Terms and Conditions

Version January 2023

ARTICLE 1 | Company details

1. Holon Events is a trade name of Botswerk B.V. located in Amersfoort at Van Randwijcklaan 105M (Netherlands). This private company is registered with the Chamber of Commerce under number: 30240555.

ARTICLE 2 | Applicability

1. These general terms and conditions apply to all existing and future agreements, assignments, and additional or follow-up assignments between Holon Events and the other party.
2. All persons engaged or involved by Holon Events in the performance of any assignment from the other party (employees of Holon Events and hired third parties) can invoke the stipulations in these general terms and conditions.
3. The applicability of general terms and conditions, under whatever name, of the other party is expressly excluded. General terms and conditions of the other party are only applicable if Holon Events has explicitly stated this in writing before concluding the agreement. In that case, in the event of conflicting provisions, Holon Events's general terms and conditions will take precedence.
4. If one or more provisions in these general terms and conditions are null and void or should be annulled, the other provisions of these general terms and conditions will remain fully applicable. Holon Events and the other party will then consult to agree on new provisions to replace the void or voided provisions, whereby if and insofar as possible the purpose and purport of the original provision is observed.

ARTICLE 3 | Offers and quotations

1. All offers and quotations are non-binding and can be revoked.
2. Delivery times in offers from Holon Events are indicative, unless otherwise agreed. Exceeding the indication period does not constitute an attributable shortcoming on the part of Holon Events and does not entitle the other party to dissolution or compensation.
3. If the acceptance deviates (on minor points) from the offer included in the quotation, Holon Events is not bound by it. The agreement will then not be concluded in accordance with this deviating acceptance, unless Holon Events indicates otherwise.
4. If a model, example, design, sketch, or budget has been shown to the other party, it is presumed to have been shown only as an indication, without the services provided having to comply with it, unless it is expressly agreed that the final product to be delivered will correspond to it.
5. A composite quotation does not oblige Holon Events to deliver part of the goods and/or services included in the offer or quotation against a corresponding part of the quoted price.
6. Offers or quotations do not automatically apply to the provision of similar services at a later time.

ARTICLE 4 | Execution of the agreement

1. Holon Events will perform the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. All services of Holon Events are performed on the basis of a best efforts obligation, unless and insofar as in the written contract, Holon Events has expressly promised a result and the result in question has also been described with sufficient definiteness.
3. The other party ensures that all data, that Holon Events indicates are essential or which the other party should reasonably understand are essential for the execution of the agreement, are provided to Holon Events in a timely manner. If the data required for the execution of the contract are not provided to Holon Events in time, Holon Events has the right to suspend the execution of the contract and/or charge the other party for the additional costs resulting from the delay.
4. If the other party provides Holon Events with information carriers, electronic files or software, etc., it guarantees that the information carriers, electronic files, or software are free of viruses and defects.
5. If it has been agreed that the agreement will be executed in stages, Holon Events may suspend the execution of those parts belonging to a subsequent stage until the other party has approved the results of the preceding stage in writing.
6. If work is performed by Holon Events, or third parties engaged by Holon Events in the context of the assignment, at the other party's location or a location designated by the other party, the other party will provide the facilities reasonably desired by those employees free of charge.

ARTICLE 5 | Duration of the agreement and termination

1. If the agreement has been entered into for a specific assignment, the agreement will end at the end of the assignment and can only be terminated prematurely with due observance of the provisions of Article 6. In the event of rental, the provisions of Article 2 of the additional rental conditions also apply.
2. In all other cases, unless otherwise agreed, the agreement with regard to services is entered into for a period of one year. The term of the agreement starts at the moment the service is actually provided. At the end of the term, the agreement is automatically extended for a period of one year, unless one of the parties cancels in writing. Cancellation must take place by the end of the calendar month with due observance of a notice period of two months unless stated otherwise below.
3. Holon Events can terminate an agreement at any time with due observance of a term of at least one (1) month if specific products or services are no longer supplied or technical or (business) economic reasons give rise to this, without it being obliged to pay compensation.

ARTICLE 6 | Cancellation / early termination

1. Agreements concluded (services and/or rental) can be terminated prematurely with due observance of the provisions below.
2. For events or rentals in the Netherlands, Belgium, or Germany, cancellation at least 21 days before the delivery date or execution of the agreement will incur no costs. If canceled between 20 to 7 days before the delivery date or execution of the agreement, 50% of the costs will be charged. For cancellations 6 days or less before the delivery date or execution of the agreement, 100% of the total rent will be charged. In case of cancellation, the shipping or transport costs will not be charged.
3. For events or rentals outside the Netherlands, Belgium, or Germany, cancellation at least 21 days before the delivery date or execution of the agreement will result in 50% of the agreed costs being charged. If canceled between 20 to 7 days before the delivery date or execution of the agreement, 75% of the agreed costs will be charged. For cancellations 6 days or less before the delivery date or execution of the agreement, 100% of the agreed costs will be charged. Additionally, shipping or transport costs already incurred by Holon Events will be charged.

