General Conditions

The following points have been agreed and accepted:
Art. 1. General Provisions
1.1. These general terms and conditions apply to offers, acceptances, contracts, invoices, and other acts between AQUA VITAL SA, located at 1300 Wavre, avenue Léonard de Vinci 12, with company number 0455.699.070 RPM Nivelles ("AQUA VITAL"), and the Client, relating to the provision of the leased property, the equipment provided, and the provision of services or the sale of goods by AQUA VITAL to the Client in relation to these, even when concluded via the client portal at www.prod.aquavital.be.
1.2. Any special conditions that deviate from these general conditions shall cancel and replace them.
Art. 2. Purpose of the Contract
The purpose of the contract is determined in the special conditions.
Art. 3. Duration and Tacit Renewal of the Contract
3.1. The contract is concluded for the duration specified in the special conditions and comes into effect on the day the Equipment is installed. If the Client has not carried out the works referred to in article 7.2. of these general conditions within a month of signing the contract, the contract will come into effect automatically on the date communicated by AQUA VITAL to the Client for the completion of the installation.
3.2. The contract is tacitly renewed at the end of each term for the same duration as specified in the special conditions, unless one of the parties notifies the other, by registered letter at least three (3) months before the end of the term, its intention to terminate the contract at the said expiration.
Art. 4. Price
4.1. The rent and prices are defined in the special conditions.
4.2. The rent, as well as the prices for the service contract, maintenance contract, and all-inclusive contract, are payable in advance on the first day of each new rental year, unless the parties agree to spread these prices over the new rental year through partial invoices. In this case, partial invoices may include administrative costs of 5% of the billed amount, with a minimum of 50 EUR and a maximum of 150 EUR per partial invoice. The sale prices of water bottles for water fountains, coffee types, and filters for coffee machines, as well as any related accessories ("Products") for equipment use, for which the Client is required to purchase, are billed monthly by AQUA VITAL.
4.3. Rent will be indexed annually based on the following formula (base rent × new index) / starting index (general consumer price index formula). The base rent is specified in the special conditions. The new index is the one from the month preceding the new rental year. The starting index is the one from the month preceding the start of the contract.
4.4. Prices for the service contract, maintenance contract, and all-inclusive contract may be adjusted annually, at the beginning of the new rental year, in the event of circumstances that lead to an increase in costs and taxes, such as an increase in raw material prices, wages, transportation, insurance, etc. In such cases, AQUA VITAL may charge the Client for this price increase accordingly. However, this increase shall never exceed 80% of the prices indicated in the special conditions. The sale prices for Products, which the Client is obligated to purchase, may always be immediately adjusted in this manner.
Art. 5. Guarantee
5.1. The Client agrees to pay, upon signing the contract, a guarantee for the Equipment, the amount of which is specified in the special conditions.
5.2. The Client is also liable, upon delivery, for a guarantee for reusable water bottles and reusable CO2 bottles, at the prevailing rate per reusable water bottle and CO2 bottle.
5.3. The guarantee is intended to ensure the Client’s compliance with all obligations arising from the contract. In the case of non-return of the Equipment and/or reusable water bottles and/or reusable CO2 bottles, in accordance with the provisions of these general conditions, the guarantee paid by the Client for them will be forfeited, without prejudice to AQUA VITAL’s other rights in this regard. AQUA VITAL also reserves the right to deduct from the guarantees paid by the Client the amounts owed by the Client. The Client is not entitled to any interest on the remaining guarantee amount.
5.4. If the Client has fulfilled all their contractual obligations, the guarantee will be refunded to the Client’s bank account, upon written request from the Client, indicating their bank details.
Art. 6. Equipment
6.1. AQUA VITAL leases to the Client, who accepts it, the equipment described in the special conditions and/or makes available to the Client, who accepts it, the materials described therein ("Equipment").
6.2. The Client agrees to insure the Equipment against all risks, whatever their nature.
6.3. The installed Equipment is insured by AQUA VITAL against damages to third parties due to fire, explosion, flooding, and civil liability, which does not release the Client from their obligation to take out the insurance described in the previous article.
