Article 1: General

1.1 These general conditions apply to all quotations, assignments, agreements deliveries and invoices originating from or concluded with (i) A-NET BV, with corporate headquarters at Industrieweg 57B, 3583 Beringen and with company number 0689.769.077, (ii) ELECTROBUILD BV, with corporate headquarters at Hermesstraat 4/A, 1930 Zaventem and with company number 0456.240.884, (iii) A-NET HOLDING COMMV, with corporate headquarters at Buntjesstraat 41, 3583 Beringen and with company number 0792.499.304, (iv) A-NET IMMO BV, with corporate headquarters at Buntjesstraat 41, 3583 Beringen and with company number 0462.884.592 and (v) M.H.S. BV, with corporate headquarters at Buntjesstraat 41, 3583 Beringen and with company number 0819.891.510 (hereinafter collectively referred to as "A-Net").

1.2 The order or the order of the customer or the acceptance of the offer of A-Net or payment of an invoice of A-Net applies as acceptance of current general terms and conditions of A-Net, provided that the customer has been able to take note of these general terms and conditions. Special provisions deviating from these general terms and conditions are only binding if agreed in writing. A-Net only accepts the application of general terms and conditions of the customer if this has been expressly agreed in writing.

1.3 In case of discrepancy between a provision of the quotation/agreement/invoice and a provision of these general terms and conditions, the provisions of the quotation/agreement/invoice shall prevail but only for the part that explicitly deviates from these general terms and conditions.

Article 2: Quotations

2.1 Quotes from A-Net are non-binding and are valid for 30 days, unless explicitly stated otherwise in the quote. A-Net always reserves the right to withdraw or modify its offer. On request of the customer it will explain the reasons for this. The quotation will be drawn up on the basis of the data provided by the customer to A-Net. A-Net is not responsible for the correctness of these data and has at all times the right to modify the conditions of its offer if the data provided by the customer are not accurate.

The agreement is finalized when the offer is signed for approval by an authorized representative of A-Net or by its director.
Prices are quoted in euros and are always exclusive of VAT, delivery and transport costs and other taxes and costs payable by the customer. Any increase in the VAT rate or any other tax of any kind between the start of execution and the end of execution will be at the customer's expense.
The quotation only includes the work explicitly mentioned in the quotation. The quotation does not include (i) the necessary preparatory work neglected or omitted by third parties and (ii) repairs or corrections of errors and damage caused by third parties or by the customer. These works will be charged separately.

Article 3: Execution periods

3.1 Performance deadlines are given by way of information only and are in no way binding. The customer shall have no recourse if the stated execution period is exceeded, unless the parties have expressly agreed otherwise. The parties may mutually agree on a different execution period, but only in writing, to the exclusion of any oral agreement.

3.2 No form of compensation, nor the dissolution of the contract due to non-performance within the agreed period can be claimed if the performance is not carried out within the agreed period, except if the period was intentionally not observed or if the lateness is the result of gross negligence on the part of A-Net.

3.3 The execution deadlines specified by A-Net shall only commence after an initial advance payment has been made as stipulated in the offer/agreement (obviously only to the extent that advance payments have been agreed in the offer). To the extent possible, A-Net will keep the customer informed if an execution period is not met.

3.4 If the performance of the agreement/quotation, at the request of the customer, has to be carried out within a shorter period of time than the normal or scheduled period and this causes additional costs, these will be charged.

Article 4: Execution of works

4.1 The works performed by A-Net are limited to the works explicitly included in the offer/agreement.

4.2 During the execution of the works, the yard must be in such a condition that the execution of the works can be carried out uninterruptedly and efficiently. If due to the fault of the customer or a third party the works cannot be started or continued without additional works, the cost of the additional works and the unproductive hours of the personnel shall be borne by the customer.

4.3 Where applicable, any transportation shall always be at the risk of the consignee.

4.4 Changes to the original agreement/quotation of any kind made or requested in writing or orally by the customer shall be billed to the customer additionally and shall extend the execution period.

