TERMS & CONDITIONS
Art. 1 – All service agreements and / or rental agreements (“agreement”) concluded between O3 Group BV (“company”) on the one hand, and a customer (“customer”) on the other, as well as any temporary, additional or additional services that are not specifically stated in the agreement are subject to these general terms and conditions and the specific conditions stated in the agreement, unless the agreement expressly provides that it deviates from the general terms and conditions. In that case, the article from which the agreement deviates must be explicitly stated.
Art. 2 – Offers of services and / or rentals and estimates of their prices issued by the company are for informational purposes only. Offers and cost estimates do not confer any rights on the recipient and do not bind the company. The company is bound only by a signed agreement, including the description of the services to be provided and any other conditions stated therein.
Art. 3.1 – Working conditions. The customer will provide healthy and safe working conditions for the company’s personnel working for the customer, in accordance with the provisions of the applicable Belgian and European laws and regulations.
Art. 3.2 – Relationship between the company’s personnel and the customer. There is no contractual relationship between the company’s personnel and the customer. In accordance with article 31, § 1 of the law of July 24, 1987 with its amendments, the customer does not give any order and the company staff does not accept any direct order from the customer, unless the order is directly related to the provision of the services that are delivered under the agreement and do not conflict with these general terms and conditions.
Art. 3.3 – Insurance. The company will provide insurance to cover its personnel during the execution of the work, including cover against occupational accidents. A certificate from the insurer will be provided to the customer on request.
Art. 4.1 – The request, without express reservation, to supply the design implies an undertaking to entrust the company with the execution of the work or to reimburse it for the costs incurred.
Art. 4.2 – Changes to the agreement of any kind, requested in writing by the customer, are carried out by the company. The changes given verbally or by telephone will be carried out at the risk of the customer. Changes made to the agreement may incur additional costs at the expense of the customer. Under no circumstances is the company responsible for delays in delivery resulting from changes made to the agreement.
Art. 5 – During the term of the agreement and for one year after the termination of the agreement, the customer may not approach, recruit or employ any employee of the company directly or indirectly, or attempt to induce any employee of the company to leave the company. In case of non-compliance with the above requirement, the company is entitled to a lump sum compensation from the customer in the amount of EUR 10,000 per relevant staff member, without prejudice to the right of the company to compensation for proven damage of more than EUR 10,000.
Art. 6 – The personal data is processed by the company in the context of managing the contractual relationship between the customer and the company. The data is communicated to third parties with which an agreement has been concluded by the customer or the company. In accordance with the law of 8 December 1992 on the protection of privacy with regard to the processing of personal data, the data subject can inspect his data and have any incorrect data corrected. To this end, the person concerned sends an application to the director of the company – Rue Longue 127, 1370 Jodoigne – accompanied by a copy of his identity card.
If and to the extent that the company processes personal data originating from the customer under the agreement, the company acts as a processor of personal data in accordance with its obligations under the law of December 8, 1992, and this with regard to the customer, who acts as the controller of the processing. In such a case, the company will only process the personal data on behalf of and in accordance with the instructions of the customer.
Art. 7 – The company may at any time assign or subcontract all or any portion of its obligations to any third party under this agreement. In the event of transfer, the person to whom the obligations are transferred must comply with the agreement and these general terms and conditions.
Art. 8.1 – Scope. The company bears no liability other than that expressly stated in these general terms and conditions and the agreement. The company and the customer agree and agree that the provision of the services and / or the rental under this agreement is limited to a means obligation. While the company may make certain recommendations to the customer as part of the negotiation and / or performance of the contract, the choice of services rendered and / or equipment hired rests with the customer.
Art. 8.2 – Limitation. (a) The company is not liable to the customer and the customer releases the company from any and all liability and waives any right against the company to compensation or indemnification in connection with or in connection with or in respect of services equipment supplied or hired out under this Agreement, except for losses or damage caused fraudulently, intentionally or by the gross negligence of the company or anyone acting on behalf of the company.
(b) In any event, the company is only liable for direct damage and shall not be liable for any consequential damage, major damages as punishment, special damage, exemplary damage or indirect damage or loss including, but not limited to, loss of income or loss of profit,
loss of production, loss of business, customers, market share or goodwill or pure financial loss notwithstanding any prior notice by the customer to the company of the possibility of said damage or loss.
(c) The compensation or indemnification owed by the company will in any case not amount to more than 5 times the (annual) invoice value of the agreement, with a maximum of EUR 30,000.
