General terms and conditions

GENERAL TERMS AND CONDITIONS INSTANTBOX

Reference is made to the company InstantBox, bearing company number BE0685.853.841.

1. COMMON GENERAL TERMS AND CONDITIONS

1.1. ENFORCEABILITY

1.1.1 Our General Terms and Conditions govern and form an integral part of all our contractual relationships. The contracting party expressly acknowledges having read and accepted them.

1.1.2 The contracting party expressly acknowledges the precedence of our general terms and conditions over any other general terms and conditions, including, where applicable, its own.

1.1.3 Any deviation from our general terms and conditions may only take place with our prior written agreement by means of special conditions.

1.1.4 The fact that InstantBox does not enforce one or more clauses of these general terms and conditions may not be interpreted as a waiver of its right to rely on them.

1.1.5 The nullity, deviation or unenforceability of one or more clauses of our general terms and conditions, in particular as a result of mandatory legal provisions or pursuant to article 1.1.3., shall not affect the application of the other clauses of these contractual general terms and conditions. The parties undertake to replace the disputed clause or clauses with one or more other clauses fulfilling the same function or functions.

1.2. OFFER AND ACCEPTANCE

1.2.1 Our offers are binding only for the duration stated in the offer and, failing such mention, for a period of 15 days from their issue date. In the event of an increase in one or more factors making up the cost price during the offer or contract period, this increase will be passed on to the final invoice in compliance with the applicable legal provisions.

1.2.2 All contracts and agreements entered into by InstantBox are deemed to have been concluded at the registered office of InstantBox.

1.2.3 The communication of the offer countersigned by the client constitutes acceptance thereof. Furthermore, any expression of acceptance by the contracting party, even on the basis of circumstantial silence or appearances, may bind said contracting party. We nevertheless reserve the right to refuse any form of acceptance other than receipt at our address of the offer dated and signed for approval by a duly authorised person.

1.2.4 Acceptance of the offer binds both the company or association represented and the signatory personally, both being contracting parties who are jointly, severally and indivisibly liable for all contractual obligations towards InstantBox.

1.2.5 All our catalogues, brochures, price lists and various information provided to the client do not constitute offers and are communicated without any commitment on our part.

1.3. DELIVERY

1.3.1 Unless otherwise provided by special agreement, delivery and receipt are deemed to take place at the registered office of InstantBox.

1.3.2 Our delivery times are provided for information purposes only. A delay in delivery may under no circumstances give rise to the allocation of any damages or compensation, nor constitute a reason for the client to refuse the goods.

1.3.3 In the event of an abnormal delay attributable to us, the contracting party waives all rights other than the right to cancel the order one month after formal notice sent by registered letter with acknowledgement of receipt has remained unanswered by us, without any damages whatsoever.

1.3.4 Spare parts are always delivered carriage unpaid and cash on delivery.

1.4. MAINTENANCE

1.4.1 Maintenance performed by InstantBox does not include the repair of any damage caused by inappropriate use of the equipment. This type of repair will be invoiced by InstantBox at a rate of EUR 50 excluding VAT per hour, excluding travel expenses and the supplier purchase price of the parts.

1.5. PAYMENT

1.5.1 All prices indicated in our offers are prices excluding VAT. They do not include any taxes or costs of any kind, including import duties, packaging costs, loading and unloading costs, transport costs or insurance costs, unless expressly stated in writing.

1.5.2 Prices are stated and payable in euros, with any exchange rate change being passed on to the client.

1.5.3 A deposit of 50% is payable within ten days of acceptance of the offer. We reserve the right to cancel any contract automatically and without formal notice in the event of non payment of the deposit, without prejudice to any damages suffered by InstantBox. In the event of cancellation by the client, InstantBox will not refund the deposit received.

1.5.4 All payments are due and payable by bank transfer within 10 days of the invoice issue date.

1.5.5 The provision of services, collection or delivery of equipment without payment does not constitute tacit acceptance of a waiver of payment.

