General conditions – ARCICOM
I. Object of the contract
- The contractual relations of the contracts concluded between Arcicom and its customers are exclusively governed by the special conditions included in the signed order form and by these General Conditions.
- Under the contract, Arcicom sells, or rents for the duration of the contract, to non-consumer customers, a specific number of audiophones/audioguides and undertakes to produce the audio commentaries ordered.< /li>
- By taking delivery, the customer acknowledges that the equipment made available to him complies with the contract, in working order, in good working order and complies with the regulations in force and acknowledges having received the documents necessary for his use.
- The customer may not carry out any modification, transformation or repair to the rented equipment without the express written authorization of Arcicom.
- The price of comments (including recordings and translations) is payable in full before they are delivered. Regarding the equipment, the customer agrees to pay the rental guarantee or the deposit provided for in article VI.1, before delivery, and to take delivery of the equipment. In the absence of payment of the comments, of the guarantee or of the installment provided for or of taking delivery of the equipment by the customer within 8 days of formal notice, Arcicom may demand the forced execution of the agreement or consider that the contract is automatically terminated and claim from the client, in addition to the cost of the comments, compensation fixed at a flat rate of 25% of all amounts due (sale price / rent due for the total duration of the contract). The same applies in the event of termination of the contract by the customer before delivery.
II. Delivery times:
Unless otherwise stated in writing, delivery times are given for information only and cannot justify a claim for damages against Arcicom, unless exceeded over 30 days. Late payment of the deposit, guarantee or any other Arcicom invoice by the customer extends the indicative delivery time accordingly.
III. Duration of the rental contract – tacit renewal:
The duration of the rental contract is fixed in the order form. Short-term rental contracts are concluded for a maximum period of one year. They are not subject to tacit renewal. Any rental contract entered into for a period of more than one year will be renewed automatically, by tacit agreement, for successive periods equivalent to the duration of the initial contract, unless terminated by one of the parties to be sent by registered mail 90 days before the end of the contract.
IV. Defective equipment – warranty for rental contracts:
Any material defect must be reported in writing, with a detailed description of the failure, within 48 hours of noticing the failure. Defective equipment will be returned by post or carrier to Arcicom, which will repair or replace it during the warranty period. The cost and risks of transport are borne by the customer. The warranty after the sale or during the rental contract is limited to the replacement or repair of the equipment, excluding any compensation. This warranty does not apply if the device has not been correctly used or maintained, or if the device has been disassembled, overhauled, transformed, or repaired, even partially, by persons other than Arcicom, or if the defect results from theft, vandalism, malicious intent or a lack of foresight or negligence. In this case, the replacement or repair of the equipment will be charged to the customer.
V. Obligations of the tenant
- Care and use. The tenant agrees to maintain, clean and use the rented equipment as a good father.
- Insurance. The lessee undertakes to cover, for the benefit of Arcicom, the rented equipment against the risk of fire, civil liability, theft, water damage, lightning damage and to provide Arcicom, on first request, with proof of insurance coverage.
- Return of equipment at the end of the rental contract. Except for the application of article XI, when the contract ends for any reason whatsoever, the lessee must immediately return, at his own expense, the equipment in perfect condition; Arcicom can take back its equipment in whatever hands it is. In the absence of return of the equipment, and also in the event of under-insurance, the lessee will pay Arcicom a fixed indemnity of 200 eur/excl. VAT/device, without prejudice to the possibility for Arcicom to claim a higher amount if its actual damage exceeds the amount of the lump sum compensation.
VI. Financial obligations
- Rental contracts: the tenant agrees to pay Arcicom, before taking delivery, a rental guarantee equivalent to 3 months’ rent for the equipment. The guarantee paid will be returned at the end of the contract to the tenant if the latter has fulfilled all his contractual obligations. Sales contracts: the purchaser undertakes to pay a deposit of 30% of the order before delivery. Arcicom may suspend delivery until payment of the rental guarantee or deposit or terminate the contract in accordance with Article I.5.
- The payment of the rent will be made by direct debit before the 10th day of the current month to account 340-0925082-31 of SRL Arcicom. The amount of the rent will be indexed on the anniversary date of the contract on the basis of the following calculation: rent in force at the time of the signing of the contract divided by the index at the time of the signing of the contract multiplied by the price index at the consumption of the month of the anniversary of the contract. The other services are payable on the due date indicated on the invoice.
- Invoices are payable on the due date. In the event of late payment, the amounts due will be increased automatically and without formal notice by late payment interest at the contractual rate of 10% per annum and will also be increased by a lump sum indemnity of 10% with a minimum of €75. The customer cannot invoke any dispute to suspend payment.