ARTICLE 7 | Enabling third parties

1. If and insofar as the proper execution of the agreement requires this, Holon Events has the right to have certain activities performed by third parties.
2. Holon Events is not liable for shortcomings of third parties engaged, with the exception of intent or gross negligence on the part of Holon Events.
3. If engaged third parties wish to limit their liability in connection with the performance of an assignment for the benefit of the other party, Holon Events assumes and hereby stipulates that each assignment has the authority means to accept any limitations of liability of third parties also on behalf of the other party.

ARTICLE 8 | Prices

1. The prices used by Holon Events are exclusive of VAT and any other levies, as well as any costs to be incurred in the context of the agreement, including administration costs, unless stated otherwise.
2. Additional work will be charged afterwards at the agreed hourly rate. If no rate has been agreed, a rate of €95.00 per hour will apply.
3. Agreed prices are based on the cost factors as they apply at the time of the agreement. Holon Events reserves the right to charge price increases to the other party in proportion to price increases by suppliers of Holon Events and other changes in price-determining factors, such as exchange rates and fluctuating raw material prices.

ARTICLE 9 | Amendment of the Agreement

1. If during the execution of the agreement, it appears that for proper execution, it is necessary to change and/or supplement the work to be performed, the parties will timely and in mutual agreement consult to amend the agreement accordingly.
2. If the parties agree that the agreement will be amended and/or supplemented, Holon Events has the right to change the time or method of execution and to adjust the price accordingly.

ARTICLE 10 | Payment

1. Unless the nature of the service or agreements dictates otherwise, invoices will always be made after the end of the (partial) assignment and/or rental period. Holon Events is entitled to request an advance payment.
2. Payment must be made within the term stated on the invoices or in the agreement, in a manner to be indicated by Holon Events, in the currency in which the invoice is made. If no payment date or term is stated, a term of 14 days after the date of the invoice applies. The other party is not entitled to setoff or suspension.
3. Holon Events has the right to have the payments made by the other party go first to reduce the costs, then to reduce the interest that has accrued, and finally to reduce the current interest and the principal sum, even if it is stated otherwise at the time of payment.
4. In the event of (proposed) liquidation, (an application or declaration for) bankruptcy, (application for granting of) suspension of payments, (application for) application of the legal debt restructuring of the other party, or in case a substantial part of the assets of the other party is seized without this seizure being lifted within a reasonable period of time, Holon Events's claims against the other party are immediately due and payable.

ARTICLE 11 | Collection costs

1. If the other party is in default or fails to fulfill one or more of its obligations, then all reasonable costs incurred in obtaining payment out of court will be borne by the other party. If the other party remains in default in the timely payment of a sum of money, it will forfeit an immediately due and payable fine of 15% on the amount still due, with a minimum of €250.00. If Holon Events has incurred higher costs, which were reasonably necessary, these also qualify for reimbursement.
2. The other party owes statutory (commercial) interest on the collection costs incurred.

ARTICLE 12 | Suspension and dissolution

1. Holon Events is authorized to suspend the fulfillment of its obligations or to dissolve the agreement if the other party fails to fulfill or fails to fully fulfill its obligations under the agreement, if after concluding the agreement Holon Events becomes aware of circumstances that give good grounds to fear that the other party will not fulfill its obligations, if the other party was requested to provide security for the fulfillment of its obligations under the agreement and this security is not provided or is insufficient, or if the other party applies for suspension of payment, application of the WSNP, or is declared bankrupt.
2. Furthermore, Holon Events is authorized to dissolve the agreement if circumstances arise of such a nature that fulfillment of the agreement is impossible or can no longer be required according to standards of reasonableness and fairness, or if other circumstances arise of such a nature that unaltered maintenance of the agreement cannot reasonably be expected.
3. If the agreement is dissolved, Holon Events's claims against the other party are immediately due and payable. If Holon Events suspends compliance with its obligations, it retains its claims under the law and the agreement. Holon Events is not liable for damage that arises as a result of this suspension (of work).