1.5.6 In the event of late payment, late payment interest at the contractual rate of 12% shall apply automatically and without prior formal notice from the due date. In addition, the invoice amount shall be increased by 20%, with a minimum of 150 euros, as a penalty clause. This is without prejudice to any legal costs incurred and procedural indemnity.

1.5.7 Non payment of one of the invoices by its due date shall automatically render all claims immediately payable, including those not yet due.

1.5.8 In the event of late payment, InstantBox reserves the right to suspend all its obligations without warning and without the contracting party being entitled to claim any compensation.

1.5.9 Additional orders placed by the contracting party shall be invoiced in accordance with InstantBox’s general rates in force on that date or at the price expressly agreed between the parties.

1.5.10 Our agents, representatives or employees are not authorised to collect amounts for the purpose of settling invoices. We only recognise the validity of a payment if a receipt has been issued by our duly authorised agents for this purpose.

1.6. CANCELLATION

1.6.1 In the event of cancellation by the contracting party, for any reason whatsoever, the latter shall remain liable for compensation of 50, 66 or 100% of the invoicing depending on whether the cancellation occurs respectively between 15 and 8 days, between 8 and 3 days or less than 3 days before the date of the service, delivery or provision of the rented booth, without this compensation being less than the reimbursement of all expenses incurred by InstantBox, such as interpreters, subcontractors, etc.

1.7. TERMINATION OF THE CONTRACT

1.7.1 The contract may be dissolved or terminated, where applicable at the fault of the contracting party, automatically, without formal notice and without prejudice to any damages, if the contracting party ceases all or part of its activity, in particular due to bankruptcy, judicial reorganisation, liquidation, transfer or death ; if its legal personality is modified, in particular through merger or demerger ; if the performance of its obligations by the contracting party is compromised, in particular in the event of seizure or placement under guardianship of the contracting party.

1.7.2 Dissolution or termination shall also take place automatically at the fault of the contracting party if it continues to fail to perform its obligations after a period of 8 days following formal notice.

1.7.3 In the event of termination of the contract, InstantBox shall immediately and automatically retake possession of the equipment of which it is the owner. The contracting party expressly undertakes to allow the staff responsible for collecting the equipment to enter its premises.

1.8. LIABILITY

1.8.1 InstantBox is released from any liability in the event of an obligation not being performed, partially performed or delayed as a result of force majeure, fortuitous event or any other event beyond its control, caused by the buyer or by third parties. The following are considered, among others, as cases of force majeure : labour disputes, supplier delivery delays, shortages of equipment or means of transport, wars, riots, fires, natural disasters, adverse weather conditions, serious road accidents during transport or travel to the place of performance of the contract, serious illness or unexpected death of InstantBox staff or a member of staff, where these have the effect of delaying or making performance of the contract impossible. InstantBox shall be presumed to be in one of these cases of exemption ; it shall not be required to establish the unforeseeability or irresistibility of the event, nor the impossibility of performing the contract. We reserve the right to extend the performance period of the contract by a period equal to that during which the force majeure or act of public authority lasted. Likewise, if these events may compromise the performance of the order according to the agreed terms, we reserve the right to terminate the contract without any commitment or liability on our part. InstantBox shall inform the contracting party within a short period of the occurrence of the force majeure event. Subject to mandatory legal provisions, InstantBox shall not be liable for any compensation or damage arising from a force majeure event, regardless of the nature of the damage, direct or indirect, foreseeable or unforeseeable, including operating loss and personal injury, both towards the contracting party and towards third parties.

1.8.2 Except in cases of wilful misconduct or gross negligence, any liability whatsoever is contractually limited to the amount invoiced to the client, with an absolute maximum of 2,000 euros, fixed and not subject to revision over time.

1.9. ASSIGNMENT AND SUBSTITUTION

1.9.1 InstantBox may substitute any other legal entity it deems capable of performing the contract in the execution of its obligations. InstantBox is hereby authorised to assign the claims arising from this contract to a third party.

