General Terms of Rental and Sale

01Enforceability of these general terms and conditions

1.1 By the mere fact of placing an order, the customer shall be deemed to have taken note of and accepted these general terms and conditions, even where they conflict with the customer’s own general or special terms and conditions.

1.2 These general and special terms and conditions relating to this agreement cancel and supersede all prior terms and conditions and shall prevail over the general or special terms and conditions of the customer.

02Quotations – orders – order forms

2.1 Our quotations are provided for information purposes only and are subject to amendments resulting from errors or omissions. They shall bind VANENGELANDT.NET only upon receipt of the order form duly signed by the customer. They are drawn up on the basis of the information made available to us by the customer, and any change to that information shall result in a revision of the price.

2.2 Unless the quotation or the order form contains a provision to the contrary that has been expressly accepted by VANENGELANDT.NET, the order shall be performed only after payment of a deposit equal to 50 % of the total amount of the order including VAT (21 %). If the order is cancelled by the customer, this deposit shall be irrevocably retained by VANENGELANDT.NET as liquidated damages, without VANENGELANDT.NET being required to substantiate any loss. Where the customer cancels the order within the ten working days preceding the date of performance of the agreement, compensation equal to the costs incurred shall be payable. Such compensation shall never be less than 50% of the total amount of the order including VAT (21 %). In the event of cancellation 2 working days or less before the date of performance of the agreement, the compensation shall be assessed at 100% of the total amount of the order.

2.3 Any modification, addition or deletion of works as described in the quotation must be the subject of an addendum to the contract. Failing this, such works shall be deemed to have been carried out in accordance with the customer’s verbal instructions, and the customer consequently waives all legal action in that regard, including with respect to the subsequent invoicing of such works. VANENGELANDT.NET nevertheless reserves the right, during the performance of the project, to make any modifications or adjustments that may be necessary owing to special circumstances or to circumstances that would be in the interest of the project. Any discrepancies between the particulars in the quotation and the goods and/or services supplied shall not entitle the customer to refuse the goods or services, to refuse payment for them, or to claim any compensation whatsoever.

2.4 If, after the quotation has been drawn up and studied, the customer decides not to proceed with the order, the costs incurred shall be borne by the customer.

03Rates

3.1 The rates for services and/or rental are based on cash payment of the net amount without discount. VAT (21 %) must be added to these rates. Deposits and the balance must be paid in accordance with the payment terms set out in the quotation or the invoice.

3.2 The prices stated in a quotation accepted by the customer relating to works or the rental of goods taking place more than three months later may be revised if the prices of the supplies used and/or the labour deployed have increased by at least 15 %.

3.3 The costs of delivery and/or collection shall always be borne by the customer. The same applies to travel costs and to the costs of any labour added in relation to the approved quotation(s).

04Performance of the agreement

4.1 VANENGELANDT.NET shall devote itself, as a prudent and reasonable person, to the realisation of the projects entrusted to it by the customer. It is bound solely by an obligation of means (best-endeavours obligation), including with respect to compliance with the agreed time limits.

4.2 In the case of a sale of goods, VANENGELANDT.NET shall have fully discharged its obligations as soon as it has delivered the goods to the customer or, as the case may be, as soon as the equipment has been collected by the customer. It is for the customer to take all measures necessary to ensure the security and storage of the equipment.

4.3 VANENGELANDT.NET may under no circumstances be held liable for damage of any kind accidentally caused to goods owned by the customer that are held in the warehouses of VANENGELANDT.NET or are transported or installed by VANENGELANDT.NET.

4.4 VANENGELANDT.NET may under no circumstances be held liable for any harm to the customer’s image, and the customer may under no circumstances claim damages for non-pecuniary loss.

05Delivery – travel – catering

5.1 Delivery times are given for information purposes only. VANENGELANDT.NET shall not be liable for any change to the delivery times, and such a change shall not entitle the customer to cancel the agreement or to claim any damages or other compensation whatsoever.

5.2 The occurrence of facts or events resulting from force majeure shall release VANENGELANDT.NET from all liability. The fact that goods have been damaged, are broken or are missing must be established by the customer upon arrival of the goods. This must also be notified to the carrier in writing.

5.3 VANENGELANDT.NET reserves the right at any time, without prior justification, to dispatch the goods cash on delivery or to require that they be paid for at the time of ordering.

5.4 In the case of services, the organisation and the cost of catering and of accommodation (in particular hotel costs) for the staff deployed at that time shall be borne by the customer. The same applies to the travel costs of such persons, both in Belgium and abroad.

06Transfer of risk

6.1 Without prejudice to the retention of title clause in favour of VANENGELANDT.NET, risk shall pass, for both rental and sale, at the time of delivery.

6.2 Should the rented or sold equipment have a latent defect, no remedy whatsoever may be pursued against VANENGELANDT.NET, without prejudice to any remedy against the third party that supplied, installed or manufactured the equipment.

