General Terms and Conditions
Version 2026-01 · Business-to-Business Engineering Services · International Projects
1. Definitions and Applicability
“BlueCurrent” means BlueCurrent Engineering, a trade name/business operated by Edwin Profijt, sole proprietor, registered with the Dutch Chamber of Commerce under number 96175427. “Client” means the business entity purchasing or requesting services from BlueCurrent. “Agreement” means the accepted quotation, service agreement, purchase order accepted by BlueCurrent, or other written agreement to which these Terms apply.
These Terms apply to all quotations, proposals, assignments and agreements for services supplied by BlueCurrent, unless expressly agreed otherwise in writing. BlueCurrent will make these Terms available to the Client before or at the time of contract formation (including by reference in quotations and on its website) so that the Client has a reasonable opportunity to take notice of them. Any purchasing or other general terms of the Client are rejected unless expressly accepted by BlueCurrent in writing.
If a specific written agreement conflicts with these Terms, the specific written agreement prevails only for the conflicting provision.
2. Quotations and Formation of Agreement
Quotations and preliminary proposals are non-binding unless expressly stated otherwise and remain valid for the period stated in the quotation. An Agreement is formed when BlueCurrent accepts the Client’s written instruction, purchase order or signed agreement, or when BlueCurrent commences the agreed services at the Client’s request.
Technical estimates, schedules, manpower assumptions and expected completion dates are based on information available at the time and may be revised when actual vessel, plant, documentation or equipment condition becomes known.
3. Scope and Standard of Services
BlueCurrent shall perform the agreed engineering services with the care and professional skill reasonably expected from a competent electrical and automation engineering contractor performing comparable services.
The scope is limited to the services expressly agreed. Additional work, changed scope, repeat work caused by changed conditions, or work arising from defects or circumstances not reasonably apparent when the scope was agreed may be treated as additional services.
Engineering advice, commissioning decisions and recommendations are based on the information, access, measurements, documentation and equipment condition reasonably available at the time.
4. Client Responsibilities
The Client shall provide timely and safe access to the vessel/site, relevant personnel, accurate information, drawings, manuals, software/backups, fault history, permits, isolations, utilities and other resources reasonably required for the services.
The Client remains responsible for vessel management, safe operation, statutory compliance, class/flag requirements and decisions outside BlueCurrent’s expressly agreed engineering scope.
The Client shall promptly disclose known hazards, hazardous materials, damaged systems, unsafe conditions and restrictions relevant to the work.
5. Safety, Access and Right to Stop Work
All onboard and site work is subject to applicable vessel/site safety procedures, permits to work, lock-out/tag-out requirements and lawful instructions of the responsible vessel or site authority.
BlueCurrent may refuse, suspend or stop work where conditions are reasonably considered unsafe, required permits or isolations are unavailable, or continuation could create an unacceptable risk to persons, vessel, equipment or environment. Such action does not constitute breach by BlueCurrent.
BlueCurrent personnel shall not be required to perform work for which legally required authorisation, certification, safe access or suitable equipment is unavailable.
6. Project Programme, Delays and Waiting Time
Project schedules depend on vessel readiness, access, mechanical completion, power availability, parts, OEM support, subcontractors, class/flag requirements, yard activities and other interfaces. Unless expressly agreed as a guaranteed milestone, dates are planning targets rather than guarantees.
Where an Agreement specifies a fixed consecutive contract period, that period continues to run during vessel inactivity, waiting for equipment or spare parts, OEM/subcontractor delays, yard/class delays, mechanical delays or other interruptions unless the Agreement expressly provides otherwise.
Waiting time, standby, additional travel or remobilisation caused by circumstances outside BlueCurrent’s reasonable control may be chargeable at the agreed rates and may affect the project schedule.
7. Fees, Time Records and Payment
Fees are charged as stated in the applicable quotation or Agreement. Unless otherwise agreed, invoices are payable within fourteen (14) calendar days of invoice date without set-off, suspension, deduction or discount.
