Article 1 - Preamble

These general terms and conditions of sale are applicable to all contracts concluded between, on the one hand, Smart World srl, whose registered office is located at rue Maes 1A, 1050 Brussels, registered with the Crossroads Bank for Enterprises under number 0444.534.073 (hereinafter referred to as "Smart Rooms" or the "Provider") and, on the other hand, any professional wishing to use a service offered for sale or rent via the online platform www.smartrooms.be (hereinafter referred to as "the Occupant").

• Smart Rooms: The Smart Rooms business unit is located at 1A rue Maes, 1050 Ixelles. E-mail address : hello@smartrooms.be
• The Occupier: any natural or legal person who acts for professional purposes which fall, in whole or in part, within the framework of his commercial activity, in particular in the field of well-being. The Occupier declares that he/she has full legal capacity.

Smart Rooms and the Occupier have approached each other with a view to entering into a temporary tenancy taking into account the particular circumstances set out below.

The premises correspond to the provision of one room among others located at 1A rue Maes in 1050 Brussels, within the Smart Rooms space.

Each room is rented intermittently to different occupants. The Occupant expressly acknowledges that other users make use of the building and the services offered and accepts any constraints.

In this case, the Services are agreed in order to allow the Occupant to organise, under his entire and sole responsibility, for the duration chosen by the Occupant, his activity as a practitioner, coach or trainer in the wellness sector (hereinafter referred to as "the Activity"). Esoteric, mystical, sectarian or religious practices as well as any act of prostitution are refused.

The Occupier formally declares and guarantees Smart World srl :

• That the activities of the Occupier are not prohibited by any applicable Belgian or foreign law and do not constitute an offence or crime punishable by law or laws.
• The Occupier acknowledges that Smart World srl has no power of investigation or verification of its activities and can therefore never be held responsible for the consequences that may result from the activities, actions or behaviour of the client.
• The Occupant hereby releases Smart World srl from any liability and expressly authorizes Smart World srl to report the Occupant to the competent authorities if Smart World srl has any suspicion as to the legality of the Occupant's activities, actions or behaviour.

ARTICLE 2 - Purpose

The purpose of these terms and conditions of sale is to define the contractual relationship between the Provider and the Occupant and the conditions applicable to any purchase made through the online platform www.SmartRooms.be.

The present GTC apply to all services concluded by Smart World srl with professional occupants or practitioners in the field of well-being, regardless of the clauses that may appear on the documents of the Occupier, and in particular his general conditions of purchase, and concern the following services: the hourly rental of consultation and treatment rooms and equipped training space, i.e. the provision on a precarious basis of the premises hereinafter referred to, which are part of the building located at 1A rue Maes in 1050 Brussels.

Registration as a "member" via the online registration platform www.SmartRooms.be (registration and purchase of rental hours) implies unreserved acceptance by the Occupier of these general terms and conditions of sale. These terms and conditions shall prevail over any other special terms and conditions not expressly approved by the Provider. In case of contradiction between the general terms and conditions of the Occupant and these terms and conditions, it is agreed that the latter shall prevail. Smart World srl reserves the right to modify its conditions of sale at any time. In this case, the applicable conditions will be those in force at the date of the order by the buyer.

Any order implies the prior consultation and express acceptance of the GTC by the Occupier.

The order placed on our online sales site is recorded at the moment the Occupant clicks on the "validate my order" button. As of this recording, the Occupant is considered to have accepted, with full knowledge of the facts and without reservation, the prices, volumes and quantities offered for sale as well as the entirety of these general conditions of sale. The Occupant shall receive confirmation of his/her order by email. The order is only deemed to be accepted and the contract concluded when the customer receives an email from us accepting the order.

ARTICLE 3 - Liability

The Occupier may not make any modification, alteration or repair of any kind or size to the premises to which he/she has access in the course of the Activity without the prior written consent of Smart World srl.