VII. Annual verification of equipment in the Arcicom laboratory:
For any rental contract lasting more than one year, the rented equipment will be tested and cleaned in the laboratory each year for one week by Arcicom’s technical department, which will ensure to set the maintenance period in consultation with the tenant. No compensation will be due to the lessee for the period during which the rented equipment is unavailable due to its maintenance.
VIII. Retention of title – intellectual rights:
Arcicom is and will remain the sole holder of all intellectual rights to the digitized comments of the visit and their translations until full payment of the rents and all sums due by the tenant in reason for this contract. After payment, the intellectual rights to the comments are transferred to the customer, but exclusively for use related to an audioguide. The customer does not have the rights to the comments for other types of exploitation and other rights of use apart from the audioguide, which remain the property of Arcicom and/or the various stakeholders and subcontractors.< /p>
IX. Breach of contract
- It is expressly stipulated that in the event of non-payment on the due date of a single rent or other invoice, or in the event of non-performance by the client of one or other of his obligations, as well as in the event of bankruptcy, liquidation or legal reorganization of the customer, or insufficient insurance of the rented equipment, the contract may be terminated immediately and automatically, by Arcicom, 8 days after a formal notice has remained in vain.
- The termination of the contract at the fault of the tenant obliges him to pay to Arcicom, in addition to the unpaid rents due and their accessories, an indemnity equal to 25% of the rents remaining to run contractually, the reference rent then being that in progress on the day of termination, and to immediately return the rented equipment to Arcicom, without prejudice to article V.3.
- The disappearance or total destruction of the rented equipment results in the end of the contract, without prejudice to Arcicom’s right to obtain compensation from the renter for the amount not covered by the insurance.
- Arcicom’s obligation for the realization of the comments is an obligation of means, on the basis of the information transmitted by the tenant who assumes the responsibility.
- Without prejudice to the guarantee due under article IV, Arcicom cannot be held liable in the event of fault attributable to one of its representatives, principals or vicarious agents, nor in the event of a defect in the rented, defects in the design or manufacture of the rented equipment or the commentary of the visit made. However, this disclaimer of liability does not apply in the event of fraud or gross negligence.
This disclaimer of liability applies within the maximum limits authorized by Belgian law. If, despite this exemption clause, Arcicom’s liability is incurred, its obligation will be limited to repair in kind (repair or replacement of the rented equipment) to the exclusion of any payment, unless the repair in kind does not was more satisfying for the customer. In this case, the compensation payable by Arcicom, for the damage established by the customer, may not exceed €35 per rented device and no compensation may be charged to Arcicom for damage caused to the property of the tenant or third parties, loss of profit, increase in overheads, disruption of planning, damage to image, loss of profit, clientele or expected savings, etc.
XI. Purchase of equipment rented by the tenant – retention of title clause.
In the event of purchase, Arcicom remains the owner of the equipment sold until full payment. In default of payment, Arcicom may take back its equipment anywhere.
The rental contract ends automatically in the event of purchase by the lessee of the rented equipment, after full payment of the agreed purchase price.
XII. Force majeure:
Arcicom is not liable for the non-performance or delay in performance of any of its obligations when such non-performance is due to a case of force majeure, in particular – without this list being exhaustive – in the event of fire, hail, natural disaster, strikes, pandemic, general lack of supply, regulation by any public authority, …. In the event of force majeure, Arcicom’s contractual obligations will be suspended for the duration of the force majeure and its execution deadlines will, if necessary, be extended by a period equivalent to that of the duration of the case of force majeure. If the case of force majeure results in a definitive impossibility of performance of its contractual obligations, Arcicom will be released from them.
Arcicom processes the personal data of the customer only for the execution of the contract concluded. The customer has a right of access to his personal data and of rectification thereof. He also has the right to object to his personal data being used for direct marketing purposes. These rights can be exercised free of charge on simple request, accompanied by a photocopy of both sides of the identity card of the person concerned, addressed to firstname.lastname@example.org.
XIV. Nullity of a clause:
The nullity of a clause of the agreement concluded between Arcicom and the customer or the nullity of a clause of these general conditions will be limited to the null clause and will not affect the remainder of the agreement or terms and conditions.
XV. Applicable law – Competent jurisdiction:
Belgian law applies. Any dispute arising between the parties and relating, directly or indirectly, to this agreement, will be the exclusive jurisdiction of the Liège company court, Liège Division.