.
The Contractor shall not be liable for damage arising because:
1. the Client provided incorrect or incomplete information, including incorrect allergen information or failure to report an allergy;
2. the Contractor acted in accordance with the Client's recipes, methods or instructions;
3. equipment or facilities of the Client are defective or show wear during normal use;
4. ingredients supplied by the Client are defective; or
5. food was not stored in accordance with the Contractor's advice after completion of the Assignment.
The limitations and exclusions of this article shall not apply where the damage results from intent or deliberate recklessness of the Contractor.
Any claim against the Contractor shall lapse if it has not been notified to the Contractor in Writing within one year of the date of the Assignment.
The Client shall indemnify the Contractor and its assistants against all claims by third parties, including guests, in respect of damage caused by the Client, its staff or its facilities.

Article 16 · Complaints

Complaints regarding performance are preferably raised immediately on site and shall in any event be submitted in Writing, stating reasons, within seven Days of the Assignment, failing which the Client shall be deemed to have accepted the performance, as referred to in article 6:89 DCC.
The Contractor shall respond to a complaint in substance within fourteen Days of receipt.
A complaint shall not entitle the Client to suspend payment or to set off.
A complaint relating solely to subjective taste shall not constitute grounds for a price reduction, unless agreed elements of the Assignment are missing or have not been performed in accordance with the Agreement.

Part VII · Final provisions

Article 17 · Intellectual property and images

The Client's recipes and menus remain the Client's. All intellectual property rights in the menus, recipes, methods, texts and images created by the Contractor vest in the Contractor; the Client acquires solely the right to use a menu created by the Contractor for the purposes of the Assignment.
The Contractor is entitled to produce images of its own dishes, without recognisable persons and without mentioning the Client, unless the Client objects in advance. No images shall be produced during Shifts without the Client's prior consent.
Use by the Client of the Contractor's name, logo or images requires the Contractor's prior Written consent.

Article 18 · Confidentiality and personal data

The Parties shall observe confidentiality with regard to all confidential information obtained from each other in connection with the Agreement, including recipes, guest lists, turnover figures and other business information. This obligation shall survive termination of the Agreement.
Each Party processes personal data as an independent controller within the meaning of the General Data Protection Regulation. The Contractor processes personal data solely for the performance of the Agreement and the associated administration, in accordance with the privacy statement.

Article 19 · Assignment of rights and obligations

The Client is not entitled to transfer any rights or obligations under the Agreement to a third party without the prior Written consent of the Contractor.

Article 20 · Governing law and choice of forum

The Agreement and the General Terms and Conditions are governed exclusively by Dutch law.
The Parties shall endeavour to settle disputes amicably. Should this prove impossible, all disputes arising out of or in connection with the Agreement shall be submitted exclusively to the competent court of the District Court of Rotterdam, without prejudice to the jurisdiction of the subdistrict court (kantonrechter).

Article 21 · Amendment and availability

The Contractor is entitled to amend the General Terms and Conditions. An Assignment is governed by the version in force at the time of the Written confirmation of that Assignment.
The General Terms and Conditions can be consulted and stored at southern-flavours.nl/terms-business (Dutch original: southern-flavours.nl/voorwaarden-zakelijk) and will be sent free of charge upon request.

Kana Chefkok, trading as Southern Flavours · Chamber of Commerce 92182224 · VAT ID NL004941749B93 · Rotterdam · southern.flavours@outlook.com

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