Article 1 General provisions, accessibility and park rules
1.1 The general terms and agreements are applicable to quotations and agreements of Madurodam B.V. Madurodam is the ‘’Contractor’’ and someone who wants to organize an event at Madurodam is the ‘’Client’’. An ‘’Event’’ is a festive or business related activity of third parties, with the rental of one or numerous rooms, located at Madurodam. The people who are invited to the event at Madurodam are the ‘’Visitors’’.
1.2 The contractor is obligated to change unilateral the general terms and agreements. The current version can be found on the website of Madurodam (www.madurodam.nl).
1.3 General terms and agreements of the client are not valid.
1.4 The agreement with the client includes rules for the visitors of the park, the so called ‘’park rules’’. These rules can be found at the website. In case of contradiction between the general terms and agreements and the park rules, then the park rules will be leading.
Article 2 Options
2.1 Before the client requests a quotation or before the quotation process has been finished, the client can request the contractor for an option on the room(s) required for the event.
2.2 Only options issued in writing (including but not limited to e-mail) bind the Contractor. Options are valid for a period of fourteen days from the date of issue of the option, unless the Contractor provides another date stated. If the option period is longer than the period for accepting the offer / quotation, then applies the option period for the (remaining) duration of the offer. When the Client allows the option term to expire (read: no agreement is concluded during the option period) but a new one after the option period or wishes to extend the existing option, the Contractor is always entitled to take the position to say that the option has expired and no new option has to be offered or the expired option has not been offered need to be renewed.
2.3 Both the Contractor and the Client are entitled to notify the other party of the option in case of early termination , which can only be done in writing (including by e-mail).
2.4 If the Contractor wishes to terminate the option prematurely, it is obliged to inform the Client thereof and give the Client the opportunity to respond within 24 hours (counted in working days) to still use the options. If the Client wishes to use the option, then within 24 hours an agreement has to be created between both parties.
2.5 The parties are aware that the event to be organized by the Client must be appropriate for the reputation, appearance and other events of the location of the Contractor and may not cause a nuisance by other users of the building and residents.
Article 3 Offers / quotation
3.1 All offers / quotations made by or on behalf of the Contractor are valid for fourteen days from the quotation date, unless agreed otherwise in writing (including but not limited to e-mail) and / or unless Client rejects the offer / quotation in writing within that period (including but not limited to e-mail).
3.2 In any case, the contractor is only bound if its written offer / quotation states at least:
- which room (s) were rented, price and period;
- for what type of project the space (s) have been rented;
- the indication of the number of persons expected; and the offer / quotation has been signed for approval in time by the Contractor as the Client or by Client has been approved by e-mail and has been received by the Client in time. The risk of ambiguities due to oral or telephone-based assignments and communications made are the responsibility of Client.
3.3 All information in the offers / quotations made are subject to typing errors.
3.4 Other wishes from the Client, which are not stated in the offers / quotations, may have an impact on the offers / quotes.
Art. 4 Obligations of the Client related to security and information
4.1 Unless agreed otherwise in writing (including but not limited to e-mail), the Client will pay for own costs to ensure sufficient measures of safety for artists, by her engaged third parties, guests and visitors. If agreements have already been made about the aforementioned measures, Contractor is nevertheless entitled to impose additional requirements at any time, when changed circumstances make this necessary.
4.2 Client is obliged to provide all information to the Contractor of which it knows that is necessary for the execution of the assignment. Client guarantees for the correctness and completeness of the provided information.
4.3 The Client is not entitled to any form of compensation if it has not satisfactorily fulfilled its obligations as set out in Article 4.1 and / of 4.2 in this General conditions and the Contractor because of this (i) does not allow the assignment to proceed wholly or in part. In that case, the Contractor is entitled and / or (ii) the Contractor has indicated the Client in writing and the Client nevertheless wishes to continue the assignment.
4.4 Client is responsible for the payment of the fees due to the use of intellectual property rights of third parties, including but not limited to Buma / Voting rights.
4.5 Unless stated otherwise in writing (including but not limited to e-mail), the Client is responsible for required third party permission and / or permits.
4.6 The Client is responsible for the acts of visitors, guests engaged by third parties, etc. during the assignment (including but not limited to the event).
Article 5 Rented
5.1 Before entering into the agreement, it is the Clients responsibility to check whether the rented is suitable for the intended event.
