General Purchase Conditions
In these General Conditions the following definitions apply:
‘BonBon Entertainment: The private company with limited liability BonBon Entertainment B.V., with its registered office and principal place of business at Cypresbaan 15 (2908 LT) Capelle aan den IJssel, listed in the Commercial Register of the Chamber of Commerce under number 71094563 and/or its affiliated companies;
‘General Conditions’: These General Conditions;
‘Visitor’: The consumer that buys an Admission Ticket for an Event and/or who visits an Event;
‘Event’: An event organised in the Netherlands by BONBON ENTERTAINMENT in the broadest sense of the word including indoor events, outdoor events and festivals;
‘Admission Ticket’: A physical and/or digital document, ticket or barcode delivered to the Visitor by BONBON ENTERTAINMENT and/or an official sales organisation engaged by BonBon Entertainment, which entitles the holder to access and/or attend an Event;
‘Website’: BonBon Entertainment.nl and/or any official website of an Event.
‘Counterparty’: A Supplier, as meant in these General Conditions.
2.1 These General Conditions are applicable to all offers by BONBON ENTERTAINMENT and to all agreements between BONBON ENTERTAINMENT and the Counterparty indicated in this document.
2.2 If an Event is organised by a company affiliated to BONBON ENTERTAINMENT Holding B.V., these General Conditions will be applicable provided they can be consulted on the website of the respective Event. Therefore the respective company will be the contracting party and also the ‘user’ of these General Conditions in accordance with Section 6:231 under b of the Dutch Civil Code. BONBON ENTERTAINMENT Holding B.V. itself will never be the contracting party and/or the legal ‘user’ of these General Conditions and will therefore never be a party in a dispute nor be liable towards a Counterparty.
2.3 The applicability of any terms and conditions of the Counterparty are hereby rejected by BonBon Entertainment.
2.4 Any deviation from the General Conditions will only be binding if BONBON ENTERTAINMENT has agreed to this deviation in writing.
3.1 For entering into the agreement the General Conditions are made available electronically in such a way that the Counterparty can save them onto a durable data carrier. Moreover, the General Conditions can be viewed via the relevant Website. In addition, at the first request, these General Conditions will be sent electronically or in another way to the Counterparty. A request to this end can be sent to info@BonBon Entertainment.nl.
4.1 BONBON ENTERTAINMENT reserves the right to amend the General Conditions unilaterally. The amended version of the General Conditions will be clearly published on the relevant Website. The amended version of the General Conditions will be effective from the moment of publication.
General Purchase Conditions with regard to products and services from third parties
1.1 These General Conditions are applicable to all requests and orders by BONBON ENTERTAINMENT, to all quotations, offers by third parties (further herein: the Supplier) and to agreements and other legal acts between BONBON ENTERTAINMENT and the Supplier with regard to the purchase, delivery, hire and loan of items and the provision of services, performance of contracts and/or carrying out other activities by the Supplier for BONBON ENTERTAINMENT.
1.2 The applicability of the general conditions used by the Supplier is hereby explicitly rejected, unless otherwise agreed in writing. Should there be any contradiction in the latter case between these General Conditions and the conditions applied by the Supplier, these General Conditions will prevail.
1.3 If the contents of the agreement differ from the contents of these General Conditions, the contents of the agreement will prevail.
- Formation of the agreement
2.1 Any quotations and/or offers from the Supplier must be submitted in writing and are irrevocable.
2.2 An agreement between BONBON ENTERTAINMENT and the Supplier will be formed at written acceptance by BonBon Entertainment of a quotation and/or offer from the Supplier.
2.3 Any costs incurred in connection with the preparation of a quotation and/or offer are at the expense of the Supplier.
2.4 BONBON ENTERTAINMENT can discontinue the negotiations at any time up until the moment that an agreement has been formed with the Supplier, without being obliged to pay any compensation to the Supplier for any costs or losses suffered or still to be suffered, regardless of the nature or the cause of those costs or those losses.
2.5 After the agreement has been formed BONBON ENTERTAINMENT will have the right to ask the Supplier to change the extent of the agreed items and/or services. In connection with such a request BONBON ENTERTAINMENT will observe a period which is reasonable in connection with the agreed delivery period.
- Prices, invoicing and payment
3.1 All prices are fixed and include delivery and/or transport costs, sound packaging and all other costs of the Supplier in connection with the fulfilment of its obligations under the agreement.
3.2 BONBON ENTERTAINMENT’S payment term is forty-five (45) days after BONBON ENTERTAINMENT has received a clear and itemised invoice from the Supplier after Supplier has delivered properly and/or has otherwise fully fulfilled its obligations on account of the agreement. If the Supplier is a ZZPer (a self-employed person with no employees). Payment requires a valid Verklaring Arbeids Relatie (VAR – a declaration of independent contractor status) describing the agreed services.
