Version 2020 V1
GENERAL TERMS AND CONDITIONS
The general rental terms and conditions of Light Specials B.V. (Chamber of Commerce no. 66950791), further referred to as “Light Specials”, with its registered office at Stirlingweg 12, 5466 AV Veghel.
Article 1. Definitions
1. Light Specials: the party renting out equipment etc. based on these terms and conditions;
2. The lessee: the natural person or legal entity renting equipment from Light Specials for a certain period of time on the basis of an agreement;
3. Equipment: any audio, visual and lighting equipment and related equipment/techniques provided by Light Specials for rent, as well as any accompanying accessories, cabling and packaging;
4. Agreement: any agreement concluded between Light Specials and a lessee;
Article 2. Applicability general (rental) terms and conditions
1. The following terms and conditions shall apply to all offers, quotations, negotiations and agreements entered by Light Specials with a lessee whereby Light Specials rents out and/or provides equipment.
2. Derogations from these terms and conditions may be agreed in writing only.
3. The applicability of any other terms and conditions is expressly excluded by Light Specials.
4. Reference by the lessee to the applicability of its general terms and conditions is not accepted by Light Specials, unless Light Specials has expressly indicated otherwise in writing. The applicability of such other terms and conditions shall then only apply for that agreement concerned.
5. In the case of any conflicting terms and conditions, especially agreed commitments shall prevail over these general terms and conditions.
6. In the event any provision of these general terms and conditions is null and void or annulled, the remaining provisions of these terms and conditions shall apply unchanged.
Article 3. Quotations and prices
1. Quotations issued by Light Specials shall be entirely non-binding and valid up to 14 days of their date, unless expressly stated or agreed otherwise in writing.
2. Unless stated otherwise, all quotations are subject to price changes.
3. Unless stated otherwise, our prices are:
a. stated in euros, any policy changes will be charged on;
b. excluding value added tax (VAT) and/or any other government levies, unless stated otherwise;
c. based on the purchase prices, wages, labour costs, freight costs and all other costs that apply when the quotation is issued; d. including rights.
4. Light Specials has the right to adjust its prices immediately when purchase prices increase. The lessee has the right to cancel the agreement in the event of a price increase of more than 10%. The cancellation must take place within 7 days of the price increase having become known to the lessee.
5. When Light Specials makes use of images, these are a true representation of the equipment offered, unless stated otherwise. Obvious oversights or mistakes in the quotation shall be non- binding to Light Specials.
6. All applicable information on the equipment/products is stated in Light Specials’ offer/quotation. Every offer contains such information that rights and duties connected to acceptance of the offer are clear to the lessee.
Article 4. Conclusion of agreements
1. An agreement shall only be concluded if and to the extent Light Specials sent a contract confirmation or a signed (rental) agreement and/or a confirmation e-mail. The start of the actual performance by Light Specials may also constitute an agreement between Light Specials and the lessee. So an agreement may be concluded by telephone and/or in writing and/or via e-mail.
2. The agreement between Light Specials and the lessee is entered into for a specific period of
time (rental period) unless otherwise ensuing due to the nature of the agreement of if the parties expressly agree otherwise in writing.
The quotation of Light Specials is deemed to represent the agreement between the parties correctly and completely.
3. Any changes in the agreement are valid if agreed in writing. Any changes after the commencement of the agreement will be implemented by the lessee and Light Specials if confirmed in writing by Light Specials.
Article 5. Rates and payment
1. The lessee is deemed to be familiar with the rental rates applied by Light Specials and to agree to them.
2. Prices are stated in euros excluding VAT and transportation costs unless expressly stated and/or agreed otherwise in writing by Light Specials.
3. Light Specials applies a 14-day payment term for its invoices, unless expressly otherwise agreed in writing.
4. Light Specials may demand (partial) payment of an invoice from a lessee before Light Specials proceeds to supply the equipment to the lessee.
5. Payment by the lessee shall take place without any rebate or setoff, or whatever it may be called, unless expressly otherwise agreed in writing.