5.2 The rented property includes only the space (s) described in the agreement and the space with the mentioned facilities. Unless agreed otherwise in writing (including but not limited to e-mail), entrances, corridors, stairs, toilets, cafes, restaurants, the outside areas and garages / parking spaces are not rented. The contractor is entitled to provide another space than agreed.
5.3 The lessee is not permitted without the prior written permission of the Contractor:
a) use the rented object for another purpose than described in the agreement;
b) to sublet the leased property (in whole or in part) or to provide it for use to third parties, with the relevance it is understood that this permission is not required for exhibitors if the event is a trade show or exhibition;
c) if applicable, exhibiting goods and services in the rented property outside the agreement defined exhibition program;
d) the event during the term of the agreement another name or other purposes, whereby the Contractor will not withhold its permission on unreasonable grounds.
5.4 The Client may not cause any nuisance or inconvenience to the Contractor or third parties when using the rented object. The Client will ensure that guests, visitors, staff, employees, etc. will not do this.
5.5 The Client is obliged to notify the Park Rules of Madurodam to the guests, visitors, staff, employees, etc. and remains responsible and liable for the compliance with the house rules by those parties. The Client is responsible for all damage and claims by third parties arising from the violation of the house rules or general terms and conditions by the guests, visitors, staff, employees, etc ..
5.6 Madurodam has the right to deny Visitors access that violates the Park Rules and / or does not comply the applicable obligations, as a result of which these Visitors maintain safety and / or public order as well as Visitors above the maximum allowed number. In that case Madurodam can immediately terminate the agreement with the Client without the Client being entitled to repayment of the costs paid for the Visitors.
Article 6 Number of guests
6.1.1 The Client guarantees the number, identity and capacity of the Visitors. The cost estimate is based on the number of guests as stated in the agreement. If there is a change in the number of guests, this has consequences for the price calculation of the agreement.
6.1.2 The Client is to inform the Contractor as soon as possible, but no later than ten days, before the event in writing (including but not limited to e-mail) as soon as changes or additions arise which deviate from the agreement.
6.1.3 If change occurs during the quotation stage, the Contractor will make sure to find the best solution. As soon as the assignment is definitively laid down in an agreement, then the Client has signed for a minimum number of guests.
6.2 Reduction of the agreed number of guests with settlement of costs is only possible ten days before the start of the event up to a maximum of 5% of the agreed number of guests. Settlement will take place where applicable under agreed conditions. Contractor has the right to adjust his calculations to the situation that arises in the event of a reduction of more than 5%, including another room.
6.3 If more guests appear on the day of execution than the agreed number, the corresponding amount of costs based on the information stated in the agreement will be charged extra. By the location determined amount of guests is leading. In order to achieve the agreed quality The Contractor is entitled to deny additional guests at the event.
6.4 Assignments are accepted on the basis of subsequent calculation, unless agreed otherwise in writing.
Article 7 Implementation
7.1 The layout, use and clearance of the rented accommodation must be in consultation with Contractor.
7.2 The Contractor is at all times entitled to further design, use and evacuate the rented objec to issue binding regulations, if this is in the interest of (public) order and safety by the fire brigade, police, mayor or Contractor are deemed advisable.
7.3 No changes will be made unless the Contractor prior expresses written consent to the rented and other space (s) and (outdoor) grounds.
7.4 The Client accepts the rented property in the condition in which the rented property is at the start of the rental period. Defects found at the end of the rental period are deemed to have arisen during the rental period, unless the Client can demonstrate that the defects (such as damage) already exist before the rental period started.
7.5 At the time of termination of the rental period stated in the order confirmation, the Client must
leave the leased property completely and in the condition as it was made available. In case of late and / or clean delivery, the Contractor is entitled to charge a fine to the Client to the value of the contract sum.
Article 8 Catering
Unless explicitly agreed otherwise in writing (including but not limited to e-mail), the catering is reserved exclusively to the Contractor. Madurodam reasonably determines the nature, quantity and quality of the catering and has the right to make changes from what has been agreed, unless this would be unfair.
Article 9 Liability and damage
9.1 Before and during the rental, the Client must at all times take the necessary measures with what is included in (a) the agreement, (b) these general terms and conditions and (c) the house rules.
