ENGLISH BELOW
Article 1 Applicability of general terms and conditions
1.1 These general terms and conditions apply to every offer, quotation and agreement between the Contractor and the Client.
1.2 If any provision of the general terms and conditions proves to be void or is annulled, this shall not affect the validity of the other provisions. In that case, the parties shall replace the void or annulled provision with a provision that corresponds as closely as possible to the parties' intentions.
1.3 The applicability of the Client’s general terms and conditions is expressly rejected.
1.4 The agreement between the Contractor and the Client is concluded at the moment that the Client verbally (by telephone) or in writing (including by e-mail) informs the Contractor that they wish to confirm the booking. A signature on the quotation is not required for this purpose. By confirming the booking, in any way whatsoever, the Client declares to agree to these general terms and conditions. The Contractor shall ensure that these general terms and conditions are provided to the Client, either by e-mail or by referencing the Contractor's website where the general terms and conditions are published.
Article 2 Quotation, information and engagement of third parties
2.1 All offers, price quotations, cost estimates, etc., from the Contractor are entirely non-binding, unless the Contractor has specified otherwise in writing.
2.2 All information and/or specifications provided by the Contractor are always approximate, unless expressly and in writing indicated otherwise.
2.3 The Contractor is entitled to engage third parties for the performance of the assignment.
Article 3 Obligations of the Client
3.1 Unless agreed otherwise in writing, the Client shall ensure at its own expense sufficient measures to guarantee safety at the location where the assignment is performed (including but not limited to the safety of artists, employees, and visitors). If agreements have already been made regarding the aforementioned measures, the Contractor is nevertheless entitled to impose additional demands at any time if changed circumstances so require.
3.2 The Client is obliged to provide the Contractor in a timely manner with all information of which it knows or ought to know is necessary for the execution of the assignment. The Client warrants the accuracy and completeness of the information it provides.
3.3 The Client has no claim to any form of compensation if (a) the Client has not, or not sufficiently, complied with its obligations as listed in Article 3.1 and/or
3.2 in these general terms and conditions and the Contractor cancels the assignment in whole or in part (to which the Contractor is entitled) and/or (b) the Client has not, or not sufficiently, complied with its obligations as listed in Article 3.1 and/or 3.2 in these general terms and conditions, the Contractor has pointed this out to the Client in writing, and the Client nevertheless wishes the assignment to proceed.
3.4 The Client is responsible for the acts and omissions of third parties engaged and/or invited by it who are involved in the assignment, such as visitors to an event.
Article 4 Liability of the Contractor
4.1 The Contractor is not liable for damage, of whatever nature, arising because it relied on incorrect and/or incomplete information provided by or on behalf of the Client.
4.2 The Contractor is only liable for damage (i) if this damage is covered by its liability insurance, and up to the amount paid out by its insurance plus the deductible, or (ii) in the event of intent or gross negligence on its part or on the part of one of its managers.
4.3 If there is (i) no question of intent or gross negligence or (ii) the insurance does not pay out, and the Contractor is nevertheless found liable, then this liability is limited solely to direct damage (whereby liability for indirect damage is expressly excluded) up to a maximum of the value of the assignment, with a maximum of 25,000 euros.
4.4 All claims and other rights, of whatever nature, that the Client has against the Contractor must be received in writing by the Contractor within 12 months from the moment the Client became aware of them or could reasonably have been aware of them, failing which they shall lapse.
4.5 The Client indemnifies the Contractor against claims by third parties (including but not limited to participants and visitors) who suffer damage in connection with the performance of the assignment.
4.6 Any advice provided by the Contractor is always non-binding, and acting on such advice is at the expense and risk of the Client.
4.7 The Client is not liable for the attendance of the participants of the event concerned.
Article 5 Force Majeure
Circumstances not attributable to the Contractor, which are of such a nature that fulfillment of the agreement can no longer reasonably be demanded, or no longer demanded in full (such as but not limited to
(i) extreme weather, (ii) withdrawal of one or more permits and (iii) national mourning) gives it the right to dissolve the assignment in whole or in part and/or to suspend its execution without any obligation to pay damages.
Article 6 Price, payment and cancellation
6.1 The agreed price (contract sum) is exclusive of VAT and any other government levies, unless agreed otherwise in writing.
6.2 The Client is obliged at any time, at the first request of the Contractor, to provide security for the payment of everything owed by it.
6.3 Unless expressly agreed otherwise in writing, payment must be made within the payment term stated on the invoice. The payment term is a strict deadline. The Client is not entitled to suspend or set off any payment.
6.4 If no payment has been made within the payment term, the Client is in default by operation of law. They shall then owe the statutory commercial interest (whereby a part of the month is treated as a full month) as well as extrajudicial collection costs of 15% of the principal sum with a minimum of € 350.-.