6.4. All accidents or damages must be reported to AQUA VITAL in writing within 24 hours, otherwise AQUA VITAL cannot be held liable.
Art. 7. Lease, Delivery, Installation, and Movement of Equipment
7.1. The Equipment is installed by AQUA VITAL at the Client's address or at the address specified in the special conditions, and at the location designated by the Client.
7.2. The Client ensures that the premises are accessible for the installation of the Equipment and that necessary arrangements have been made to allow the installation of the Equipment. The Client agrees to (have) perform necessary works at their expense to ensure the secure installation and use of the Equipment in accordance with all current and future guidelines, within a month of signing the contract. Installation costs are borne by the Client, unless otherwise stated. Water and electricity connections are the Client's responsibility, provided they cannot be made within the immediate environment (1.5 m) where the Equipment must be installed.
7.3. By signing the delivery slip for the Equipment, the Client accepts the Equipment, acknowledges that it has been installed in the correct location, and that it has been received in good working condition.
7.4. The Equipment is for exclusive use within the Client's business. Furthermore, the Client is not authorized to move the Equipment once it has been installed by AQUA VITAL. If the Client later wishes to move the Equipment, they agree to notify AQUA VITAL at least two (2) months in advance so AQUA VITAL can proceed with the relocation and reactivation of the Equipment. These costs are the Client's responsibility at the prevailing rate. The Client is never authorized to move the Equipment themselves.
Art. 8. Use
8.1. By signing the delivery receipt of the Equipment during installation, the Client declares having reviewed the usage specifications and technical possibilities of the Equipment.
8.2. The Client agrees to take good care of the Equipment, acting as its guardian, and to use it in accordance with its normal specifications and technical capabilities.
8.3. It is prohibited for the Client, without AQUA VITAL’s written authorization, to make any modifications to the Equipment (or any part of it).
Art. 9. Maintenance, Repair, Descaling, and Cleaning of the Equipment
9.1. The Client agrees to keep the Equipment in perfect condition. The costs of maintenance and repair of the Equipment are the responsibility of the Client, unless otherwise specified.
The following are always the responsibility of the Client:
  • Descaling and rinsing of coffee machines;
  • Cleaning the exterior of coffee machines and water fountains;
  • Replacement of breakable parts (such as glass jugs, faucets, trays, etc.);
  • Replacement and repair due to vandalism.
9.1.1. For rented water fountains with large water bottles and full-service coffee machines, AQUA VITAL agrees to regularly maintain the rented Equipment, in accordance with its usage, to ensure the Equipment fully meets the user’s needs. Maintenance visits for this purpose are included in the rental price. AQUA VITAL handles the scheduling of these maintenance visits.
9.1.2. For other water fountains and coffee dispensers rented out, AQUA VITAL will replace the Equipment’s filter annually at the price mentioned in the special conditions.
9.2. In the case of a breakdown or defect in the Equipment, the Client agrees to inform AQUA VITAL immediately in writing to prevent any harm to the safety and/or proper functioning of the Equipment. In this case, the Client agrees to cease using the Equipment immediately to avoid further damage. The Client agrees to have the Equipment repaired only by AQUA VITAL and grants AQUA VITAL access to the Equipment at any time.
9.3. Any services following non-compliance with maintenance standards, abnormal use, negligence, or fault by the Client or their staff, or any other person with access to their premises, will be charged to the Client, including any potential expert fees that may result.
Art. 10. Reusable Water Bottles
10.1. By signing the order form, the Client acknowledges being informed about the characteristics and conditions of the reusable water bottles ("Water Bottles") delivered by AQUA VITAL. The Client agrees to use the Water Bottles delivered by AQUA VITAL exclusively for their intended use. The Client will never fill them completely or partially with liquid or solid material.
10.2. Unless otherwise agreed, the Client agrees to use the Water Bottles exclusively with the appropriate Equipment delivered by AQUA VITAL. If these Bottles are used with any other Equipment, even if agreed upon by the parties, AQUA VITAL cannot be held responsible for any consequences that arise, particularly regarding the water quality, functioning of the Equipment, or any other damage that may result.