6. In the event the lessee fails to timely pay the invoice to Light Specials, the lessee legally is in default without any notification, reminder or notice of default from Light Specials being required. In that case the lessee shall owe Light Specials the commercial interest (under Section 6:119a Dutch Civil Code) from the date of default, with a part of the month counting as a whole month. 7. Payments made by the lessee shall firstly serve to pay any costs and interest owed, secondly to pay the oldest invoices due, even if the lessee designates the payment to be for a later invoice.
8. Light Specials shall have the right to be compensated for any costs related to the collection of its claim(s) on the client. Light Specials shall have the right to immediately pass on its claim for an unpaid invoice to a third party for debt collection. Any (extra)judicial costs to arrive at debt collection expressly are wholly for the account of the client. The extrajudicial costs are based on the Extrajudicial Collection Costs (Standards) Act and the accompanying decree.
9. Light Specials may assign its claim to its credit insurer under an agreement, in which case the credit insurer will be charged with the collection of the outstanding claim(s).
Article 6. Cancellation
1. In the event of a cancellation of the agreement due to causes on the part of the lessee, the lessee shall be obliged to pay all reasonable costs incurred by Light Specials, which amount to at least 25% of the value of the contract and to pay all financial consequences for Light Specials due to the non-performance of the agreement.
2. It is possible to reserve equipment for rent at Light Specials. At the conclusion of the agreement, the time and period to which the reservation relates and against which the equipment must be available by the lessee is determined in mutual consultation and laid down in the agreement. If the lessee does not purchase the reserved equipment at the agreed time and for the agreed period, the lessee is nevertheless obliged to pay the full rent.
3. Without prejudice to the foregoing, the lessee may cancel the reservation in writing before the time on which the rented equipment is made available. However, the lessee will then owe the following compensation:
• 25% of the net amount, if the cancellation takes place between the 59th and 30th day before the time on which the rented equipment made available;
• 50% of the net amount if the cancellation takes place between the 29th and 10th day before said time;
• 75% of the net amount if the cancellation takes place between the 9th and 2nd day before said time;
• 100% of the net amount if the cancellation takes place within 24 hours of said time.
Article 7. Rental period
1. The rental period starts on the date and at the time the rental equipment is picked up from Light Specials by the lessee.
2. If it was agreed that Light Specials is to take care of the transport, the rental period starts at the moment the rented equipment is handed over at the location to the lessee by Light Specials.
3. The rental period ends as soon as the lessee has returned the rented equipment to Light Specials.
4. If it was agreed that Light Specials is to take care of the transport, the rental period ends as soon as Light Specials, or its transport company is handed over the rented equipment at the location.
Article 8. Transport
1. Basically, the lessee shall pick up the equipment directly from Light Specials.
2. The risk of all direct and indirect damage in connection with the equipment made available to the lessee transfers to the lessee from the commencement of the loading of such equipment for the purpose of transportation to the lessee or the place designated by the lessee, except if and to the extent otherwise agreed in writing. The risk of the loading and unloading, the transportation of the equipment shall be for the lessee at all times.
3. The manner of transportation, dispatch, packaging etc. shall be determined by Light Specials with due care, if no further written instructions were provided to Light Specials by the lessee, without Light Specials being in any way liable for it. Any specific wishes on the part of the lessee regarding the transport/the dispatch will only be carried out if the renter stated in writing to pay the additional costs of that.
4. The transport of the equipment always takes place for the account of the lessee, even if the transporting company has a clause on (road) waybills and similar documents that all transportation damage is for the account and risk of the sender. Light Specials shall never be liable for any damage occurred during transport or unloading of the equipment at the lessee.
Article 9. Suspension and termination
1. Light Specials shall have the right to suspend the performance of the agreement until further notice or to fully or partially terminate the agreement in the event of any of the situations specified below. For this neither a notice of default or court intervention shall be required, nor shall Light Specials be obliged to pay any damages or give any guarantee in the event:
a. the lessee does not properly, timely or fully fulfils the obligations under the agreement concluded with Light Specials;
b. there is a serious doubt as to whether the lessee is able to fulfil the obligations under the agreement(s) with Light Specials;
c. of a bankruptcy on the part of the lessee, suspension of payment, debt restructuring or shutdown, liquidation or full or partial transfer of the company of the lessee.
