General Commercial Terms and Conditions
VISUAL SOLUTIONS BVBA, in 1560 HOEILAART, Belgium
Article 1 – Scope and Applicability of the present General Commercial Conditions
1. The present general commercial conditions are applicable to all price offers, orders, and agreements related to the delivery and/or the leasing of goods and/or services by the Belgian company VISUAL SOLUTIONS BVBA to the Client.
In these general commercial conditions, “VISUAL SOLUTIONS” denotes the company that concludes the agreement in question with the Client, as shown in the price offer and the invoicing in question. The Client acknowledges and affirms prior to each and every transaction to have taken full cognisance of the present general commercial conditions. The acceptance of any price offer/order or the conclusion of an agreement, as well as the acceptance of the invoice constitute the acceptance of the present general commercial conditions.
2. The present general commercial conditions shall prevail over any and all deviating general commercial conditions in effect with the Client, even should they contain provision(s) similar to the conditions set forth herein.
Any non-conformities with the present general commercial conditions shall be deemed to be valid solely in so far as they have been explicitly and in writing agreed to by the parties.
3. The present general commercial conditions shall likewise be applicable to all agreements with VISUAL SOLUTIONS BVBA for the implementation whereof the services of third parties shall be required.
4. In the event any provision(s) (or any part thereof) in the present general commercial conditions should be considered invalid or unenforceable, such provision(s) (or the relevant part thereof) shall be separated from the rest of the general commercial conditions and the remaining provisions of said general commercial conditions shall continue of undiminished force and effect.
Article 2 – Conclusion of commitments and agreements
1. Price offers drawn up by VISUAL SOLUTIONS BVBA shall remain valid for 30 days of for a shorter period as stated in the price offer.
Price offers are to be considered purely informative and subject to change and/or retraction at any moment by VISUAL SOLUTIONS BVBA.
Unless stated otherwise, the prices are applicable subject to provisions in article 7 of these general commercial conditions and therefore invariably quoted exclusive of VAT and other charges and taxes. In any event, the air travel, hotel, and catering charges are not included in the price offers but shall be borne entirely by the Client.
Acceptance of price offers shall be conducted in writing.
2. The price offer drawn up by VISUAL SOLUTIONS BVBA, together with the present general commercial conditions, shall constitute, as of the time of the Client’s acceptance of the price offer (either explicitly by its signing, or tacitly at the start of its implementation) a binding agreement between the Client and VISUAL SOLUTIONS BVBA (hereafter the “Agreement”). Definitively accepted price offers/signed order forms, can no longer be cancelled by the Client, unless by explicit mutual consent in writing.
3. For what concerns work activities for which, because of their very nature, no order confirmation is being sent, the invoice shall also serve as confirmation of the assignment, such an invoice to be deemed to reflect accurately and completely the tenor of the Agreement in casu.
4. VISUAL SOLUTIONS BVBA at any and all times reserves the right to refuse assignments and/or orders without providing reasons for her decision.
5. In the event of repeated conclusions of contracts between VISUAL SOLUTIONS BVBA and the Client, no special rights can be derived or claimed from the repetitive nature of such transactions and, on each occasion, the specific Agreement related to the contracted transaction shall exclusively be deemed valid and effective, barring these commercial conditions that are deemed to be known and agreed upon, and of application to each and every Agreement.
6. In principle, contracts shall be concluded on the basic understanding of the validity of the “unit prices” as stated in the price offer. The prices stated in catalogues, on websites and similar media are purely indicative.
Only by explicit accord in casu shall exceptions to that principle be valid, with this proviso that every such exception shall pertain solely to the specific transaction in question and can never be invoked as precedent for any subsequent transactions.
7. Parties confirm in so far as necessary that communications between them may be validly conducted by letter and via e-mail, unless stated otherwise in these general commercial conditions.
8. Every Agreement shall be concluded under the suspensive condition that the Client, at the sole judgement of VISUAL SOLUTIONS BVBA, be deemed sufficiently creditworthy to remain in full compliance with his payment obligations under the Agreement.
VISUAL SOLUTIONS BVBA shall be entitled, at or following the conclusion of the Agreement, and before engaging in (or continuing) any assignment, to request an advance payment of any amount from the Client and/or to demand security to ensure that the Client shall fully meet his payment and other obligations as entered into the Agreement with VISUAL SOLUTIONS BVBA.
