GENERAL TERMS AND CONDITIONS OF RENTAL AND SALE
1. Opposability of these General Terms and Conditions
1.1 By the fact of placing an order, the customer shall be deemed to have taken note of and accepted these general terms and conditions, even if they conflict with his own general or special terms and conditions.
1.2 The present general and special terms and conditions relating to this agreement cancel and replace all previous terms and conditions and take precedence over the general or special terms and conditions of the customer.
2. Offers – orders – purchase orders
2.1 Our quotations are provided for information and subject to changes resulting from errors or omissions. They are only binding on Group Auvicom after receipt of the order form correctly signed by the customer. They are drawn up on the basis of the information made available by the customer and any modification of this information will result in a revision of the price.
2.2 Unless otherwise stipulated in the offer or order form and explicitly accepted by AUVICOM GROUP, the order shall only be executed upon payment of an advance payment corresponding to 50% of the total amount of the order including VAT (21%). In the case of cancellation of the order by the client, this advance payment shall be irrevocably acquired by GROUP AUVICOM as a lump sum compensation, without GROUP AUVICOM having to justify any loss. If the client cancels the order within ten working days preceding the execution date of the agreement, an indemnity corresponding to the costs incurred shall be payable. This compensation can 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 prior to the date of execution of the agreement, the compensation shall be fixed at 100% of the total amount of the order.
2.3 Any changes, additions or deletions to the works described in the tender must be the subject of an amendment to the contract. Failing this, the works shall be deemed to have been carried out in accordance with the verbal instructions of the customer, who consequently waives any right to take legal action in this respect, including as regards the subsequent invoicing of these works. However, GROUP AUVICOM reserves the right to make any modifications or adaptations during the execution of the project that may be necessary due to special circumstances or to circumstances that may be in the interest of the project. Any discrepancies between the information in the offer and the goods and/or services delivered shall not entitle the client to refuse the goods or services, nor to refuse payment thereof, nor to claim any indemnity whatsoever.
2.4 If the customer abandons the order after the quotation has been drawn up and examined, the costs incurred shall be borne by the customer.
3.1 The rates for services and/or rentals are based on cash payment of the net amount without discount. VAT (21 %) must be added to these rates. The advances and the balance shall be paid in accordance with the payment terms set out in the offer or the invoice.
3.2 The prices stated in an offer accepted by the customer, which relates to work or hire of goods taking place within a period of more than three months, may be revised if the prices for the supplies and/or labour used have risen by at least 15 %.
3.3 The costs of delivery and/or collection shall always be borne by the customer. This also applies to the costs of travel and labour that have been added to the approved offer(s).
4. Execution of the Agreement
4.1 GROUP AUVICOM shall devote itself with due diligence to the realisation of the projects entrusted to it by the client. It is only bound by a best efforts obligation, including the respect of the agreed deadlines.
4.2 In case of sale of goods, AUVICOM GROUP has fully complied with its obligations as soon as it has delivered the goods to the client or the equipment has been collected by the client. It is the client who must take all measures to ensure the safety and storage of the material.
4.3 GROUP AUVICOM may under no circumstances be held liable for damage of any nature whatsoever caused accidentally to goods belonging to the client and which would be stored in the storage depots of GROUP AUVICOM or transported or installed by GROUP AUVICOM.
4.4 GROUP AUVICOM may under no circumstances be held liable for any damage to the client’s image or claim for moral damages.
5. Delivery – movement – catering
5.1 Delivery times are provided for information purposes only. GROUP AUVICOM shall not be liable for any adaptation of delivery times and such an adaptation shall not entitle the client to cancel the contract or to claim any indemnity or any other compensation.
5.2 The occurrence of facts or events attributable to force majeure shall relieve GROUP AUVICOM of any liability. The fact that goods have suffered damage, are broken or missing, must be established by the client upon arrival of the goods. This fact must also be reported in writing to the carrier.
5.3 GROUP AUVICOM sprl reserves at all times the right to send goods cash on delivery without prior justification or to demand payment at the time of order.
5.4 In the case of services, the organisation and cost of catering and accommodation (in particular hotel costs) for the workers employed at that time shall be borne by the client. This also applies to the travel costs of these people, both in Belgium and abroad.
6. Transfer of risks
6.1 The transfer of risks, without prejudice to the retention of title clause enjoyed by AUVICOM GROUP, shall take place for both rentals and sales at the time of delivery.
6.2 If the rented or sold equipment has a hidden defect, no legal recourse shall be possible against AUVICOM GROUP, without prejudice to any legal recourse against the third party that delivered, installed or manufactured the equipment.