Generally speaking, access to and occupation of these premises and the use of the infrastructure and services offered must be carried out in good faith and in strict compliance with the applicable internal regulations, of which the Occupier declares that he is aware. These regulations include in particular rules of good conduct intended to organise cordial relations between the users of the premises, their operators and visitors. They also include rules of respect for the equipment, the spaces and the hours rented.

The Occupier undertakes to carry out its professional activity exclusively there and to ensure the tranquillity of the other Occupiers of Smart Rooms, as well as the good reputation of the latter.

The Occupier shall ensure compliance with the regulations applicable to its activity and to Smart Rooms and in particular with the provisions applicable to labour law. The Occupier shall carry out its activities under its own responsibility and shall not in any case engage that of Smart Rooms. Smart World srl reserves in this respect the right to terminate this agreement if it considers that the Occupier's activity presents any risk or abuse to Smart Rooms, its occupants or its visitors.

The Service Provider's obligation is an obligation of means, and shall not be liable for the result. If the Service Provider is no longer able to provide the services ordered, it shall immediately notify the Occupier so that the latter can take all necessary measures.

The Service Provider's commitment is limited to the provision of an equipped space. It is not responsible for the content discussed therein and, as such, cannot be held liable in any way for any indirect damage such as a reduction in turnover, loss of earnings or any increase in overheads resulting from the application of the teachings or practices provided therein. The care provided in the Smart Rooms does not replace a medical consultation.

In any event, the Service Provider shall not be liable for the non-performance or improper performance of the contract attributable to the Occupier, arising from an insurmountable and unforeseeable act of a third party to the contract or in the event of force majeure.

In order to be admissible, any remark must be made by him in writing via our notification system, before the start of the Services.

After the use of the premises following the Activity in the premises, the next Occupier shall have the right to leave a notice on their condition and that of the infrastructure.

Smart World srl is only responsible for its own act, Smart Rooms can in no case be held responsible for all acts or actions of the Occupant resulting in particular from its activity. Smart Rooms never acts as an agent of the Occupier.

The Occupier undertakes to hold Smart World srl harmless from any harmful consequences resulting from its presence on its premises and/or its activities.

The Provider does not guarantee the Occupier and declines all responsibility in the following cases

• theft, burglary, vandalism inside or outside the premises, any other criminal acts, and more generally any disturbance by third parties;
• interruption in the services of the building's installations (water, electricity, and all other services) caused by the administration, the concessionary service, or by works;
• accidents, repairs, and generally all other cases including force majeure;
• accidents occurring in the rented premises;
• flooding of the rented premises by rainwater or other leaks
• malfunction of the Exivio access system, loss or omission of the digicode by the Occupant, loss of the interior key sets.

The Service Provider shall replace the lock and lost keys of equivalent type, brand and quality at the Occupier's expense.

However, Smart World srl will do its best to remedy the situation within the limits of the possibilities and availability of the tradesmen called upon to intervene in the repair.

The Occupier shall not be entitled to claim compensation in the event of unavailability of access to the room.

The Occupier shall be personally responsible for any prejudice that he may suffer in the above situations and generally in all other fortuitous events or cases of force majeure, with the exception of his own recourse against third parties; the Service Provider's liability shall in no case be engaged.

The Service Provider undertakes to carry out, at its own expense, during the term of the lease, all work to bring the premises into compliance, all improvements, installations and constructions as well as all work that may be prescribed or may come to be prescribed during the term of the lease by legislation or other regulations, in particular in terms of health and safety and environmental protection, with regard to the activity carried out by the Occupant, so that the Occupant is never concerned in this respect.

The Provider undertakes to deliver to the Occupier the room in a good state of repair and with the equipment mentioned on the site in good working order. The Provider shall maintain the premises from a rental point of view and make all necessary repairs and major repairs (such as those relating to the main walls, windows, supporting walls and beams).

All other repairs related to the maintenance of the equipment are covered by the professional furnished rental.