Failure to pay the advance will result in the suspensive advantage of VISUAL SOLUTIONS BVBA and shall entitle VISUAL SOLUTIONS BVBA, at her sole discretion, to review the execution terms as have been agreed upon. In case the unit prices have been increased in the meanwhile, such increased prices shall be applicable. Without prejudice to any other rights of VISUAL SOLUTIONS BVBA under the Agreement, VISUAL SOLUTIONS BVBA reserves the right, in case of partial deliveries of an order payment for any partial delivery should be delayed, to suspend or cancel the remaining part deliveries without prejudice to her right to further indemnity.
Article 3 – Implementation of the Agreement
1. VISUAL SOLUTIONS BVBA shall duly implement the Agreement to the best of her knowledge and capabilities.
2. If and in so far VISUAL SOLUTIONS BVBA considers it necessary to ensure the proper implementation of the Agreement, VISUAL SOLUTIONS BVBA shall be entitled to have certain given works performed by sub-contracting parties.
3. The Client shall make certain to provide VISUAL SOLUTIONS BVBA expeditiously with all data, permits, plans, and the like, whose possession VISUAL SOLUTIONS BVBA has proclaimed necessary, or whose necessity and importance might reasonably be expected to be known by the Client, to ensure the proper implementation of the Agreement.
In the event that such necessary data for the proper implementation of the Agreement not be provided in timely fashion to VISUAL SOLUTIONS BVBA, VISUAL SOLUTIONS BVBA shall be entitled to suspend the implementation of the Agreement and/or to charge the Client for the extra costs arising from the delay at the customary rates.
4. VISUAL SOLUTIONS BVBA shall not assume any liability for damage of whatever nature caused by the Client’s provision of incorrect and/or incomplete data and information.
Article 4 – Delivery time and delivery
1. Unless otherwise agreed to explicitly and in writing, any delivery terms as stated by VISUAL SOLUTIONS BVBA are purely informative (non-binding) and their being exceeded shall never render the latter liable and/or lead to claim for indemnity, nor shall it entitle the Client to cancel the Agreement and/or to refuse acceptance of the work performed.
2. Unless otherwise stated, the goods shall be delivered by the manufacturer to the Client.
During the Agreement’s entire duration (inclusive of transport) the Client shall assume the risks of incurred costs, loss, damage, and theft of the goods. The Client shall undertake to conclude an all-risk insurance coverage for all goods that are the subject of the Agreement, and this for the entire duration of the Agreement (inclusive of transport). Likewise, the Client shall undertake to ensure the presence of permanent appropriate surveillance of all of the materials that are part of the Agreement, and this in a secure and well-guarded location.
3. Partial deliveries shall be permitted. If the goods are delivered in parts, VISUAL SOLUTIONS BVBA shall be entitled to invoice each part separately.
4. It shall be incumbent on the Client to take possession of the sold/leased goods at the moment of their delivery to his premises, or at the time they are being held at his disposal under the terms of the Agreement.
5. Should the Client refuse to take delivery, or omits to provide the information or instructions needed for their delivery, the goods shall be held at his disposal in storage, at his expense and risk. In that case, the Client shall be liable for all additional costs, amongst which, in any event, those of storage.
6. In the event that the Agreement concerns work to be performed on location, the Client shall ascertain that such work can be started expeditiously. Amongst other measures, the Client shall ensure that VISUAL SOLUTIONS BVBA’s personnel, as well as sub-contractors engaged by VISUAL SOLUTIONS BVBA, be given ready access to their work stations, and likewise arrange for easy delivery of needed materials.
Furthermore, it shall be incumbent on the Client to provide the needed power hook-ups and to make sure the workplace be properly lit and, if required, to make available needed auxiliary equipment and apparatus such as height-workers and scaffolding, and to further ensure that no work performed by third parties impede and/or delay the progress of VISUAL SOLUTIONS BVBA’s activities. Failure by the Client to fulfil any of the afore-mentioned general commercial conditions shall result in his liability for all additional costs incurred.
7. For what concerns all exports outside the EU, both for sales and leasing, the Client shall without any delay undertake to provide VISUAL SOLUTIONS BVBA with all required customs documents (for sales = Single Document, for leasing = Single Document or ATA carnet as proof of temporary export). All costs related to these (temporary) exports shall be borne by the Client.
The Client shall, at his own liability and expense, ensure that all required arrangements be made and the needed documents provided, and that all formalities be fulfilled that are necessary for the transport and clearing of goods to and into the country of destination. At no time shall VISUAL SOLUTIONS BVBA be held responsible in the event that goods cannot be cleared in good time, or cannot be cleared at all, into the country of destination.
