Terms and conditions.

Jehoul Consulting GCV · CBE 0847.705.962 · VAT BE0847705962 · Kernenergiestraat 19 bus N4, 2610 Antwerp, Belgium

This is a courtesy translation of the Dutch Algemene voorwaarden. In case of any discrepancy, the Dutch version prevails.

1. j-consulting: Jehoul Consulting GCV, established in Antwerp under VAT no. BE0847705962.
2. Customer: the party with whom j-consulting has entered into an agreement.
3. Parties: j-consulting and the customer together.
4. Consumer: a customer who is also an individual and who acts as a private person.

1. These terms and conditions apply to all quotations, offers, work, orders, agreements and deliveries of services or products by or on behalf of j-consulting.
2. Parties may only deviate from these terms and conditions if they have expressly agreed to do so in writing.
3. Parties expressly exclude the applicability of any additional and/or deviating general terms and conditions of the customer or of third parties.

1. All prices used by j-consulting are in euros, include VAT and exclude any other costs such as administration costs, levies and travel, shipping or transport costs, unless expressly stated or agreed otherwise.
2. j-consulting may at any time change the prices it uses for its services and products, on its website or otherwise made known.
3. For services provided by j-consulting, the parties agree on a total amount as a target price, unless the parties have expressly agreed in writing on a fixed price from which no deviation is possible.
4. j-consulting is entitled to deviate from the target price by up to 10%.
5. If the target price turns out to be more than 10% higher, j-consulting must inform the customer in good time why a higher price is justified.
6. If the target price turns out to be more than 10% higher, the customer has the right to cancel the part of the assignment that exceeds the target price plus 10%.
7. j-consulting has the right to adjust its prices annually.
8. j-consulting will communicate price adjustments to the customer before they take effect.
9. The consumer has the right to terminate the agreement with j-consulting if they do not agree with the price increase.

1. When entering into the agreement, j-consulting may require a down payment of up to 50% of the agreed amount.
2. The customer must settle any remaining payment within 7 days of delivery.
3. Payment terms are considered strict deadlines. This means that if the customer has not paid the agreed amount by the last day of the payment term at the latest, the customer is in default by operation of law, without j-consulting having to send a reminder or notice of default.
4. j-consulting reserves the right to make a delivery conditional on immediate payment or to require security for the total amount of the services or products.

1. If the customer does not pay within the agreed term, j-consulting is entitled to charge statutory interest of 2% per month for non-commercial transactions and statutory interest of 8% per month for commercial transactions from the day the customer is in default, whereby part of a month is counted as a full month.
2. When the customer is in default, the customer also owes j-consulting extrajudicial collection costs and any damages.
3. The collection costs are calculated in accordance with the Decree on compensation for extrajudicial collection costs.
4. If the customer does not pay on time, j-consulting may suspend its obligations until the customer has fulfilled their payment obligation.
5. In the event of liquidation, bankruptcy, attachment or suspension of payments on the part of the customer, j-consulting's claims against the customer become immediately due and payable.
6. If the customer refuses to cooperate with the performance of the agreement by j-consulting, the customer remains obliged to pay the agreed price to j-consulting.

1. As soon as the customer is in default, j-consulting is entitled to invoke the right of reclamation in respect of unpaid products delivered to the customer.
2. j-consulting invokes the right of reclamation by means of a written or electronic notification.
3. As soon as the customer has been informed of the invoked right of reclamation, the customer must immediately return the products to which this right relates to j-consulting, unless the parties agree otherwise.
4. The costs of collecting or returning the products are borne by the customer.

1. A consumer may cancel an online purchase during a cooling-off period of 14 days without giving reasons, provided that:
   • the product has not been used
   • it is not a product that can spoil quickly, such as food or flowers
   • it is not a product that has been custom-made or adapted specifically for the consumer
   • it is not a product that cannot be returned for hygienic reasons (underwear, swimwear, etc.)
   • the seal is still intact, in the case of data carriers with digital content (DVDs, CDs, etc.)
   • the product or service does not concern accommodation, travel, restaurant services, transport, catering or a form of leisure activity
   • the product is not a single magazine or newspaper
   • it does not concern (an order for) an urgent repair
   • it does not concern bets and/or lotteries
   • the consumer has not waived their right of withdrawal
   • it does not concern a service that, with the consent of the customer, is fully performed within the 14-day cooling-off period and for which the customer has expressly declared to waive the right of withdrawal
2. The 14-day cooling-off period referred to in paragraph 1 starts:
   • on the day after the consumer has received the last product or part of one order
   • as soon as the consumer has concluded the agreement for the provision of the service
   • as soon as the consumer has confirmed that they will purchase digital content via the internet
3. The consumer can exercise their right of withdrawal via info@j-consulting.be, if desired using the withdrawal form that can be downloaded from the j-consulting website, http://j-consulting.be.
4. The consumer is obliged to return the product to j-consulting within 14 days of notifying their withdrawal, failing which the right of withdrawal lapses.