1.10. COMPLAINTS, APPLICABLE LAW AND JURISDICTION

1.10.1 Any complaint whatsoever, including any complaint relating to non conformity or hidden defects, must reach us by registered letter with acknowledgement of receipt within 15 calendar days of the discovery of the event giving rise to it, specifying the nature and reasons for the complaints, all under penalty of forfeiture. Complaints or disputes concerning the invoice amount shall be subject to the same regime. Failing this, said invoice shall be considered as irrevocably accepted by its recipient. For any credit note to be granted to the client, the following cumulative conditions must be met : (I) return of the defective parts, (II) mention of the number and date of the relevant invoice and (III) written agreement of InstantBox after examination.

1.10.2 All our contracts are governed by Belgian law.

2. GENERAL RENTAL TERMS AND CONDITIONS

2.1. DELIVERY / RETURN

2.1.1 Collection and return of the equipment shall take place at the registered office of InstantBox during its opening hours, from Monday to Friday from 9:00 a.m. to 12:00 p.m. and from 2:00 p.m. to 6:00 p.m. In the event of late return of the rented equipment, a daily late return fee shall be invoiced to the client, with any started day being considered as a full day. This fee shall correspond to the daily rental rate for the equipment returned late.

2.2. SECURITY DEPOSIT

2.2.1 The payment of a security deposit is mandatory and its amount shall be determined according to the value and importance of the rented equipment, without this amount being less than 500€.

2.2.2 InstantBox has a period of 7 days to test the equipment after receipt. The issuing of a return slip may under no circumstances constitute acceptance of the returned goods, except in terms of quantities.

2.2.3 Any amount owed by the renter to InstantBox may be deducted directly from the amount of the security deposit.

2.3. LIABILITY OF THE RENTER

2.3.1 During the period of provision, which runs from the moment the equipment leaves InstantBox’s warehouse until the moment it is returned there, the equipment is placed under the full responsibility of the renter, who assumes all risks, including theft, damage, etc., even when caused by third parties, and shall look after it with due care. Independent contractors or third party companies contacted by InstantBox on behalf of the client are also considered third parties. The renter is required to immediately reimburse, at the current purchase price, any equipment that is damaged or missing at the end of the period of provision. The renter shall allow access to the event premises to InstantBox’s representatives in order to ensure the proper use of the equipment.

2.3.2 The client undertakes to immediately notify InstantBox by telephone and registered letter if all or part of the rented equipment (i) is seized by a third party. The client also undertakes to immediately notify the seizing party that the equipment affected by the seizure is the property of InstantBox, while sending a copy of its letter to InstantBox, (ii) is involved in an accident causing bodily injury or material damage or in civil and/or criminal proceedings ; (iii) is requisitioned, borrowed, stolen or suffers damage for any reason whatsoever.

2.3.3 The renter is required to take out insurance covering its rental liability in the event of loss or theft, damage to the installation, as well as any damage that the equipment or InstantBox employees may cause at the event premises. This policy shall cover the equipment, at its new replacement value, against the risks of theft, vandalism, adverse weather conditions, riots, destruction for any reason whatsoever, including force majeure.

2.3.4 InstantBox may request a copy of the insurance policy at any time.

2.3.5 The renter guarantees that the event is legal and that it has all necessary authorisations, whether contractual, administrative or legal, for its organisation. In the event of partial or total non performance of the event on this ground, the contracting party shall inform the public at its own expense that it is solely responsible, and the compensation due to InstantBox shall be set at twice the total invoiced amount of the event.

2.4. LIABILITY OF THE LESSOR

2.4.1 Without prejudice to the grounds for exemption and limitation set out in article 1.8, InstantBox declines any liability arising from hidden defects that may affect the rented equipment.

3. GENERAL TERMS AND CONDITIONS OF SALE

3.1. DELIVERY

3.1.1 Risks are transferred as soon as the sale is perfected, namely as soon as there is agreement on the item and the price, or as soon as the item is specified, irrespective of any consideration relating to delivery or receipt. Whatever their terms, storage and any transport shall only take place at the request, under the responsibility and at the risk of the buyer, unless the buyer expressly specifies that the order is indivisible. This specification must be made no later than before the first shipment.

