Terms & Conditions

General Terms and Conditions VDCbase B.V.

Version 30 September 2026 · applicable to all quotations, assignments, enrolments and agreements · vdcbase.com/algemene-voorwaarden

This is the English translation of the Dutch “Algemene voorwaarden VDCbase B.V.”. In case of any difference between the two texts, the Dutch version prevails (article 15.6).

Part A — General

Part A applies to everything VDCbase does. Parts B, C and D add to it for assignments, training and consumers respectively. Where a provision in Part B, C or D conflicts with Part A, the specific part prevails.

Article 1 — Definitions

1.1 VDCbase: VDCbase B.V., established at Axwijk 11a, 1472 GA Middelie, the Netherlands, Chamber of Commerce number 77534220, VAT number NL861038162B01, reachable at info@vdcbase.com.

1.2 Client: the natural person or legal entity entering into an agreement with VDCbase, or receiving a quotation or confirmation of enrolment.

1.3 Consumer: a client who is a natural person and is not acting in the course of a profession or business. Part D applies additionally to consumers.

1.4 Participant: the person attending a training. The participant is not always the client; an employer often enrols an employee.

1.5 Agreement: any arrangement between VDCbase and client concerning services to be delivered, including the confirmation of an enrolment.

1.6 Services: everything VDCbase delivers, including training and certification programmes, advice, guidance and implementation around BIM and openBIM, and the deployment of staff on an hourly basis.

1.7 Training: an open training with fixed dates or an in-company training, including the course material, the learning platform and the surrounding guidance.

1.8 Cohort: a specific run of a training with its own start date and group of participants.

1.9 Documents: all information, data, software, models and documents the client makes available to VDCbase for performance, on any carrier.

1.10 Staff member: a natural person working for or engaged by VDCbase, whether or not employed.

Article 2 — Applicability

2.1 These terms apply to all quotations, assignments, enrolments and agreements between VDCbase and client, and to everything arising from them.

2.2 They also apply to follow-up assignments and to additions to an ongoing agreement.

2.3 Purchasing conditions or other general terms of the client are expressly rejected, unless VDCbase has accepted them in writing.

2.4 Deviations from these terms apply only if agreed in writing. Where a written arrangement or order confirmation deviates, that arrangement prevails.

2.5 Staff members and third parties engaged by VDCbase may also invoke these terms.

2.6 These terms do not apply to services the client purchases from a partner of VDCbase, even where the client reaches that partner through our website or one of our links. The partner’s terms apply in that case.

2.7 The examination of the buildingSMART Professional Certification does not fall under these terms; see article 25.

Article 3 — Quotations and formation

3.1 Quotations from VDCbase are without obligation and valid for thirty days from their date, unless the quotation states otherwise.

3.2 An agreement is formed when VDCbase confirms the assignment or the enrolment in writing, or when VDCbase begins performance.

3.3 Obvious errors and clerical mistakes in a quotation, confirmation or on the website do not bind VDCbase.

3.4 A composite price quotation does not oblige VDCbase to perform part of it for a proportionate part of the price.

Article 4 — Performance

4.1 VDCbase performs the agreement to the best of its ability and in accordance with applicable law and regulation. The obligation of VDCbase is one of best efforts, unless a specific result has been expressly promised.

4.2 VDCbase determines, in consultation with the client, how and by which staff member the agreement is performed. VDCbase may replace a staff member with someone of comparable qualifications.

4.3 VDCbase may engage third parties. For training, the trainer is always registered by VDCbase with buildingSMART for the relevant level.

4.4 The client provides the cooperation VDCbase may reasonably require, including timely access to people, information and systems.

Article 5 — Information from the client

5.1 The client makes available, in good time, complete and in the required form, all documents VDCbase considers necessary. VDCbase determines what counts as timely and in what form.

5.2 The client warrants the accuracy, completeness and reliability of the documents, including those originating from third parties.

5.3 The client indemnifies VDCbase against damage resulting from inaccurate or incomplete documents, and against third-party claims in that respect.

