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 Service Provider 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 remaining provisions. In that case, the parties shall replace the void or annulled provision with a provision that, as far as possible, aligns with the parties' original intent.

1.3                 The applicability of any general terms and conditions of the Client is expressly rejected.

1.4                 The agreement between the Service Provider and the Client is concluded at the moment the Client communicates, either verbally (by telephone) or in writing (including by e-mail), their wish to confirm the booking to the Service Provider. A signature on the quotation is not required for this purpose. By confirming the booking in any manner whatsoever, the Client declares to agree to these general terms and conditions. The Service Provider shall ensure that these general terms and conditions are provided to the Client, either by e-mail or by reference to the Service Provider's website on which the general terms and conditions are published.

Article 2 Quotation, information and engagement of third parties

2.1                 All offers, price quotations, cost estimates and similar communications by the Service Provider are entirely non-binding, unless the Service Provider has indicated otherwise in writing.

2.2                 All information and/or specifications provided by the Service Provider are approximate at all times, unless expressly and in writing stated otherwise.

2.3                 The Service Provider 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 at its own expense take sufficient measures to ensure safety at the location where the assignment is performed (including but not limited to the safety of artists, employees and visitors). If arrangements regarding the aforementioned measures have already been made, the Service Provider is nonetheless entitled to impose additional requirements at any time if changed circumstances require this.

3.2                 The Client is obliged to provide the Service Provider in a timely manner with all information of which it knows or should know is necessary for the performance of the assignment. The Client warrants the accuracy and completeness of the information it provides.

3.3                 The Client shall have no right to any form of compensation if (a) the Client has not or not sufficiently fulfilled its obligations as set out in Article 3.1 and/or

3.2 of these general terms and conditions and the Service Provider decides not to proceed with the assignment in whole or in part (which the Service Provider is entitled to do) and/or (b) the Client has not or not sufficiently fulfilled its obligations as set out in Article 3.1 and/or 3.2 of these general terms and conditions, the Service Provider has notified the Client of this in writing, and the Client nonetheless wishes to proceed with the assignment.

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 Service Provider

4.1                 The Service Provider is not liable for any damage, of whatever nature, arising from its reliance on incorrect and/or incomplete information provided by or on behalf of the Client.

4.2                 The Service Provider is only liable for damage (i) if such damage falls within the coverage of its liability insurance, up to the amount paid out by that insurance increased by the applicable excess, or (ii) in the event of intent or gross negligence on the part of the Service Provider or one of its directors.

4.3                 If there is (i) no intent or gross negligence, or (ii) the insurance does not pay out, and the Service Provider is nonetheless found liable, that liability is limited to direct damages only (liability for indirect damages being expressly excluded), with a maximum of the value of the assignment and in any event not exceeding 25,000 euros.

4.4                 All rights of action and other powers, on whatever grounds, that the Client has against the Service Provider must be received by the Service Provider in writing within 12 months of the moment the Client became aware or could reasonably have become aware of them, failing which they shall lapse.

4.5                 The Client shall indemnify the Service Provider 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 Service Provider is always non-binding; acting upon such advice is at the Client's own risk and expense.

4.7                 The Client is not liable for the attendance of participants at the relevant event.

Article 5 Force majeure

Circumstances that are not attributable to the Service Provider, which are of such a nature that compliance with the agreement can no longer reasonably be required in full or at all (including but not limited to

(i) extreme weather conditions, (ii) withdrawal of one or more permits and (iii) national mourning) entitle the Service Provider to dissolve the assignment in whole or in part and/or to suspend its performance, without any obligation to pay compensation.

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 at all times obliged, upon first request by the Service Provider, to provide security for the payment of all amounts 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 payment has not been made within the payment term, the Client is in default by operation of law. The Client shall then owe statutory commercial interest (with any part of a month counted 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 may only cancel the assignment in writing. Upon cancellation, the following costs are due, calculated on the full contract sum as applicable at the time of cancellation:

a)         if cancelled more than 20 weeks (140 days) before the start: no costs due;

b)         if cancelled between 12 and 20 weeks (84–140 days) before the start: 10% of the full contract sum;

c)         if cancelled between 6 and 12 weeks (42–84 days) before the start: 40% of the full contract sum;

d)         if cancelled between 4 and 6 weeks (28–42 days) before the start: 65% of the full contract sum;

e)         if cancelled between 2 and 4 weeks (14–28 days) before the start: 85% of the full contract sum;

f)          if cancelled less than 2 weeks (14 days) before the start: 100% of the full contract sum;

g)         in the event of a no-show (failure to appear without prior cancellation): 100% of the full contract sum.