10.3. The Client is fully responsible for any damage, including to the Equipment, resulting from the use of other Water Bottles, the filling of these Water Bottles, or the use of any other Equipment than that provided by AQUA VITAL.
10.4. The Client agrees to take care of the Water Bottles. The Client will keep them clean and hygienic and return them to AQUA VITAL at the end of the contract or during the contract term if they are empty or expired, in the same condition in which they were received, subject to normal wear and use.
Art. 11. Retention of Title
11.1. The Equipment remains the exclusive property of AQUA VITAL, which the Client formally acknowledges.
11.2. In the event of seizure of the Equipment or any other claim from third parties regarding the Equipment, the Client agrees to oppose and inform these third parties that AQUA VITAL is the owner. Furthermore, the Client must immediately inform AQUA VITAL and provide all necessary details regarding these third parties.
Art. 12. Delivery, Exclusive Supply, and Purchase Obligation of Products
12.1. During the contract term, the Client agrees to purchase Products exclusively from AQUA VITAL in accordance with the minimum monthly quantities defined in the special conditions and to use only those Products.
12.2. The Client declares that, prior to entering into the contract, they have fully evaluated the opportunity of the transaction and that they wish and are able to purchase the minimum monthly quantity of Products as specified in the special conditions.
12.3. The delivery of the Products takes place at the Client’s address or at the address indicated in the special conditions.
12.4. The Client must immediately inspect all Products delivered by AQUA VITAL upon receipt to ensure they are not damaged and/or defective. The Client must verify if the quantities received match the delivery note. By signing the delivery note, the Client acknowledges receiving the specified quantity in good condition and accepts the delivery. Other defects must be reported by registered letter within one (1) month following delivery, otherwise, the Client is deemed to have accepted them.
Art. 13. Assignment, Subletting, and Transfer
13.1. The assignment of the contract to third parties, subletting, or transfer of the Equipment, in any form (sale, donation, etc.), is strictly prohibited without prior written approval from AQUA VITAL. In case of violation of this prohibition, compensation equal to the new value of the Equipment and the remaining rent due, prorated to the remaining contract duration, will be immediately due. Likewise, in the event of the sale of the business, rental of the water fountain, new management, or new direction, the Client agrees to immediately inform AQUA VITAL by registered letter, providing the identity, address, and necessary details about the new owner or manager. In case of full or partial assignment of their rights over the premises where the contract is used, the Client agrees to provide their new address. Furthermore, in such a case, the Client remains jointly responsible for the fulfillment of all the terms and obligations of the contract for its entire duration.
13.2. AQUA VITAL may transfer to anyone the rights it holds under the contract. The notification provided in article 5.179 of the Civil Code will be validly executed by registered letter, fax, or email. The Client agrees to acknowledge such assignment.
Art. 14. Warranty and Liability
14.1. AQUA VITAL provides an all-inclusive warranty on the Equipment that covers the entire contract duration. In case of a defect or malfunction of the Equipment, AQUA VITAL will determine the appropriate measures to remedy the issue and will decide at its discretion whether to repair the defect or replace the Equipment.
14.2. Subject to normal wear and tear, the all-inclusive warranty is excluded if AQUA VITAL’s intervention is required due to negligence or fault of the Client or their staff, particularly due to:
  • Failure to comply with the required descaling (regular and prescribed) and rinsing (regular and prescribed) of the Equipment (for coffee machines) by the Client;
  • Failure to comply with cleaning instructions for the exterior of the Equipment (for coffee machines) by the Client;
  • Abnormal use of the Equipment leading to damage or accidents;
  • Adding or connecting Equipment from another brand;
  • Modifying the specific properties of the Equipment;
  • Using accessories other than those recommended by AQUA VITAL;
  • Power supply fluctuations or defects;
  • Sudden pressure in the Client’s water supply;
  • Repairs or maintenance performed by unauthorized persons.