7. Rental of equipment
7.1 In case of rental of equipment, the customer is fully and exclusively responsible for the correct use of this equipment in all circumstances, regardless of whether he uses the equipment himself or entrusts the use to technicians for whom he is responsible or not.
7.2 The client is formally forbidden to use material belonging to GROUP AUVICOM without the prior written consent of AUVICOM GROUP to rent, deposit or lend. The client is strictly prohibited from altering the structure of the material or attaching, adhering or removing anything to it without the prior written consent of AUVICOM GROUP. In case of breach of this prohibition, AUVICOM GROUP will invoice the client for the modified material at the normal sales price.
7.3 If the rented equipment is damaged in any way, the client should proceed to the usual repairs and inform GROUP AUVICOM within 24 hours. Failing this, the client will be invoiced for the full replacement value of the damaged equipment.
7.4 The material shall be delivered and returned to GROUP AUVICOM’s warehouse or to any other place indicated on our quotation or delivery note.
7.5 For each hire of equipment, the client shall hand over a deposit in the form of cash with a minimum amount of 175,00 EUR, unless otherwise agreed between GROUP AUVICOM and the client. The amount handed over as deposit will be returned to the client when the rented equipment has been returned to our warehouse and when it has been checked that the equipment is in perfect condition and without damage.
7.6 The rented equipment is deemed to be in perfect working order. Taking delivery of the equipment implies that the customer irrevocably accepts the equipment in its current condition and without any reservations. Acceptance of the equipment takes place by signing our delivery note or by using the equipment.
7.7 The formalities for the transfer are the sole responsibility of the client. The latter shall take out appropriate insurance to the benefit of GROUP AUVICOM. In case of damage or loss due to the transit or to a possible blockage of the material at customs, the costs related to this damage and the costs of delay in return shall be borne by the client.
7.8 Upon return of the material, a contradictory inventory will be drawn up in the warehouse of AUVICOM GROUP. Any damage to the material caused by the hirer will be invoiced to the client, except if GROUP AUVICOM wishes to exercise its right to invoice the damaged material as sold material to the client. The same applies to all lost or stolen objects or accessories. These items will be reimbursed or replaced at the client’s expense.
7.9 In case of renewal of the use of the equipment by the client, the latter must inform AUVICOM GROUP at least 48 hours before the end of the rental or provision. The same conditions apply to the extension as to the initial hire or provision. For this extension a new delivery note will be drawn up, which must be signed by the client and returned to GROUP AUVICOM . In case of late return of the equipment, the client shall pay the costs for the extension of the hire period as well as an indemnity intended as compensation for the damage incurred by AUVICOM GROUP due to this delay.
7.10 The client waives all legal recourse against AUVICOM GROUP based on articles 1721 and 1386 of the Civil Code. He alone shall bear full responsibility for the equipment throughout the duration of the hire, both towards third parties and towards AUVICOM GROUP.
7.11 GROUP AUVICOM declines all responsibility for accidents, loss, theft or for any form of damage to magnetic or optical data media. This applies equally to audio, video and/or data files whose contents are the property of the client and which would remain in the rented equipment after its completion.
7.12 A client entering into the rental agreement must take out an insurance policy for the rented equipment. This policy must cover theft, fire, material and physical damage of internal or external origin in Belgium and abroad.
7.13 If the rented equipment is damaged or if the equipment is not returned by the hirer, the duration of the rental is extended until such time as the customer submits an official declaration of damage or theft, during which time the customer is obliged to pay the rental fee. The hirer is also obliged to pay the costs of restoring the equipment to its original state.
8.1 All our invoices are payable in cash, net and without discount, unless explicitly agreed otherwise in writing.
8.2 Any delay in payment shall automatically and without notice incur interest of 12 % per annum from the simple fact of the invoice’s due date. In addition, each customer whose invoice is completely or partially unpaid shall be liable for a fixed compensation equal to 15% of the remaining amount, with a minimum of EUR 40.00.
8.3 The fact that an invoice remains unpaid on its due date shall immediately render all other amounts due by this client payable, regardless of the facilities granted to the client for the payment of these amounts. Furthermore, AUVICOM GROUP is entitled to terminate all other agreements with the client concerned without notice or compensation.
9. Retention of title
9.1 The goods sold shall remain the inalienable and exclusive property of AUVICOM GROUP until full payment has been made by the client. If payment is not made within the agreed terms, GROUP AUVICOM shall be entitled to repossess the goods without prior notice.
9.2 The rented equipment is and remains the property of GROUP AUVICOM and cannot be surrendered by the client. If the equipment is seized by a third party while it is at the client’s disposal, the latter shall have to obtain the immediate release of the seizure at his own expense, knowing that he owes the rental fee stipulated in the agreement until such time as the equipment is returned in full to AUVICOM GROUP.