5.4 Additional costs and hours arising because documents were not, not timely or not properly provided are for the account of the client.

5.5 VDCbase may suspend performance until the client has met the obligations under this article.

5.6 On first written request, VDCbase returns the original documents.

5.7 Participants are responsible for the accuracy of what they state on enrolment, including their invoicing details and their experience in relation to admission requirements.

Article 6 — Confidentiality

6.1 VDCbase takes appropriate measures to protect personal data and other confidential information of the client, and obliges staff members and engaged third parties to confidentiality.

6.2 The client indicates in advance which information, documents and arrangements it regards as confidential.

6.3 Both parties impose the obligations under this article on the third parties they engage.

6.4 In training, confidentiality also applies between participants. What other participants share about their projects, clients or organisation stays within the group. See also article 24.

6.5 The obligations under this article survive the end of the agreement.

Article 7 — Intellectual property

7.1 Performance of an agreement does not transfer intellectual property rights vested in VDCbase. All rights arising during or from performance belong to VDCbase.

7.2 The client may not reproduce, publish or exploit products in which intellectual property rights of VDCbase are vested. These include in any event: software, system designs, working methods, advice, model contracts, reports, templates, macros, presentations, articles, course material, assignments and recordings.

7.3 The client may not make those products available to third parties without prior written consent. This does not apply where the client wishes to obtain an expert opinion on the performance; in that case the client imposes the obligations under this article on the third party engaged.

7.4 The client may use the products within its own organisation, for the purpose for which they were delivered.

7.5 Material contributed by the client or participant — their own models, information requirements, project documents — remains theirs. VDCbase uses it only within the relevant assignment or cohort.

7.6 Parts of the course material contain text or figures from standards, including the NEN-EN-ISO 19650 series, licensed to VDCbase. These may not be extracted from the material or distributed.

Article 8 — Prices, invoicing and payment

8.1 All prices are in euros and exclusive of VAT, unless expressly stated otherwise.

8.2 The payment term is fourteen days from the invoice date, without deduction, discount or set-off. The day of payment is the day the amount is credited to the account of VDCbase.

8.3 VDCbase may request an advance payment. Failure to pay an advance on time may be grounds for suspending the work.

8.4 Where the client is a business established outside the Netherlands but within the EU and provides a valid VAT identification number, VDCbase reverse-charges the VAT. Without a valid number, VDCbase invoices with Dutch VAT. The client is responsible for supplying that number correctly and on time.

8.5 In the event of late payment the client is in default by operation of law and owes statutory commercial interest, together with the actual judicial and extrajudicial collection costs. For a consumer, statutory interest and the statutory scale for collection costs apply.

8.6 Where an assignment has been given jointly, the clients are jointly and severally liable for the invoice amount, interest and costs.

8.7 A complaint about an invoice does not suspend the obligation to pay.

Article 9 — Force majeure

9.1 Where parties cannot perform, or cannot perform on time or properly, due to force majeure within the meaning of article 6:75 of the Dutch Civil Code, those obligations are suspended until performance becomes possible.

9.2 Where force majeure lasts longer than thirty days, either party may terminate the agreement in whole or in part by written notice, without any right to compensation arising.

9.3 Where VDCbase has already partly performed when the force majeure arises, VDCbase may invoice that part separately.

9.4 Force majeure includes in any event: illness of the trainer or adviser without available replacement, outages at Microsoft Teams or the learning platform, failure of internet or power supply, government measures, and the cancellation of an examination sitting by buildingSMART International.

Article 10 — Liability

10.1 VDCbase is not liable for damage arising because the client provided no, inaccurate or incomplete documents, or did not provide them on time.

10.2 VDCbase is not liable for indirect damage, including lost profit, lost savings, lost assignments, business interruption, travel and accommodation costs, and the cost of replacement services or training.

10.3 The liability of VDCbase is limited to the amount the client has paid VDCbase for the relevant assignment or training, excluding VAT. Where an assignment runs longer than six months, the maximum is the amount invoiced in the six months preceding the failure.