Art. 8.3 – Force majeure. The company is not liable for any loss, damage or injury arising from any event or condition of force majeure, including, but not limited to, (i) laws, decrees, regulations, rules, customs or guidelines passed or enacted by any government, (ii) government intervention (de jure or de facto), nationalization, seizure or expropriation, (iii) disasters (both natural and man-made) and adverse weather conditions, including, but not limited to, severe storms or exceptional frost, (iv) acts of war, violent or armed action or inactivity, hijacking or terrorist acts, (v) strikes, lockouts or boycotts, (vi) pandemic and (vii) any other circumstance beyond the reasonable control of the enterprise.
Art. 8.4 – Indemnification Procedures. The provisions of this Article 8 are further subject to the procedures specified in Article 11.
Art. 9 – (a) The customer shall not bring any claim against the company for losses or expenses in connection with claims of third parties arising from any delay, loss, damage, injury or death of any third party, to the extent that such damage is related to the provision of services by the company and is not the result of a fraudulent or deliberate error or gross negligence on the part of the company or anyone acting on behalf of the company.
(b) The customer will indemnify the company against any claim by third parties against the company, in connection with or in connection with or as a result of the conclusion of the agreement or the provision of services as stated therein by the company. However, this obligation only applies in those cases where the claim of the third party is not the result of a fraudulent or deliberate error or gross negligence on the part of the company or anyone acting on behalf of the company. This indemnification will imply, among other things, that the client will also be responsible for all additional costs and expenses that may be incurred by the company as a result of third party claims (including attorneys’ fees and disbursements).
Art. 10 – The prices agreed in the agreement are immediately subject to revision in case of known and demonstrable increases with regard to:
(1) Exceeding the central index based on the four-monthly health index (base 2004);
(2) decisions of the competent joint committee on pay and working conditions;
(3) in the event of a change in social security contributions, legally charged to the employer;
(4) if the company is subject to additional obligations by law, which have an impact on the costs that the company has to bear in the performance of its obligations under the agreement. In case of a flat-rate monthly price, one proportional amount more will be invoiced during a leap year for the February month. For the rest, articles 14 and 15 of these general terms and conditions remain applicable.
Art. 11.1 – Claim. The customer undertakes to accurately check the correctness of the invoices sent by the company immediately upon receipt. Disagreements regarding charges or prices charged must be communicated to the company in writing within 30 calendar days of the invoice date. The customer waives his right to bring a claim against the company in connection with an invoice if said invoice has not been disputed by the customer within the above-mentioned period.
Art. 11.2 – Payment. The invoices are payable in cash, unless otherwise agreed in writing.
Art. 11.3 – Suspension. In the absence of payment, the company can immediately after prior notification to the customer and without prejudice to the company’s claim for unpaid amounts; suspend the performance of the services provided under the agreement and / or the rental of equipment under the agreement. The aforementioned suspension does not release the customer from his obligations under the agreement.
Art. 11.4 – Interest and damage clause. After prior notice, an interest of 1% per month from the first day following the date of the invoice stated in the agreement and up to and including the date on which an invoice (or part thereof) is paid by the customer on all unpaid parts of invoices. In addition, and subject to prior notice, the unpaid invoice will be increased by a damage clause in the amount of 10% of the unpaid invoice with a minimum of EUR 100, and will bear interest in accordance with this article 11.4 in the event of failure to pay.
Art. 11.5 – Immediate cash payment. In the event of non-payment, the company may make the continued provision of the services under the agreement conditional upon immediate cash payment for the provision of services already provided or equipment rented under the agreement (invoiced or not) and future services and rental, and she can claim cash payment of all outstanding amounts. The aforementioned suspension does not release the customer from his obligations under the agreement.
Art. 11.6 – No set-off. The customer is not entitled to compare an amount that he owes to the company against any receivables or receivables he may have against the company.
Art. 12 – Without prejudice to the provisions of Article 11 above, claims in connection with the contract must be made to the company by registered letter within 30 calendar days of the day on which the customer discovered or reasonably should have discovered the event or situation giving rise to the claim. discover, are communicated. The communication must contain a full description of the claim. The customer waives all rights to compensation or indemnification against the company for claims arising after the expiry of the said period of 30 calendar days are submitted.