The contract sum is the sum stated in the agreement, increased by any subsequently agreed amendments. Costs incurred or committed by the Service Provider to third parties in connection with the assignment shall at all times be charged in full to the Client, even if these exceed the percentages stated above.

6.6           Changes to the number of participants must be submitted in writing and as early as possible. The following conditions apply:

a)         Free amendment period (more than 8 weeks before the start): the number of participants may be changed free of charge and without limitation.

b)         Restricted amendment period (4 to 8 weeks before the start): the number of participants may be reduced by a maximum of 50% relative to the originally agreed number. A reduction of more than 50% relative to the originally agreed number shall be treated as a partial cancellation; the cancellation provisions of Article 6.5 shall apply to the portion exceeding that 50%.

c)         Restricted amendment period (2 to 4 weeks before the start): the number of participants may be reduced by a maximum of 25% relative to the originally agreed number. A reduction of more than 25% relative to the originally agreed number shall be treated as a partial cancellation; the cancellation provisions of Article 6.5 shall apply to the portion exceeding that 25%.

d)         Closing date (2 weeks before the start): the number of participants known to the Service Provider at this point shall constitute the binding minimum for invoicing purposes. Subsequent reductions will no longer be processed.

e)         A reduction in the number of participants may result in an increase in the applicable price per person, as the booking may move into a different pricing tier. The Service Provider will notify the Client of this in a timely manner.

f)          An increase in the number of participants is possible at any time, subject to availability. The Service Provider cannot guarantee availability. Additional participants will be invoiced after the activity on the basis of the applicable price per person.

Example: a booking has been placed for 400 participants. Six weeks before the start, the Client notifies the Service Provider that the number will be 200 — a reduction of 50%. This falls within the permitted 50% reduction in the restricted amendment period (4 to 8 weeks) and is free of charge. Had this request been made three weeks before the start, only 25% would have been free of charge and the cancellation provisions would have applied to the remaining 25% (100 participants).

6.7           The Client may, in consultation with the Service Provider, request to reschedule the agreed date. The following conditions apply:

a)         A request to reschedule must be submitted in writing to the Service Provider no later than 8 weeks (56 days) before the start. Rescheduling requests submitted after this deadline will be treated as a cancellation in accordance with Article 6.5.

b)         Rescheduling is only possible if a new date is available and the Service Provider agrees in writing. The new date must fall within twelve months of the original start date.

c)         Costs already incurred or committed by the Service Provider to third parties in connection with the original date shall at all times be charged in full to the Client.

Article 7 Intellectual property rights

7.1           The Service Provider is or shall become the sole owner of all existing and future intellectual property rights (including but not limited to copyright) vesting in or arising from works (in whatever form, including but not limited to developed ideas, proposals, designs and concepts) that the Service Provider develops and/or has (caused to be) developed in the context of the assignment. The Client obtains a right of use for the duration of the assignment.

7.2           The Client warrants that it will respect the intellectual property rights of third parties. If the Service Provider infringes the intellectual property rights of third parties as a result of any act or omission by the Client, the Client shall indemnify the Service Provider, its employees and/or third parties engaged by the Service Provider upon first request.

7.3           By making materials or works of any nature available to the Service Provider in the context of the assignment, the Client grants the Service Provider unconditional permission to use such materials and works in any manner, to the extent reasonably necessary for the proper performance of the assignment.

7.4           The Client and third parties forming part of the assignment are entitled to make audio, photo and/or video recordings of the assignment, unless the Service Provider has expressly stipulated otherwise in writing. Such recordings may not be used by the Client or third parties forming part of the assignment in internal or external communications without the prior written consent of the Service Provider.

7.5           The Service Provider has the freedom, with due regard for the interests of the Client, to use the name and logo of the Client for its own publicity or promotional purposes, unless the Client objects to this.

Article 8 Governing law and competent court

All legal relationships between the Service Provider and the Client are governed by Dutch law. The court of the district in which the Service Provider has its registered office has exclusive jurisdiction to hear disputes between the parties.

 

TERMS AND CONDITIONS - THE BOX COMPANY B.V.