In the event of disputes or problems arising in the course of the transport, delivery, or implementation of the Agreement, VISUAL SOLUTIONS BVBA shall be entitled to change the delivery, at the Client’s risk and expense, and to take any other necessary measures that she deems useful.
Article 5 – Changing and dissolving the Agreement
1. Should any change or addition to the Agreement result in financial and/or qualitative consequences, VISUAL SOLUTIONS BVBA shall accordingly notify the Client in advance. Verbal commitments and/or changes to the Agreement(s) shall only be binding following their explicit and written acceptance by VISUAL SOLUTIONS BVBA.
2. Without prejudice to any other rights or remedies, VISUAL SOLUTIONS BVBA shall be entitled in good right and de iure to proceed to the immediate dissolution of the Agreement(s), without any prior court intervention, in the following instances:
a. In case the Client fails to comply with any of his commitments under the Agreement;
b. In case, following the conclusion of the Agreement, VISUAL SOLUTIONS BVBA becomes aware of certain circumstances that would justify doubt that the Client will be able to fulfil his obligations;
c. In case VISUAL SOLUTIONS BVBA has requested the Client, on conclusion of the Agreement or subsequently during its implementation, to provide security for its fulfilment and this security is not forthcoming or is insufficient;
d. In the event of bankruptcy, liquidation, insolvency, or cessation of payment of or by the Client, or the filing by the Client of a voluntary request for a judicial reorganisation procedure (in the meaning of the Belgian Law of 31 January 2009 concerning the continuity of enterprises), on condition, however, in the latter case, that the Client, within fifteen (15) days following a request from VISUAL SOLUTIONS BVBA has not, to that effect, confirmed that he shall proceed with the implementation of the Agreement and remain in compliance with all of his obligations under its terms.
3. In the event of dissolution in keeping with Article 5(2) supra, all claims held by VISUAL SOLUTIONS BVBA on the Client shall become immediately due and payable and the Client shall be bound to return to VISUAL SOLUTIONS BVBA all goods delivered or placed at his disposal by the latter within 24 hours following receipt of a written notification by VISUAL SOLUTIONS BVBA. Without prejudice to any other rights of VISUAL SOLUTIONS BVBA under the Agreement or the present general commercial conditions, should the Client fail to return said goods within 24 hours, VISUAL SOLUTIONS BVBA and/or her appointed agents shall be entitled to enter the premises where the goods are located in order to take repossession of them. The Client shall be expected to lend his cooperation to this process.
Article 6 – Advisories and facts
1. Advice is proffered according to best of information and knowledge. VISUAL SOLUTIONS BVBA shall never be held liable for any (verbal or written) advisories given.
2. Advisories proffered by VISUAL SOLUTIONS BVBA shall never release the Client from his obligation to conduct his own investigations into the suitability of the goods delivered to serve their purpose as intended by the Client.
The same holds true for facts concerning the composition of the goods and their possible modes of application.
Article 7 – Prices
The applicable prices and general commercial conditions are those that are valid on the date of the price offer by VISUAL SOLUTIONS BVBA, exclusive of VAT and other charges and taxes.
Price increases in various costs, wages,… , may always be proportionately introduced by VISUAL SOLUTIONS BVBA. In any case, price changes may be introduced in the eventuality (not limitative) of strikes, excessive snowstorms, flooding, fire, unavoidable accidents, road blocks, war …
The Client engages himself to always provide, at his expense, secure premises for all the personnel designated in advance by VISUAL SOLUTIONS BVBA in cases where, either en route or on location, an overnight stay is necessary. The overnight stay shall be arranged by the Client under the best possible circumstances, with single rooms (and inclusive of meals). If the Client does not provide breakfast, a fixed amount of 30 Euro shall be charged by VISUAL SOLUTIONS BVBA per person and for each day of its absence. If no catering at all is arranged by the Client, a fixed amount of 115 Euro per person per day shall be charged by VISUAL SOLUTIONS BVBA.
Air travel in excess of 6.5 hours duration shall be deemed to be arranged by the Client, at his expense, in business class, unless there exist very specific reasons to the contrary. In that case, this exemption needs to be accepted in advance and in writing by both parties.
Article 8 – Invoicing and Payment
1. All invoices are payable in cash on the invoice date at VISUAL SOLUTIONS BVBA’s registered offices unless specific payment terms have been agreed upon in writing.