Where prepayment, mobilisation payment, retainer or advance payment is agreed, BlueCurrent is not obliged to reserve capacity, mobilise or commence the relevant work until cleared funds have been received.
Unless otherwise agreed in writing, any advance payment, mobilisation payment or capacity-reservation payment becomes non-refundable once BlueCurrent has reserved the relevant capacity or has incurred or committed non-cancellable costs in reliance on the Agreement, except where BlueCurrent itself is in material breach of the Agreement.
Time-based services may be supported by BlueCurrent’s reasonable time records. Partial days, travel days, remote engineering, standby and overtime are charged as agreed in the applicable quotation or Agreement.
If payment is overdue, BlueCurrent may suspend services after written notice and may charge statutory commercial interest and reasonable collection costs to the extent permitted by applicable law.
8. Taxes, Withholding and Bank Charges
Unless expressly stated otherwise, professional fees are exclusive of VAT, sales taxes, withholding taxes, levies, duties and similar governmental charges.
For international assignments where the Agreement specifies a net fee receivable by BlueCurrent, the Client shall gross up payments for legally required local withholding or project-related taxes so that BlueCurrent receives the agreed net contractual amount, subject to applicable law. The Client shall provide official evidence of amounts withheld and paid to the relevant authority.
Bank, intermediary bank and transfer charges associated with payment shall be borne by the Client so that BlueCurrent receives the invoiced amount.
9. Travel, Accommodation and Project Expenses
Travel, accommodation, visas/work authorisations, local transport, hired test equipment, freight/courier, specialist services, materials and other project expenses are handled as stated in the applicable quotation or Agreement.
Where the Client is responsible for arranging or paying such items, the Client shall ensure arrangements are suitable for the assignment and made in sufficient time to avoid delay.
Any expenses advanced by BlueCurrent on the Client’s behalf require reimbursement in accordance with the Agreement and may require advance funding.
10. OEMs, Specialists and Subcontractors
BlueCurrent may recommend, coordinate or technically supervise OEMs, vendors and specialist subcontractors where their involvement is appropriate. Unless BlueCurrent expressly contracts such party in its own name, the relevant third party is contracted directly by the Client and remains responsible for its own services, products and acts or omissions.
BlueCurrent is not responsible for delays, defects, licence restrictions, proprietary access restrictions, availability or performance of independent OEMs, vendors or Client-appointed contractors, but will exercise reasonable professional care in technical coordination within the agreed scope.
Proprietary software, licences, passwords, source code, configuration tools and OEM intellectual property remain subject to the rights and conditions of their respective owners.
11. Parts, Materials and Procurement
Where BlueCurrent agrees to procure parts or materials, the commercial terms, handling margin and prepayment requirements shall be stated in the quotation or purchase instruction. Unless otherwise agreed, Client-specific purchases may require full advance payment before ordering.
Manufacturer warranties, where transferable, are passed through to the Client to the extent available. BlueCurrent does not provide a separate product warranty for third-party equipment.
12. Software, Backups and Intellectual Property
Pre-existing know-how, methods, templates, tools, software, scripts, libraries and intellectual property owned or developed independently by BlueCurrent remain BlueCurrent property.
Upon full payment, the Client may use project-specific reports, settings, configuration records and other deliverables prepared specifically for the Client for operation, maintenance and support of the relevant vessel/project, unless otherwise agreed.
OEM software, vessel software, source code, licences and third-party intellectual property remain subject to their existing ownership and licence terms. BlueCurrent does not warrant that historic or third-party software, passwords, licences or source files will be available or recoverable.
The Client is responsible for maintaining suitable operational backups after handover unless ongoing backup management is expressly included in the Agreement.
Where BlueCurrent is given remote access to vessel or industrial-control systems, the Client remains solely responsible for authorising such access and for the underlying network, cybersecurity controls, firewalls, access infrastructure and any pre-existing vulnerabilities. BlueCurrent will use reasonable care and the access methods agreed with the Client, but accepts no liability for cybersecurity incidents, data breaches or system compromises arising from causes outside its expressly agreed scope of work.
