General rental, maintenance and service conditions (contract)

Between the undersigned :

SKM Eradicaire, whose registered office is at Avenue Laënnec 9 bte 1 1020 Laeken, VAT number BE 1004.526.555, hereinafter referred to as Pest Patrol, and the customer, whose full contact details are given on the reverse of this contract/in the special conditions, hereinafter referred to as the customer, it has been agreed as follows:

Article 1: Purpose of the contract

Rental and maintenance: Pest Patrol rents out items for pest prevention and control (e.g. baits, insect lamps, traps, detectors, radar, etc.) and takes care of their operation and maintenance.
Process execution:

1.2.1. Pest Patrol performs the number of treatments listed under ‘Services - Number of applications’ (e.g. insecticide, heat treatment, shooting action, etc.) for the prevention and control of vermin.
1.2.2. In the event of unexpected reinfestation or worsening of the infestation in progress between 2 treatments, additional treatment may be carried out at the customer's request and at the rates applicable on the date of the request.
1.3 Terms of service :
1.3.1. Services are provided at the agreed place and time.
1.3.2. Delivery and performance times are always indicative. Pest Patrol reserves the right to make partial deliveries.
1.4. Obligations of means and liability :
1.4.1. All obligations undertaken by Pest Patrol under this contract are obligations of means.
1.4.2. Pest Patrol's liability is limited to actual and direct damage caused by its own fault or by a fault committed by one of its employees, with the exception of indirect damage, consequential damage and damage caused by force majeure (including strikes, fire, etc.) and/or the fault of a third party.
1.4.3. The maximum total amount of damages for which Pest Patrol may be held liable shall not exceed 6 months' invoiced sales prior to the loss or event.
1.4.4. Pest Patrol accepts no liability for any claim for which the customer has not informed Pest Patrol by registered letter within 5 working days of the date on which the claim occurred.
1.4.5. Pest Patrol accepts no responsibility for losses caused by vermin and pests.
1.4.6. Pest Patrol accepts no liability in the event of reinfestation.

Article 2: Duration

2.1. Unless otherwise specified, the contract is concluded for a fixed term of 36 months and is binding on both parties from the date of signature.
2.2. The contract is tacitly renewed under the same conditions and for the same duration in the absence of cancellation sent by registered letter by one of the parties at least 3 months before the next expiry date.

Article 3: Customer obligations
3.1. The customer shall ensure that Pest Patrol and its employees have free and safe access to the premises, places to be treated and/or items rented or made available. The customer may not maintain
rented or made available items, have them serviced by a third party or move them.
3.2. The customer undertakes to follow Pest Patrol's advice. Advice may relate to, among other things, the preparations that the customer must make before treatment can take place, the accessibility of the
premises before, during and after treatment, additional preventive measures to avoid reinfestation, work to be carried out, etc.
3.3. If the customer - after having been put on notice by Pest Patrol - does not follow the advice before the next treatment, Pest Patrol reserves the right to suspend the execution of the contract or to terminate the contract without being obliged to pay any compensation.

Article 4: Prices

4.1. All prices quoted are inclusive prices per visit. Pest Patrol is entitled to charge a one-time start-up fee at the price quoted or, failing that, at Pest Patrol's then-applicable rates. If the customer wishes Pest Patrol's service employee to come and collect the vermin caught at a time when he/she is not on site, the costs of this additional service visit will also be charged to the customer at the rates applicable at that time at Pest Patrol. The customer may obtain the applicable rates from Pest Patrol at any time upon request.
4.2. Prices are exclusive of VAT for professional customers and inclusive of VAT for private customers.
4.3. Prices are adjusted without prior notice to reflect changes in costs as reflected in the consumer price index (including environmental fees - base 1992) according to the formula: New price = base price x, with the index for the month preceding the signing of the contract serving as the reference index.
4.4. Pest Patrol is entitled to adjust its prices in the event of an increase in the market price of the items rented and/or made available and their accessories. The new prices will be applied to the next invoice. If the customer objects in writing to the adjustment of the prices applied within 15 days of the invoice date, the parties will examine and negotiate the terms of the contract in mutual consultation. Failing agreement, Pest Patrol shall be entitled to terminate the contract without any compensation being due to the customer.

Article 5: Invoicing and payment terms

5.1. Invoices for subscriptions are issued monthly, always in the form of a deposit for services to be performed by Pest Patrol during the following month. Invoices are sent to the Customer by e-mail. If the Customer requires a paper invoice, EUR 3.00 per paper invoice will be charged.
5.2. The price is due for the entire duration of the contract, even if the customer does not wish to use the items to be delivered/services to be provided by Pest Patrol for any reason whatsoever (force majeure, strike, removal, etc.).
5.3. All subscription invoices are payable within 10 days of the invoice date. In the event of non-payment on the due date, the invoices will be increased ipso jure and without formal notice by interest of 12% per annum and a flat-rate surcharge of 15%, with a minimum of 50 EUR.
5.4. If the customer fails to meet its payment obligation, Pest Patrol reserves the right to take back the rented or made-available items. In this case, as well as in cases where it can be reasonably ascertained on the basis of objective data that the customer's solvency is compromised, Pest Patrol also reserves the right to suspend or terminate the contract.