6.5 The Client is only entitled to cancel the assignment in writing. In the event of cancellation, the following costs shall be due, calculated on the full contract sum as it applies at the moment of cancellation:
a) for cancellation more than 20 weeks (140 days) before the start time: no costs due;
b) for cancellation between 12 and 20 weeks (84–140 days) before the start time: 10% of the full contract sum;
c) for cancellation between 6 and 12 weeks (42–84 days) before the start time: 40% of the full contract sum;
d) for cancellation between 4 and 6 weeks (28–42 days) before the start time: 65% of the full contract sum;
e) for cancellation between 2 and 4 weeks (14–28 days) before the start time: 85% of the full contract sum;
f) for cancellation less than 2 weeks (14 days) before the start time: 100% of the full contract sum;
g) in case of a no-show (not appearing without prior cancellation): 100% of the full contract sum.
The contract sum refers to the contract sum set down in the agreement, increased by subsequently agreed changes. Costs incurred or entered into by the Contractor with third parties for the benefit of the assignment will be passed on in full to the Client at all times, even if they exceed the percentages mentioned above.
6.6 Changing the number of participants is only possible in writing and must be submitted as early as possible. The following conditions apply:
a) Free amendment period (more than 8 weeks before start): the number of participants can be changed free of charge and without limitation.
b) Limited amendment period (4 to 8 weeks before start): the number of participants can still be changed with a maximum reduction of 50% compared to the originally agreed number. A decrease of more than 50% compared to the originally agreed number will be regarded as a partial cancellation; the cancellation policy of Article 6.5 applies to the amount exceeding that 50%.
c) Limited amendment period (2 to 4 weeks before start): the number of participants can still be changed with a maximum reduction of 25% compared to the originally agreed number. A decrease of more than 25% compared to the originally agreed number will be regarded as a partial cancellation; the cancellation policy of Article 6.5 applies to the amount exceeding that 25%.
d) Closing date (2 weeks before start): the number of participants as known to the Contractor at this time serves as the binding minimum for invoicing. Later reductions will no longer be processed.
e) In the event of a reduction in the number of participants, the applicable price per person may rise because the booking falls into a different price category. The Contractor will inform the Client of this in a timely manner.
f) Increasing the number of participants is possible at any time, provided capacity permits. The Contractor cannot offer guarantees on this. Additional participants will be charged after the activity based on the applicable price per person.
Example: a booking has been placed for 400 participants. Six weeks before the start, the Client reports that the number will be 200 — a reduction of 50%. This falls within the permitted 50% of the limited amendment period (4 to 8 weeks) and is free of charge. If this request had been made three weeks before the start, only 25% would have been free of charge and the cancellation policy would have applied to the remaining 25% (100 people).
6.7 The Client may, in consultation with the Contractor, request to reschedule the agreed date. The following conditions apply:
a) A request for rescheduling must be submitted to the Contractor in writing no later than 8 weeks (56 days) prior to the start time. Rescheduling requests submitted later will be treated as cancellations in accordance with Article 6.5.
b) Rescheduling is only possible if a new date is available and the Contractor agrees to this in writing. The new date must lie within twelve months of the original start time.
c) Costs already incurred or entered into by the Contractor with third parties in connection with the original date will be passed on in full to the Client at all times.
Article 7 Intellectual property rights
7.1 The Contractor is or will become the sole proprietor of all existing and future intellectual property rights (including but not limited to copyright) resting on or arising from works (in any form whatsoever, including but not limited to worked-out ideas, proposals, designs, and concepts) that the Contractor develops and/or has developed in the context of the assignment. The Client acquires a right of use for this for the duration of the assignment.
7.2 The Client guarantees that it will respect the intellectual property rights of third parties. If the Contractor, through any act and/or omission of the Client, infringes the intellectual property rights of third parties, the Client shall indemnify the Contractor, the employees of the Contractor, and/or third parties engaged by the Contractor at the first request.
7.3 By making materials or works of any nature whatsoever available to the Contractor in the framework of the assignment, the Client gives unconditional permission to the Contractor to use these materials and works in any way whatsoever, insofar as this is reasonably required for the proper execution of the assignment.
7.4 The Client and third parties forming part of the assignment are entitled to make sound, photo, and/or video recordings of the assignment, unless the Contractor has expressly stipulated otherwise in writing. The Client and third parties forming part of the assignment may not use the sound, photo, and/or video recordings in internal and external communication communications without the prior written consent of the Contractor.
7.5 The Contractor has the freedom, while respecting the interests of the Client, to use the Client's name and logo for its own publicity or promotion, unless the Client objects to this.
Article 8 Applicable law and competent court
All legal relationships between the Contractor and the Client are governed by Dutch law. Exclusively the court of the district in which (the registered office of) the Contractor is located is competent to hear disputes between the parties.
TERMS AND CONDITIONS - THE BOX COMPANY B.V.