DUTCH VERSION (ENGLISH BELOW)

General conditions of Around020 Events in Amsterdam, regulating the within the scope of business as filed with the Rotterdam Chamber of Commerce:

Article 1 Applicability of general terms and conditions

1.1 These general terms and conditions apply to every offer, quotation and agreement between Contractor and Client.

1.2 If any provision of the General Terms and Conditions proves to be void or is nullified, this shall not affect the validity of the remaining provisions. In that case, the parties will replace the void or nullified provision with a provision that corresponds as closely as possible to the intention of the parties.

1.3 The applicability of general terms and conditions of the Client is expressly rejected.

Article 2 Quotation, information and involvement of third parties

2.1 All offers, quotations, cost estimates, etc. by Contractor are entirely without obligation, unless Contractor has indicated otherwise in writing.

2.2 All information and/or specifications provided by Contractor are always approximate, unless expressly stated otherwise in writing.

2.3 The Contractor is entitled to engage third parties for the performance of the assignment.

2.4 If an offer, etc. from the Contractor is not followed by a written order or an order by e-mail and confirmed by the Contractor within 14 days (or, to the extent there is one, the period explicitly indicated - otherwise - in that offer, etc.), it shall lapse.

2.5 The Contractor reserves the right, even after acceptance of the offer by the Client, to revoke formlessly the order placed with it or the order placed. Such revocation shall take place immediately after Contractor's receipt of the acceptance.

2.6 Visual material such as photographs and video material will be allowed to be used by the contractor for promotional purposes.

Art. 3 Obligations of the Client

3.1 Unless otherwise agreed in writing, the Principal will, at its own expense, provide sufficient measures to ensure safety at the location where the assignment is to be performed (including but not limited to the safety of employees and visitors). If agreements have already been made regarding the aforementioned measures, the Contractor shall nevertheless be entitled to impose additional requirements at any time if changed circumstances so require.

3.2 The Client undertakes to insure, to the extent possible, all risks associated with the performance of the engagement, including the work and/or the acts and/or omissions of third parties engaged by it. In any event, the Client is obliged to take out a regular AVB insurance policy and, if applicable, professional liability insurance. The Client further undertakes to ensure that the employee(s) engaged by the Contractor in the performance of the Agreement and the items made available by the Contractor are also insured under the aforementioned insurance policies. Client shall be obliged to provide copies of the policies of the aforementioned insurances to Contractor on demand.

3.3 The Client shall provide the Contractor with all information which it knows or ought to know is necessary for the performance of the assignment in a timely manner. Client warrants the accuracy and completeness of the information provided by it.

3.4 The Client is not entitled to any form of compensation if (a) the Client has not or not adequately fulfilled its obligations as set out in Article 3.1 and/or 3.2 in these General Terms and Conditions and the Contractor fails to proceed with the assignment in whole or in part (which the Contractor is entitled to do) and/or (b) the Client has not or not adequately fulfilled its obligations as set out in Article 3.1 and/or 3.2 in these General Terms and Conditions, the Contractor has informed the Client of this in writing and the Client nevertheless wishes to proceed with the assignment.

3.5 Unless otherwise agreed in writing, the Client is responsible for the required third-party consents and/or permits, as well as research into them.

3.6 The Client is responsible for the acts and omissions of the third parties engaged and/or invited by it who are involved in the assignment, such as visitors to an event.

3.8 Client is responsible for any tax consequences and/or payment (of additional taxes) as a result of the Working Expenses Scheme (WKR). Client shall indemnify and fully compensate Contractor in respect of claims of third parties received by Client in this respect.

Article 4 Liability Contractor

4.1 The Contractor shall be entitled to engage third parties in the performance of the assignment.

4.2 The Contractor shall not be liable for damages of any kind arising from its reliance on incorrect and/or incomplete information provided by or on behalf of the Client.

4.3 The Contractor shall only be liable for damage (i) if such damage is covered by its liability insurance up to the amount paid out by its insurance policy plus the excess or (ii) if there is intent or gross negligence on the part of the Contractor or one of its executives.

4.4 The Contractor shall never be liable for damage caused by (a shortcoming or wrongful acts/ omissions of) performing service providers and/or suppliers,
including also the personnel of those service providers and/or suppliers, whom the Contractor has engaged in connection with or for the benefit of the performance of - any part of - the Agreement.

4.5 All rights of action and other powers, for whatever reason, which Client has against Contractor must be received in writing by Contractor within 12 months from the time Client became aware of them or could reasonably have become aware of them, failing which they shall lapse.