ARTICLE 13 | Liability

1. Holon Events has taken out business liability insurance in case it or one of its employees causes damage to persons and/or property of the other party during the execution of the agreement. A copy of this policy will be sent to the other party on request.
2. The joint liability of Holon Events, its directors, as well as their employees, and any person engaged in the performance of any assignment of the other party, shall be limited to the amount paid in the relevant case under Holon Events's corporate liability insurance.
3. The other party indemnifies Holon Events against claims for compensation from third parties that are not covered by the (company liability) insurance policy(s).
4. If and insofar as, for whatever reason, no payment is made under the said insurance(s), the joint liability in its totality is limited to an amount of €5,000 (in words: five thousand euros).
5. Holon Events is never liable for indirect damage, including consequential damage, lost profit, lost savings, damage due to business interruption, mutilation or loss of data, and all other forms of indirect damage.
6. Holon Events is not liable for damages, of any nature whatsoever, due to Holon Events having relied on incorrect and/or incomplete information provided by the other party unless such incorrectness or incompleteness should have been known to Holon Events.
7. Holon Events is not liable for damage, of whatever nature, due to or after the other party installed the goods in any other way or made changes to the installation or because the other party put the goods into use injudiciously.
8. Holon Events is not liable for damage, recovery of mutilated or lost data, or reduced performance as a result of the deliberate disruption of services by third parties. These include distributed denial of service attacks (DDoS) and hacker attacks as well as viruses, malicious software, spyware, encryption software, and the like.
9. All claims for compensation expire if they have not been brought before the competent court within one year after the other party became aware, or could reasonably have been aware, of those claims.
10. The execution of the order given is exclusively for the benefit of the other party. Third parties cannot derive any rights from the content of the work performed. The other party indemnifies Holon Events against all claims from third parties, including the reasonable costs of legal assistance, which are in any way related to or ensue from the work performed for the other party.

ARTICLE 14 | Force majeure

1. The parties are not obliged to fulfill any obligation in the event of force majeure.
2. Force majeure is understood to mean—in addition to what is understood in this regard by law and jurisprudence—all external causes, foreseen or unforeseen, over which Holon Events cannot exert any influence and/or as a result of which Holon Events is unable to fulfill its obligations. This includes work strikes in Holon Events's company, defects in machines and tools included, as well as the incapacity for work of an employee or freelance specialists necessary for the execution of the assignment.
3. Holon Events also has the right to invoke force majeure if the circumstance that prevents (further) fulfillment occurs after Holon Events should have fulfilled its obligation.
4. Parties can suspend the obligations under the agreement during the period that the force majeure continues. If this period lasts longer than two months, each of the parties is entitled to dissolve the agreement without being obliged to pay compensation for damage to the other party.
5. Insofar as Holon Events, at the time of the occurrence of force majeure, has partially fulfilled its obligations under the agreement or will be able to fulfill them, and the fulfilled or still to be fulfilled part has independent value, Holon Events is entitled to invoice the fulfilled or still to be fulfilled part separately. The other party is obliged to pay this invoice as if it were a separate agreement.

ARTICLE 15 | Disclaimers

1. The other party indemnifies Holon Events against any claims from third parties who suffer damage in connection with the execution of the agreement and which can be attributed to the other party.
2. The other party indemnifies Holon Events against claims from third parties with regard to intellectual property rights on materials or data provided by the other party, which are used in the performance of the agreement.

ARTICLE 16 | Intellectual Property

1. Any designs, sketches, drawings, films, software, and other materials or (electronic) files prepared by Holon Events in the context of the contract remain the property of Holon Events, regardless of whether they have been made available to the other party or to third parties. They are also exclusively intended to be used by the other party for the purpose for which these items were provided and may not be reproduced, made public, or disclosed to third parties by them without Holon Events's prior consent.
2. Holon Events reserves the right to use any knowledge gained through the performance of the work for other purposes, insofar as no confidential information is disclosed to third parties.

ARTICLE 17 | Applicable law

1. Dutch law applies to all agreements concluded with Holon Events and legal relationships arising therefrom.
2. The Dutch court has exclusive jurisdiction to take cognizance of disputes with the other party.

ADDITIONAL RENTAL CONDITIONS

Article 1: APPLICATION

1. The additional rental conditions apply if Holon Events rents or makes movable property (such as hardware) available to the other party, regardless of whether the items are made available jointly with, or in the context of providing another service by Holon Events.
2. Renter is understood to mean any other party to which goods are made available, whether or not against payment.

Article 2: RENTAL PERIOD

1. Rental of goods is entered into for the agreed period.
2. If the renter wishes to shorten or extend the rental period, the renter can submit an application for this. Shortening is in principle possible subject to reimbursement of costs already incurred and practical feasibility. In principle, extension is possible based on availability.
3. The new rental period is only binding when Holon Events has confirmed the new rental period, including any price adjustments.
4. Cancellation is possible in accordance with the conditions laid down in Article 6 of Holon Events's general terms and conditions.