13. Documentation and Changes
BlueCurrent will document work to the extent agreed and reasonably practicable. Drawings, software and records supplied by the Client are assumed to represent the vessel/project only to the extent verified during the services.
Where undocumented modifications, obsolete drawings or inconsistent backups are discovered, additional investigation and documentation may be required.
No oral instruction materially changing scope, price, liability or programme binds BlueCurrent unless confirmed in writing by an authorised representative.
14. Commissioning, Testing and Vessel Performance
Commissioning and testing demonstrate system condition and performance under the conditions available at the time. Successful testing of an individual component or subsystem does not constitute a guarantee of future reliability or of the performance of unrelated systems.
Where BlueCurrent is engaged in a vessel reactivation, BlueCurrent’s obligations relate to the agreed electrical, automation, drives, dredging-control and coordination scope. Overall vessel operability may also depend on mechanical systems, engines, hydraulics, structure, class/flag acceptance, crew, third-party systems, spares and other matters outside BlueCurrent’s control.
No guarantee of a particular commercial production rate, vessel availability, dredging output or completion date applies unless expressly stated in a signed Agreement.
15. Acceptance and Notification of Defects
The Client shall review deliverables and completed services without unreasonable delay and notify BlueCurrent in writing of any alleged material deficiency with sufficient detail to permit investigation. Any claim based on an alleged deficiency must be notified in writing within a reasonable time after the Client discovered or reasonably should have discovered the deficiency, and in any event no later than twelve (12) months after completion of the relevant services, unless a longer period is required by mandatory law. Subject to mandatory law, any claim not notified within that period shall be time-barred and extinguished.
Where a deficiency in BlueCurrent’s services is established and can reasonably be remedied, BlueCurrent shall first be given a reasonable opportunity to correct or reperform the affected service.
16. Liability
To the maximum extent permitted by applicable law, BlueCurrent is liable only for direct loss that is proven to result from an attributable failure by BlueCurrent to perform the agreed services with the required professional care.
BlueCurrent shall not be liable for indirect, consequential, special or economic loss, including loss of profit, revenue, production, charter hire, use, contract, opportunity, goodwill or anticipated savings; vessel downtime; loss caused by third-party systems; or costs arising from Client/OEM/subcontractor acts or omissions.
Subject to mandatory law and except in cases where limitation is legally prohibited, BlueCurrent’s aggregate liability arising from or connected with an Agreement shall be limited to the lower of (a) the professional fees paid or payable to BlueCurrent under the relevant Agreement during the twelve months preceding the event giving rise to the claim, or (b) the amount actually paid under BlueCurrent’s applicable professional/business liability insurance for that claim, plus any applicable policy excess. If the insurer declines cover or pays nothing, the monetary cap under limb (a) continues to apply; the existence or amount of insurance cover does not increase BlueCurrent’s liability beyond that cap.
Nothing in these Terms excludes or limits BlueCurrent’s liability where such exclusion or limitation is prohibited by mandatory applicable law, including liability arising from intentional misconduct or conscious recklessness by BlueCurrent or its managerial subordinates. Likewise, nothing in these Terms excludes or limits liability for death or personal injury to the extent such exclusion or limitation is prohibited by mandatory applicable law.
17. Indemnity for Client-Controlled Risks
Subject to applicable law, the Client shall hold BlueCurrent harmless against third-party claims arising from unsafe vessel/site conditions, inaccurate or withheld Client information, Client-directed operation contrary to BlueCurrent’s written advice, or acts/omissions of Client-appointed contractors, except to the extent the claim results from BlueCurrent’s own attributable breach.
18. Insurance
Each party shall maintain insurance appropriate to its responsibilities and legal obligations. The Client is responsible for vessel, hull/machinery, P&I and other owner/operator insurances applicable to the vessel and project.
BlueCurrent’s insurance details and any project-specific insurance requirements shall be confirmed in the applicable Agreement where relevant.
19. Confidentiality
Each party shall treat non-public technical, commercial and operational information received from the other as confidential and use it only for the relevant project, except where disclosure is required by law, class/flag authority, insurer, professional adviser or agreed project participant subject to appropriate confidentiality obligations.