Art. 13 – The company can suspend the provision of the services or the rental of equipment under the agreement, if excluded by force majeure, as stated in Article 8.3. The company may extend the duration of the agreement after the disappearance of the cause of the suspension for a period equal to the duration of the said suspension. In the event of a suspension following force majeure, the company and the customer may agree that the continuation of the agreement has become impossible, in which case the agreement will be terminated and neither the company nor the customer will be entitled to any compensation or compensation. Notwithstanding the foregoing, nothing in this section shall prejudice the company’s right to collect unpaid amounts in accordance with section 11.
Art. 14.1 – Specific causes. Notwithstanding any provision to the contrary in the agreement or in these general terms and conditions, the company may at any time and with immediate effect legally terminate the agreement by giving written notice to the customer in the event of:
– a material change in the terms of the company’s insurance policy, provided that the change is the result of circumstances beyond the company’s reasonable control.
– a change in applicable rules, laws or regulations or the issuance by the relevant government of binding instructions or guidelines constituting, containing or requiring a material change in the obligations of the enterprise under the agreement; – the customer sells, moves or manipulates (adapts, expands, modifies, etc.) or uses equipment owned by the company in a manner contrary to the contract, without the foregoing company approval.
– lack of agreement regarding the changes to these general terms and conditions as provided for in article 15.1;
– reasonably reliable information that the customer is in serious financial difficulties;
– for any reason specifically stated in one of the annexes to the agreement.
Art. 14.2 – Gewone oorzaken. Elke partij kan de overeenkomst te allen tijde van rechtswege door middel van een schriftelijke kennisgeving aan de andere partijen beëindigen in geval van:
(a) verzoek om uitstel van betaling van de andere partij;
(b) verzoek om faillissement of om het even welke andere gelijkaardige vordering of indiening van een dossier met betrekking tot de andere partij;
(c) de ontbinding of vereffening van één van de partijen of de overdracht of onderbreking van alle of een essentieel deel van haar activiteiten;
(d) een contractbreuk vanwege de andere partij die niet wordt verholpen binnen 30 kalenderdagen na ontvangst van een schriftelijke herinnering;
(e) om welke bijkomende reden ook die uitdrukkelijk wordt voorzien in een van de bijlagen bij de overeenkomst. De overeenkomst neemt een einde op de dag van ontvangst door de andere partij van een schriftelijke kennisgeving van de beëindiging (of bij het verstrijken van de periode vermeld in artikel 14.2 (d), indien van toepassing. De beëindiging dekt de volledige overeenkomst. Geen enkele partij kan de overeenkomst gedeeltelijk beëindigen, ongeacht of het een gecombineerde overeenkomst of een andere overeenkomst betreft.
Art. 15.1 – General terms and conditions. The company and the customer agree and agree that these terms and conditions are subject to constant review and that changes or improvements may be required, among other things, to comply with applicable government regulations, instructions, rules, laws and regulations. on services provided under the agreement. The company and the customer will do their utmost to take appropriate measures to amend these terms and conditions and the agreement so that they comply with said government regulations, instructions, rules, laws and regulations. If the company and the customer do not reach an agreement regarding the changes to these general terms and conditions or the agreement, the company has the right to suspend or terminate the agreement in accordance with Articles 13 and 14. Without limiting the foregoing, any addition or amendment to these general terms and conditions, in whatever form, is without effect and void.
Art. 15.2 – Agreement. Any amendment to the agreement must be requested in writing. Unless expressly stated herein, changes to the agreement are subject to the prior written consent of the company and the customer. The customer understands and agrees that changes can only be made in accordance with Belgian and European legislation and regulations and the collective labor agreements at the level of the relevant sector. Amendments or changes will be incorporated or added to the agreement by means of an appendix to the agreement.
Art. 15.3 – No waiver. If the company does not invoke any right or obligation against the customer under this agreement, this will not be considered a waiver of that right or obligation. A waiver of a right or obligation may only be granted in writing in accordance with Article 15.2 above, which waiver must be signed by the parties.
Art. 16 – These general terms and conditions and the agreement are governed by and interpreted according to Belgian law. Any dispute related to the interpretation or application of these general terms and conditions or the agreement is, in the absence of an amicable settlement, subject to the exclusive jurisdiction of the courts in Brussels.
Art. 17 – If a (part of a) clause of these general terms and conditions is declared null and void, this nullity will not affect the validity of the other (parts of) clauses. Where such invalid clause (or any invalid part thereof) affects the very nature of these terms and conditions, each party will endeavor to immediately and in good faith negotiate a valid clause (or part thereof) to replace the one referred to. If such clause (or valid part of it) is not concluded within a period of thirty (30) calendar days, the company will be entitled to terminate the agreement with a written notice of thirty (30) days