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Each invoice is payable within thirty calendar days, date of invoice. Payments after this term cause annual interests on overdue payments by right and without proof of default equal to 10% as from date of invoice, with a minimum increase of 100 € as claim for damage.
At the beginning of the project, an advance invoice of 30% of the total amount is send to the client. Each order implies the principal’s acceptance of our conditions.
In case of dispute, only the justice of the peace court of the district or the courts of the county court circuit of our registered office are competent, unless the law makes it otherwise imperative. Belgium law is always applicable.
Each cancellation of an order has to be made in writing. It is only valid subject to a written acceptance by MILVUS consulting NV. In case of cancellation a fixed compensation is due of 15% of the price of the order. If the study has already started, the actually made costs will be charged.
Delivery terms are merely for information and are not binding unless explicitly agreed otherwise.
Additional travel- or insurance expenses, if any, are always for the account of the principal, unless explicitly agreed otherwise.
MILVUS consulting NV is not liable, unless in case of serious mistakes, for any material or physical damage that may arise with the principal or with a third party as a consequence of the services rendered or as a consequence of a misinterpretation of the supplied results of research or analysis. Analysis results mentioned in the report are data that were valid at the time of the measuring. These data are not necessarily subject to extrapolation to other times or circumstances.
The research results remain the principal’s intellectual property and will not be published or made known to a third party by MILVUS consulting NV without the principal’s written authorisation. MILVUS consulting NV reserves the right to mention studies in the context of giving references to potential new customers, without however publishing the content of the study. Under the terms of the privacy legislation, a customer’s name can be removed from the reference list upon his simple written request.
Rental terms & conditions
In these Rental Terms & Conditions the following definitions shall apply:
Hirer: the Contracting Party of MILVUS consulting NV in a rental agreement referred to in article 3.1.
Lessor: MILVUS consulting NV, with registered office in Belgium, Wondelgemkaai 159 9000 Gent and with company number 0466.095.985.
These general conditions apply to all current and future rental agreements, from the renting of moveable property by the Lessor of all ensuing and / or related agreements between the Lessor and the Hirer or their legal successors.
Any terms and conditions/terms of sale/rental conditions of Hirer are expressly excluded from the scope of each (rental) agreement as defined in article 3.1. between Hirer and Lessor unless they were accepted by Lessor in writing.
3 Quotes – establishing agreement
Quotations created by Lessor have a validity period of 30 days, unless otherwise noted.
Rental agreements between Lessor and Hirer are in principle established by a timely acceptance by Hirer of a quote offered by Lessor or by signing the rental agreement between Lessor and Hirer or by sending a written order confirmation by Lessor.
In the case the above mentioned formalities have not (yet) been met and, in case the renting was already implemented because Hirer has already taken the property rented in use (after delivery of the property rented by Lessor to Hirer), will be assumed that, if there is no rebuttal, a rental agreement is present between Hirer and Lessor in which case these terms and conditions will be applicable as well.
In case of transfer of a quotation by Lessor to Hirer, Lessor has, in case of timely acceptance of this offer by Hirer, the right to recant this quotation within the three days after acceptance by Hirer in which case no rental agreement is reached.
Prices in the quotations are exclusive of VAT, unless otherwise specified.
The renting will begin at the time of the reception of the property rented by Hirer, unless otherwise specified.
In case no duration between the parties was agreed, the rent is indefinite and may be terminated by each party provided a notice period of three calendar days.
4 Rental rates and terms
Lessor's rental rates are exclusive of VAT, other taxes and charges, as well as excluding insurance.
The day of commissioning the property rented and the day of returning the property rented to Lessor apply both as full rental day.
Hirer shall return the rented product (on the end of the rental period) on time and in the same condition as he has received them, to Lessor. If Hirer fails to return the property rented, is Hirer held responsible to reimburse the additional rental days to Lessor and is Hirer also liable for any other costs incurred in.
An prolongation of the rental period is only possible with express consent of Lessor. Automatic or tacit prolongation of the rental period is impossible.
5 Control of the property rented
Before the receipt of the property rented by Hirer, Hirer should check the rented product on site for visible defects/damage. Subject to evidence by writing by Hirer, the reception of the property rented by Hirer shall be construed as confirmation of the fact that he has received the property rented in good condition and with no visible defects/damage.
If Hirer should get knowledge from any latent defect after receiving the property rented, he will inform Lessor immediately.
6 Risk of the property rented
Until the property rented is at the disposal of Hirer, the risk of loss or destruction rests on Lessor. From the time of posting and until the date of return of the rented product rests the risk for damage, theft, loss or destruction of the property rented on Hirer and this regardless of whether or not in case of force majeure.
In case of any claim of a third party against Lessor following an act/omission by Hirer concerning the property Hirer rented, Hirer will indemnify Lessor for all amounts Lessor would be held to pay to this third party.