BlueCurrent may retain confidential project records where reasonably required for legal, insurance, engineering traceability and backup purposes.
20. Publicity and References
BlueCurrent shall not publish Client confidential information. Use of the Client’s name, vessel name, photographs or project details for marketing or public references requires prior consent where such information is not already public, unless otherwise agreed.
21. Suspension and Termination
BlueCurrent may suspend services for overdue payment, unsafe conditions, missing permits/authorisations, material Client breach or other circumstances expressly permitted by the Agreement.
Either party may terminate for material breach if the breach is not remedied within a reasonable written cure period, unless immediate termination is justified by the nature of the breach.
Termination does not affect accrued payment obligations. The Client shall pay for services performed, committed project costs, non-cancellable third-party commitments and agreed demobilisation/remobilisation costs up to the effective termination date.
Any special early-termination, minimum commitment or fixed-term payment provisions stated in a project-specific Agreement prevail over this Article.
22. Force Majeure
Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, civil unrest, government restrictions, port closure, epidemic/pandemic measures, strikes not limited to its own workforce, major transport disruption or similar events.
Force majeure does not excuse payment obligations already accrued. The parties shall cooperate reasonably to mitigate the effect on the project.
23. Compliance, Sanctions and Anti-Bribery
Each party shall comply with applicable anti-bribery, anti-corruption, sanctions, export-control and other mandatory laws relevant to the Agreement. BlueCurrent is not required to perform an instruction that would reasonably expose it to unlawful conduct or sanctions risk.
24. Independent Contractor
BlueCurrent acts as an independent contractor. Nothing in the Agreement creates an employment relationship, partnership, joint venture or authority for either party to legally bind the other, except for specific authority expressly granted in writing.
25. Assignment
The Client may not assign the Agreement or transfer BlueCurrent’s reserved engineering capacity to another vessel, project, owner or affiliate without BlueCurrent’s prior written consent. BlueCurrent may use suitably qualified subcontractors or specialists while remaining responsible for its own agreed scope.
26. Governing Law and Disputes
The Agreement and these Terms are governed by the laws of the Netherlands, excluding conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG) to the extent applicable.
The parties shall first attempt in good faith to resolve disputes through management-level consultation. Unless a project-specific Agreement provides for arbitration or another forum, disputes shall be submitted to the competent court in Rotterdam, the Netherlands, subject to mandatory jurisdiction rules.
27. Notices
Formal contractual notices shall be sent to the addresses/e-mail addresses stated in the Agreement. Notices given by e-mail shall be deemed received on the next business day after transmission, provided no delivery-failure notification is received. A party shall promptly notify the other of changes to its notice details. Routine operational e-mails, WhatsApp messages, SMS, verbal discussions and onboard communications do not constitute formal notices of termination, suspension, liability claims, material contractual amendments or other formal contractual acts unless they are expressly identified as formal notices and sent to the designated notice address/e-mail.
28. Severability and Entire Agreement
If any provision is invalid or unenforceable, the remaining provisions remain effective. The parties shall replace the affected provision with a valid provision that most closely reflects its commercial purpose.
The Agreement, including the accepted quotation/service agreement and these Terms, constitutes the agreement on the matters it covers and supersedes prior discussions or correspondence on those same matters, except for documents expressly incorporated by reference.
29. Order of Precedence
Unless otherwise stated in the project-specific Agreement, the order of precedence is: (1) signed project/service agreement or accepted quotation; (2) agreed written amendments/change orders; (3) these General Terms and Conditions; and (4) other referenced project documents.
30. Version and Availability
Version: 2026-01. BlueCurrent will make the applicable version available to the Client before or at contract formation and will identify the applicable version in the relevant quotation, order confirmation or Agreement.
BlueCurrent Engineering
Edwin Profijt, sole proprietor
Beverstraat 39
3074 SC Rotterdam
The Netherlands
KvK: 96175427
E-mail: info@BlueCurrent-Engineering.com
Website: www.BlueCurrent-Engineering.com