10.4 Liability is in any event limited to the amount paid out by the liability insurance of VDCbase in the case concerned, increased by the deductible.

10.5 A connected series of attributable failures counts as one failure.

10.6 Training and advice provide knowledge and tools, not approval of a specific project. Decisions the client or participant takes in their own projects on that basis are at their own risk and expense.

10.7 VDCbase does not guarantee that a participant will pass the examination or obtain the certificate; see article 25.

10.8 The client indemnifies VDCbase against third-party claims connected to the performance, to the extent these result from acts or omissions of the client, from inaccurate documents or from unsafe situations within its organisation.

10.9 The limitations in this article do not apply in the event of intent or deliberate recklessness on the part of VDCbase or its managers.

10.10 This article applies to both contractual and non-contractual liability.

Article 11 — Suspension and termination

11.1 VDCbase may suspend performance of its obligations, including the release of documents, for as long as the client has not paid claims that are due. This does not apply to documents VDCbase has not yet processed.

11.2 Either party may terminate the agreement with immediate effect by written notice where the other party is declared bankrupt, applies for suspension of payments or ceases its business.

11.3 Obligations intended by their nature to continue after the end of the agreement — including confidentiality, intellectual property and liability — remain in force.

11.4 Termination of an assignment is governed by article 17; cancellation of a training by article 21.

Article 12 — Personal data

12.1 VDCbase processes personal data to issue quotations, perform agreements, administer training, invoice and maintain contact. The legal basis is performance of the agreement or a legitimate interest.

12.2 For examination registration, VDCbase passes the participant’s name and email address to buildingSMART International. Without that transfer, taking the examination is not possible.

12.3 Where VDCbase processes personal data on behalf of the client, the parties conclude a data processing agreement.

12.4 Which data VDCbase processes, for how long, with which processors and what rights data subjects have is set out in the privacy statement at vdcbase.com. In case of conflict, the privacy statement prevails over this article.

12.5 Where the client or participant wishes to receive news about new training dates, VDCbase requests separate consent. That consent may be withdrawn at any time.

Article 13 — Electronic communication

13.1 Parties may contact each other by email and exchange files through cloud applications, unless agreed otherwise in writing. A correctly addressed electronic message counts as received and accepted, including where it contains confidential information.

13.2 Parties are not liable towards each other for damage arising from the use of electronic means, including non-delivery, delay, corruption, interception or viruses.

13.3 Both parties do what may reasonably be expected of them to limit those risks.

Article 14 — Complaints

14.1 The client submits complaints in writing to info@vdcbase.com, as soon as possible and in any event within two months after the cause arose or could reasonably have been discovered.

14.2 VDCbase acknowledges the complaint within five working days and responds substantively within twenty working days. Where more time is needed, VDCbase says so with reasons.

14.3 VDCbase treats complaints confidentially and retains them for five years.

14.4 A complaint about an examination result does not go through VDCbase but through buildingSMART International; see article 25.

Article 15 — Final provisions

15.1 Limitation period. Claims and other rights of the client against VDCbase lapse in any event one year after the moment the client became aware, or could reasonably have been aware, of their existence. For consumers, the statutory period applies.

15.2 Invalidity. Where a provision of these terms is void, annulled or inapplicable, the remaining provisions continue to apply. Parties will consult on a replacement provision that approximates the intent of the original as closely as possible.

15.3 Amendment. VDCbase may amend these terms. For an agreement already formed, the version applicable at the time of formation continues to apply. The current version is available at vdcbase.com/algemene-voorwaarden.

15.4 Governing law. Dutch law applies to all agreements. The Vienna Sales Convention is excluded.

15.5 Competent court. Disputes are submitted to the District Court of Noord-Holland (Rechtbank Noord-Holland), the Netherlands, unless a mandatory statutory rule designates another court. Where the client is a consumer, the dispute may also be submitted to the court of their place of residence.