3.2. RETENTION OF TITLE

3.2.1 The seller reserves ownership of the rented/supplied equipment until the buyer has fully fulfilled all its obligations towards the seller, namely until full payment of any debt owed by the buyer in question, on any grounds whatsoever, including prior or subsequent claims, interest and costs. Any payment period granted to the client shall not constitute a waiver of this clause. Where successive deliveries take place on a current account basis, the retention of title remains valid until the closing of the buyer’s account balance.

3.2.2 The above provisions do not prevent the transfer to the buyer of the risks relating to the equipment, as well as the transfer of liability for any damage that may be caused by the equipment.

3.2.3 The client is prohibited from selling or transforming the rented equipment.

3.2.4 Goods and merchandise may not be pledged or used as security for a third party’s claim.

3.3. CONFORMITY

3.3.1 The delivered equipment is deemed to conform to the needs and use intended by the client, unless the client proves that it does not correspond to the written description of the needs and use that the client established before the rental. In the absence of a written description, the equipment recommended by InstantBox is presumed suitable to meet the client’s requirements.

3.3.2 If the goods are transported by a third party, the latter is deemed to be authorised to record any apparent defects in the rented equipment at the time it is handed over by the client. Any reservations shall be mentioned by the carrier or the client’s representative on the delivery note, invoice or transport documents. In the absence of such reservations, the defects shall be presumed to have been caused by the client.

3.4. WARRANTY AGAINST HIDDEN DEFECTS

3.4.1 Without prejudice to the grounds for exemption and limitation set out in article 1.8, the purchaser benefits from a commercial warranty on the rented equipment under the same conditions as the warranty granted to the seller by its own supplier ; however, the duration of the warranty shall not exceed the rental period.

3.4.2 As with apparent defects, all defects or faults that are not inherent to the equipment itself and their consequences are excluded from the warranty. The following are notably excluded : breakdowns or damage resulting directly or indirectly from any transport of the equipment from the transfer of risks ; any negligence, connection or handling error, use not compliant with the technical specifications, defective or clumsy use ; any repair, maintenance operation or equivalent operation carried out by a person not approved by InstantBox ; any addition, use of supplements or accessories not compliant with the technical specifications or, even if compliant, not having received the prior written agreement of the supplier or InstantBox ; any fire, water damage, accident or lack of air conditioning, storm, consequences of storms or weather related accidents ; any harmful act or fault committed by any person whatsoever, including the client or its agents, and any even temporary defect in the physical environment.

3.4.3 This warranty is limited to the free replacement or free repair, at our discretion, of the equipment recognised as defective.

3.4.4 Shipping costs remain payable by the client, even when the defect is covered by the warranty.

3.4.5 The warranty is personal to the client. Consequently, any person to whom the client transfers ownership or possession of the rented equipment may not rely on the warranty granted by InstantBox.

4. GENERAL TERMS AND CONDITIONS FOR SERVICES

4.1.1 The client shall always be responsible for safety on site and shall inform InstantBox staff in advance of the safety instructions. InstantBox’s services shall be performed in accordance with the client’s instructions and under the client’s supervision, so that, except in the event of fault by InstantBox or its agents, the client shall be solely liable for any bodily injury or material damage of any kind occurring during the performance of the contract.

4.1.2 If, for reasons not attributable to InstantBox, the service provision exceeds the time stated in the order form or offer, the invoiced amount shall be increased in accordance with the hourly rate stipulated in the offer.

5. INSURANCE

5.1 OPTIONAL INSURANCE

InstantBox offers optional insurance to cover material damage caused to the equipment and its accessories. This insurance may be taken out at a cost of 45 euros per device, under the following conditions :

A deductible of 500 euros shall apply for any material damage whose value exceeds 1000 euros.

This cover applies only in cases where the person responsible for the damage does not have Civil Liability insurance, family or other, or if such insurance refuses to cover the damage.

5.2 NON MANDATORY NATURE

Taking out this insurance is optional. If the user chooses not to take it out, the user remains responsible for any damage caused to the equipment during the rental period.

5.3 EXCLUSION OF COVER

The optional insurance does not cover :

Damage intentionally caused by the user or by a third party.

Loss, theft.

Damage resulting from use not compliant with the instructions provided.