General Terms and Conditions — The Box Company

Article 1  Applicability of general terms and conditions

1.1       These general terms and conditions apply to every offer, quotation and agreement between the Service Provider and the Client.

1.2       If any provision of these general terms and conditions proves to be void or is annulled, the validity of the remaining provisions shall not be affected. In such case, the parties shall replace the void or annulled provision with a provision that, as far as possible, reflects the original intent of the parties.

1.3       The applicability of any general terms and conditions of the Client is expressly rejected.

1.4       The agreement between the Service Provider and the Client is concluded at the moment the Client communicates, either verbally (by telephone) or in writing (including by e-mail), their wish to confirm the booking. A signature on the quotation is not required for this purpose. By confirming the booking in any manner whatsoever, the Client declares to agree to these general terms and conditions. The Service Provider ensures that these general terms and conditions are provided to the Client, either by e-mail or by reference to the Service Provider’s website on which the general terms and conditions are published.

Article 2  Quotation, information and engagement of third parties

2.1       All offers, price quotations, cost estimates and similar communications by the Service Provider are entirely non-binding, unless the Service Provider has indicated otherwise in writing.

2.2       All information and/or specifications provided by the Service Provider are approximate at all times, unless expressly and explicitly stated otherwise in writing.

2.3       The Service Provider 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 at its own expense take sufficient measures to ensure safety at the location where the assignment is performed (including but not limited to the safety of artists, staff and visitors). If arrangements regarding the aforementioned measures have already been made, the Service Provider is nonetheless entitled to impose additional requirements at any time if changed circumstances require this.

3.2       The Client is obliged to provide the Service Provider in a timely manner with all information of which it knows or should know is necessary for the performance of the assignment. The Client warrants the accuracy and completeness of the information it provides.

3.3       The Client shall have no right to any form of compensation if (a) the Client has not or not sufficiently fulfilled its obligations as set out in Articles 3.1 and/or 3.2 of these general terms and conditions, and the Service Provider decides not to proceed with the assignment in whole or in part (which the Service Provider is entitled to do) and/or (b) the Client has not or not sufficiently fulfilled its obligations as set out in Articles 3.1 and/or 3.2 of these general terms and conditions, the Service Provider has notified the Client of this in writing, and the Client nonetheless wishes to proceed with the assignment.

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 Service Provider

4.1       The Service Provider is not liable for any damage arising from its reliance on incorrect and/or incomplete information provided by or on behalf of the Client.

4.2       The Service Provider is only liable for damage (i) if such damage falls within the coverage of its liability insurance, up to the amount paid out by that insurance plus the applicable excess, or (ii) in the event of intent or gross negligence on the part of the Service Provider or one of its directors.

4.3       If there is (i) no intent or gross negligence, or (ii) the insurance does not pay out, and the Service Provider is nonetheless found liable, that liability is limited to direct damages only (liability for indirect damages being expressly excluded), with a maximum equal to the value of the assignment and in any event not exceeding € 25,000.

4.4       All rights of action and other powers of the Client against the Service Provider, on whatever grounds, must be received by the Service Provider in writing within 12 months of the moment the Client became aware or could reasonably have become aware of them, failing which they shall lapse.

4.5       The Client shall indemnify the Service Provider 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 Service Provider is always non-binding; acting upon such advice is at the Client’s own risk and expense.

4.7       The Service Provider is not liable for the attendance of participants at the relevant event.

Article 5  Force majeure

Circumstances that are not attributable to the Service Provider and that are of such a nature that compliance with the agreement can no longer reasonably be required in full or at all (including but not limited to (i) extreme weather conditions, (ii) withdrawal of one or more permits, and (iii) national mourning) entitle the Service Provider to dissolve the assignment in whole or in part and/or to suspend its performance, without any obligation to pay compensation.

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 at all times obliged, upon first request by the Service Provider, to provide security for the payment of all amounts 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 payment has not been made within the payment term, the Client is in default by operation of law. The Client shall then owe statutory commercial interest (with any part of a month counted 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 may only cancel the assignment in writing. Upon cancellation, the following costs are due, calculated on the full contract sum as applicable at the time of cancellation:

a)      if cancelled more than 20 weeks (140 days) before the start: no costs due;

b)      if cancelled between 12 and 20 weeks (84–140 days) before the start: 10% of the full contract sum;

c)      if cancelled between 6 and 12 weeks (42–84 days) before the start: 40% of the full contract sum;

d)      if cancelled between 4 and 6 weeks (28–42 days) before the start: 65% of the full contract sum;

e)      if cancelled between 2 and 4 weeks (14–28 days) before the start: 85% of the full contract sum;

f)       if cancelled less than 2 weeks (14 days) before the start: 100% of the full contract sum;

g)      in the event of a no-show (failure to appear without prior cancellation): 100% of the full contract sum.