Article 10. Provision of security
1. Light Specials shall have the right at all times to demand advance payment of the agreed consideration(s) from the lessee, either by the lessee providing security (such as a deposit) for the fulfilment of everything Light Specials claims or may claim from the lessee under the agreement or for whatever reason, before proceeding to any (further) performance of the agreement.
2. If the lessee does not pay the required advance payment or provide the security, Light Specials shall have the right to suspend the performance of the agreement or to terminate the agreement fully or partially without court intervention, without prejudice to the right to claim damages.
Article 11. Liability
1. Except for a wilful act or deliberate recklessness on the part of Light Specials, any liability for directly or indirectly suffered losses sustained in or because of the performance of the agreement or because of defects of equipment provided by Light Specials at the lessee or third parties shall be excluded. Indirect damage explicitly but not exclusively includes business damage, lost profit, immaterial damage, silent damage, consequential damage (also with third parties) and other forms of financial loss, including all possible claims of third parties, in the widest sense of the word.
2. If and to the extent Light Specials shall be liable for any damage, the liability of Light Specials is expressly limited to one rental period/invoice up to a maximum amount of EUR 5,000.00. The lessee is deemed to be adequately insured for the excess. Light Specials shall not be liable for the compensation of any loss if the lessee is in default of fulfilling any obligation to Light Specials. The provision in the previous sentence does not apply if there is a wilful act or deliberate recklessness on the part of Light Specials involved in the performance of the agreement.
3. The lessee shall indemnify Light Specials against any third party claims for products provided by Light Specials.
4. Any liability expires after the lapse of one year from the date of the claim.
Article 12. Damage, loss and duty to report
1. In the event of theft or loss of or damage to the rented equipment, the lessee must directly report this to Light Specials, that is, within 24 hours.
2. In the event of theft or loss or damage caused by third parties, the lessee must also directly, or at least within 24 hours, report this to the police of the municipality where the theft or damage occurred.
3. The lessee is obliged to forward a copy of the police report to Light Specials.
4. If the lessee does not comply with this article, the lessee shall be obliged to pay all damage to Light Specials resulting from the event(s) referred to above.
5. If the lessee fails to file a report with the police and/or forward a copy of the police report to Light Specials, the theft will be considered embezzlement.
6. In the event of theft or a (commercial) total loss of the rented equipment, the lessee shall be obliged to pay the damage to Light Specials at the current market value. In the event the equipment can still be repaired, the lessee shall be obliged to pay the costs of repair. The same goes for damage to/theft of parts and/or accessories of the rented equipment. In addition to that, the lessee shall remain liable for any other consequential damage suffered by Light Specials (such as for instance, but not exclusively: expert fees, turnover and/or profit loss, etc.).
7. The lessee shall be obliged to pay the rental price back to the issuance date for any missing equipment for which the current market value was already charged on to the lessee and which was later found and returned by the lessee and which will be deducted by Light Specials from the current market value to be returned to the lessee.
8. The expert costs incurred by or on behalf of Light Specials to establish the damage, repair and/or cleaning costs for the rented equipment shall be directly for the account of the lessee. The lessee states in advance to agree to an expertise being carried out for the account of the lessee, by a registered loss adjustment agency designated by Light Specials, if this is deemed appropriate by Light Specials and in other cases an expertise being carried out by Light Specials.
9. The lessee shall be held liable, regardless of whether the lessee is guilty of causing the damage, loss or rendering unusable or worthless of the rented equipment.
Article 13. Obligations of the lessee
1. The lessee/its staff and/or any other persons operating, programming and/or installing the rented equipment on instruction of and/or under responsibility of the lessee, must be familiar with the user instructions and/or other manuals provided with/attached to the rented equipment and act accordingly. The lessee also guarantees that all persons operating/installing the rented equipment are competent to do so.