The Service Provider shall insure against fire, flood, vandalism, and any other risk relevant to its status as a Service Provider.

The Provider is not responsible for the clients of the Occupants.

ARTICLE 4 - Training, group coaching, conferences,...

The Occupier understands that Smart Rooms is a shared space as well as a place that hosts trainings, initiation days, coaching in small groups for a maximum of ten participants.

The hours of use of the spaces are as follows: Monday - Sunday 8am - 10pm
During these hours, Smart Rooms can rent out its spaces to members for various temporary occupations.

ARTICLE 5 - Insurance

Smart World srl has insurance against the risk of fire, explosion and water damage for all the material belonging to Smart World srl (furniture, equipment...) and that Smart Rooms puts at the disposal of the Occupants.

However, if the Occupant leaves on site in a rented locker (or in any other place) any equipment or other goods for the purpose of his professional activities, he shall ensure that he insures them himself, Smart World srl not being liable for these goods.

The parties to this service contract mutually waive any recourse they may have against each other for any damage they may suffer as a result of unfortunate events such as fire, water damage, theft or accidents, unless recourse is maintained against the perpetrator of a gross or intentional fault.

Smart World srl undertakes to take out a comprehensive insurance policy containing fire, water and storm damage insurance for all equipment and furniture belonging to Smart Rooms, as well as a waiver of recourse insurance policy covering the Occupier. (If the Occupier is at fault for any damage, the insurance will not recover against him/her). The waiver of recourse referred to above has no effect in the event of intentional fault.

The Occupant declares that he/she waives any recourse against Smart World srl for any prejudice and material or immaterial damage due to the use of the premises made available to him/her as well as to the various services that must be provided to him/her under these General Conditions.

Article 6 - Terms of implementation

These GTCs relate to the premises called Smart Rooms located in the building at 1A rue Maes, 1050 Brussels.

They are composed of two spaces to choose from among the existing ones of respective surface (12m² and 15m² or 27m² when combined). The Occupant, practitioner or trainer chooses/rents one of the rooms according to his/her needs and practice. The occupation of the room including the furniture and supplies corresponding to the professional practice defined in the information form, filled in by the Occupant at the time of registration.

The Occupier to book a room at Smart Rooms must register on the site by filling in the information form and pay the annual registration fee. For all Occupiers. The form is sent to the site administrator who, by validating the Occupant's registration, allows him/her access to the online room reservation platform.

Access to the booking platform allows you to see and choose the days and times available for your practice from the online room calendar.

The Occupier can specify the room chosen, the day(s), the duration and the frequency of occupation. Automatically, the Smart Rooms operating instructions are sent by email, upon receipt of payment.

The Occupier may, in the premises made available to him by Smart World srl , carry out any commercial activity as described in article 1 with the exception of any dangerous, unhealthy, polluting, contrary to public order or morality, or illegal activity, or which may cause any nuisance to Smart Rooms and/or its other occupants.

If a serious nuisance should occur during the rental period, Smart World srl will request the Occupier, by registered letter or email, to put an end to this nuisance immediately. In case of refusal by the Occupant or in case of lack of response within one (1) month, Smart World srl has the right to terminate the contract with immediate effect.

Furthermore, Smart World srl reserves the right to claim damages resulting from this nuisance. Under no circumstances may the Occupant sublet the granted area which is the subject of this contract.

The agreement concluded between the Occupant and Smart World srl cannot be transferred by the Occupant to a third party without the express, prior and written consent of Smart World srl. Likewise, the premises made available to the Occupant may not be rented or made available to a third party under any circumstances.

After each order placed on the site, the Occupant shall receive by e-mail the instructions for access and operation of the spaces. The Occupant has no right of review over the recruitment of Smart Rooms practitioners or over the other Occupants, including those concerning the room that he/she occupies intermittently.

The Occupier undertakes to adhere strictly to the time limit. The hours of access to the Smart Rooms are from 8:00 am to 10:00 pm (time of the end of the last consultation) from Monday to Sunday.