4.5 A-Net is never obliged to keep the customer's materials. If the customer wishes A-Net to keep goods belonging to the customer, it shall agree this in writing with A-Net prior to the execution of the offer/agreement. Storage will then take place at the customer's risk, which expressly releases A-Net from any liability in connection with such storage (including loss or damage), except in cases of intent or gross negligence on the part of A-Net.

Article 5: Defects

5.1 Visible defects or defects in conformity that existed at the time of delivery and that the customer can reasonably establish after inspection will be deemed to have been accepted immediately if the customer is present at the delivery. If the customer is not present at the time of delivery, he must notify A-Net of any objections by registered letter within ten (10) working days of the delivery.

5.2 Complaints regarding a non-conforming delivery, which could not be determined at the time of delivery, must be communicated to A-Net within one month after determination of the defect by means of motivated registered letter.

Article 6: Liability

6.1 A-Net will only be liable for direct damages resulting from an act/ omission of an appointee or staff member of A-Net or of A-Net itself. Under no circumstances will A-Net be liable for indirect and/or consequential damages, including but not limited to loss of reputation, loss of an opportunity, loss of profits, loss of a savings, etc.

6.2 A-Net's liability will in any case be limited to the amount paid out by A-Net's liability insurance, with an absolute maximum of the total amount included in the agreement/quotation concluded between the parties, except in the case of fraud or malicious intent on A-Net's part.

Article 7: Ownership

7.1 All goods delivered and used by A-Net remain the property of A-Net or the original owner of the goods.

7.2 If it is the intention of the parties that the ownership of the goods is transferred from A-Net to the customer, this transfer shall only be finally effected after the full payment of the price and related performance and costs.

7.3 In case clause 7.2 applies, A-Net can invoke this clause five (5) working days after sending by registered mail a formal notice to pay which has remained without effect. The goods must then immediately be returned to A-Net on demand and at the customer's expense, without prejudice to A-Net's right to full compensation.

7.4 In the event that the defaulting customer goes bankrupt, applies for the application of the law on the continuity of companies (including composition with creditors) or in any other way ceases its activities, A-Net reserves the right to claim the sold goods by simple request addressed to the person holding the disputed goods.

Article 8: Invoicing.

8.1 Any dispute regarding the sent invoice must be notified to A-Net by registered mail within ten (10) working days after the invoice date. Failing this, the invoice in question will be considered irrevocably accepted. Any protest does not release the customer from his payment obligation.

8.2 Unless otherwise expressly stated on the invoice or in the offer/agreement, all A-Net invoices are payable in cash at A-Net's registered office. Any invoice not paid on the due date will, without prior notice and by right, be increased with the interest stipulated in the Law on combating late payment (02/08/2002) as well as the invoice will be increased with an indemnity to cover the collection costs, conventionally determined at fifteen percent (15%) of the outstanding debt with a minimum of 125.00 EUR. A-Net is always entitled to claim a higher compensation if it can prove that it has suffered higher damages.

8.3 Late payment of one invoice shall result in other invoices, for which, where applicable, a payment period had been granted, becoming due at once, by operation of law and without prior notice of default.

8.4 If the customer fails to make the agreed payments, even if they are partial payments, A-Net is entitled to suspend its performance until the customer has fulfilled his payment obligation in full. The suspension cannot give rise to any damages from the customer.

Article 9: End of the agreement

9.1 Without prejudice to the application of article 7.4, the agreement will be deemed to be dissolved by operation of law in case of bankruptcy, application of the law on the continuity of companies (including judicial composition), fiscal or social debts, application of the law on the continuity of companies, admission to collective debt mediation or any other form of liquidation of A-Net or the customer. A-Net is immediately entitled to payment of all performances and goods delivered until then, without prejudice to its right to full compensation.

9.2 A-Net is entitled to terminate the offer/agreement in whole or in part by registered letter, if the customer fails to comply with its commitments within fourteen (14) days of being given notice of default by registered letter.