2. Although the agreed end date of the rental period is a rough indication, the lessee is obliged to return the equipment after the rental period has ended.
3. If the rented equipment is not returned to Light Specials at the end of the agreed rental period, the rental rate shall continue to be due to the lessee. Light Specials will remind the lessee to return the rented equipment once and then report theft/embezzlement to the police. In that case the rental period ends as soon as the rented equipment is later returned to Light Specials. If the lessee did not return the rented equipment after expiration of the stipulated term/did not report a theft/loss to the police, the lessee shall be in default and owe the value of the unreturned equipment besides the rental price to Light Specials.
4. The lessee must return the rented equipment on the agreed date (and time) to Light Specials, in the same state as it was in when they received the rented equipment at the start of the rental period. The lessee shall return the rented equipment sorted and packed in the right crates in the same way as it was received. Additional labour required due to not or insufficient sorting of the rented equipment will be charged. 5. Where applicable the lessee must ensure for his account that the required permits and approvals are in place in time before the delivery of the rented equipment.
6. The lessee is obliged to allow Light Specials access to the rented equipment at all times, to deny any third-party claims to the rented equipment and to indemnify Light Specials against this. Subleasing and provision to third parties shall only be allowed after express written permission of Light Specials.
7. The lessee is obliged to take preventive measures to avoid theft and/or damage to the rented equipment.
8. The lessee is obliged to perform daily maintenance on the rented equipment. If the required expertise is missing, the assistance of Light Specials needs to be called in with the related costs being for the account of the lessee. Repairs on the rented equipment by the lessee himself are not allowed. Unless agreed otherwise, the lessee owes the costs of maintenance to Light Specials in the event of a rental period thus long that maintenance by Light Specials on the rented equipment is necessary. The lessee shall continue to owe the rental price during the time the maintenance by Light Specials takes place.
9. Operating staff shall work under responsibility of the lessee. The lessee shall indemnify Light Specials and the operating staff against any liability, except in the event of a wilful act or deliberate recklessness.
Article 14. Reservation of ownership and security
1. The rented equipment shall remain the property of Light Specials at all times, regardless of the duration of the agreement. If the lessee wilfully appropriates the rented equipment, this is considered embezzlement. Not timely returning the rented equipment shall not automatically extend the rental period, the risk nevertheless fully continuing to be for the lessee.
2. Except with the written permission of Light Specials, the lessee shall not have the right to sell, pledge to or otherwise encumber the rented equipment for third parties.
3. The lessee shall immediately notify Light Specials in writing, if the equipment is seized or (any part of) the equipment is otherwise claimed. If the lessee is aware of any potential seizure of the equipment, the lessee must notify Light Specials. Moreover, the lessee shall notify Light Specials of the whereabouts of the equipment concerned on first request.
4. In the event of a seizure of (part of) the rented equipment, (provisional) suspension of payment or a bankruptcy of the lessee, receiver or trustee, the lessee shall immediately inform the seizing bailiff, receiver or trustee of the (ownership) rights of Light Specials.
5. If there is good reason to believe the lessee will not promptly fulfil its obligations, the lessee is obliged to promptly provide sufficient security as required by Light Specials on first request of Light Specials and to supplement it if necessary for the fulfilment of all its obligations.
Version 2020 V1
As long as the lessee has not met that requirement, Light Specials has the right to suspend the fulfilment of its obligations.
6. Unless otherwise agreed in writing, the lessee shall owe a deposit under each agreement. The deposit shall be determined in proportion to the rental period indicated and the value of the rented equipment. If the lessee requires an extension of the rental period, a new deposit shall be required latest on the day the extension starts.
7. If the lessee does not timely pay a deposit, Light Specials may unilaterally terminate the agreement, without prejudice to the right to claim damages Light Specials.
8. The deposit cannot be considered an advance payment for the rental price due or as a redemption sum for any risk of damage, theft or embezzlement of the rented equipment by the lessee. However, at the end of the agreement Light Specials shall have the right to offset the deposit against the amounts due from the lessee. The deposit shall be returned once it has been established that the lessee has fulfilled all obligations.