The Occupant must personally occupy the rented premises. Any occupation by a third party, as well as any subletting, is forbidden under penalty of breach of contract, except with the express agreement of the provider.

The Occupant undertakes not to transform the rented premises and equipment without the agreement of the Provider. The Service Provider may require the restoration of the premises or retain the alterations made without the Occupant being entitled to claim compensation for the costs incurred. The Service Provider has the right to demand, at the Occupant's expense, the immediate restoration of the premises to their original condition if the transformations jeopardise the proper functioning of the equipment or the safety of the premises or third parties.

The Occupier undertakes not to domicile its offices at Smart Rooms without the agreement of the Provider.

It being expressly recalled that the present lease is a professional furnished lease limited in time and duration, the Occupant may not, upon its expiry, invoke the rights and advantages arising from commercial property, the benefit of which the parties voluntarily exclude from the scope of a commercial lease, given the precarious nature of the present occupation.

As this occupation excludes any form of continuous rental, the Provider reserves the right to rent the property to whomever it sees fit outside the periods when it is contractually occupied by the Occupier, which the latter expressly accepts.

Acceptance of these conditions is agreed and accepted for each online reservation of a room. The Occupier undertakes to use a minimum quota of hours that he will determine according to his needs. He may take a quota of hours that he undertakes to use within 3 months depending on the availability of the rooms. Unused hours are lost.

Overruns will result in additional billing on the basis that every quarter hour started is due.

The present precarious occupation agreement is granted and accepted in return for an annual registration fee of 75€ excluding VAT/year. This registration fee will be paid in advance by the Occupant at the time of the first reservation of the year. The Occupant will automatically receive an invoice by email and will be able to edit the invoice online.

These registration fees include the charges linked to the running of the premises: local taxes, the cost of servicing the fire extinguishers, the consumption of electricity for the duration of the stay at the centre, water, as well as the services required for the proper functioning and cleanliness of the common areas of the premises: cleaning, toilet paper, soap, disinfectant gel, etc.

In the event of a lack of transparency and quality of its services, the Service Provider shall be liable to immediate termination of its contract and access to the premises. The Occupier shall ensure, at the end of his rental and at the end of the use of the premises, to take back the equipment brought in or to store it in the locker rented for this purpose and to return the equipment belonging to the premises to its original location. A plan of the location of the equipment is displayed in each room.

The Occupier shall ensure that the premises are kept clean. Any rubbish or objects left by the Occupier or its patient/client after the departure of the Provider will be dealt with by the Smart Rooms cleaning team and charged accordingly.

The Occupant shall ensure that floors and carpets are protected from oil, cream, candle stains, .... The Occupant shall be held responsible for any damage caused. In the event that the Occupant wishes to replace a broken or stained item, this work will be carried out by the Service Provider at the Occupant's expense.

Prior to departure, the Occupant shall clean/disinfect his/her workspace and all objects touched during the Activity, disinfectant is provided.

The Occupant shall make normal use of the supplies made available and shall not take or use them outside the premises.

The Occupier undertakes to allow the rented premises to be visited for two hours per day on working days in the event of a sale.

For its part, the Service Provider is bound by the following main obligations: to ensure the peaceful enjoyment of the premises and to guarantee the Tenant against defects and faults which prevent the use of the premises, even if the Service Provider was not aware of them when the agreement was concluded.

Article 7 - Services and prices

The registration as a member and the rental of a workspace offered for sale are described by the Provider on the website www.SmartRooms.be. The characteristics contained in the description drawn up by the Provider are provided for information purposes only and are not contractual in nature.

The services offered for sale are those listed on the site, with a description of their essential characteristics, on the day and at the time of consultation of the site by the Occupant, and within the limits of availability. The Provider shall use all reasonable means to display the availability of services in real time on the site, but shall not be held responsible if a service is no longer available to fulfil the order. In case of unavailability of one of the ordered services, the Occupant will be informed and will have the possibility to either modify his order or to cancel it.

