1. Intevent’s contact details

Telephone number: +32 (0)3 877 95 32
Email: [email protected]
Address: Te Nijverdoncklaan 31, 2650 Edegem, Belgium

2. Definitions
   • Services: all services provided by Intevent within the framework of an Agreement.
   • Intevent: the besloten vennootschap (private limited liability company under Belgian law) Intevent, having its registered office at Nijverdoncklaan 31, 2650 Edegem, and registered in the Belgian Crossroads Bank for Enterprises under number 0788.515.671.
   • Customer: the party to whom Intevent BV has sent an offer or quotation for the conclusion of an Agreement, or with whom Intevent BV has concluded an Agreement.
   • Agreement: the agreement concluded by Intevent and the Customer pursuant to which Intevent is obliged to provide Services to the Customer.
   • Party: either the Customer or Intevent.
   • Parties: both the Customer and Intevent.

2. General
   • These General Terms and Conditions apply to all quotations drafted by Intevent, as well as all orders and Agreements concluded by Intevent with its Customers unless and to the extent that they are explicitly derogated from in writing. These General Terms and Conditions always prevail over the general terms and conditions of the Customer and/or any other third party, even if Intevent has not explicitly disputed these. By placing an order and entering into an Agreement, the Customer accepts these General Terms and Conditions.
   • All conditions other than these General Terms and Conditions, as well as any derogation from these General Terms and Conditions, even if they originate from appointees of Intevent, must be explicitly confirmed in writing by Intevent before they can apply.
   • Intevent reserves the right to amend these General Terms and Conditions. Amendments to the General Terms and Conditions shall be notified to the Customer by Intevent by email at least one month before they take effect. If the Customer has notified Intevent in writing within 14 days of the announcement of the amendment that they cannot accept the amendment, the old terms and conditions shall continue to apply. If the Customer does not respond (in time), they shall be deemed to have accepted the new terms and conditions and these shall apply as of the indicated date of entry into force.
   • Price lists and other advertising or promotional documents are for information purposes only, and do not constitute an offer for an Agreement.
   • The possible nullity of any provision of these General Terms and Conditions can in no way void the other provisions. In case of nullity of any provisions, the parties shall endeavour to replace any invalid provision with an equivalent valid provision.
     
     
3. Quotations and orders
   • Unless otherwise stated on the quotation, its period of validity shall be 15 calendar days.
   • Any order that has not been the subject of a written quotation is only binding if it has been accepted by Intevent in writing. The Agreement concluded with the Customer replaces all previously concluded and/or oral agreements relating to the same Services.
   • No change or cancellation of an order by the Customer shall be possible after confirmation of the order by Intevent, unless mutually agreed in writing between the Parties.
     
     
4. Performance of Services and Agreement
   • Intevent shall perform the Services in accordance with best practices. In this respect, Intevent only undertakes a best-efforts obligation.
   • The delivery and/or execution periods mentioned in the quotation or Agreement are purely indicative, and do not bind Intevent. Delays in delivery shall never entitle the customer to compensation or a price reduction, nor to dissolution of the Agreement.
   • If the Parties have explicitly agreed on a binding delivery term, this term shall be extended if the Customer fails to submit information, documents, originals, images (in due time) and to accept the corrected proofs (in due time), or if the Customer places additional orders.
   • In the event of delays or shortcomings in the delivery of the Services (or any goods), the Customer cannot obtain supplies elsewhere at Intevent’s expense.
     
     
5. Transfer – subcontracting
   • The Customer is not entitled to transfer its rights and obligations under the Agreement, either in whole or in part, to third parties except with the prior and express written consent of Intevent.
   • Intevent reserves the right to engage third parties for the full or partial performance of the Agreement.
     
     
6. Relationship between the Parties
   • Intevent shall carry out the Agreement in complete freedom and independence. There is no hierarchical relationship between the Customer and Intevent (or any of the staff, employees, subcontractors or suppliers that Intevent calls upon to execute the Agreement).
   • The Customer declares not to exercise any authority over the staff, employees, subcontractors or suppliers that Intevent calls upon to execute the Agreement. In the event that Intevent acts as a subcontractor for the Customer, the Customer shall ensure that the end customer shall not do so either. In the event that the Customer or end customer gives instructions to the staff, employees, subcontractors or suppliers of Intevent, these shall be strictly limited to instructions relating to welfare and safety at work and instructions in the context of the performance of the Agreement such as instructions relating to the contractually agreed Services, in particular: instructions relating to the proper performance of the Services concerning, among other things, the purpose, priority, timing, delivery, quality, reporting on progress and the methodology and work processes used in providing the Services.
     