3.3 Payment by BONBON ENTERTAINMENT shall not in any way entail any waiver of rights.
3.4 BONBON ENTERTAINMENT will at all times be entitled to pay in euros at the rate applicable on the date of payment of the Supplier’s invoice.
3.5 If the Supplier exercises any right to increase the price, BONBON ENTERTAINMENT will be entitled to dissolve the agreement extrajudicially with immediate effect without any notice of default being required and without being obliged to pay any compensation.
3.6 If BONBON ENTERTAINMENT is in default of its payment obligations, the Supplier is not entitled to charge BONBON ENTERTAINMENT for any legal costs such as, but not limited to, the extrajudicial collection costs and lawyer fees.
3.7 BONBON ENTERTAINMENT will at all times be entitled to set-off any Supplier’s claim(s) against a claim which BONBON ENTERTAINMENT (or a company affiliated to BONBON ENTERTAINMENT) has on the Supplier (or a company affiliated to the Supplier).
- Delivery, performance
4.1 Unless otherwise agreed, the place of delivery of items and services is BONBON ENTERTAINMENT’S place of business. BONBON ENTERTAINMENT will at all times be entitled to give different directions to the Supplier with regard to the place of delivery, such as the location where an Event is held. In that case the place of delivery will be the location of the Event.
4.2 The Supplier will be in default by merely exceeding a delivery period. No further notice of default will be required for being in default. The Supplier is obliged to inform BONBON ENTERTAINMENT immediately of any possible delay of the delivery period.
4.3 The ownership and the risk of items will transfer to BONBON ENTERTAINMENT at the moment of delivery. The Supplier guarantees that the unencumbered ownership of items will be acquired by BONBON ENTERTAINMENT. Any retention of title by the Supplier will not be accepted by BONBON ENTERTAINMENT, or at any rate is not applicable.
4.4 The Supplier is obliged to follow-up immediately all reasonable instructions of BONBON ENTERTAINMENT with regard to the performance of the agreement.
- Guarantees, indemnity
5.1 The Supplier guarantees that the items to be delivered and/or the services to be provided comply with the agreement. This guarantee at least includes that:
- the items have the characteristics which have been promised;
- the items are new and free from defects and rights of third parties, at any rate that BONBON ENTERTAINMENT can use the items without any hindrance;
- the items or the services are suitable for the purpose for which the order was placed or the agreement was formed;
- the services will be provided in a professional manner and continuously;
- the items are provided with and accompanied by all the information and instructions necessary for a correct and safe use;
- the items are provided with and accompanied by all the documentation requested by BONBON ENTERTAINMENT, regardless as to whether this documentation has been requested by BonBon Entertainment before, durinG or after the formation of the agreement;
- the items and/or services comply fully with all the required government safety regulations and/or safety guidelines and/or those applicable in the entertainment/event sector;
- the Supplier has all the required licenses necessary for performing the agreement;
- the Supplier guarantees that all its personnel are employed in accordance with the applicable legislation and regulations, such as the Dutch Working Conditions Act (Arbowet), the Dutch Working Hours Act (Arbeidstijdenwet) etc; and
- that all taxes and national insurance contributions with regard to the personnel engaged by the Supplier have been paid by the Supplier.
5.2 If the items and/or services to be provided do not comply with the agreement, the Supplier will be liable for all direct and indirect losses that BonBon Entertainment suffers and/or will suffer due to this, without a further notice of default being required. Without prejudice to any right accruing to BONBON ENTERTAINMENT, such as claiming compensation, at the first request of BONBON ENTERTAINMENT the Supplier shall immediately remedy any defect in the provided item/service and BONBON ENTERTAINMENT will be entitled to suspend its payment until the moment that the Supplier has fully fulfilled its obligations.
5.3 The Supplier shall indemnify BONBON ENTERTAINMENT against any claims by third parties which are the direct or indirect consequence of any act of the Supplier in contravention of the guarantees specified in these General Conditions, including the consequences of any defect in the items and/or services to be provided, violation of safety regulations and fines and/or taxes imposed by the authorities.
- Outsourcing, extra work
6.1 Without the prior written consent of BONBON ENTERTAINMENT the Supplier is not allowed to transfer and/or outsource the performance of the agreement in whole or in part to a third party.
6.2 If the Supplier transfers and/or outsources the performance of the agreement to a third party with the prior written consent from BONBON ENTERTAINMENT, the Supplier will remain liable to BONBON ENTERTAINMENT for its correct performance.