1. If the consumer has exercised their right of withdrawal in time and as a result has returned the complete order to j-consulting in time, j-consulting will refund any shipping costs paid by the consumer within 14 days of receiving the complete order returned in time.
2. The delivery costs are only borne by j-consulting insofar as the complete order is returned.

If the consumer exercises their right of withdrawal and returns the complete order in time, the costs of returning the complete order are borne by the consumer.

Unless the customer is a consumer, the customer waives the right to suspend the performance of any obligation arising from this agreement.

1. j-consulting may invoke its right of retention and in that case keep the customer's products until the customer has paid all outstanding invoices to j-consulting, unless the customer has provided sufficient security for those costs.
2. The right of retention also applies on the basis of earlier agreements under which the customer still owes payments to j-consulting.
3. j-consulting is never liable for any damage the customer may suffer as a result of j-consulting exercising its right of retention.

Unless the customer is a consumer, the customer waives the right to set off a debt to j-consulting against a claim on j-consulting.

1. j-consulting remains the owner of all delivered products until the customer has fully met all payment obligations towards j-consulting under any agreement concluded with j-consulting, including claims for failure to perform.
2. Until then, j-consulting may invoke its retention of title and take back the goods.
3. Before ownership has passed to the customer, the customer may not pledge, sell, dispose of or otherwise encumber the products.
4. If j-consulting invokes its retention of title, the agreement is considered dissolved and j-consulting has the right to claim damages, lost profit and interest.

1. Delivery takes place while stocks last.
2. Delivery takes place at j-consulting, unless the parties have agreed otherwise.
3. Delivery of products ordered online takes place at the address specified by the customer.
4. If the agreed amounts are not paid, or not paid on time, j-consulting has the right to suspend its obligations until the agreed part has been paid.
5. In the event of late payment there is creditor's default, as a result of which the customer cannot hold a late delivery against j-consulting.

1. The delivery times stated by j-consulting are indicative and, if exceeded, do not entitle the customer to dissolution or damages, unless the parties have expressly agreed otherwise in writing.
2. The delivery time starts when the customer has fully completed the (electronic) ordering process and has received an (electronic) confirmation of this from j-consulting.
3. Exceeding the stated delivery time does not entitle the customer to damages or to dissolve the agreement, unless j-consulting cannot deliver within 14 days after having been given written notice to do so, or the parties have agreed otherwise.
4. Actual delivery: the customer must ensure that the actual delivery of the products ordered can take place in time.
5. Transport costs: transport costs are borne by the customer, unless the parties have agreed otherwise.

1. If the packaging of a delivered product is opened or damaged, the customer must have the forwarder or delivery person make a note of this before accepting the product, failing which j-consulting cannot be held liable for any damage.
2. If the customer arranges the transport of a product themselves, the customer must report any visible damage to products or packaging to j-consulting before transport, failing which j-consulting cannot be held liable for any damage.

1. The customer undertakes to adequately insure and keep insured the following items against, among other things, fire, explosion and water damage as well as theft:
   • delivered goods that are necessary for the performance of the underlying agreement
   • goods of j-consulting that are present at the customer's premises
   • goods delivered under retention of title
2. At j-consulting's first request, the customer will make the policy of these insurances available for inspection.

1. If the customer collects ordered products later than the agreed delivery date, the risk of any loss of quality is entirely for the customer.
2. Any additional costs resulting from early or late collection of products are entirely for the customer's account.

1. When the parties have entered into an agreement of a service nature, this only contains a best-efforts obligation for j-consulting and therefore no obligation to achieve a result.
2. The warranty on products applies exclusively to defects caused by faulty manufacture, construction or material.
3. The warranty does not apply in the event of normal wear and tear and damage resulting from accidents, modifications made to the product, negligence or improper use by the customer, or when the cause of the defect cannot be clearly established.
4. The risk of loss, damage or theft of the products that are the subject of an agreement between the parties passes to the customer at the moment they are legally and/or actually delivered, or at least come under the control of the customer or of a third party who receives the product on behalf of the customer.