9.3 In case of unilateral termination of the contract by the Customer or in case of judicial dissolution of the contract to the detriment of the Customer, a lump-sum and pre-agreed compensation of 25% on the agreed price shall be due. These damages cannot be reduced by the parties and the parties agree that these damages constitute the actual damages suffered. If A-Net unilaterally terminates the contract, it shall owe the same damages to the customer.

9.4 If performance is temporarily suspended at the customer's request, provisional billing may be made at the stage of performance in which performance is in progress.

Article 10: Personal data

10.1 It is possible that A-Net processes certain personal data in the execution of the offer/agreement. This is always done in the framework of the contractual relationship between the customer and A-Net. A-Net undertakes to process only personal data that are strictly necessary to correctly execute the offer/agreement.

10.2 It is possible that A-Net shares personal data with third parties. This is always done within the framework of the execution of the agreement and is limited to what is strictly necessary.

10.3 A-Net retains personal data only for the period necessary to achieve and fulfill the purposes of the offer/agreement unless a longer retention period is required or justified by law or other legal obligation.

10.4 Under the General Data Protection Regulation, a number of rights are granted regarding the processing of personal data. These are: the right to inspect and copy data, to correct, to have deleted, to limit and to transfer data. The customer always has the right to exercise these rights. However, if an exercise of any of these rights results in A-Net no longer being able to properly execute the agreement/offer, it has the right to terminate the agreement with immediate effect without being liable for compensation.

Article 11: Confidentiality

11.1 Each of the parties undertakes not to disseminate or communicate, not to have disseminated or communicated, not to use, directly or indirectly, the confidential data, intelligence, information, applications, methods and know-how as well as any type of document of which it became aware during the execution of the agreement/offer, unless the other party gave its prior written consent. The obligation of confidentiality provided for in this article applies as long as the information in question is of a confidential nature, i.e. even after the end of the contract.

Article 12: Force Majeure

12.1 Cases of force majeure and, more generally, all circumstances which prevent, reduce or delay the performance of the contract/offer by A-Net or which cause an excessive aggravation of the fulfilment of the commitments undertaken by it, release A-Net from any liability and allow it, as the case may be, either to shorten its commitments or to break the contract or suspend its performance, without being liable for any compensation. Are considered as such, among others: war, civil war, mobilization, riots, strike and lock-out, both at A-Net and at its suppliers, machine breakdown, computer virus or bug, fire, water damage, interruption of means of transport, supply difficulties in raw materials, materials and energy and restrictions or prohibitions imposed by the government.

12.2 With regard to the delivery and execution period, it is expressly agreed that force majeure shall be present on A-Net's part if A-Net's suppliers, contrary to the agreements made between A-Net and the suppliers, should fail to deliver materials on time, which are required by A-Net for the purpose of execution of the works or delivery of the materials to the customer there.

Article 13: General provisions

13.1 Any person or company placing an order with a request to charge it to third parties shall be held jointly and severally liable for its payment.

13.2 If one or more provisions of these general terms and conditions is contrary to applicable law or void for other reasons, the remaining provisions shall continue to apply in full and the clause in question shall not be void but shall be applied within the limits of what is legally permissible.

13.3 Without A-Net's prior written consent, the customer may not assign its rights and obligations to A-Net to third parties.

13.4 A-Net reserves the right to entrust all or part of the execution of the order to subcontractors.

13.5 Without prejudice to Article 11 and unless expressly opposed by the customer, A-Net may use the offer/agreement and the customer's (commercial) name as a reference for its commercial activities.

13.6 A-Net's failure to exercise any of its rights shall under no circumstances be construed as a waiver of such rights.

Article 14: Applicable law and competent courts

14.1 To the exclusion of any other law, only Belgian law shall apply to the disputes between the A-Net and the customer, excluding its principles of private international law.

14.2 All disputes of whatever nature, including disputes regarding the application and interpretation of these general terms and conditions, the agreement/offer or any other binding document agreed upon between A-Net and the customer, shall fall within the exclusive jurisdiction of the Antwerp Commercial Court, Hasselt Division.