15.6 Language. These terms were drawn up in Dutch. In case of any difference between the Dutch text and a translation, the Dutch text prevails.

Part B — Assignments: advice, implementation and staff deployment

Part B applies in addition to Part A to all services that are not training: advice, guidance, implementation, project approach and the deployment of staff on an hourly basis.

Article 16 — Fees and costs

16.1 VDCbase charges for the work on the basis of time spent and costs incurred at the rate set out in the agreement, unless the parties have agreed a fixed price.

16.2 The fee does not depend on the result of the work, unless agreed otherwise in writing.

16.3 Travel and accommodation costs are charged separately, as are expenses and the invoices of third parties engaged with the client’s consent.

16.4 Indexation. Where rates change after the agreement is formed but before the assignment has been fully performed, VDCbase may adjust the rate in line with the Dutch construction price index, taking the date of the agreement as the base (=100). For an assignment running longer than twelve months, VDCbase adjusts the rate at most once a year. Where the client is a consumer and the adjustment takes place within three months of the agreement being formed, the consumer may terminate the agreement.

16.5 VDCbase invoices monthly, unless agreed otherwise.

Article 17 — Deadlines and termination

17.1 Where a deadline or date has been agreed within which the assignment is to be performed and the client fails to make an advance payment or to supply the necessary documents on time, the parties will consult on a new deadline.

17.2 A deadline is a strict deadline only where the parties have expressly agreed so in writing.

17.3 Either party may terminate the agreement in the interim by written notice, observing a notice period of fourteen calendar days. Where the agreement ends before the assignment is completed, the client owes the fee for the work performed up to that point.

17.4 Where the client terminates in the interim, VDCbase is entitled to compensation for demonstrably incurred costs and for costs arising from the cancellation of engaged third parties. VDCbase will make reasonable efforts to limit those costs.

17.5 Where VDCbase terminates in the interim, VDCbase cooperates in transferring the work to a third party, unless the termination results from intent or gross negligence on the part of the client. A condition for that cooperation is that the client has settled all outstanding invoices.

Article 18 — Working on site and staff deployment

18.1 Where VDCbase performs work at the client’s premises, the client guarantees a workplace that complies with statutory health and safety standards and other applicable working-conditions regulation.

18.2 The client makes available the office space, computing facilities and other provisions that VDCbase considers necessary or useful for performance.

18.3 The client is responsible for adequate back-up, security and virus control of the facilities VDCbase uses. VDCbase applies virus control to its own equipment.

18.4 Where staff are deployed on an hourly basis, VDCbase records the hours spent. The client is deemed to have accepted the hours recorded unless it objects in writing within fourteen days of the invoice date.

18.5 During the term of the agreement and for twelve months thereafter, the client will not employ staff members of VDCbase or otherwise have them work for it, unless VDCbase consents in writing.

Part C — Training

Part C applies in addition to Part A to open training and in-company training.

Article 19 — Enrolment and admission

19.1 Enrolment takes place through the enrolment form at vdcbase.com or by email. The enrolment is an offer; the agreement is formed when VDCbase confirms it in writing.

19.2 VDCbase may refuse an enrolment or place it in a later cohort, for instance because a cohort is full or because the participant does not meet the admission requirements. Where an enrolment is refused, nothing is owed and VDCbase explains the reason.

19.3 Admission requirements are set by buildingSMART International, not by VDCbase. For Practitioner these currently comprise a valid Foundation certificate and at least two years of demonstrable experience with openBIM. The buildingSMART Applicant Guide is binding, even where these terms or the website suggest otherwise.

19.4 For Practitioner, a short online intake takes place before the start. Where it emerges that the participant does not meet the requirements, VDCbase offers a place on a Foundation training free of charge, or the agreement is terminated with full repayment of any training fee already paid.

19.5 Where it later emerges that inaccurate information was provided about the admission requirements, VDCbase may terminate the agreement without repayment.