Article 6: Communication

6.1. The customer must address any complaint in writing, within 48 hours of delivery / performance of the service or receipt of the invoice. In the event that Pest Patrol has not been put in a position to respond to a complaint, Pest Patrol will inform the customer in writing.
in a position to oppose the customer's claim to its own finding of damage or defects, such claim shall be deemed not to exist.
6.2. In the event of seizure of the items rented or made available, the customer must immediately inform Pest Patrol of the seizure and of the identity of the seizing party, and provide Pest Patrol with such information or documents as Pest Patrol may reasonably request in this connection. The customer must inform the distrainer of Pest Patrol's exclusive right of ownership as defined in article 7.

Article 7: Ownership of items

7.1. Location :
7.11. Unless otherwise specified on the front of the contract, the items rented and/or made available remain the property of Pest Patrol for the duration of the contract.
7.1.2. Items may not be modified, transferred, moved or sublet by the customer without the express written permission of Pest Patrol.
7.1.3. The customer is responsible for all rented items in his possession and for the use made of them. They may only be used for the purposes for which they were intended.
7.1.4. The customer is liable for all missing items as well as for any damage or abnormal wear, regardless of their cause, including extraneous causes, fortuitous causes or force majeure. In the event of theft, loss, abnormal wear and/or damage, Pest Patrol will invoice the residual value. This will be the case, for example, in the event of damage caused by fire, impossibility for Pest Patrol to maintain the articles (see art.1.2), intervention by persons other than qualified Pest Patrol personnel.
7.2. Sales :
7.2.1. In the event of sale, the customer only becomes the owner of the articles after full payment of the price. The transfer of risk takes place immediately after delivery.

Article 8: Confidentiality and privacy

8.1. Privacy
Pest Patrol and the customer undertake to treat the contract as confidential and waive the right to communicate it (or the information it contains) to third parties, except to comply with a legal obligation or to enforce a court order.
8.2. Privacy policy
8.2.1. Pest Patrol and the customer undertake that any personal data (mainly contact details) obtained in the course of the performance of this contract will be :
* processed lawfully, fairly and transparently
* used to the extent strictly necessary for the performance of this contract and/or in relation to the legitimate interests of the parties
* kept up to date
* retained as long as necessary for the purposes for which the data were obtained
* stored securely using appropriate technical and organizational measures (see the www.PestPatrol.be website for details of personal data processing and privacy policy)
8.1.2. If the customer transmits personal data of persons who were not present when the contract was signed to Pest Patrol, the customer undertakes to inform the persons concerned.

Article 9: End of contract

9.1. At the end of the contract, for whatever reason, the customer must return the rented items to Pest Patrol in good condition and at the customer's expense.
9.2 In the event of early termination by the customer or at the customer's expense, the customer shall owe by operation of law and by way of termination indemnity a fixed amount of 50% of the amounts contractually due until the next due date of the contract, without Pest Patrol still having to provide any services whatsoever, with a minimum equal to 6 months of invoiced sales.
9.3. In the event of termination at the expense of Pest Patrol, the customer is required to demonstrate actual damage within the limits of article 1.4.

Article 10: Jurisdiction
In the event of a dispute, the courts of the district of Brussels shall have sole jurisdiction.

Article 11: General provisions
11.1. The person signing the contract on behalf of the customer declares that he/she has the authority to bind the customer.
11.2. The contract consists of the special terms and conditions and these general terms and conditions. The applicability of any conditions applied by the customer is expressly excluded, even in the event of communication of such conditions by the customer to Pest Patrol.
11.3 In the event of any conflict between the special terms and conditions and these general terms and conditions, the special terms and conditions shall prevail.
11.4. The nullity of a clause or article does not imply the nullity of the entire contract.
11.5. Pest Patrol reserves the right to transfer the contract in whole or in part to a company belonging to the Pest Patrol group of companies or to any third party, subject to written notification of the customer. From the date of transfer, Pest Patrol shall be released from its obligations to the customer, with the exception of obligations arising prior to the transfer. The customer is not entitled to transfer the contract without the prior written consent of Pest Patrol.
11.6 Pest Patrol and the customer agree that the personnel deployed by each of them for the performance of this contract shall be considered solely as personnel of Pest Patrol and the customer respectively. Consequently, only Pest Patrol shall exercise authority over the personnel deployed by Pest Patrol for the performance of the contract. The customer acknowledges that it has no authority over Pest Patrol personnel. This does not prevent the customer from having the right, but also the obligation, to provide information and instructions to Pest Patrol personnel concerning access to the customer's land and premises, as well as the rules governing safety, health and well-being that apply on the customer's land and premises, with a view to the proper performance of the contract. If necessary, the customer and Pest Patrol will mutually agree on more precise guidelines.
11.7 Pest Patrol and the customer declare that, in exchange for signing this contract, they have not offered, promised, granted, authorized, requested or accepted any illegitimate advantage, gift, payment, remuneration or profit of any kind. During the entire term of the contract Pest Patrol and the customer shall refrain from any act of bribery, extortion, fraud, unlawful influence and money laundering. A breach of this article by the customer entitles Pest Patrol to terminate the contract at the customer's expense. (See also the Anti Bribery and Corruption Policy on the www.PestPatrol.be website).