2. All amounts due to VISUAL SOLUTIONS BVBA shall be made in toto and without deduction, discount, or offsetting by deposit or transfer to an account indicated by VISUAL SOLUTIONS BVBA. The Client cannot invoke any compensation, counter-claim, or right of retention versus VISUAL SOLUTIONS BVBA, unless on the grounds of breach of contract, error, violation of legal obligations, or adduce any other reason whatever in order to justify a deferment of payment of the entirety or part of the amount due.
3. In case terms of payments have been granted, these shall lapse in good right and de iure, without the need for a formal notice of default to that effect, by the simple failure to respect an interim due date or payment term, and the entire balance shall become immediately payable, increased by the applicable arrears interests and costs obtaining.
4. In order to be admissible, any complaints or disputes need to be brought to VISUAL SOLUTIONS BVBA’s attention within 7 business days following the invoice date, and this in writing by registered letter. The Client’s dispute of any invoice or any part thereof, for whatever reason, shall not confer upon the latter the right to withhold payment of the due invoices, not even partially.
5. In case the Client fails to abide by his payment obligations in due time, he shall, without the need for any formal notice of default or court intervention, become liable to pay an arrears interest on the due amount, at the special rate stated in Article 5 of the Belgian Law of 2 August 2002 concerning the combating of late payments in commercial transactions, as well as a fixed amount of 10% on the total invoiced amount as compensatory indemnity, with a minimum of 200 Euro, without prejudice to VISUAL SOLUTIONS BVBA’s right to complete indemnity. All legal and extra-legal costs, including costs for internal and external advice, incurred by VISUAL SOLUTIONS BVBA through the Client’s failure to comply with his (payment) obligations, shall be charged to the Client’s account. Any payments made by the Client shall be applied first to settling all costs and interests due and subsequently to clearing the longest outstanding and claimable invoices, even though the Client states that the payment in question concerns a later invoice.
6. Bills of exchange, cheques, assignments, payment by third parties, or lending shall not bring about a renewal of debt or any changes to the provisions in the Agreement.
Article 9 – Liability
1. VISUAL SOLUTIONS BVBA shall be held liable only for direct damage incurred by the Client because of breach of contract (inclusive of grave error) or illegal act on her part, to maximum the amount of the price effectively paid by the Client for the performed services (hence, not for goods or other parts of the agreement) that have resulted in the damage in question. Any other liability and guarantee on the part of VISUAL SOLUTIONS BVBA shall be explicitly excluded, including therein, amongst others, indirect or special damage, losses suffered because of loss of profit, loss of contracts, goodwill, or compromised reputation, damage to, or destruction of, data, or any other form of “lucrum cessans” or consequential damage of whatever nature, irrespective of the manner in which such damage or loss has come about and regardless of whether or not it originates in, or is caused by, the breach of contract (inclusive of grave error) or illegal or wrongful act.
2. The Client shall indemnify VISUAL SOLUTIONS BVBA for all damage that the latter might or could incur as a result of claims by third parties related to goods or services delivered by VISUAL SOLUTIONS BVBA, including, amongst others: claims by third parties (inclusive of those of VISUAL SOLUTIONS BVBA’s collaborators) that have suffered damage as a result of actions or negligence on the part of the Client, or of hazardous situations caused by him, or as a result of a defect in the products or services delivered by VISUAL SOLUTIONS BVBA that were used by the Client or changed by the addition of, or used in combination with, other products and/or services.
3. Without prejudice to the preceding, the Client explicitly acknowledges that VISUAL SOLUTIONS BVBA shall bear no responsibility whatever for any and all modifications made by the Client or third parties to the delivered goods, or for their improper use.
Article 10 – Force majeure
1. Notwithstanding any provision to the contrary in the present general commercial conditions, VISUAL SOLUTIONS BVBA shall not be held liable vis-à-vis the Client for any loss or damage that the latter might incur as the direct or indirect result of the fact that the delivery of the goods or services by VISUAL SOLUTIONS BVBA is being impeded or delayed or has become impossible, or made considerably more difficult, more expensive or unprofitable by circumstances or occurrences happening beyond the control of VISUAL SOLUTIONS BVBA, amongst which (but not limited to) force majeure, war, rebellion, strike (including within the VISUAL SOLUTIONS BVBA organisation), lock-out, commercial disputes or labour unrest, accidents, break-down of installations or machinery, fire, flooding, stormy weather conditions, problems or increased costs in trying to find qualified collaborators, materials, base materials, or transport.