Claims arising from gross negligence by the user, for example : exposure to unsuitable weather conditions, unsecured location, etc.

5.4 PROCEDURE IN THE EVENT OF A CLAIM

In the event of damage or a claim :

The user must inform InstantBox in writing within 24 hours and provide a report detailing the circumstances of the incident.

An expert assessment may be carried out to evaluate the extent of the damage and determine liability.

5.5 USER LIABILITY

If the insurance has not been taken out :

The user is required to call upon their Civil Liability insurance, family or other, to cover the damage caused.

If the latter does not cover the damage, the user shall bear the costs related to the repair or replacement of the equipment, according to the estimates drawn up by InstantBox.

5.6 PROVISION OF INFORMATION

The user undertakes to provide, upon possible request, a copy of their Civil Liability insurance contract, family or other, or to indicate their choice to take out the optional insurance.

6. STRICTLY PROHIBITED USE CLAUSE

The InstantBox equipment, Photobooth, printers, cameras, cables, lighting, stand, and all associated accessories, is designed to be used under normal, reasonable conditions and with respect for the equipment. As such, it is strictly prohibited, without this list being exhaustive, to use the equipment under the following conditions :

6.1 EXPOSURE TO BAD WEATHER AND LIQUIDS

It is strictly prohibited to install and use the photobooth in rain, snow, hail, dew or any form of active humidity ; to install it outdoors without a perfectly waterproof and enclosed shelter in the event of bad weather ; to expose it to splashes of liquids, water, champagne, mojito, cocktail, grenadine, beer, olive oil, milk, solvent, perfume, shampoo, holy water, etc., even accidentally ; to clean the equipment with a wet cloth, sprayer, water jet, garden hose, pressure washer or any wet cleaning system.

It is also prohibited to partially or fully immerse the photobooth in a bath, swimming pool, jacuzzi, foot bath, fountain, pond, the sea or any body of water ; to use the photobooth at foam parties, snow cannon parties, water fights or any event where water is present, whether controlled or uncontrolled.

6.2 EXPOSURE TO HEAT AND SOURCES OF FIRE

It is strictly prohibited to place the equipment near or in contact with a source of heat or ignition, including : flames, sparks, barbecue, fire pit, torch, candle, campfire, flamethrower, stove, fireplace, oven, hotplate, unprotected halogen projector, etc.

6.3 EXPOSURE TO DIRTYING, CORROSIVE OR DANGEROUS SUBSTANCES

It is prohibited to expose the equipment to : powders, Holi powder, flour, talcum powder, sand, salt, sugar, etc. ; viscous substances, slime, jam, whipped cream, soap, shampoo, foam, etc. ; corrosive or unsuitable products, detergents, solvents, aggressive gels, etc.

6.4 INCORRECT OR DANGEROUS HANDLING

The equipment must remain stable and be handled only as intended. It is prohibited to : climb, sit, lean, dance or sleep on the photobooth ; move it by pulling on cables, the screen or parts not intended for this purpose ; tilt it, hit it, shake it, bury it, drop it intentionally or unintentionally ; attempt to open, dismantle or repair it yourself ; use the photobooth as a support for glasses, cups, plates, handbags or improvised decorations.

6.5 UNSUITABLE OR UNSTABLE ENVIRONMENTS

It is prohibited to install the equipment : on unstable surfaces such as folding tables, pallets, fragile stages, slippery carpets, wet grass, mud ; in areas of heavy activity such as overcrowded dance floors, bouncy castles, trampolines, paintball, foam parties, etc. ; in moving vehicles, trailers, trucks, boats, moving trains, etc.

6.6 LIABILITY

Any damage resulting from misuse, whether intentional, accidental, resulting from lack of foresight or failure to comply with the prohibitions set out in point 6, shall result in the full invoicing of the repair, replacement costs if necessary, downtime costs, travel costs, as well as any associated operating loss. It is expressly stated that such damage is not covered by InstantBox insurance. In the event of damage, the renter must call upon their own civil liability insurance or, failing coverage, personally bear all costs for the repair of the damaged equipment.