Article 15. Insurance and redemption arrangements
1. In accordance with article 11, the lessee shall be liable for any damage to and disappearance of the rented equipment during the rental period, regardless of whether this is the lessee’s fault. The lessee is obliged to take preventive measures to avoid theft of the rented equipment, considering the fact that the lessee is obliged to return the equipment, which is not lifted, not even by coincidence or third-party intervention.
2. If the lessee wishes to take out insurance of its own for the rented equipment, Light Specials shall expressly have the right to require the lessee to include Light Specials as the beneficiary,
i.e. provides a confirmation of coverage. Any deductibles will be for the account of the lessee.
Article 16. Indemnification
1. The lessee shall indemnify Light Specials against any third party claims for loss suffered by the third party through the application or the use of the result of the deliveries of Light Specials by the lessee or another party to whom the lessee made that result available, unless a wilful act or deliberate recklessness on the part of Light Specials was involved.
Article 17. Forfeiture of rights
1. The possibility of instituting any legal claim or bringing any dispute by the lessee against Light Specials with regard to or as a result of any agreement lapses or expires after one year after the lessee was informed or could have been aware of the reason for this.
Article 18. Force majeure
1. Force majeure in these general terms and conditions is understood to mean, in addition to what is understood in this regard by law and case law, all external causes, foreseen or unforeseen, on which Light Specials has no influence, but as a result of which Light Specials is unable to fulfil its obligations. ‘Force majeure’ is understood to include, but is not limited to: work strikes, excessive absenteeism of staff, transportation difficulties, fire, natural disasters, government measures including at least import and export prohibitions, contingencies and business disruptions at Light Specials or Light Specials’ suppliers, as well as non-performance by the suppliers of Light Specials, as a result of which Light Specials can no longer fulfil its obligations towards the lessee.
1. Light Specials shall also have the right to claim force majeure if the circumstance prohibiting (further) fulfilment, commences after Light Specials should have fulfilled its commitment.
2. The obligations of Light Specials shall be suspended during the force majeure. If the period during which fulfilment of the obligations by Light Specials is impossible due to a force majeure takes longer than two months, both parties shall have the power to terminate the agreement without a damages obligation in that case.
3. If Light Specials has fulfilled its obligations already partially at the onset of the force majeure, or is only able to partially fulfil its obligations, Light Specials shall have the right to separately invoice for the part already performed/delivered or which may still be performed/delivered and the lessee shall be obliged to pay this invoice as if a separate agreement was concerned.
Article 19. Third party use
1. The lessee is not permitted to rent out the rented equipment to third parties or to give it on loan unless otherwise agreed in writing.
Article 20. BUMA STEMRA/SENA rights
1. All costs related to Buma Stemra/Sena rights, ensuing from the lessee playing music, either mechanically or live in public or private places and from recording that music on audio carriers, whereby this playing and/or recording takes place via equipment provided by Light Specials, are entirely for the account of the lessee, who shall indemnify Light Specials for any possible claim from Buma Stemra/Sena.
Article 21. Conversion
1. If any clause referred to in these general terms and conditions and which apply for the client is annulled, this clause shall be replaced by a clause with the same purport as much as possible without being in conflict with the law. The validity of the other provisions of these general terms and conditions shall then remain unchanged.
Article 23. Applicable law
1. All transactions and agreements to which these general terms and conditions apply
Version 2020 V1
and the ensuing legal relations shall exclusively be governed by Dutch law. 2. The provisions of the Vienna Convention on Contracts for the International Sale of Goods shall not apply and are expressly excluded.
3. Any disputes ensuing from or related to an offer or agreement of or with Light Specials shall exclusively be settled by the competent East Brabant District Court.
Article 24. Final clauses
1. Light Specials has the power to amend these general terms and conditions. These changes shall become effective at the time announced by Light Specials. Light Specials shall send the amended general terms and conditions to the lessee as soon as possible.
2. The Dutch text of the general terms and conditions shall be leading with respect to their explanation and interpretation at all times.
LIGHT SPECIALS© Copyright 2020. All rights reserved.