9.2 The Client is obliged to inform the Contractor in advance and actively in writing (including but not limited to e-mail) of any risks to the status of the rented property and / or its good name of which could because of the event. This includes, but is not limited to the visitor profile, the nature of the event, any threat or attraction of unwanted behaviour, political or social unrest and possible refusal of required permits in a general sense, partly on the grounds of BIBOB law or own permits of the location. Contractor has the right to cancel the event without the obligation to pay damages if the information and notification obligation has been violated by the Client. If the provided information proves to be incorrect, the Contractor has the right to suspend its obligations and cancel the agreement, without the Client being entitled to compensation in any sense whatsoever. Cancellation due to a violation of the obligation to provide information does not affect the Clients payment obligation, as well as the Contractors right to recover the damage suffered (including loss of profit).
9.3 Client is liable for damage suffered by third parties resulting from the use of the rented and / or the space (s).
9.4 The Contractor is entitled to conclude damage to walls, floors, etc. in the rented property as a result of the use of space(s) by the Client. The Contractor has the right to repair the damage at the expense of the Client.
9.5 Damage to or loss of goods owned by the Contractor and / or by the Contractor contracted suppliers by the Client and / or its invitees / employees / third parties engaged, etc.must be fully reimbursed by the Client to the Contractor.
9.6 Everything that has been brought into the buildings and / or the rented on behalf of the Client is placed at risk of the Client. The Contractor is not responsible for insuring and / or monitoring this. The contractor is not liable for damage to or loss of goods, property and monetary values from the Client or from third parties (including the public and performers) for whatever reason, subject to intent or gross negligence on the part of the Contractor or his staff. The Contractor is also not liable for damage to or loss of the deposited goods in the cloakroom. The Client indemnifies Contractor for claims from third parties (as referred to above). The furnishing, use and delivery of the rented object shall take place in consultation with the Contractor, with taking into account the safety regulations of the Contractor.
9.7 The Contractor is not liable for damage, of whatever nature, that arises by incorrect and / or incomplete information provided on behalf of the Client.
9.8 The Contractor is only liable for damage (i) if this damage falls under its cover liability insurance up to and including the amount paid out by her insurance, to be increased by the deductible or (ii) if there is intent or negligence on the part of her or one of her managers.
9.9 If (i) there is no question of wilful misconduct or negligence or (ii) the insurance does not pay out, and yet there is of liability of the Contractor, this liability is limited to only direct damage (where liability for indirect damage is expressly excluded) with a maximum of € 25,000.
9.10 All rights of action and other powers, for whatever reason, which the Client has against The Contractor has to serve within 12 months after the moment when the Client became aware of this or could reasonably have been received in writing by the Contractor, failing which they will be cancelled.
9.11 Any advice provided by the Contractor is always without obligation and follow-up is at risk of the Client.
9.12 The Contractor is not liable for the attendance of the event.
Article 10 Prices
10.1 All prices are exclusive VAT, unless in writing (including but not limited to e-mail) otherwise agreed. All other charges imposed by the government are also for the account of Client. The Contractor will announce this in advance as soon as possible. Contractor is entitled to increase the the total amount indicated on the agreement by government taxes, excise duties or social security charges.
10.2 If the Contractor provides a composite quotation, there is no obligation to execute part of the statement for a corresponding part of the price stated for the whole.
Article 11 Payments
11.1 Payments must be made within fourteen days of the invoice date, unless stated otherwise in writing in the quotation / offer / agreement.
11.2 The client is obliged:
- 75% payment of the agreed contract amount when the reservation is finalized and / or the agreement is closed, unless otherwise agreed;
- Any additional or less costs will be charged by the Contractor immediately after the implementation of the agreement billed as a final settlement, with settlement of the aforementioned down payments;
- The Contractor will send an invoice to the Client in time for each of the payment moments;
11.3 The final settlement provides an accurate specification of the services provided and a specification of services to be invoiced for subsequent calculation, as well as a specification of the VAT.
11.4 The payment term is a strict deadline. The client is not entitled to suspend or suspend any payment to settle.
11.5 If no payment has been made within the payment term, the Client is legally in absenteeism. She then owes the statutory commercial interest (whereby part of the month counts as a whole month) and extrajudicial collection costs of 15% of the principal sum with a minimum from € 350.
11.6 Clients from abroad are bound by the guidelines issued by the Dutch tax authorities with with regard to payment of VAT.
Article 12 Cancellations
12.1 Cancellation of the agreement must only be made in writing (including but not limited to e-mail) and be accompanied by the relevant agreement.