07Equipment rental

7.1 In the case of equipment rental, the customer shall be fully and exclusively liable for the proper use of that equipment in all circumstances, whether the customer uses the equipment itself or entrusts its use to technicians for whom it may or may not be responsible.

7.2 The customer is expressly prohibited from sub-letting, depositing or lending equipment owned by VANENGELANDT.NET without the prior written consent of VANENGELANDT.NET. The customer is strictly prohibited from altering the structure of the equipment or from attaching, affixing or removing anything whatsoever to or from it without the prior written consent of VANENGELANDT.NET. If this prohibition is breached, VANENGELANDT.NET shall invoice the altered equipment to the customer at the normal selling price.

7.3 Should the rented equipment be damaged in any way whatsoever, the customer must carry out the customary findings and notify VANENGELANDT.NET thereof within twenty-four hours. Failing this, the full replacement value of the damaged equipment shall be invoiced to the customer.

7.4 The equipment shall be delivered and returned at the warehouses of VANENGELANDT.NET or at any other place stated on our quotation or delivery note.

7.5 For each equipment rental, the customer must provide a security deposit in cash of a minimum amount of EUR 150.00, unless otherwise agreed between VANENGELANDT.NET and the customer. The amount provided as a security deposit shall be returned to the customer once the rented equipment has been returned to our warehouses and it has been verified that the equipment is in perfect condition and shows no damage.

7.6 The rented equipment is deemed to be in perfect working order. Taking receipt of the equipment implies that the customer irrevocably and unreservedly accepts the equipment in the condition in which it is found. Receipt of the equipment is effected by signing our delivery note or by using the equipment.

7.7 The formalities relating to transport shall be entirely the responsibility of the customer. The customer must take out appropriate insurance for the benefit of VANENGELANDT.NET. In the event of damage or loss attributable to transit or to any detention of the equipment by customs, the costs associated with such damage and the costs of the delay in return shall be borne by the customer.

7.8 Upon return of the equipment, an inventory shall be drawn up in the presence of both parties at the warehouses of VANENGELANDT.NET. Any damage caused to the equipment by the hirer shall be invoiced to the customer, unless VANENGELANDT.NET wishes to exercise its right to invoice the damaged equipment to the customer as sold equipment. The same applies to all missing or stolen items or accessories. Such items shall be compensated for or replaced at the customer’s expense.

7.9 Should the customer extend the use of the equipment, the customer must notify VANENGELANDT.NET no later than 48 hours before the scheduled end of the rental period or of the service. The extension shall be subject to the same terms and conditions as the original rental or provision. A new delivery note shall be drawn up for this extension, which must be signed by the customer and returned to VANENGELANDT.NET. In the event of late return of the equipment, the customer shall owe the costs of extending the rental period together with compensation intended to make good the loss suffered by VANENGELANDT.NET as a result of such delay.

7.10 The customer waives any remedy against VANENGELANDT.NET on the basis of articles 1721 and 1386 of the Civil Code. Throughout the entire rental period, the customer alone shall bear full responsibility for the equipment, both towards third parties and towards VANENGELANDT.NET.

7.11 VANENGELANDT.NET disclaims all responsibility for accidents, loss, theft or any form of damage whatsoever to any magnetic or optical data carrier. This applies to audio, video and/or data files whose content is owned by the customer and which remain in the rented equipment after the end of the rental.

7.12 A customer entering into the rental agreement must take out an insurance policy for the rented equipment. This policy must cover theft, fire, and material damage and personal injury of internal or external origin, in Belgium and abroad.

7.13 If the rented equipment is damaged or is not returned by the hirer, the rental period shall be extended until such time as the customer produces an official statement of damage or theft, and the customer shall be obliged to pay the rent for that period. The hirer shall furthermore be obliged to pay the costs of restoring the equipment to its original condition or of repairing it.

08Payment

8.1 Save for express written derogation, all our invoices are payable in cash, net and without discount.

8.2 Any late payment shall, automatically and without notice of default, by the mere fact of the invoice falling due and from its due date, give rise to interest at the rate of 12 % per annum. In addition, any customer whose invoice remains wholly or partly unpaid shall owe liquidated damages equal to 15 % of the outstanding amount, with a minimum of EUR 80.00.

8.3 The fact that an invoice remains unpaid on its due date shall render immediately payable all other amounts still owed by that customer, irrespective of any payment facilities granted to the customer in respect of those sums. In addition, VANENGELANDT.NET shall be entitled to terminate all other agreements with the customer concerned without notice or compensation.

09Retention of title

9.1 The goods sold shall remain the inalienable and exclusive property of VANENGELANDT.NET until they have been paid for in full by the customer. If payment is not made within the agreed time limits, VANENGELANDT.NET shall be entitled to repossess the goods without prior notice of default.

9.2 The rented equipment is and shall remain the property of VANENGELANDT.NET and may not be transferred by the customer. If this equipment is seized by a third party while in the customer’s possession, the customer must, at its own expense, obtain the immediate release of the seizure, it being understood that the customer shall owe the rent stipulated in the agreement until the equipment has been returned in full to VANENGELANDT.NET.