4.6 Client shall indemnify Contractor for claims by third parties (including but not limited to participants and visitors), who suffer damage in connection with the execution of the assignment.

4.7 Any advice provided by the Contractor is always without obligation and following it is at the expense and risk of the Client.

4.8 The Client is not liable for the attendance of the participants of the event in question.

4.9 Contractor is not liable for damage to goods made available to it by Client. Client shall ensure proper insurance.

Article 5 Force Majeure

Circumstances not attributable to the Contractor, which are of such a nature that compliance with the Agreement can no longer reasonably be required or can no longer be required in full (such as but not limited to (i) extreme weather, (ii) revocation of one or more permits and (iii) national mourning) shall entitle the Contractor to rescind the assignment in whole or in part and/or to suspend the performance thereof without any obligation to pay compensation. The Contractor shall in such case retain its right to compensation (including but not limited to costs for third parties engaged by it). The Contractor advises the Client to take out insurance against these risks.

Article 6 Price, payment and cancellation

6.1 The agreed price (order price) is exclusive of VAT and any other government levies, unless otherwise agreed in writing.

6.2 Changes including additional costs to the original order of any kind made by or on behalf of the Client, which cause higher costs than could have been anticipated at the time of the quotation, the Client will be charged extra.

6.3 If the Contractor accepts the Client's offer, the Contractor will send an invoice of at least 100% of the total amount after receiving the signed copy of the confirmation form back. This invoice must be paid by the client within 21 days of the invoice date and in any case 14 days before the date the event is to take place. If this is not the case, the client may cancel the event.

6.4 Client shall at all times be obliged at the first request of Contractor to provide security for the payment of all that it owes.

6.5 Unless expressly agreed otherwise in writing, payment shall be made within the payment term as stated on the invoice. The payment term is a deadline. Client is not entitled to suspend or set off any payment.

6.6 If no payment has been made within the payment period, Client shall be in default by operation of law. She shall then owe the statutory commercial interest (whereby a part of the month shall be regarded as a whole month) as well as extrajudicial collection costs of 15% of the principal amount with a minimum of € 350.

6.7 Client is entitled to cancel the order in writing only. Client shall then pay the following costs to Contractor, in case of cancellation:

• a) in the period up to 1 month before the start time, 30% of the full order price (as in effect at the time of cancellation);

• b) in the period lying between 1 month and 1 day before the time of commencement, 50% of the full order price (as in effect at the time of cancellation);

• c) in the period lying between 1 day before the time of commencement and the time of commencement itself, 75% of the full contract sum (as applicable at the time of cancellation). The order sum shall be the order sum included in the agreement plus mutations agreed upon thereafter.

6.8 A cancellation does not only occur when the meeting is cancelled in whole or in part. There is also a cancellation and the above when the number of participants deviates more than 10% negatively from the number reserved at the final booking.

6.9 Up to ten working days before the event, the final number of participants can be communicated with a maximum deviation of 10% downwards. This number will then count as the final number for the final invoice. If the number of participants decreases (with a maximum deviation of 10%), the variable cost portion will be deducted from the final invoice. If the number of participants on the day of performance is higher than the number communicated, this will be rebilled at the agreed price per person.

6.10 If, at the time of cancellation, Contractor's damages are higher than the cancellation fee as included in Article 7.5 in these General Terms and Conditions, Client shall compensate Contractor for this higher amount.

Article 7 Termination and dissolution

7.1 Without prejudice to Contractor's other rights, Contractor shall be entitled to terminate the Agreement in whole or in part by means of a written statement, without further notice of default, if: - Client is in default with the fulfillment of one or more obligations under the Agreement; - Client is declared bankrupt, has applied for (provisional) suspension of payments, has become subject to the Dutch Natural Persons Debt Rescheduling Act, has shut down or liquidated its business, has a significant part of its assets seized or transfers its business to third parties.

7.2 If Contractor (or a third party engaged by it) has already performed performances in the implementation of the Agreement at the time of dissolution (which in this context shall also include dissolution and suspension as referred to above in Article 6), these performances and the related payment obligation of Principal vis-à-vis Contractor will not be subject to cancellation. Amounts which the Contractor has invoiced before the dissolution or amounts which the Contractor will invoice after the dissolution in connection with what it had already performed or delivered in performance of the Agreement prior to such dissolution shall therefore remain fully due and shall become immediately payable at the time of dissolution.