1. j-consulting performs the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.
2. j-consulting has the right to have the agreed services performed (in part) by third parties.
3. The agreement is performed in mutual consultation and after written approval and payment of any agreed advance by the customer.
4. It is the customer's responsibility to ensure that j-consulting can start performing the agreement in time.
5. If the customer has not ensured that j-consulting can start performing the agreement in time, the resulting additional costs and/or additional hours are for the customer's account.

1. The customer makes all information, data and documents relevant to the correct performance of the agreement available to j-consulting in time and in the desired form and manner.
2. The customer guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, insofar as the nature of the agreement does not dictate otherwise.
3. If and insofar as the customer so requests, j-consulting will return the documents concerned.
4. If the customer does not make the information, data or documents reasonably required by j-consulting available, or does not do so in time or properly, and the performance of the agreement is delayed as a result, the resulting additional costs and additional hours are for the customer's account.

1. The agreement between j-consulting and the customer concerning a service or services is entered into for a period of 10 weeks, unless the nature of the agreement dictates otherwise or the parties have expressly agreed otherwise in writing.
2. After the period referred to in paragraph 1 of this article has expired, the agreement is tacitly converted into an agreement for an indefinite period, unless one of the parties terminates the agreement with due observance of a notice period of 2 months, or a consumer terminates the agreement with due observance of a notice period of 1 (one) month, as a result of which the agreement ends by operation of law.
3. If, within the term of the agreement, the parties have agreed a deadline for the completion of certain work, this is never a strict deadline. If this deadline is exceeded, the customer must give j-consulting written notice of default.

1. The customer or consumer cannot terminate an agreement concerning a service that has been entered into for a fixed term before 1 (one) year has passed.
2. After the minimum term of 1 (one) year has expired, the aforementioned agreement can be terminated by the customer with due observance of a notice period of 3 months.
3. After the minimum term of 1 (one) year has expired, the aforementioned agreement can be terminated by a consumer with due observance of a notice period of 1 (one) month.
4. If the agreement concerning a service has been entered into for less than 1 (one) year, the agreement cannot be terminated early.

1. j-consulting retains all intellectual property rights (including copyright, patent rights, trademark rights, design rights, etc.) on all designs, drawings, writings, data carriers or other information, quotations, images, sketches, models, scale models, etc., unless the parties have agreed otherwise in writing.
2. The customer may not copy, show to third parties, make available or otherwise use the aforementioned intellectual property rights, or have this done, without the prior written consent of j-consulting.

1. The customer keeps confidential all information (in whatever form) received from j-consulting.
2. The same applies to all other information concerning j-consulting of which the customer knows or can reasonably suspect that it is secret or confidential, or of which the customer can expect that its dissemination could harm j-consulting.
3. The customer takes all necessary measures to ensure that the information referred to in paragraphs 1 and 2 is also kept confidential.
4. The confidentiality obligation described in this article does not apply to information:
   • that was already public before the customer learned of this information, or that later became public without this being the result of a breach of the customer's confidentiality obligation
   • that is disclosed by the customer on the basis of a legal obligation
5. The confidentiality obligation described in this article applies for the duration of the underlying agreement and for a period of 3 years after its end.

1. If the other party breaches the article of these terms and conditions on confidentiality or on intellectual property, they forfeit, for each breach, an immediately payable penalty in favour of j-consulting:
   • if the other party is a consumer, this penalty amounts to € 1,000
   • if the other party is a legal entity, this penalty amounts to € 5,000
2. In addition, the other party forfeits an amount of 5% of the amount referred to in paragraph 1 for each day that the breach continues.
3. No prior notice of default or legal proceedings are required for this penalty to be forfeited. Nor does there need to be any form of damage.
4. The forfeiture of the penalty referred to in the first paragraph of this article does not affect the other rights of j-consulting, including its right to claim damages in addition to the penalty.

The customer indemnifies j-consulting against all claims of third parties relating to the products and/or services delivered by j-consulting.

1. The customer must examine a product delivered or service provided by j-consulting for any shortcomings as soon as possible.
2. If a delivered product or provided service does not meet what the customer could reasonably expect from the agreement, the customer must inform j-consulting of this as soon as possible, but in any case within 1 month of discovering the shortcomings.
3. Consumers must inform j-consulting of the shortcomings no later than 2 months after discovering them.
4. The customer provides as detailed a description of the shortcoming as possible, so that j-consulting is able to respond adequately.
5. The customer must demonstrate that the complaint relates to an agreement between the parties.
6. If a complaint relates to ongoing work, this can in any case not lead to j-consulting being obliged to perform work other than what has been agreed.