10Complaints

10.1 Any complaint concerning the rented or sold goods or the services performed must be submitted by registered letter within 8 days from the date of delivery of the goods or services. Failing this, the goods and services shall be deemed to have been accepted by the customer.

10.2 If the complaint is accepted by VANENGELANDT.NET as well-founded and admissible, VANENGELANDT.NET shall replace or repair the goods found to be defective, to the exclusion of any other compensation whatsoever.

10.3 All complaints concerning invoicing must be addressed to VANENGELANDT.NET by registered letter within 8 days of receipt of the invoice. Upon expiry of that period, the invoice shall be deemed to have been accepted in full.

10.4 A complaint shall not release the customer from its obligation to pay within the time limit laid down in these general terms and conditions.

11Copyright and miscellaneous licences

11.1 A customer ordering supplies and/or services is deemed to hold the rights to those supplies and/or services and releases VANENGELANDT.NET from all liability in that respect. In addition, the customer undertakes to compensate any damage that may arise from the non-existence of such rights.

11.2 Copyright fees collected by SABAM, any other body or a private individual in connection with an event carried out for the customer shall be borne by the customer.

12Insurance

12.1 In connection with the operations carried out by VANENGELANDT.NET for the customer, the customer must, at its own expense, take out all insurance required for the event organised. Such insurance must in any event cover theft, damage to the equipment, damage caused by the equipment and the civil liability of VANENGELANDT.NET.

12.2 For services outside the European Union, the customer must, at its own expense, take out insurance covering it against seizure of the equipment, destruction of the equipment, injury to persons in the event of riots, political events or natural disasters, as well as against any resulting loss of profit.

13Intellectual property

13.1 The projects, studies, plans and quotations drawn up at the customer’s request shall remain the property of VANENGELANDT.NET and may not be reproduced, executed or communicated in any manner whatsoever without the prior written consent of VANENGELANDT.NET.

13.2 If the customer executes a project developed by VANENGELANDT.NET, or has it executed by a third party, the customer shall owe VANENGELANDT.NET, as fixed and non-reducible compensation and without prejudice to any additional damages, the total amount of the quotation drawn up for that project.

14Termination of the agreement

14.1 If the customer fails to comply with its obligations under these general terms and conditions or has provided incorrect information to VANENGELANDT.NET, VANENGELANDT.NET reserves the right to terminate the agreement without notice and without prior notice of default.

14.2 In the event of a forced sale, reduction of security, judicial composition, bankruptcy, transfer of the business (goodwill) or any event affecting the business or solvency of the customer, VANENGELANDT.NET may terminate the agreement automatically and without prior notice of default, without notice period or compensation.

14.3 In the event of termination of the agreement, whatever the reason for termination, the customer shall be obliged to return the rented equipment without delay, without prejudice to any damages that may be owed to VANENGELANDT.NET.

14.4 In the event of termination of the agreement by the customer, the customer undertakes to reimburse VANENGELANDT.NET for all expenses incurred, all costs of works already carried out and the loss of profit on the works still to be carried out. This loss of profit is set by agreement at 50 % of the amount of the cancelled works. If a deposit has been paid, it shall likewise be retained by VANENGELANDT.NET. In the event of termination of the agreement 2 working days or less before the date of performance of the agreement, the compensation shall be assessed at 100% of the total amount of the order.

14.5 In the event of termination of a rental agreement by the customer, the customer undertakes to reimburse VANENGELANDT.NET for all expenses incurred, all costs of works already carried out and a loss on the works still to be carried out. This loss is set by agreement at 50 % of the amount of the cancelled works in the event of cancellation less than 10 working days before the start of the contract, and at 100% in the event of cancellation less than 2 working days before the start of the contract. The start of the contract is the starting time of set-up or collection. If a deposit has been paid, it shall likewise be retained by VANENGELANDT.NET.

15Disputes

15.1 This agreement is governed by Belgian law. The courts of the judicial district of Kortrijk shall have exclusive jurisdiction over all disputes between VANENGELANDT.NET and the customer, with Belgian law alone being applicable, without prejudice to the right of VANENGELANDT.NET to summon the customer before the court of the customer’s place of domicile. The legal proceedings shall be conducted in Dutch, save where statutory provisions on the use of languages in judicial matters provide otherwise.

16Final provisions

16.1 Save by special derogation, the representatives or agents of VANENGELANDT.NET are not authorised to bind VANENGELANDT.NET or to accept payment of deposits or invoices.

16.2 The nullity or amendment of any of the clauses of these general terms and conditions shall not affect the validity of the other clauses, which shall accordingly remain in full force and effect.

16.3 If the customer is an intermediary acting on behalf of a third party, the customer must communicate these general terms and conditions to that third party and have them signed by that third party. In the event of the customer’s insolvency, VANENGELANDT.NET shall be entitled to claim directly against the end customer.