19.6 What the participant arranges: a stable internet connection, a working microphone, access to Microsoft Teams, the ability to share screen and files, and access to software supporting openBIM. VDCbase does not supply that software and does not provide licences.

19.7 Practitioner is delivered in English. Foundation is delivered online in English and in the classroom in Dutch. For in-company training, the parties agree the language in advance.

Article 20 — Prices, examination fee and re-sit

20.1 The applicable price is the price stated in the confirmation of enrolment. A later price change does not affect a confirmed enrolment, even where the cohort starts later.

20.2 Included in the price: access to the learning platform, the course material, the live sessions, the guidance between sessions and — where VDCbase states this for the training concerned — the examination fee.

20.3 Not included: travel and accommodation costs, software and licences, and a re-sit. Where VDCbase does not state the examination fee as included, the participant purchases the examination directly from buildingSMART International.

20.4 A re-sit is for the participant’s account and costs € 150 per attempt, for both Foundation and Practitioner.

Article 21 — Cancellation, rescheduling and substitution

21.1 Cancellation is made in writing to info@vdcbase.com. The date of receipt determines what is owed.

Time of cancellation	Amount owed
More than 28 days before the first session	nothing
28 to 14 days before	50% of the training fee
Less than 14 days before, or after the start	the full training fee

 

21.2 Rescheduling. Up to fourteen days before the first session, the participant may move once to a later cohort of the same training free of charge, keeping the rate at which they enrolled. After that, rescheduling is possible against 25% of the training fee, subject to availability.

21.3 Sending a substitute is always possible and free of charge, including on the day itself. For Practitioner the substitute must meet the admission requirements; VDCbase checks this with them before transferring the place.

21.4 Where the examination fee is included in the training fee and VDCbase has already purchased the examination from buildingSMART, that part remains payable. buildingSMART does not refund examination fees.

21.5 Missing a session gives no right to a refund or discount. The recording is available; see article 24.

21.6 Where a participant ends the training early, for whatever reason, the full training fee remains payable. No pro rata refund is made.

Article 22 — Going ahead, group size and changes

22.1 An open cohort goes ahead from three participants and takes a maximum of nine.

22.2 Where the minimum is not reached, VDCbase says so at the latest seven days before the first session. The participant then chooses: move to a later cohort at the same rate, or terminate with full repayment.

22.3 VDCbase may reschedule a session in the event of illness or force majeure, and will then offer a replacement moment or have the session delivered by another registered trainer.

22.4 VDCbase may adjust the programme, the division of sessions and the course material, provided the content continues to align with the buildingSMART Body of Knowledge and the level remains the same. Where buildingSMART changes the Body of Knowledge or the admission requirements, VDCbase adapts the material accordingly; this gives no right to a refund.

22.5 Where VDCbase cancels an entire cohort for a reason attributable to VDCbase, the full training fee is repaid or — with the participant’s consent — carried over to a later cohort. No further damage is compensated; see article 10.

22.6 VDCbase may exclude a participant whose conduct seriously disrupts the training or other participants. The obligation to pay remains in that case.

Article 23 — Learning platform and course material

23.1 After payment the participant receives a personal account on the learning platform VDCbase uses. That account is not transferable and is intended for one participant. Login details are not shared, including with colleagues.

23.2 Access runs until three months after the last session of the cohort. VDCbase then closes the account. Extended access may be requested before that date.

23.3 Practical assignments are submitted on the platform. VDCbase assesses them as part of the guidance; that assessment is separate from the examination and gives no entitlement to a certificate.

23.4 Article 7 applies in full to the course material and the platform.

Article 24 — Recordings and the group

24.1 VDCbase records the online sessions using an AI note taker. Each session produces a video recording, a transcript and a summary.

24.2 Purpose. The recordings exist solely to be made available to the participants of the cohort concerned, so that a missed session can be watched back or an explanation reviewed. VDCbase does not use them for marketing, not as course material for other cohorts, and does not show them outside that cohort.