ENGLISH VERSION

General terms and conditions of Around020 Events in Amsterdam, which regulate the within the framework of business operations as filed with the Chamber of Commerce Rotterdam:

Article 1 Applicability of general terms and conditions 

1.1 These general terms and conditions apply to every offer, quotation and agreement between the Contractor and the Client.

1.2 If a provision of the general terms and conditions proves to be null and void or is annulled, this does not affect the validity of the other provisions. In that case, the parties will replace the void or annulled provision instead of a provision that is as close as possible to the intention of the parties.

1.3 The applicability of the Client's general terms and conditions is expressly rejected.

Article 2 Quotation, information and engagement of third parties 

2.1 All offers, quotations, cost estimates, etc. of the Contractor are entirely without obligation, unless the Contractor has indicated otherwise in writing. 

2.2 All information and/or specifications provided by the Contractor are always approximate, unless explicitly stated otherwise in writing.

2.3 The Contractor is entitled to engage third parties for the execution of the assignment.

2.4 If an offer etc. from the Contractor has not been followed within 14 days (or, insofar as this is the case, the period explicitly indicated in that offer, etc.) by a written order or an assignment by e-mail and has been confirmed by the Contractor, it has lapsed.

2.5 Even after acceptance of the offer by the Client, the Contractor reserves the right to revoke the order or assignment placed with it form-free. Such a revocation will take place immediately after receipt by the Contractor of the acceptance.

Art. 3 Obligations of the Client

3.1 Unless otherwise agreed in writing, the Client shall, at its own expense, ensure sufficient measures to ensure safety at the place where the assignment is carried out (including but not limited to the safety for employees and visitors). If agreements have already been made about the aforementioned measures, the Contractor is nevertheless entitled to impose additional requirements at any time, if changed circumstances so require.

3.2 The Client undertakes to insure all risks associated with the execution of the assignment, including the work and/or the acts and/or omissions of third parties engaged by it, as far as possible. In any case, the Client is obliged to take out regular AVB insurance and, if applicable, professional liability insurance. Furthermore, the Client undertakes to ensure that under the aforementioned insurances the employee(s) engaged by the Contractor in the execution of the agreement and the goods made available by the Contractor are co-insured. The Client is obliged to provide copies of the policies of the aforementioned insurances to the Contractor on first request.

3.3 The Client is obliged to provide the Contractor with all information of which it knows or of which it should have known that this is necessary for the execution of the assignment, in a timely manner. The Client guarantees the correctness and completeness of the information provided by it.

3.4 The Client is not entitled to any form of compensation if (a) the Client has not or not sufficiently fulfilled its obligations as included in Article 3.1 and/or 3.2 in these general terms and conditions and the Contractor does not allow the assignment to take place in whole or in part (to which the Contractor is entitled) and/or (b) the Client has not or not sufficiently fulfilled its obligations as included in Article 3.1 and/ or 3.2 in these general terms and conditions, the Contractor has informed the Client thereof in writing and the Client nevertheless wishes to continue the assignment.

3.5 Unless otherwise agreed in writing, the Client is responsible for the required permission from third parties and/or permits, as well as research into this.

3.6 The Client is responsible for the acts and omissions of the third parties engaged and/or invited by it who are involved in the assignment, such as visitors to an event.

3.7 The Client is responsible for any tax consequences and/or payment (of additional taxes) as a result of the Work Costs Scheme (WKR). The Client indemnifies and fully indemnifies the Contractor with regard to claims from third parties that the Client receives in this respect.

Article 4 Liability of the Contractor 

4.1 The Contractor is entitled to engage third parties in the execution of the assignment. 

4.2 The Contractor is not liable for damage, of whatever nature, caused by the fact that it has assumed incorrect and/or incomplete information provided by or on behalf of the Client.

4.3 The Contractor is only liable for damage (i) if this damage falls under the coverage of its liability insurance and up to the amount paid out by its insurance plus the deductible or (ii) if there is intent or gross negligence on the part of its or one of its managers.

4.4 The Contractor is never liable for damage caused by (a shortcoming or unlawful act/omission of) executing service providers and/or suppliers, including the personnel of those service providers and/or suppliers, which the Contractor has estimated in connection with or for the purpose of the execution of - a part of - the agreement.

4.5 All rights of action and other powers, for whatever reason, that the Client has against the Contractor must be received in writing by the Contractor within 12 months of the moment at which the Client became aware of this or could reasonably have been aware of this, failing which they will lapse. 

