1.1 The legal relationship between Mensura externe dienst voor preventie en bescherming op het werk vzw, with its registered office at Gaucheretstraat 88/90, 1030 Brussels, registered in the Crossroads Bank for Enterprises with number BE 0410.664.742 (hereinafter Mensura), and the customer, a (legal) person who subscribes to a Learning Solution (the customer) (collectively, the Parties), is governed by these general terms and conditions, the offer and any specific terms and conditions (hereinafter collectively referred to as the Agreement).
1.2 The Agreement nullifies and replaces all written or oral contracts, proposals and undertakings relating to the same subject matter that would have preceded the date of this Agreement.
1.3 The Agreement prevails over the customer's general and/or other terms and conditions, even if they stipulate that they are the only ones. Deviations with respect to the Agreement are only possible after prior and written consent of Mensura. Mensura reserves the right to change the provisions of the Agreement if it has a valid reason to do so.
2.1 Mensura's services consist of organising learning solutions, (open) courses, study days, trainings, coaching, training formulas, guidance programmes, development paths, e-learning, online trainings (with instructor), classroom trainings, mix of classroom and online (blended), in-company trainings (tailor-made), other forms of learning moments and from the logistical and organisational support of learning solutions for the customer (hereafter the Learning Solution(s)). These Learning Solutions can take place online (the Online Learning Solutions) and offline (the Offline Learning Solutions).
3.1 Electronically or in writing
Each registration by the customer to one of the Learning Solutions must be made electronically or in writing. The Agreement between Mensura and the customer is only realised after written or electronic confirmation of the customer's enrolment by Mensura. After this confirmation Mensura will send an invoice.
3.2 Cancellation options Offline Learning Solutions
If the customer is unable to attend any of the Offline Learning Solutions, the customer can always be replaced by another person, unless otherwise agreed.
The customer may, unless otherwise stipulated, cancel its participation in one of the Offline Learning Solutions free of charge up to fourteen (14) calendar days before the effective date of the Offline Learning Solution, if the customer has not yet started the Learning Solution and is not yet registered on the platform or opt to participate in another session of the same Offline Learning Solution, provided this is sent in writing (via e-mail) up to fourteen (14) calendar days before the start of the Offline Learning Solution to Mensura via the e-mail address: Learnconnect@mensura.be . Thereafter, the full price of the Offline Learning Solution is due.
If the customer cancels the subscription after it has been changed by Mensura (such as, without limitation, a change in date or a slight change in content) at the customer's request or when this Learning Solution was customised for the customer, the full price of the Offline Learning Solution will be due. Mensura reserves the right to charge an administrative fee for all changes at the customer's request. This administrative cost amounts to 10% of the training price with a minimum of €25.
3.3 Cancellation options Online Learning Solutions
Online Learning Solutions cannot be cancelled once started. Registration is personal and individual, and cannot be transferred to another person. In such case, the customer cannot be replaced by another person for his participation either.
4.1 The purchased Online Learning Solutions can be viewed via the customer's personal account on Mensura's website for one (1) year after purchase. Mensura cannot guarantee that the Online Learning Solutions will be accessible at all times. Without limitation, during maintenance work or updates to the website or digital learning platform, the Online Learning Solutions may be temporarily inaccessible.
4.2 Mensura does its best so that any Online Learning Solutions can be viewed from almost any device, provided the customer has a (stable) internet connection. The most optimal way to follow an Online Learning Solutions is from a desktop or laptop computer with the Google Chrome browser.
5.1 Commercial documents and offers by Mensura do not create any obligations on the part of Mensura.
6.1 All prices of Mensura are (unless otherwise stated) exclusive of VAT. The applicable prices are those in force at the time of the formation of the Agreement between Mensura and the customer. Different prices may apply to certain partners of Mensura. To this end, a customer who constitutes such a partner should consult the partner agreements concluded with Mensura.
6.2 Prices communicated by Mensura in the context of quotes are always without obligation, unless explicitly stated to be final. The prices given in quotes are only valid for a period of thirty (30) days.
6.3 Unless otherwise stipulated, all invoices must be paid electronically within seven (7) days of the invoice date. For all Learning Solutions, the amount of each invoice not paid at the start of the Learning Solution shall be increased, ipso jure and without prior notice of default, by the legal interest stipulated in the Law on combating late payment in commercial transactions, as well as a compensation of 10% of the invoice amount with a minimum of €125.00. Notwithstanding the fixed collection costs, Mensura has the right to charge the costs of proof of default and reminder.
6.4 Mensura expressly reserves the right to block access to the Online Learning Solutions for which the invoice was not paid on time, in which case, however, the customer's obligation to pay remains unaffected. Reactivation following a blocking is only carried out after full payment of all amounts due including the added damages and default interest.
7.1 Mensura has the right to offset claims against the customer against any claims the customer may have against Mensura.