The contract sum is the sum stated in the agreement, increased by any subsequently agreed amendments. Costs incurred or committed by the Service Provider to third parties in connection with the assignment shall at all times be charged in full to the Client, even if these exceed the percentages stated above.

6.6       Changes to the number of participants must be submitted in writing and as early as possible. The following conditions apply:

a)      Free amendment period (more than 8 weeks before the start): the number of participants may be changed free of charge and without limitation.

b)      Restricted amendment period (4 to 8 weeks before the start): the number of participants may be reduced by a maximum of 50% relative to the originally agreed number. A reduction of more than 50% relative to the originally agreed number shall be treated as a partial cancellation; the cancellation provisions of Article 6.5 shall apply to the portion exceeding that 50%.

c)      Restricted amendment period (2 to 4 weeks before the start): the number of participants may be reduced by a maximum of 25% relative to the originally agreed number. A reduction of more than 25% relative to the originally agreed number shall be treated as a partial cancellation; the cancellation provisions of Article 6.5 shall apply to the portion exceeding that 25%.

d)      Closing date (2 weeks before the start): the number of participants known to the Service Provider at this point shall constitute the binding minimum for invoicing purposes. Subsequent reductions will no longer be processed.

e)      A reduction in the number of participants may result in an increase in the applicable price per person, as the booking may move into a different pricing tier. The Service Provider will notify the Client of this in a timely manner.

f)       An increase in the number of participants is possible at any time, subject to availability. The Service Provider cannot guarantee availability. Additional participants will be invoiced after the activity on the basis of the applicable price per person.

Example: a booking has been placed for 400 participants. Six weeks before the start, the Client notifies the Service Provider that the number will be 200 — a reduction of 50%. This falls within the permitted 50% reduction in the restricted amendment period (4 to 8 weeks) and is free of charge. Had this request been made three weeks before the start, only 25% would have been free of charge and the cancellation provisions would have applied to the remaining 25% (100 participants).

6.7       The Client may, in consultation with the Service Provider, request to reschedule the agreed date. The following conditions apply:

a)      A request to reschedule must be submitted in writing to the Service Provider no later than 8 weeks (56 days) before the start. Rescheduling requests submitted after this deadline will be treated as a cancellation in accordance with Article 6.5.

b)      Rescheduling is only possible if a new date is available and the Service Provider agrees in writing. The new date must fall within twelve months of the original start date.

c)      Costs already incurred or committed by the Service Provider to third parties in connection with the original date shall at all times be charged in full to the Client.

Article 7  Intellectual property rights

7.1       The Service Provider is or shall become the sole owner of all existing and future intellectual property rights (including but not limited to copyright) vesting in or arising from works (in whatever form, including but not limited to developed ideas, proposals, designs and concepts) that the Service Provider develops and/or has (caused to be) developed in the context of the assignment. The Client obtains a right of use for the duration of the assignment.

7.2       The Client warrants that it will respect the intellectual property rights of third parties. If the Service Provider infringes the intellectual property rights of third parties as a result of any act or omission by the Client, the Client shall indemnify the Service Provider, its employees and/or third parties engaged by the Service Provider upon first request.

7.3       By making materials or works of any nature available to the Service Provider in the context of the assignment, the Client grants the Service Provider unconditional permission to use such materials and works in any manner, to the extent reasonably necessary for the proper performance of the assignment.

7.4       The Client and third parties forming part of the assignment are entitled to make audio, photo and/or video recordings of the assignment, unless the Service Provider has expressly stipulated otherwise in writing. Such recordings may not be used by the Client or third parties forming part of the assignment in internal or external communications without the prior written consent of the Service Provider.

7.5       The Service Provider has the freedom, with due regard for the interests of the Client, to use the name and logo of the Client for its own publicity or promotional purposes, unless the Client objects to this.

Article 8  Governing law and competent court

All legal relationships between the Service Provider and the Client are governed by Dutch law. The court of the district in which the Service Provider has its registered office has exclusive jurisdiction to hear disputes between the parties.