The price of each product is displayed on the site in euros and exclusive of VAT. This price does not include the deduction of any discount or voucher granted to the Occupier. The Provider reserves the right to change its prices at any time, but the products/services will be invoiced on the basis of the purchase price in force at the time of the order.

The total amount of the Occupant's order as displayed on the online registration platform www.SmartRooms.be before its final validation is indicated in euros, including all taxes and other charges.

Annual registration fee: 75€ excluding VAT including :

• Access to the online booking calendar
• Expenses related to the operation of the premises: local taxes, fire extinguisher revision costs, electricity consumption for the duration of its use at the centre, water, as well as services related to the proper functioning and cleanliness of the common areas of the premises: cleaning, toilet paper, soap, disinfectant gel, etc.

Ancillary services on request

• Rental of a small locker 12€ excl. VAT/month
• Rental of a large locker 20€ excl. VAT/month
• Hire of an additional folding treatment table: 10€ excl. VAT/table

As an indication, the rental price of a consulting room is :
Purchase of a minimum of 10 hours valid for 3 months

0 to 10 hours = €20/hr excl.
11 to 20 hours = €18/hr excl.
21 to 30 hours = 15€/hr excl.
31 to 1000 hours = 14€/hr excl.

Article 8 - Orders :

The Occupier who wishes to rent workspace and other services via the online registration platform www.SmartRooms.be must

• complete the identification form submitted to him/her fully and truthfully
• acknowledge having read and accepted these general conditions;
• validate the order after checking it; and
• make the payment in accordance with the conditions laid down.

The Provider shall not be liable for the consequences of providing incorrect information.

The sale shall be deemed complete upon confirmation of acceptance of the Occupant's order by the Provider, sent after receipt of the price under the conditions set forth in Article 7 of these general terms and conditions of sale. An initial message confirming receipt of a registration request for the platform offered by the Provider is sent by e-mail to the address provided by the purchaser at the time of his/her online order. Registrations (orders) by telephone are not accepted.

The Provider reserves the right to refuse or cancel any order in the event of a dispute with the Occupant, total or partial non-payment of a previous order, refusal to authorise payment by credit card from banking organisations or for any other valid reason. In this case, the Service Provider's liability shall not be engaged under any circumstances.

Article 9 - Payment terms :

Payment for purchases is made by Maestro, bank transfer or credit card such as Visa or Mastercard via the www.SmartRooms.be platform after completing the online registration form via the www.SmartRooms.be platform. Any lack of payment or partial payment must be understood as a cancellation of the order by the buyer.

A paid invoice (or document in lieu thereof) is automatically generated and sent by email to the Occupier after full payment has been received.

Article 10 - Cancellation :

Provided that the latter takes place at least seventy-two (72) hours before the start time for access to the premises, the Occupant is granted́ on a commercial basis, an option to cancel his reservation without reason. The Occupant may then use his rental hours on another day within the limits of availability, respecting the validity of three (3) months from the date of purchase of the hours.

In the event of unilateral cancellation by the Occupier less than seventy-two (72) hours before the start time of access to the site, no cancellation fee is due but any sums already received cannot be reimbursed.

In the event of the Occupant's absence at the time of booking, whatever the cause, including in the event of force majeure, the sums received cannot be reimbursed.

In the event that access to the venue is impossible for technical reasons due to the Service Provider, the latter undertakes to postpone the reservation times without charge. No compensation can be demanded.

Article 11- Security

The Occupier, his patients/clients and any person for whom he is responsible shall not obstruct the common areas and the traffic lanes, pavements and the like, which shall remain accessible at all times.

Similarly, they may not obstruct free access to emergency exits or fire safety installations.

If any objects or goods should obstruct or prevent passage, Parabati srl shall have the right to move them at the expense and risk of the Occupier to whom they belong or for whom they are intended.