4.6 The Client indemnifies the Contractor against claims from third parties (including but not limited to participants and visitors) who suffer damage in connection with the execution of the assignment. 

4.7 Any advice provided by the Contractor is always without obligation and follow-up thereof is at the expense and risk of the Client.

4.8 The Client is not liable for the attendance of the participants of the event in question.

4.9 The Contractor is not liable for damage to goods made available to it by the Client. The Client will provide a proper insurance.

Article 5 Force majeure

Circumstances that are not attributable to the Contractor, which are of such a nature that compliance with the agreement can no longer reasonably be required or can no longer be required to a full extent (such as but not limited to (i) extreme weather, (ii) withdrawal of one or more permits and (iii) national mourning) gives it the right to dissolve the order in whole or in part and /or to suspend the execution thereof without any obligation to pay compensation. In that case, the Contractor reserves its right to compensation (including but not limited to costs for third parties engaged by it). The Contractor is intended to insure the Client against these risks.

Article 6 Price, payment and cancellation

6.1 The agreed price (order sum) is exclusive of VAT and any other government levies, unless otherwise agreed in writing.

6.2 Changes including additional costs to the original assignment of whatever nature, made by or on behalf of the Client, that cause higher costs than could be counted on in the quotation, will be charged extra to the Client.

6.3 If the contractor accepts the client's offer, the contractor will, after receiving the signed copy of the confirmation form back, send an invoice of at least 100% of the total amount. This invoice must be paid by the client within 21 days after the invoice date and in any case 14 days before the date that the event will take place. If this is not the case, the client can cancel the event. 

6.4 The Client is obliged at any time at the Contractor's request to provide security for the payment of all that is owed by it.

6.5 Unless expressly agreed otherwise in writing, payment must be made within the payment term as stated on the invoice. The payment term is a deadline. The Client is not entitled to suspend or set off any payment. 

6.6 If no payment has been made within the payment term, the Client is in default by operation of law. It then owes the statutory commercial interest (whereby a part of the month is considered a whole month) as well as extrajudicial collection costs of 15% of the principal sum with a minimum of € 350,-.

6.7 The Client is entitled to cancel the assignment only in writing. The Client must then pay the following costs to the Contractor in the event of cancellation:

- a) in the period up to 1 month before the start, 30% of the full order sum (as it applies at the time of cancellation); 

- b) in the period between 1 month and 1 day before the start, 50% of the full order sum (as it applies at the time of cancellation);

- c) in the period between 1 day before the starting moment and the starting moment itself, 75% of the full order sum (as it applies at the time of cancellation). The assignment sum amounts to the assignment sum included in the agreement plus subsequently agreed changes.

6.8 A cancellation is not only the case if the meeting lapses in whole or in part. There is also a cancellation and the above when the number of participants deviates more than 10% negatively from the reserved number at the final booking.

6.9 Up to ten working days before the event, the final number of participants can be passed on with a maximum deviation of 10% downwards. This number then counts as the final number for the final invoice. In the event of a reduction in the number of participants (with a maximum deviation of 10%), the variable cost part will be deducted from the final invoice. If the number of participants on the day of execution is higher than the number passed on, this will be invoiced at the agreed price per person.

6.10 If, at the time of cancellation, the Contractor's damage is higher than the cancellation fee as included in Article 7.5 in these general terms and conditions, the Client must compensate the Contractor for this higher amount.

Article 7 Termination and dissolution

7.1 Without prejudice to the Contractor's further rights, the Contractor is entitled to dissolve the agreement in whole or in part by means of a written statement without further notice of default if: - the Client is in default with the fulfillment of one or more obligations under the agreement; - The Client has been declared bankrupt, has applied for (provisional) suspension of payment, the application of the Debt Rescheduling Act natural persons has come into force on him/her, has shut down or liquidated his company, a significant part of his assets is seized or he transfers his business to third parties.

7.2 In the event of dissolution, the risk of goods already delivered remains with the Client. The goods are then at the disposal of the Contractor and must be collected by them.

7.3 If the Contractor (or a third party engaged by it) has already performed performance for the execution of the agreement at the time of the dissolution (which in this context also includes dissolution and suspension as referred to above in Article 6), these performances and the related payment obligation resting on the Client towards the Contractor will not be subject to cancellation. Amounts that the Contractor has invoiced before the dissolution or amounts that the Contractor will still invoice after the dissolution in connection with what it had already performed or delivered in the execution of the agreement prior to that dissolution, therefore remain due and payable immediately at the time of the dissolution.