8.1 Mensura will take all reasonable measures to ensure that the ordered Learning Solutions take place. Due to unforeseen or unavoidable circumstances (e.g. due to but not limited to illness, telecommunication problems, business disruption, shortcomings of suppliers and trainers/teachers,...) Mensura may cancel the Learning Solutions, or change the content, date/dates, location or performance (classroom/online). In these cases, the customer may cancel their Learning Solution or opt to participate in a subsequent session of this cancelled or modified Learning Solution. In case of cancellation, because of the aforementioned situations, any invoices paid by the customer will be refunded on demand without interest or other compensation. Mensura has the right to change the trainers/tutors, if Mensura believes that this is necessary for the execution and quality of the Learning Solution.
8.2 Mensura further reserves the right, without any cancellation fee, to cancel or reschedule the Learning Solution to a later date in case of insufficient registrations. Customers will be informed as soon as possible.
9.1 Except for the explicit commitments made by Mensura under the Agreement, Mensura's liability is limited to the liability mandatorily imposed by law. Mensura is not liable for indirect damage, such as loss of turnover, loss of profit or any increase in general costs. Mensura is also not liable for any damage resulting from the customer's failure to comply with this Agreement, nor is Mensura liable for defects caused directly or indirectly by an act of the customer or a third party, whether caused by fault or negligence. If Mensura's liability is withheld, Mensura is only obliged to replace the Learning Solution and, if this is not possible, to refund the price.
9.2 Under no circumstances does Mensura exclude its liability for its wilful misconduct, its gross negligence or that of its appointees or, except in cases of force majeure, for the non-performance of the essential commitments that are the subject of the Agreement.
9.3 The information contained in the Learning Solutions does not constitute legal advice. Since the Learning Solutions have been available for a long time, it is always possible that, when viewing the Learning Solutions, certain information may have been superseded by new legislation, recent case law, changed administrative instructions and may therefore no longer be legally adequate. Neither Mensura nor those who have provided scientific support for the Learning Solutions can be held liable for inaccuracies or defects in the information provided through these Learning Solutions. Any decision made based on the information provided through the Learning Solutions belongs to the exclusive responsibility of the person following the Learning Solutions.
10.1 The Dutch-speaking court of first instance in Brussels, the Dutch-speaking Ondernemingsrechtbank in Brussels, and the vredegerecht van het eerste kanton in Brussels have exclusive jurisdiction over any dispute relating to this Agreement and Mensura can only be sued before these courts, unless the law provides otherwise. The Agreement is governed by Belgian law.
11.1 Subject to legal exceptions, the content and documentation of a Learning Solution may not, in whole or in part, be reproduced, translated, adapted or stored and in any form or by any means, nor may the content and documentation of a Learning Solution, in whole or in part, be communicated or transmitted to the public in any form or by any means (such as, but not limited to, electronic or mechanical). The Learning Solutions are purely for personal use and may not be distributed.
11.2 The purchase of a Learning Solution does not imply under any circumstances a full or partial transfer of intellectual property rights.
12.1 As not all Learning Solutions allow physical questions to be asked at the time of viewing the Learning Solution, the website and/or the details of the lecturer(s) are always mentioned in the delivered slides and/or course, so that it is possible to ask for any clarifications. Obviously, it is not the intention to obtain free solutions for personal files via this way. If necessary, Mensura cannot guarantee that the lecturer(s) will answer your specific question.
13.1 The terms "data subject" and "personal data" have the meaning as defined in the General Data Protection Regulation 2016/679 (the AVG).
13.2 The customer's personal data and the customer's data subject (contact details) are processed, for marketing purposes, so that Mensura can keep the customer informed about products and services similar to the Learning Solutions. We refer to our Privacy Statement for this purpose. Regarding the processing of personal data for marketing purposes, Mensura can fall back on the legal basis legitimate interest to promote its services (Art. 6, 1., f) AVG). An opt-out possibility is provided in each case.
13.3 In the framework of the contractual relationship between the customer and Mensura, the customer's personal data will only be processed by Mensura and its appointed processors, with whom the necessary contractual agreements have been made. Mensura will not store the data outside the European Economic Area without informing the customer in advance, among other things with regard to the appropriate guarantees with regard to the transfer. Thus, the following personal data will be shared by Mensura (in the form of a list of participants) with the trainer and other participants of the specific Learning Solution for which the customer has registered: name, first name, function and company name.
13.4 In addition, Mensura may take visual material during certain Learning Solutions, which can subsequently be used via the communication channels of Mensura. For this purpose Mensura will always ask the appropriate permission from the persons in question for the taking of the pictures and for any reuse of these pictures.
13.5 Mensura will endeavour to take all reasonable technical and organisational measures to protect and secure the personal data against accidental or unauthorised destruction, against accidental loss, as well as against the modification of or access to, and any other unauthorised processing of personal data, taking into account the state of the art. Data that are no longer necessary or useful will be deleted. Customers may at any time request access to, correction, deletion or transfer of their data and oppose the use of data for direct marketing. Further information can be found in the Privacy Statement of Mensura.
14.1 The possible nullity of one of the provisions of this Agreement will in no way affect the validity of the other clauses despite the nullity of the disputed clause. The Parties will make every effort, by mutual agreement, to replace the void clause with a valid clause with the same or substantially the same economic impact as the void clause. Mensura's failure to assert a right or apply a sanction does not in any way constitute a waiver of rights.