14.3. The Client is responsible for any loss, damage, or destruction of the Equipment, and for any resulting consequences, regardless of the cause, except for normal wear and tear and those caused by defects or malfunctions of the Equipment and/or Products for which AQUA VITAL is responsible according to these general conditions. If applicable, the Client will inform AQUA VITAL in writing within 24 hours and contact their insurance company to cover their liability in this regard.
14.4. AQUA VITAL cannot be held liable for the Client’s choice of Equipment, nor for accidents or damages not reported to AQUA VITAL within 24 hours. AQUA VITAL also cannot be held responsible for damages resulting from the use of water bottles other than those delivered by AQUA VITAL, the Client’s own filling of these water bottles, or the use of equipment and accessories other than those delivered by AQUA VITAL.
14.5. Due to the specificity of the Equipment, AQUA VITAL expressly assumes an obligation of means and not an obligation of result.
14.6. Unless there is intentional fraud or gross negligence on the part of AQUA VITAL or its agents, and except in cases of force majeure, due to any failure to perform essential obligations under the contract, AQUA VITAL cannot be held liable for any damage, of any nature, to the Equipment, Products, people, Client, their agents, or third parties, nor to any other material other than the Equipment and/or Products, whether owned by the Client or their agents, attributable directly or indirectly to the possession, use, any defects, or faulty operation of the Equipment and/or Products.
14.7. Unless there is intentional fraud or gross negligence on the part of AQUA VITAL or its agents, and except in cases of force majeure, due to any failure to perform essential obligations under the contract, AQUA VITAL disclaims any responsibility for any damage, of any nature, if that damage is the result of:
  • The water quality from the water pipe if the Equipment is connected to the water supply;
  • Defects or faulty operation of the Equipment if the Client has moved and reactivated the Equipment themselves.
14.8. Unless mandatory or public policy provisions state otherwise, the Client additionally agrees that the repair of damages in this case will be limited to direct damages and cannot extend to indirect damages (consequential damages), such as lost profits, financial loss, work interruptions, loss of data, loss of opportunity, damage to reputation, moral harm, etc.
14.9. Except in cases of intentional fraud by AQUA VITAL or a person for whom it is responsible, or its fault or the fault of a person for whom it is responsible, when such fault affects the life or physical integrity of a person, AQUA VITAL’s total liability is limited to the amount billed by AQUA VITAL under the present contract one (1) year before the date of the damaging event and actually paid to AQUA VITAL by the Client on that date, and the indemnity it may be required to pay cannot exceed the amount of 5000 EUR.
14.10. Unless mandatory or public policy provisions state otherwise, the Client expressly agrees that the repair of damages caused in the execution of the contract by AQUA VITAL and/or its agents will be exclusively governed by contract law, even if the cause of the damage also constitutes a delict.
Art. 15. Force Majeure
15.1. Force majeure refers to a situation where the debtor is unable, through no fault of their own, to fully or partially fulfill their (or its) obligation(s), considering the unpredictable and unavoidable nature of the obstacle to execution.
The parties consider, among others, the following as force majeure: strikes, lockouts, fire, epidemics, war, unilateral government measures that seriously disrupt or complicate business operations, shortages in product supply, etc. The parties agree that any payment delay of any amount cannot be justified by force majeure.
15.2. If force majeure lasts for no more than three (3) months, the execution of the obligation is automatically suspended for the duration of the temporary impossibility.
15.3. If force majeure lasts more than three (3) months, the other party has the right to unilaterally terminate the contract without any compensation.
Art. 16. Payment and Payment Deadlines
16.1. AQUA VITAL’s invoices are due no later than on the due date mentioned on the invoice.
16.2. In case of non-payment or partial payment at the due date, the amount due will be automatically and without prior notice increased by 10% in damages, with a minimum of 150 EUR, and a late fee of 1% per month starting from the due date, until the full payment is made, with each started month being considered as one (1) full month, without prejudice to any other termination indemnity or damages that may be due. AQUA VITAL also reserves the right to revoke any discounts or payment deadlines granted to the Client.
16.3. Any claim by the Client does not suspend the Client’s obligation to pay for the Equipment and/or Products concerned by the claim.