2. VISUAL SOLUTIONS BVBA’s obligations shall be suspended for as long as the force majeure conditions persist. In case the force majeure situation exceeds 14 days, both parties shall be entitled to dissolve the Agreement without, in such case, incurring any obligation to indemnify the other party.
3. Should VISUAL SOLUTIONS BVBA, at the start of the force majeure situation, have already partially fulfilled her obligations, or can only partially fulfil them, she shall be entitled to separately bill the work already completed and/or the work that can still be completed, and the Client shall be bound to pay this invoice as if it pertained to a separate Agreement. This provision shall not be applicable in cases where the work already completed, c.q. the executable part, does not have any independent value.
Article 11 – Applicable law
1. All queries and disputes concerning the validity, interpretation, implementation, execution, or termination of these general commercial conditions or of any price offer, order, or Agreement shall be governed by, and interpreted according to, Belgian law. Hence, all agreements with VISUAL SOLUTIONS BVBA shall be solely subject to Belgian law, to the exclusion of application of the Vienna Trade Treaty. All disputes, of whatever nature, including those pertaining to invoices, shall be heard and entertained by the Courts within the juridical arrondissement where VISUAL SOLUTIONS BVBA maintains her registered offices.
2. Without prejudice to any other provision in the present general commercial conditions, any claims by the Client arising from, or in connection with, these general commercial conditions, or any price offer, order, or Agreement thereunder, shall in any event expire after six (6) months from the date of fulfilment of the delivery and/or service. This period is not subject to suspension and/or interruption.
Article 12 – Sale and contracting
1. The goods shall remain the exclusive property of VISUAL SOLUTIONS BVBA until the full and final settlement of all sums that the Client owes to VISUAL SOLUTIONS BVBA at any time and for whatever reason. Until such time, VISUAL SOLUTIONS BVBA shall invariably be entitled to full settlement, irrespective of partial payments. This implies a prohibition of sale, assignment, contribution, or transfer for free of the goods, as well as a prohibition on the introduction by the Client or third parties of modifications, partitioning, or additions. VISUAL SOLUTIONS BVBA and/or her appointed representatives shall be entitled to enter the premises (of the Client or of third parties) where the goods are being kept in order to repossess them on the grounds of what is stipulated in this Article should the Client fail in his compliance with his obligations. The Client shall be expected to lend his full cooperation to the process.
2. VISUAL SOLUTIONS BVBA shall not be responsible for the defects that are visible and that the Client himself could reasonably be expected to have noted at the time of delivery. In order to be admissible, complaints concerning visible defects need immediately within one (1) calendar following delivery, and in any event prior to any use of the goods, to be notified by the Client in writing. All other complaints concerning the sold goods need to be notified in writing to VISUAL SOLUTIONS BVBA within a period of eight (8) calendar days following delivery.
3. In the case of total or partial work contracts, the delivery shall be made tacitly when it is made in total or in parts and put into service without reservation, or when the Client or third parties themselves carry out work activities on the delivered goods or take possession of the goods without reservation. The acceptance of a delivery covers all visible defects. Given the nature of the work and the activities of VISUAL SOLUTIONS BVBA, the delivery of such contract works shall be conducted in one stage, which is instant and final.
4. VISUAL SOLUTIONS BVBA shall only be liable for his sub-contractor when it pertains to a pure and direct sub-contracting assignment. As of the moment VISUAL SOLUTIONS BVBA cannot freely choose the sub-contractor, or as of the moment during the work activities it appears that the Client is dealing directly with the sub-contractor, any and all liability on the part of VISUAL SOLUTIONS BVBA shall in that case lapse, so that any eventual subsequent billing needs to be considered solely as a technical processing. The Client cannot make his compliance with his own commitments vis-à-vis VISUAL SOLUTIONS BVBA dependent on documents, facts, or calculation methods pertaining to the sub-contracting agreement, except when explicitly agreed to otherwise. The Client shall be responsible for the delivery location and provision of utilities (presence of electricity, water, and heating).
5. Without prejudice to any other provisions in the present general commercial conditions, VISUAL SOLUTIONS BVBA shall never be held responsible for any commitments beyond those to which her own suppliers and sub-contractors are bound vis-à-vis VISUAL SOLUTIONS BVBA, or beyond the guarantee that was issued to herself.
6. In the case of second-hand articles (see second-hand trader platform), VISUAL SOLUTIONS BVBA shall give no warrantee on the goods. The Client shall purchase the goods in the state and condition wherein they are found at the time, without any liability or guarantees from VISUAL SOLUTIONS BVBA.