7 Damage to the property rented
If any damage occurs to the rented product or if there is any loss/destruction of the property rented, Hirer shall inform Lessor immediately.
Any necessary repairs of the rented product during the duration of the rental period can only happen provided the permission of Lessor and should be done by a person or company appointed by Lessor on the expense of Hirer. Repair of any damage to the property rented by Hirer is not allowed.
Lessor can, in case of any damage/defect in the property rented and at the request of Hirer exchange the property rented but this is not mandatory. Exchange of the rented product does not mean that Hirer is not liable for any damage of the rented product.
Hirer indemnifies Lessor for all damages to or destruction of the rented product occurred during the period from the posting of the rented product until the date of returning the rented product except when this damage (s) or destruction was due to a hidden defect that was already present at the time of the reception of the property rented by Hirer. The burden of proof of this hidden defect rests on Hirer.
8 Use and maintenance
Hirer commits to use the rented product with due care and return it in the same condition in which he received the rented product.
Hirer is obliged to maintain the property rented.
9 Payment - challenge
In case of late payment by Hirer he will automatically and without obligation be required to pay a default interest rate of 8.5% per year starting from the invoice date, as well as to pay a flat-rate compensation of 10% of the amount due.
Except in the case of permission of Lessor, Hirer has no right to compensate any claim in respect of Lessor.
Lessor's invoices must be challenged by Hirer within 8 days after reception of the invoice under penalty of acceptance of these invoices.
Lessor is not liable for direct or indirect damage that Hirer suffers on whatever account and that is in any way related to the rental agreement with Lessor, unless there is intent, fraud or gross negligence on behalf of Lessor.
Lessor is not liable for late posting of the property rented to Hirer, except in cases of intent, fraud or gross negligence on the part of Lessor.
If Lessor, despite the articles 10.1 and 10.2 yet could be held liable for any damages suffered by Hirer, Lessor's liability will in any case be limited to the amount that Hirer has complied with/or owes (amount Excl. VAT) under the rental agreement to Lessor.
Any claims of Hirer to Lessor concerning the rental agreement expire after a period of one year start from the relevant invoice date by Lessor to Hirer.
If Hirer does not, not properly or not submitted in due time to any obligations, which results for her from the rental agreement and Hirer also is in default after proper written notice of default for which Hirer has been granted a reasonable time to meet the obligations, all obligations are immediately due and payable and is Lessor entitled to his choice, without any obligation to compensate him and without prejudice to the other rights, to terminate the rental agreement, in whole or partial, in which the property rented should be returned immediately by Hirer to Lessor or Hirer provides a prepayment and/or assurance for further rent (without prejudice to the right of Lessor to a full compensation of the damage as a result of any breach by Hirer) or to postpone further implementation of all current contracts between Hirer and Lessor until full payment has been made.
The rental agreement between Lessor and Hirer will be automatically dissolved in the event of the bankruptcy of Hirer or Hirer was admitted to the procedure in the case of judicial reorganisation or in liquidation.
Both in case of dissolution as in that of suspension, Lessor has the right to demand immediate payment for the already executed part of the agreement with Hirer, as well as for the part of the agreement that would still need to be carried out if the agreement had not been dissolved or suspended and the costs incurred in connection with any damage suffered , interest and a reasonable share of the loss of profit, after deduction of the already paid installments.
12 Force majeure
Lessor shall never be liable if any failure is due to force majeure.
If the proper fulfilment by Lessor is impossible, due to one or more conditions, which are not at the expensive of Lessor, in whole or in part, either temporarily or permanently, Lessor has the right to suspend obligations resulting from the agreement, or (if the period, during which the obligations by the contractor are not possible due to force majeure, lasts longer than two months) to terminate the contract in whole or in part without Lessor obliged to any compensation. Cases not at the expense of Lessor shall include: restrictive government regulations, strike, illness, import, export and/or transit ban, transport problems, failure to comply with obligations by suppliers, disturbances in production, natural disasters, riots and war and/or threat of war.
If Lessor has partially fulfilled his obligations at the time of the commencement of force, or is only able to partially meet his obligations, Lessor shall be entitled to invoice separately the executable part or the part that has already been carried out and is Hirer obliged to pay this invoice.
13. Transfer of rent - sublet
Hirer is not entitled to transfer this rental agreement in total/part to third parties. Nor is Hirer entitled to sublet the property rented by him.
The rental agreement with Hirer is closed taking into account the capacity/identity of Hirer (intuïtu personae).
14 Disputes and applicable law
In case of disputes, only the District Court of the canton or the courts of the District of the place of business of Lessor are empowered, unless otherwise required by law. The Belgian law is always applicable.
The Dutch version of these rental terms & condtions prevail any translation.
If any clause of these terms and conditions and/or of the agreement would be void or destroyed, this will not affect the other provisions of the rental agreement and the void clause will automatically be replaced by a term that is as close as possible to the spirit of the original clause and that is permitted to the fullest under the applicable law.