     
7. Intellectual property rights
   • All systems, programs, software (both object codes and source codes), documentation, drawings, texts, manuals, reports, diagrams, algorithms, analyses, technologies, trade secrets, topographies, tools, practices, methods, inventions, discoveries, know-how, improvements and any other work that in any way relates to (or is generated during the performance of) the Agreement or the order shall always remain the property of Intevent. Unless otherwise agreed in writing, Intevent shall never transfer intellectual rights to the Customer in any way within the framework of the order or the Agreement. Intevent shall also remain the owner of all intellectual and other property rights to all pre-existing materials at all times and shall never be restricted in its right to further use the know-how and knowledge gained.
     
     
8. Price
   • All of Intevent’s prices as mentioned and cited in its quotations or offers are expressed in Euros and are exclusive of VAT and/or any other taxes. Any expenses related to travel, such as hotel costs, transport costs, catering costs and any other expenses incurred by Intevent in providing the Services on site, are not included in the quoted prices and shall be charged separately to the Customer. Security, insurance, installation, energy, communication and cleaning costs are also not included, unless stated otherwise.
   • If Intevent and the Customer have agreed on prices in a currency other than the Euro, any exchange rates stated are indicative and exchange rate changes and risk are born by the Customer.
   • If a full-day rate is applied, the scheduled number of working hours per day shall be mentioned in advance. Any extra hours shall be charged at 150% of the hourly rate according to the formula: full-day rate/number of hours scheduled = hourly rate. The number of hours worked is calculated starting from departure of the registered office of Intevent until arrival at the Customer’s premises or at another location where the Customer wishes the Services to be provided. If hotel accommodation is provided for the performance of the Services, the number of hours worked shall start from departure to arrival at the hotel.

• Intevent is entitled to charge the Customer for all reasonable additional work based on Intevent’s usual rates. Additional work is defined as: all services provided by Intevent at the request of the Customer in addition to the work defined in the Agreement. Intevent is in no case obliged to comply with such a request and may require that a separate written agreement be concluded to cover the additional work requested.

• Prices are subject to change without notice (this does not apply to ongoing Agreements or existing orders confirmed by Intevent). Any introduction of or change to one or more taxes or levies of any kind shall be at the expense of the Customer, even if they apply to ongoing orders or Agreements.

• The prices of an ongoing Agreement or order can be reviewed once a year, on the anniversary of the Agreement or order, according to the following formula: P1 = P x {a + b (I/i)} (P1 = new price / P = old price / a = percentage of price that cannot be reviewed: 0.3 / b = percentage of labour cost in total cost of services, subject to review: 0.7 / I = new index / i = base index, i.e. the index of the month before the Agreement or order was signed). The index used is Agoria’s reference index (reference wage cost Digital).
  
  

10. Payment
    • Each invoice must be paid on the applicable payment date by bank transfer to the bank account mentioned on the invoice. The payment period shall not exceed 30 calendar days.
    • In the event of non-payment on the due date, late-payment interest shall automatically be charged on the invoice amount, starting from the due date, at the statutory rate, as provided for in the Law of 2 August 2002 on combating late payment in commercial transactions. This default interest shall be due without prior notice of default being required. Customers paying late shall also owe a fixed fee for administrative and recovery costs, which is established at 10% of the invoice amount, with a minimum of EUR 150.00 (payable by operation of law, without prior notice of default), without prejudice to Intevent’s right to claim a higher amount when it has to incur higher costs in order to obtain payment of the amounts due. In the event of non-payment or late payment, Intevent reserves the right to stop providing its Services, without being liable for any damage resulting from this.
    • Any non-payment of an invoice on its due date renders any invoices still outstanding at that time at the expense of the same Customer payable.
    • If invoices are disputed, this must be motivated and notified to Intevent within seven working days after receipt of the invoice. The Customer’s payment obligation shall not be suspended by such a dispute.
    • For every Agreement under which not only Services but also goods or facilities are purchased, the Customer must pay an advance of 40% of the value of the goods or facilities, with a minimum of € 1,000. The remaining 60% of the value is due upon completion of the order.
      
      
11. Liability

• Intevent undertakes to perform all Services to be provided with care. Intevent shall never be liable for errors in execution which are due to insufficient or incorrect input by the Customer. Intevent shall always opt for high-quality technical equipment and shall have third-party suppliers of such equipment make sufficient replacement equipment available. Intevent cannot be held responsible for the failure of technical equipment, even if this directly or indirectly affects the production, as this is a force majeure situation for Intevent. With regard to services or products originating from third-party suppliers, Intevent therefore does not accept any liability above and beyond the liability that the third-party suppliers are prepared to accept for their products or services.

• Intevent shall not be liable for any indirect damage, consequential damage, intangible damage or trading loss (including but not limited to loss of expected profit, decrease in turnover, increased operational costs, loss of customers or reputational harm which the Customer or third parties may suffer). Neither can Intevent under any circumstances be held liable for loss or damage of sound and/or video and/or information carriers and the sound and/or video material recorded on them. Any loss or delay in the transmission of sound and/or visual material via a non-physical carrier is also not covered by Intevent’s liability, including satellite, network and internet connections.