Art. 17. (Early) Termination of the Contract
17.1. Unless otherwise provided, the contract will end upon the expiration of the current contract duration if, no later than three (3) months before the contract expiration, either party notifies the other party, by registered letter, its intention to terminate the contract at the expiration.
17.2. AQUA VITAL is authorized to terminate the contract early by registered letter, without being required to pay any compensation, if the Client does not fulfill their obligations, except those mentioned in Article 17.3, within one (1) month after being formally notified by registered letter.
17.3. By exception to Article 17.2, AQUA VITAL is also entitled to terminate the contract by registered letter, without being liable for any compensation, with immediate effect and without prior notice, in the following cases:
  • If the Client purchases Products, fully or partially, from a third party and violates the exclusive supply conditions;
  • In the event of seizure and/or transfer of the Equipment;
  • In the event of bankruptcy, judicial reorganization, or dissolution, whether voluntary or not, of the Client.
17.4. In the case of early termination by AQUA VITAL, in accordance with Article 17.2 or 17.3, all amounts due under the contract concerning the Equipment, including the rent for the remaining duration of the contract, will immediately become due as a termination indemnity, plus a fixed amount of 250 EUR for damages. For minimum monthly consumption, the termination indemnity equals the minimum monthly consumption amount, as stipulated in the special conditions, multiplied by the number of months corresponding to the remaining duration of the lease if the contract had been extended until the originally planned term.
17.5. If early termination is notified by AQUA VITAL because the Client fails to purchase the minimum monthly quantity of Products as stated in the special conditions, or because the Client does not respect the exclusivity of supply, AQUA VITAL is entitled to charge the additional unpurchased quantity, as stated in the special conditions, at the time of contract termination, prorated for the remaining duration of the lease if the contract had been extended until the originally planned term.
17.6. Subject to Article 17.7, the Client has the right to terminate the contract early, without any right to compensation, if AQUA VITAL fails to fulfill its contractual obligations within one (1) month after being notified by registered letter.
17.7. By exception to Article 17.6, the deadline for AQUA VITAL to fulfill its obligations is two (2) months if AQUA VITAL must order (parts of) Equipment (or Equipment items) or Products in order to fulfill its obligation(s), or three (3) months if the order must be placed with a company located outside Europe.
Art. 18. Return
18.1. The Client agrees to immediately return to AQUA VITAL the Equipment, including reusable CO2 bottles, and water bottles at the end of the contract, for any reason. This immediate return obligation also applies during the contract term to reusable bottles and/or reusable CO2 bottles that are empty or have expired. Failure to do so will result in the forfeiture of the guarantee(ies) paid, in favor of AQUA VITAL.
18.2. The Client may only be released from this return obligation if they have a receipt signed by AQUA VITAL for this purpose.
18.3. If the Equipment, including reusable CO2 bottles and/or water bottles, is not in good working condition, properly cleaned, and maintained, taking into account normal wear and tear, AQUA VITAL is also entitled to charge a minimum amount of 50 EUR for cleaning the Equipment and to invoice the necessary parts and labor for reconditioning the Equipment to restore it to good working condition.
18.4. If the Client does not immediately return the Equipment, including reusable CO2 bottles and/or water bottles, AQUA VITAL also has the right to recover the Equipment at the Client’s expense.
Art. 19. Disputes
The contract is exclusively governed by Belgian law, excluding the Vienna Sales Convention. The courts of the district where AQUA VITAL’s headquarters are located are exclusively competent to handle any dispute related to the contract.
Art. 20. Final Provisions
20.1. AQUA VITAL reserves the right to modify these general terms and conditions at any time. If the Client does not accept them, they have the right to terminate the contract by registered letter within fifteen (15) days following the notification of their modification by AQUA VITAL. Otherwise, the Client will be deemed to have accepted the changes.
20.2. The invalidity of one or more provisions and/or articles of the contract, including these general terms and conditions, does not affect the validity of the other provisions and/or articles. The parties agree to replace the invalid provision(s) with a similar valid provision.
20.3. The non-application or non-performance of a provision and/or article of the contract cannot be interpreted as a waiver of the possibility to invoke it, unless expressly agreed otherwise.