Article 3: WARRANTY

1. The renter owes a deposit, which must be paid to Holon Events before the rented property is handed over. After returning the rented property in a proper condition, the renter will receive this deposit back. Any damage and costs still to be paid or other claims pursuant to the agreement may be set off against the deposit.
2. If after return, defects are found that are not a result of normal use or normal wear and tear, all resulting costs such as necessary repair and/or cleaning work as well as replacement, including labor and parts on the basis of the new price, are for the account of the renter.

Article 4: TENANT OBLIGATIONS

1. The renter is obliged to use the goods in the course of their business.
2. The renter is obliged to maintain the equipment properly and to use it only under normal circumstances, in accordance with the technical specifications and instructions for use.
3. The renter is obliged to take out adequate insurance against loss, damage, and theft of the rented property. This expressly also applies if the renter purchases additional services and/or support from Holon Events.
4. The renter is obliged to take good care of the rented property and to ensure that all rented equipment and goods are returned in a fully functional and sound manner.
5. The renter is obliged to use only original consumables and materials for the rented property. Damage to the rented property as a result of exposure to non-original consumables or materials will be recovered from the tenant, as well as the consequential damage resulting from the inability to use the rented property and/or the costs of replacement materials.
6. The renter is obliged to show valid proof of identity (passport or driver's license) upon delivery of the rented property at Holon Events's request.
7. The renter is obliged to ensure that the packaging material is also returned to Holon Events when the rented property is returned. If packaging material is missing, Holon Events will charge the replacement costs.
8. The renter is obliged to ensure that all installed software has been removed. If software is still present when the equipment is returned, it will be removed by Holon Events at the renter's expense.

Article 5: SOFTWARE

1. In principle, all equipment is supplied without software, unless explicitly agreed otherwise.
2. The renter is responsible for installing and correctly uninstalling software that is used on the equipment during the rental period.
3. Holon Events is not responsible for the functioning or non-functioning of software installed by the renter on the rented property.
4. The renter is, if applicable, also responsible for having the correct and valid software licenses.

Article 6: OWNERSHIP

1. The rented material, including packaging material and any software, remains the property of Holon Events.
2. The renter shall not make any changes to goods, except in writing with the permission of Holon Events. The renter also must not remove any trademarks, identifiers, or serial numbers from goods.
3. The renter is not authorized to pledge the goods or to encumber them in any other way. The renter is obliged to keep the items delivered by Holon Events separately. If third parties seize the goods or wish to establish or enforce rights thereon, the renter is obliged to inform Holon Events of this as soon as may reasonably be expected.
4. The other party irrevocably grants Holon Events and third parties engaged by it the right and permission to enter the locations where the items are located and to take them back.

Article 7: DELIVERY & INSURANCE

1. Rented items can be picked up at Holon Events.
2. From the moment the equipment is received by the renter, the renter is liable for loss, damage, or theft. The renter must ensure adequate insurance and make good agreements with regard to possible use by third parties (if applicable).
3. If Holon Events arranges transport to and from the location, Holon Events will take care of the insurance of the rented property during transport. This does not affect the renter's obligation to take out insurance in accordance with Article 4.3 of these additional rental conditions.

Article 8: FAILURES AND COMPLAINTS

1. The rented property is regularly maintained and checked for soundness before delivery to the renter. The renter is advised to test the rented items before using them.
2. Malfunctions of the equipment, insofar as not caused by the renter, will be remedied free of charge by Holon Events in the Benelux. After receiving the service request, calculated within the service period (9:00 AM to 5:00 PM), the rental company will start with telephone support and/or on-site repair or replacement within 4 hours. The rental period will be extended free of charge as much as possible by the period that the equipment has been out of use due to malfunction.
3. Renters who use the equipment outside the Benelux will receive the same telephone support as described above. However, replacement will take place in consultation and within reasonable limits, taking into account Holon Events's location in the Netherlands.
4. If no complaints are submitted to Holon Events during the rental period about the non-functioning or insufficient functioning of the rented items, no refund of the rental fee can be claimed. Holon Events is only obliged to provide replacement items insofar as these are available.

COMPANY DETAILS

Holon Events / Botswerk BV

Plantageweg 13K
3833AZ Leusden (Utrecht)
Netherlands

Dutch Chamber of Commerce: 30240555
VAT number: 8193.81.354.B.01
IBAN: NL40TRIO0254803865
Swift: TRIONL2U