• In the event of liability for direct damage, any possible compensation shall never exceed the amount paid out by Intevent’s liability insurer or the amount of EUR 10,000.00 (whichever is lower).
• However, any limitation of liability, as provided for in Articles 11.1 and 11.2, shall not apply if the damage concerns physical injury or death.

• The Customer shall release Intevent (and, if applicable, its employees and appointees) from and compensate it for costs, including legal fees, damages, claims, expenses and proceedings resulting from claims by third parties in connection with actions of the Customer or third parties engaged by the Customer.
  
  

12. Termination
    • Parties shall be entitled to terminate the Agreement by simple registered letter without any further notice of default and without prejudice to the Customer’s obligation to pay any amounts still due and without prejudice to the right to compensation if one of the following circumstances occurs: (a) if a Party, after having been warned in writing to comply with its contractual obligations (such as paying invoices), fails to comply with these obligations within 14 calendar days; (b) if a Party is in a state of bankruptcy, insolvency or cessation of payment, if its credit status has deteriorated or in the event of the liquidation or dissolution of this Party.
    • In the event of (premature) dissolution or termination by the Customer or by Intevent of an Agreement or order commenced due to a shortcoming of the Customer, the Customer shall legally owe Intevent a fixed compensation of 20% of the value of the Agreement or order, subject to the right to claim higher damages if Intevent proves that the actual damage incurred exceeds this amount.
    • In the event of cancellation by the Customer of an Agreement or order that has not yet commenced, compensation of 50% of the value of the Agreement or order shall be due if the cancellation is made within 14 calendar days before commencement and compensation of 100% of the value of the Agreement or order shall be due if the cancellation is made within 48 hours prior to commencement.
      
      
13. Confidentiality
    • The Parties undertake to keep confidential any commercial and technical information and trade secrets they learn from the other Party, even after the termination of the Agreement, and to use them only for the performance of the Agreement.
      
      
14. References and mentions
    • The Customer agrees that the production developed or Services provided by Intevent for the Customer shall be included in its reference portfolio.
    • The Customer also agrees that the visual/audio-visual works developed by Intevent may include a mention of the company name of Intevent and/or its contractors. This refers to the credits, voice-over, or any other statement. Intevent is also entitled to have its suppliers mentioned.
      
      

15. Processing of personal data

Intevent gathers the following personal data from the Customer in order to be able to execute the Agreement with the Customer: name, email address, telephone numbers, company details. Such personal data can be shared with suppliers of various tools (CRM, sales, invoicing, accounting, general processing of documents) as well as with the accountancy firm working for Intevent and this, if necessary, also outside the European Economic Area, whereby the necessary measures and guarantees are taken by Intevent to guarantee appropriate protection of the personal data. Personal data shall in no instance be sold or passed on to third parties for commercial purposes. The personal data shall be stored as long as this is necessary for the performance of the Agreement with the Customer and up to seven years after termination of the Agreement. The Customer has the right to ask Intevent for access to and rectification or erasure of the personal data or, in certain cases, the restriction of the processing relating to them, as well as the right to object to the processing and the right to data portability (the latter only for data provided by the Customer). In addition, the Customer may lodge a complaint with the Data Protection Authority (Drukpersstraat 35, 1000 Brussels, +32 2 274 48 00, [email protected]), although Intevent always requests that it be contacted first if, in the opinion of the Customer, a problem has arisen.

16. Force majeure
    • In the event of force majeure, such as, but not limited to, natural disasters, fire, mobilisation, embargo, prohibition on the transfer of foreign currency, lack of means of transport, general supply problems, war, pandemics, epidemics, illness or strike of Intevent personnel, telecommunication problems, operational malfunction and any other event beyond Intevent’s control, Intevent shall at all times be entitled to either suspend its obligations for as long as the force majeure situation persists, or, if the force majeure situation lasts longer than 6 months, to legally dissolve the Agreement, without Intevent being required to pay compensation in either case.
      
      
17. Notifications
    • All notifications between the Customer and Intevent shall, unless otherwise stated, take place by email via the email address indicated above (whereby Intevent may, at its discretion, also communicate with another address linked to the @intevent.be domain) as well as the email address provided by the Customer.
      
      
18. Waiver
    • Except where expressly provided in the Agreement, the failure of either Party to exercise a right in a given situation shall not constitute a waiver of said right or in any way affect the legal force of that provision in a subsequent equal/similar situation.
      
      
19. Applicable law and competent court
    • These General Terms and Conditions and all Agreements between Intevent and the Customer are exclusively governed by Belgian law.
    • All disputes between the Customer and Intevent shall be submitted exclusively to the Commercial Court of Antwerp, section Antwerp (Belgium).