24.3 Recipients. The recordings are shared with the participants of the participant’s own cohort and with the trainer and VDCbase staff involved in that cohort. Not with other cohorts, not with other clients, not publicly.

24.4 Retention. VDCbase retains recordings, transcripts and summaries for twelve months after the last session of the cohort and deletes them thereafter.

24.5 Objection. A participant who does not wish to appear on camera or in the transcript says so on enrolment or at the intake. VDCbase will then find a workable solution — camera off, name removed from the summary, or pausing the recording — and the participant can follow the training as normal. A participant may also ask during a session for the recording to be paused; VDCbase does so immediately.

24.6 A participant may not download, forward, publish or share the recordings outside their own organisation. The recordings contain contributions by other participants about their own projects and organisations.

24.7 VDCbase uses Microsoft Teams or WhatsApp for the group chat. Participation is voluntary and a participant may ask to be removed at any time.

24.8 VDCbase processes the recordings with Fathom Video Inc., established in the United States and certified under the EU-U.S. Data Privacy Framework. The learning platform is provided by Tylko Advisors sp. z o.o. in Poland. The safeguards that apply are set out in the privacy statement.

Article 25 — Examination and certification

25.1 The examination and the certificate belong to buildingSMART International, not to VDCbase. VDCbase delivers the training and is recognised as a Registered Training Provider for that purpose; VDCbase does not administer the examination, does not mark it and does not issue the certificate.

25.2 buildingSMART determines the admission requirements, the content and form of the examination, the examination dates, the marking, the validity of the certificate and the cost of a re-sit. Changes apply to current enrolments as well, even where these terms or the website still describe the previous position.

25.3 VDCbase provides the examination code and assists with scheduling. Where the examination fee is included in the training fee, VDCbase purchases the examination; if not, the participant purchases it directly.

25.4 VDCbase does not guarantee a certificate. Completing the training in full and submitting the assignments does not mean the examination will be passed. Failing gives no right to a refund or to a free re-sit.

25.5 An appeal against an examination result goes through the appeals procedure of buildingSMART International. VDCbase cannot decide anything in that procedure but will point the way on request.

25.6 For Practitioner, buildingSMART sets a minimum number of hours of recognised training, comprising the live sessions, the preparation on the platform and the practical assignments together. Where the training is not followed in full, this may affect admission to the examination; that decision rests with buildingSMART.

Part D — Additional provisions for consumers

Part D applies only where the client is a consumer: a natural person not acting in the course of a profession or business. Where a provision in Part A, B or C conflicts with Part D, Part D prevails.

Article 26 — Provisions for consumers

26.1 Prices including VAT. For a consumer, VDCbase states the price including VAT, or expressly states that VAT will be added and by what amount.

26.2 Cooling-off period. The consumer has fourteen days to withdraw from the agreement from the date it is formed, without giving reasons.

26.3 Where the consumer wishes the training to begin within those fourteen days, VDCbase requests express consent and points out that the right of withdrawal lapses once the service has been fully performed. Where the consumer withdraws before the training has been fully performed, they pay proportionally for what has already been delivered.

26.4 No derogation from mandatory law. Provisions in these terms that deprive the consumer of a right conferred by mandatory law do not apply to them. This concerns in any event the limitation period in article 15.1, the scope of collection costs in article 8.5 and the liability limitations in article 10, to the extent these would be unreasonably onerous.

26.5 Complaints and disputes. The consumer may submit a complaint under article 14. Where the parties cannot resolve it together, the consumer may bring the dispute before the competent court of their place of residence, or use the European ODR platform.

26.6 Cancellation. The cancellation scheme in article 21.1 also applies to the consumer, on the understanding that VDCbase will not charge more than the damage actually suffered where that is lower than the percentage stated in the table.

 

Version 30 September 2026. These terms replace the Algemene Voorwaarden van VDCbase b.v. dated 1 February 2022. They are available at vdcbase.com/algemene-voorwaarden and will be sent free of charge on request. This English text is a translation; in case of any difference, the Dutch version prevails.