12.2 In case of cancellation, the Client will owe the following compensation to the Contractor:
a) From 6 to 4 months: 25% of the contract amount of this offer
b) From 4 to 3 months: 35% of the contract amount of this offer
c) From 3 to 2 months: 45% of the contract amount of this offer
d) From 2 to 1 month: 50% of the contract amount of this offer
e) From 30 days to 2 weeks: 60% of the contract amount of this offer
f) From 14 days to 7 days: 85% of the contract amount of this offer
g) 7 Days or less: 100% of the contract amount of this offer
The contract sum is the contract sum included in the agreement plus afterwards agreed transactions.
12.3 If, at the time of cancellation, the Contractor's damage exceeds the cancellation fee as stated in article 12.2 in these general terms and conditions - by (including but not limited to) payment obligations that (will) rest on the Contractor in connection with the cancellation by the Client, such as obligations towards third parties engaged in the performance of the agreement and / or other claims of third parties - then the Client must reimburse this higher amount to the Contractor.
12.4 The date of cancellation is the first date on which the cancellation is received by the Contractor.
Article 13 Complaints
All complaints and defects must be made within 24 hours after they have become known or could have been known and be received in writing (including but not limited to e-mail) at the Contractor. When the time boundaries are not taken in account, then certain agreements will not be valid.
Article 14 Force majeure
Circumstances which cannot be blamed on the Contractor, which are of such a nature that compliance with the agreement can no longer reasonably be demanded (such as, but not limited to (i) extreme weather, (ii) revocation of one or more permits and (iii) national grief) entitles it to dissolve the assignment in whole or in part and / or to suspend the execution thereof without any obligation to compensation. In that case, the Contractor retains its right to compensation (including but not limited to costs for third parties engaged by it).
Article 15 Confidentiality
15.1 Both parties are obliged to maintain the confidentiality of all confidential information that they have in the context of the agreement from each other. Information is considered confidential if it is by the other party communicated or if this arises from the nature of the information. The party receiving confidential information will use it only for the purpose for which they were provided.
15.2 The provisions of article 15.1 included in these general terms and conditions do not apply to information:
(a) which is provided to its advisers, the advisers also being bound by confidentiality;
(b) were already lawfully owned by the receiving party before they were obtained by the concerned party;
(c) developed independently by the receiving party without the use of information or data from the party involved;
(d) are or will be publicly available, other than by an action or failure of the receiving party;
(e) be made known to the receiving party by a third party without any breach of professional secrecy towards the party concerned.
f) which is required to be disclosed by law, ordinance or court order or by decision of another government agency, on condition by the receiving party to fully limit the scope of such disclosure and inform the affected party in advance of such intended disclosure.
Article 16 Dissolution of the agreement
16.1 The Contractor is entitled to dissolve this agreement if:
a) the Client does not, not fully or timely fulfil the obligations under the agreement;
b) after the agreement has been signed, the Contractor has come to the knowledge of good ground to express fear that the Client is not able to fulfil its obligations;
c) If an attachment is levied on the Clients assets or granted suspension of payments or declared bankrupt.
16.2 If the agreement is dissolved, the Contractors claims against the Client are immediately due and payable.
16.3 If the Contractor proceeds to dissolution, it is in no way obliged to pay damages and costs thereby arisen in any way for the Client.
Article 17 Image rights and drawings
17.1 All in an offer or order confirmation included or attached images, drawings, ideas and intellectual property rights, are exclusively for use in the context of the provided assignment and may not be used by the Client for other purposes, nor to any third parties. All rights remain exclusively with the Contractor.
17.2 The Contractor therefore reserves the right to make those documents, referring to article
17.1 in the general terms and conditions.
Article 18 Personal data
Personal data are processed in the context of the agreement, this is done carefully and in accordance with the rules that follow from the General Data Protection Regulation. Contractor refers for information about this to her Privacy Statement, which is included on her website (www.madurodam.nl). In the Privacy Statement are the rights of data subjects with regard to processing of personal data in which the Contractor acts responsibly.
Article 19 Applicable law
19.1 All legal relationships between Contractor and Client are exclusively by Dutch law applicable.
19.2 All disputes relating to or arising from or related to the Contractor's actions quotations and the agreements concluded with the Client as well as all collections due to default will be brought exclusively to the competent court in the place of business of the Contractor, unless the Contractor prefers to bring the claim to the court of the Client's domicile.
19.3 In case of a claim or rental issue under € 25,000, a choice does not apply to the court. If that
is the case - subject to a few exceptions - the court of the Client's domicile.
19.4 If there is a difference between the Dutch text and any foreign translations, the explanation is binding according to the Dutch text.
Madurodam B.V. The Hague, April 2020