10.1 Any complaint about the rented or sold goods or about the services provided must be submitted by registered mail 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 GROUP AUVICOM accepts the complaint as justified and admissible, it shall replace or repair the goods found to be defective. This with the exception of any other compensation.
10.3 All complaints regarding invoicing must be addressed to GROUP AUVICOM by registered letter within 8 days of receipt of the invoice. After this period, the invoice shall be deemed to have been accepted in its entirety.
10.4 A complaint shall not release the customer from his obligation to pay within the period stipulated in these general terms and conditions.
11. Copyrights and various licences
11.1 A client ordering supplies and/or services shall be deemed to possess the rights to these supplies and/or services and shall release GROUP AUVICOM from any liability in this matter. Moreover, the client undertakes to compensate for any damage that may arise from the non-existence of these rights.
11.2 The copyrights collected by SABAM, another organisation or a private person in the context of an action carried out for the customer are payable by the customer.
12.1 Within the framework of the operations executed for the client, AUVICOM GROUP shall take out at its own expense all insurances required for the organised event. These insurances must in any case cover theft, damage to equipment, damage caused by the equipment as well as the civil liability of GROUP AUVICOM.
12.2 For services outside the European Union, the customer must, at his own expense, take out insurance to cover seizure of the material, destruction of the material, damage to persons in the event of riots, political events or natural disasters, as well as the loss of profit that could result from this.
13. Intellectual property
13.1 The projects, studies, plans and offers drawn up at the request of the client remain the property of GROUP AUVICOM and may not be reproduced, executed or communicated in any way whatsoever without the prior written consent of GROUP AUVICOM .
13.2 If the client executes a project developed by GROUP AUVICOM or has it executed by a third party, he shall be liable to pay GROUP AUVICOM the total amount of the offer drawn up for this project as a lump sum and irreducible indemnity, subject to all incidental damages.
14. Termination of the agreement
14.1 If the client does not comply with his/her obligations under the present general terms and conditions or if he/she has provided GROUP AUVICOM with false information, the latter reserves the right to terminate the agreement without prior notice.
14.2 In the event of compulsory sale, reduction of the guarantee, judicial composition, bankruptcy, transfer of business assets or any event affecting the client’s business or solvency, GROUP AUVICOM may terminate the agreement ipso jure and without prior notice, without notice or compensation.
14.3 In the event of cancellation of the agreement, the client shall be obliged to return the rented equipment immediately, regardless of the reason for the cancellation, without prejudice to any indemnities that may be due to GROUP AUVICOM.
14.4 In the event of cancellation of the contract by the client, the latter shall undertake to reimburse GROUP AUVICOM for all expenses incurred, all costs for work already carried out and the loss of profit for work still to be carried out. This loss of profit shall be determined by agreement at 50% of the amount of the work cancelled. If an advance payment has been made, this shall also remain acquired by GROUP AUVICOM . In the event of cancellation of the agreement 2 working days and less prior to the date of execution of the agreement, the loss of profit shall be fixed at 100% of the total amount of the order.
14.5 In the event of cancellation of a hire contract by the client, the latter shall undertake to reimburse GROUP AUVICOM for all expenses incurred, all costs for work already carried out and a loss for work still to be carried out. This loss shall be determined by agreement at 50% of the amount of the works cancelled if the cancellation is made less than 10 working days before the start of the contract and 100% if the cancellation is made less than 2 working days before the start of the contract. The start of the contract is the starting time for construction or collection. If an advance payment has been made, this will also remain acquired by GROUP AUVICOM.
15.1 The present agreement shall be governed by Belgian law. All disputes between AUVICOM GROUP and the client shall fall under the exclusive jurisdiction of the courts of the judicial district of Brussels, whereby only Belgian law shall apply, except for the right of AUVICOM GROUP to summon the client to appear before the courts of his place of residence. The legal proceedings shall be conducted in Dutch, unless otherwise stipulated by law regarding the use of languages in legal proceedings.
16. Final provisions
16.1 The representatives or delegates of AUVICOM GROUP shall not be authorised to bind GROUP AUVICOM or to accept payment of advances or invoices, except in the case of a special dispensation.
16.2 The nullity or amendment of one of the clauses of these general terms and conditions does not affect the validity of the other clauses. They shall retain their full legal force.
16.3 If the client is an intermediary acting on behalf of a third party, the client shall be obliged to inform this third party of the present general conditions and have them signed by him. In the event of the client’s insolvency, GROUP AUVICOM shall be entitled to address the final client directly.