Article 12 - Taxes and duties

All taxes, fees, contributions or charges of any kind, of a public or private nature (including Sabam and neighbouring rights) due as a result of the present agreement or because of the mode of occupation of the premises are and shall remain the sole and exclusive responsibility of the Occupier, to the discharge of Smart World srl.

Any Occupier wishing to use music for their business will be required to pay a royalty to SABAM or other copyright management society, as Smart Rooms does not cover this expense.

Article 13 - Internal Regulations

Smart Rooms has its own internal regulations which specify the terms and conditions for the provision and use of services, equipment, spaces and common areas. These rules are an integral part of the general conditions. By agreeing to these GTC, the Occupant acknowledges that he/she has read them and undertakes to adhere to them, despite any changes that Parabati srl may have made subsequently.

Article 14 - Internet access

Users can access the internet via wifi in the spaces. It is strictly forbidden to download music, films or any other material governed by copyright law. Any prosecution will be made against the Occupier in question who will bear the responsibility.

Article 15- Intellectual Property

The Smart Rooms service is protected by intellectual property rights. All these intellectual property rights, as well as derived rights and similar rights, belong exclusively to Smart World srl. These rights include, among others: copyright, trademark rights, computer program rights, design rights, technical or commercial know-how (non-patentable), methods and concepts. The use of the service does not imply the transfer of these intellectual property rights to the Occupier. The Occupant undertakes not to use and/or make any changes to the intellectual property rights described in this article without the prior authorisation of the rightful owners. The content of the website, including the underlying technology, may be protected by copyright, trademark law or other intellectual property rights. The Provider authorises the Occupier to place on its own website a simple link directly to the Provider's website. However, any hypertext link to the website using the framing or in-line or deep linking technique is prohibited. In all cases, any link must be removed on request from the vendor.

By registering for a training course or an event offered via the online registration platform www.smartrooms.be, the Occupant authorizes Smart World srl, free of charge and without geographical restriction, to use the photographs and/or audio-visual support fixing his/her image which would have been taken or recorded during the training course or event, within the framework of its commercial policy and promotion of its activities. In return, Smart World srl undertakes to respect the integrity and dignity of the Occupant whose image is reproduced or broadcast. The Occupant may at any time withdraw his
consent.

Article 15 - Termination of the occupation

At the end of the occupation, whatever the cause, the Occupant shall leave the premises on the date and at the time of effect of either the notice or the early termination.

In the event that the Occupier refuses to leave the premises at the end of the occupation, he may be forced to do so by simple order of the competent Justice of the Peace of Ixelles and will be liable for an indemnity fixed at twice the above defined occupation indemnity.

Any breach of the obligations provided for under these GTC, or any false declaration as to the activity carried out by the Occupier, may result in the termination of the services by operation of law immediately after the sending of a registered letter, notifying the termination without notice or compensation.

The Occupier shall immediately vacate the premises.

The services provided by Smart World srl will be immediately suspended without prior notice.

In addition, the Occupier shall bear all costs, disbursements and expenses resulting from such termination.

Article 16 -- General

The explanatory words or phrases appearing in the headings of the various articles are inserted only to facilitate the reading of these general conditions. They do not form part of the contract and do not define, limit or describe the scope or content of the article to which they refer. The Provider reserves the right to amend the GTC and will communicate the new version to the Occupier via the website.

For more information on the management of personal data, please see our Privacy Policy.

The invalidity of a clause shall not invalidate the other clauses or the entirety of these GTC.

Article 17 - Applicable law and jurisdiction

The parties undertake to attempt to resolve any dispute relating to the validity, interpretation or performance of the contract by out-of-court settlement, mediation or judicial conciliation.

If the alternative dispute resolution procedure fails, the courts of the judicial district of Brussels (Belgium) shall have exclusive jurisdiction.

These online sales conditions and the contract to which they relate are subject to Belgian law.