6.3 Any amendments to the agreement will only be valid if BONBON ENTERTAINMENT has agreed to them in writing. The Supplier will only be entitled to charge BonBon Entertainment for any extra work with BONBON ENTERTAINMENT’S prior written approval.
7.1 BONBON ENTERTAINMENT will not be liable for any loss suffered by the Supplier during the performance of the agreement, unless this loss is the result of the intent or gross negligence of BONBON ENTERTAINMENT.
7.2 Any liability of BONBON ENTERTAINMENT will at all times be limited to the invoice value agreed between the parties and, insofar as this invoice value is exceeded, any liability of BONBON ENTERTAINMENT shall at all times be limited to the amount that will be paid under the third party liability insurance of BONBON ENTERTAINMENT.
7.3 Any loss of profits and other indirect losses are not eligible for compensation.
7.4 If the Supplier hires out or loans items to BONBON ENTERTAINMENT or if the Supplier brings items to the location of an event organised by BONBON ENTERTAINMENT, the risk of theft of, loss of or damage to those items will rest on the Supplier, unless such theft, loss and/or damage is the result of BONBON ENTERTAINMENT’S intent or gross negligence.
7.5 Regardless of the cause and regardless of whether the Supplier failed attributably or is to blame, the Supplier will be liable for any loss inflicted or caused by the Supplier, its personnel, its auxiliary, whether or not subordinated personnel and/or its items on:
- the employees and/or items of BONBON ENTERTAINMENT;
- the employees and/or items of other suppliers of BONBON ENTERTAINMENT;
- the location of the event, including all items situated at that location in connection with that event.
7.6 The Supplier shall indemnify BONBON ENTERTAINMENT against any claims by third parties with regard to the loss for which the Supplier is liable pursuant to the previous paragraphs.
7.7 The Supplier is obliged to take out a sufficient (third party liability) insurance covering at least the risk of loss as referred to in the previous paragraphs. In doing so the Supplier takes into account and is aware of the risks associated with the event sector, including working conditions inherent to festival sites and big event locations. At the first request of BonBon Entertainment the Supplier will provide a copy of the insurance policy and the associated policy conditions.
- Force majeure
8.1 If BonBon Entertainment has to cancel an Event and/or cannot allow it to continue in whole or in part as a result of force majeure on the part of BONBON ENTERTAINMENT, BONBON ENTERTAINMENT will be entitled to suspend the performance of the agreement or to terminate the agreement prematurely with immediate effect without any judicial intervention and without being obliged to pay any compensation. If BONBON ENTERTAINMENT has already made a (pre)payment to the Supplier, the Supplier will immediately refund this (pre)payment to BONBON ENTERTAINMENT, unless this (pre)payment can be considered in whole or in part as payment for a performance already carried out by the Supplier.
8.2 Force majeure shall include, but is not limited to: incapacity of the artist(s) due to illness of the artist, its family and/or otherwise, artist(s) failing to fulfil obligations, failure by (other) suppliers of BONBON ENTERTAINMENT, government measures, transport problems, fire, strike, work stoppage, epidemics, pandemics (such as Covid-19), closure of the Event location, unavailability or inaccessibility of the Event location, fights, riot, war situations, a terrorist attack or its threat, national mourning as a result of the death of a member of the royal family or government, extreme weather conditions and all other circumstances beyond the control of BonBon Entertainment.
8.3 The Supplier is only entitled to invoke force majeure if the failure in fulfilling its obligation is not due to its fault nor at its expense pursuant to the law or common opinion. The term force majeure on the part of the Supplier does not in any event mean: lack of personnel, strikes, production disruptions and fire in the company of the Supplier, breach by third parties engaged by the Supplier, transport problems on the part of the Supplier or third parties engaged by the Supplier, auxiliary materials drop-out, loss or damage of material during transport by or on behalf of the Supplier, liquidity and/or solvency problems of the Supplier and/or government measures at the expense of the Supplier, including prohibitions on import, export and transit of goods to be delivered by the Supplier; non compliance with governmental requirements or permit requirements, other standards and guidelines by the Supplier.
8.4 If the Supplier invokes force majeure against BONBON ENTERTAINMENT on any grounds, rightly or wrongly, BONBON ENTERTAINMENT will be entitled to terminate the agreement prematurely with immediate effect without any judicial intervention being required and without being obliged to pay any damages. If BONBON ENTERTAINMENT has already made a prepayment to the Supplier, the Supplier will repay this prepayment to BONBON ENTERTAINMENT immediately in all cases.