Article 13 – Leasing and services (finished productions)
1. By the term ‘Client’ is also meant “the lessee”; by “lessor” is meant VISUAL SOLUTIONS BVBA.
2. In case VISUAL SOLUTIONS BVBA cannot meet her delivery obligations, for whatever reason,
VISUAL SOLUTIONS BVBA shall at the earliest possible moment notify the Client accordingly and propose possible alternatives. If these alternatives are rejected by the Client, the latter shall only be entitled to cancel the Agreement without incurring any costs.
Any further liability or compensation on the part of VISUAL SOLUTIONS BVBA shall be excluded.
3. The leased goods shall at all times remain the property of VISUAL SOLUTIONS BVBA or, case pertaining, of the enterprises associated with her.
The lessee shall use the goods exclusively for the purpose as intended by their manufacture. The lessee shall assure the lessor of his familiarity with the workings and functioning of the goods. The lessee shall treat the goods in a professional and appropriate manner and ensure their storage in a proper and secure location, even should the Client need to engage an external security firm for that purpose.
4. The lessee shall at all times remain liable for damage to, loss or theft of, the leased goods until their return to the warehouses of VISUAL SOLUTIONS BVBA. The lessee shall without any delay notify the lessor of any damage to, or loss of, the leased goods and return such goods immediately to the latter. At the same time, the lessee shall, in case of theft or vandalism, inform the police at the location where the theft or the vandalism occurred, and provide the lessor with a copy of his report. The lessee shall compensate the lessor for the costs of repair or replacement of the leased goods, as also for the loss of leasing revenue incurred during the period required for such repair or replacement, to the extent that this period exceeds the duration of the agreed-upon leasing agreement for which the lessee has paid. It shall be incumbent on the lessee to insure the goods against damage and loss (including theft), for the term during which the goods are in his possession and at his disposal. VISUAL SOLUTIONS BVBA shall at all times be entitled to request submission of the insurance policy and proof of payment of the premiums. In the case that the lessee fails to take out adequate insurance coverage (or is unable to demonstrate such coverage to the lessor), or in case the lessor is requested to do so by the lessee, the former, or whichever of his associated enterprises, shall take out insurance coverage against the risks of accidental damage to, or loss or theft of, the leased goods, and this in keeping with the general commercial conditions set forth in the Special Conditions “Accidental Damage and Theft – Waiver of Claim”.
5. The lessee shall be responsible for all damage inflicted upon third parties by materials belonging to VISUAL SOLUTIONS BVBA, irrespective of their condition. The lessee shall take out insurance coverage against any kind of damage caused by his own actions or through defects in the materials.
6. The lessee shall at all times allow the lessor, or any one of his authorised representatives, to enter the buildings or yards where the goods are located in order to inspect their presence and condition. VISUAL SOLUTIONS BVBA shall at all times be entitled to remove the goods from the lessee’s premises, or from the premises of the party in possession of them, when the lessee fails to fulfil his obligations. The lessee shall be expected to lend his cooperation to this process.
7. All leased goods have been inspected pursuant to the Belgian legislation obtaining. The lessee himself shall assume responsibility for all the required inspections and all permits and/or permissions needed for the use of the leased goods.
8. The lessee needs to ascertain that the leased goods were delivered to him in good condition. The acceptance of the goods by the lessee or his transporter without any remarks on the consignment note or receipt, or any other form of confirmation of receipt, shall constitute valid proof that the shipment was delivered complete and in apparent good condition.
9. Any malfunction in the leased goods needs to be notified in writing and without delay to VISUAL SOLUTIONS BVBA on penalty of non-admissibility of the complaint.
10. All goods must be returned in their original condition:
repair works, reconstructions, or any other modifications to the goods by the lessee or by third parties are strictly prohibited without the lessor’s written consent, and all eventual and possible damage and/or costs resulting therefrom shall be charged to the lessee.
11. The late return of the leased goods shall at all times be subject to an additional charge, increased by costs arising from the delay.
12. The early return of the goods shall not lead to any price reductions; the price agreed upon shall invariably be charged for the entire contracted lease term.
13. The lessor shall be entitled to demand a guarantee from the lessee and also reserves the right to clear the overdue lease instalments with this guarantee, including likewise the costs of repair and/of cleaning of the leased goods.
14. For finished productions (inclusive of services and instances where personnel is made available by the lessor), the same conditions as those stated in this Article 13 shall apply.