1. The customer must give notice of default to j-consulting in writing.
2. It is the customer's responsibility to ensure that a notice of default actually reaches j-consulting (in time).

If j-consulting enters into an agreement with several customers, each of them is jointly and severally liable for the full amounts they owe to j-consulting under that agreement.

1. j-consulting is only liable for any damage suffered by the customer if and insofar as that damage was caused by intent or deliberate recklessness.
2. If j-consulting is liable for any damage, it is only liable for direct damage arising from or related to the performance of an agreement.
3. j-consulting is never liable for indirect damage, such as consequential damage, lost profit, missed savings or damage to third parties.
4. If j-consulting is liable, this liability is limited to the amount paid out by a (professional) liability insurance policy taken out, and in the absence of (full) payment of the amount of damage by an insurance company, the liability is limited to the (part of the) invoice amount to which the liability relates.
5. All images, photos, colours, drawings and descriptions on the website or in a catalogue are indicative only and apply only approximately, and cannot give rise to damages and/or (partial) dissolution of the agreement and/or suspension of any obligation.

Any right of the customer to damages from j-consulting lapses in any case 12 months after the event from which the liability directly or indirectly arises. This does not exclude the provisions of article 6:89 of the Civil Code.

1. The customer has the right to dissolve the agreement if j-consulting culpably fails to fulfil its obligations, unless this failure, given its special nature or minor significance, does not justify dissolution.
2. If the fulfilment of the obligations by j-consulting is not permanently or temporarily impossible, dissolution can only take place after j-consulting is in default.
3. j-consulting has the right to dissolve the agreement with the customer if the customer does not fully or timely fulfil their obligations under the agreement, or if j-consulting has become aware of circumstances that give it good reason to fear that the customer will not be able to fulfil their obligations properly.

1. In addition to the provisions of article 6:75 of the Civil Code, a failure by j-consulting to fulfil any obligation towards the customer cannot be attributed to j-consulting in a situation beyond j-consulting's control, as a result of which the fulfilment of its obligations towards the customer is wholly or partly prevented, or as a result of which the fulfilment of its obligations cannot reasonably be required of j-consulting.
2. The force majeure situation referred to in paragraph 1 also includes, but is not limited to: state of emergency (such as civil war, insurrection, riots, natural disasters, etc.); breach of contract and force majeure of suppliers, delivery companies or other third parties; unexpected power, electricity, internet, computer and telecom failures; computer viruses, strikes, government measures, unforeseen transport problems, bad weather conditions and work stoppages.
3. If a force majeure situation occurs as a result of which j-consulting cannot fulfil one or more obligations towards the customer, those obligations are suspended until j-consulting can fulfil them again.
4. From the moment a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing, in whole or in part.
5. In a force majeure situation j-consulting does not owe any compensation (for damages), even if it derives any benefit as a result of the force majeure situation.

1. If, after the conclusion of the agreement, it proves necessary for its performance to amend or supplement its content, the parties will adjust the agreement accordingly in good time and in mutual consultation.
2. The preceding paragraph does not apply to products purchased in a physical shop.

1. j-consulting is entitled to amend or supplement these terms and conditions.
2. Changes of minor importance can be made at any time.
3. j-consulting will discuss major substantive changes with the customer in advance as much as possible.
4. Consumers are entitled to terminate the agreement in the event of a material change to the terms and conditions.

1. Rights of the customer under an agreement between the parties cannot be transferred to third parties without the prior written consent of j-consulting.
2. This provision applies as a clause with effect under property law as referred to in article 3:83, second paragraph, of the Civil Code.

1. If one or more provisions of these terms and conditions prove to be null and void or voidable, this does not affect the other provisions of these terms and conditions.
2. A provision that is null and void or voidable will in that case be replaced by a provision that comes closest to what j-consulting had in mind on that point when drawing up these terms and conditions.

1. Belgian law applies exclusively to every agreement between the parties.
2. The Belgian court in the district of Antwerp, where j-consulting is established / has its practice / has its office, has exclusive jurisdiction to hear any disputes between the parties, unless the law mandatorily provides otherwise.

Drawn up on 1 April 2022.