- Intellectual property
9.1 If any intellectual property right rests on the performance of the agreement provided by the Supplier (such as, but not limited to copyright, related right, model right, trademark right or patent) and/or should such a right arise during the performance of the agreement, the Supplier transfers this right and/or those rights, whether or not in advance, fully to BONBON ENTERTAINMENT. This transfer includes any and all forms of exploitation including publication and reproduction, as known now and/or in the future, without any restriction with regard to place, in time and/or content. BONBON ENTERTAINMENT hereby accepts this transfer in advance.
9.2 Should this transfer in advance not be legally valid, the Supplier will be obliged to sign a transfer deed after the work and/or object has been completed and at BONBON ENTERTAINMENT’S first request under penalty of payment of an amount of EUR 10,000.00.
9.3 Insofar as this is legally allowed the Supplier relinquishes its moral rights as meant in Section 25, subsection 1 under a, b and c of the Dutch Copyright Act (Auteurswet).
9.4 The price agreed for the performance provided by the Supplier shall include a fee for the transfer of intellectual property rights referred to in the previous paragraphs.
9.5 If the Supplier already has intellectual property rights in the performance provided, the Supplier will grant an exclusive perpetual license with regard to the unrestricted worldwide use of that performance and/or those rights without BONBON ENTERTAINMENT being obliged to pay an additional fee.
9.6 The Supplier guarantees that the goods and/or services provided will not infringe the rights of third parties and will indemnify BONBON ENTERTAINMENT against any claims by third parties in this connection.
9.7 The intellectual property rights resting on the materials, documents, logos, marks, etc. provided by BONBON ENTERTAINMENT to the Supplier in connection with the agreement, are at all times reserved and remain the property of BONBON ENTERTAINMENT. Only after the written consent of BONBON ENTERTAINMENT is the Supplier allowed to publish promotional photographs and/or videos of Events on its website.
10.1 Parties guarantee that all information received from the other party, of which it is known or ought to be known that it is of a confidential nature, remains confidential unless a legal obligation dictates the disclosure of this information. The party who receives confidential information shall only use this for the purpose for which it has been provided.
10.2 The Supplier is in default by operation of law due to a single violation or non-compliance with the provisions of article 10.1 and will forfeit to BONBON ENTERTAINMENT an immediately payable fine of € 10,000.00 per violation, to be increased by € 1000 for each day or part thereof that the violation and / or non-compliance continues. The foregoing is without prejudice to BONBON ENTERTAINMENT’s right to additionally claim full compensation. Compliance with the obligation to pay the fine does not release the Supplier from the obligations under Article 10.1.
11.1 BONBON ENTERTAINMENT will be allowed to transfer its rights and/or claims arising from its agreement with the Supplier to a third party without the consent of the Supplier.
12.1 Notwithstanding the right to compensation and all other legal remedies, either party can terminate the agreement in writing prematurely with immediate effect without any judicial intervention if the other party is in default of fulfilling any obligation under this agreement.
12.2 BONBON ENTERTAINMENT will only be in default if it fails to fulfil any obligation under this agreement after it has received a notice of default, granting a period of 15 (in words: fifteen) days to remedy the failure.
12.3 Either party can terminate the agreement prematurely in writing with immediate effect without any notice of default or judicial intervention being required if the moratorium – whether or not provisional – of the other party has been applied for or been granted, if with regard to the other party its bankruptcy has been applied for or has been granted or if the business of the other party is being wound up or terminated other than for a reconstruction or merger of businesses.
12.4 If BONBON ENTERTAINMENT terminates the agreement pursuant to this Clause and it has already made a (pre)payment to the Supplier, the Supplier shall in all cases immediately repay that (pre)payment to BONBON ENTERTAINMENT.
- Personal details
1.2 If the Supplier processes personal data within the meaning of the UAVG in connection with the performance of the Agreement, it guarantees that it will do so in accordance with the applicable legislation (including the UAVG) and will inform BONBON ENTERTAINMENT of this.If the Supplier thereby qualifies as a processor within the meaning of the UAVG, the parties will conclude a data processing agreement, based on a model agreement from BONBON ENTERTAINMENT.
- Other provisions
2.1 If one or more provisions in the General Conditions are invalid or is/are annulled, the remaining provisions will remain fully applicable. In that case BONBON ENTERTAINMENT and the Counterparty will replace the invalid or annulled provision(s) by (a) legally valid provision(s) seeking as much as possible a connection with the original intent of the respective Clause.
2.2 BONBON ENTERTAINMENT is at all times entitled to amend these General Conditions unilaterally.
- Applicable law, competent court
3.1 These General Conditions and the associated agreement are exclusively governed by Dutch law.
3.2 Any disputes arising from or associated with the General Conditions and the associated agreement will exclusively – to the exclusion of any other court – be submitted to the district court of Rotterdam.