IMPACT NV, having its registered office at Genkersteenweg 379a, 3500 Hasselt, registered in the Crossroads Bank for Enterprises under number 0464.633.166 (RPR Antwerp, Hasselt division), is an employment agency specialized in the construction and engineering sectors (hereinafter: “IMPACT”). Among other things, IMPACT provides services to the Client whereby the Client entrusts an assignment to IMPACT to search for a Worker either (i) to enter into permanent employment with the Client; or (ii) to provide services to the Client as a temporary agency worker (hereinafter: the “Assignment”), and IMPACT Introduces a Worker to the Client. “Introduction/Introduce” means: communicating information to the Client regarding the Worker’s profile and data by which the Client can identify the candidate (hereinafter: “Introduction” or “Introduce”). “Worker” means any person whom IMPACT introduces to the Client in order to, depending on the Assignment, either enter into permanent employment with the Client or provide services to the Client as a temporary agency worker (hereinafter: “Worker”). The special terms and conditions applicable per category of Worker are set out under Titles II and III respectively of these General Terms and Conditions.

IMPACT and the Client (each hereinafter a “Party”, together the “Parties”) conclude a cooperation agreement (hereinafter: the “Agreement”). This Agreement constitutes the entire agreement between the Parties and replaces all prior oral or written arrangements. These general terms and conditions (hereinafter: the “General Terms and Conditions”) apply to every Agreement between the Parties pursuant to which IMPACT provides its Services to the Client, as well as to all offers, (unsolicited) proposals and quotations thereto. IMPACT does not accept the applicability of any general terms and conditions of the Client to the Agreement. The Client therefore waives its own general and/or special terms and conditions, even if these state that they take precedence or are attached to a purchase order.

The General Terms and Conditions can be consulted on IMPACT’s website (www.impact.be). The General Terms and Conditions are always attached as an annex to the Agreement and are mentioned on every invoice from IMPACT. In the event of any conflict between the provisions of these General Terms and Conditions and the (possible) special conditions in the Agreement, the relevant special conditions shall prevail. The Agreement and the General Terms and Conditions prevail over the (possible) quotation.

Unless expressly accepted by signing the General Terms and Conditions, it is assumed that by ordering and/or using the Services, the Client expressly confirms that it has received these General Terms and Conditions, has taken cognizance of them and has accepted them without reservation prior to requesting the Services.

a) Services: All services provided by IMPACT to the Client including, but not limited to, carrying out the Assignment by means of an Introduction.

b) Intellectual Property Right: any patents, patent applications, trade and other marks, trade and other names, copyrights, registered or unregistered designs and models, licences, inventions, approvals, procedures, documentation, know-how (including but not limited to trade secrets and other unpatented or unpatentable deposited or confidential information, systems or procedures), other comparable rights and deposited knowledge or other intellectual or industrial property rights.

c) Client: The natural person who has a company number or the legal entity that concludes the Agreement with IMPACT for professional purposes.

d) Privacy Legislation: The General Data Protection Regulation (2016/679) of 25 May 2018 and national laws on privacy and data protection (such as the Belgian Privacy Act of 30 July 2018).

e) Business Day/Business Days: A day other than a Saturday, Sunday or public holiday in Belgium.

All offers and other statements by IMPACT to the Client are without obligation, unless indicated otherwise in writing by IMPACT.

All prices, rates and/or arrangements included in a binding quotation prior to the Agreement are valid for fourteen (14) calendar days from the date of the quotation, unless otherwise indicated by IMPACT on the quotation.

The Agreement binds the Parties after it has been entered into and signed in writing by both Parties. Within ten (10) calendar days after receipt of the Agreement and the General Terms and Conditions, the Client shall return a signed copy to IMPACT. In the absence of a signed copy, the Agreement shall nonetheless remain in full force and effect.

The Client shall provide IMPACT with all information that IMPACT deems necessary or is legally required to request in order to conclude the Agreement with the Client as stated on the order form or otherwise communicated, including all documents that IMPACT deems necessary to verify the identity of (the representative of) the Client (and/or its authority to represent). The Client is solely responsible for providing correct, complete and accurate information.

IMPACT reserves the right, without owing any compensation, not to enter into an agreement, including in the following situations: (i) when the order form was not fully completed or when not all required information was provided by the Client; (ii) in case of incorrect Client data or misuse of such data; (iii) in case of serious indications of fraud, lack of credit, or serious doubt as to the Client’s solvency. Such indications may be derived from previous defaults. IMPACT has the right to request additional documents from the Client to confirm its solvency; (iv) when the Client does not comply with other agreements concluded with IMPACT or its affiliates; and/or (v) for other legal or operational reasons.

IMPACT provides the Services as specified in the Agreement. IMPACT shall make reasonable efforts to perform the Agreement with care, where applicable in accordance with arrangements and procedures laid down in writing with the Client. All obligations of IMPACT are obligations of means and not of result, unless and insofar as IMPACT has expressly guaranteed a result in the Agreement and such result is also described with sufficient specificity in the Agreement.

IMPACT shall make reasonable efforts to observe the performance periods stated by it or agreed between the Parties as much as possible. These are indicative and not binding on IMPACT, unless expressly and in writing agreed otherwise in the Agreement. IMPACT is not bound by the agreed performance periods: (i) in case of force majeure as defined in Article 15; (ii) due to acts of third parties on whom IMPACT depends for the provision of the Services; (iii) in the event of adjustments to the Services at the request of the Client during the execution of the Agreement; and/or (iv) in the event of non-compliance with the Agreement by the Client.

A delay in the intended performance period can in no case give rise to damages or dissolution of the Agreement at the expense of IMPACT. If any performance period is exceeded, the Parties shall consult in good faith to discuss the consequences of the delay for further planning.

In performing the Agreement, IMPACT will seek to follow the Client’s instructions unless these are manifestly unreasonable. If such instructions entail additional work for IMPACT, Article 4 applies.

The Services are accepted by the Client as specified in the Agreement. If no explicit arrangements regarding acceptance are included in the Agreement, the following applies: if the Client does not send written objections to IMPACT within ten (10) Business Days after the delivery date of the Services, the delivered Services are deemed definitively and irrevocably accepted. Thereafter the Client can no longer assert any rights to performance, remedy or compensation.

In case of such written objection, IMPACT will seek to remedy any non-conformity as soon as possible, after which the Services shall be deemed accepted.

“Additional work” means activities resulting from the Client’s wishes that lead to a change, of whatever scope, in the Services to be performed.

If IMPACT, at the request or with the prior consent of the Client, has performed activities or other services that fall outside the scope of the agreed activities and/or performances of the Agreement, these activities or services shall be compensated by the Client at the rates agreed between the Parties and, failing that, at IMPACT’s customary rates.

IMPACT is not obliged to comply with such a request and may require a separate written agreement.

The Client acknowledges and accepts that changes and additional work may lead to shifts in performance periods. The new performance periods indicated by IMPACT replace the previous ones, whereby Article 3 applies accordingly.

In accordance with CBA no. 38quater of 14 July 1999, Workers may not be treated in a discriminatory manner. IMPACT does not discriminate. IMPACT selects and introduces Workers based on their competencies and qualifications and, in searching for the right Worker, considers only objective and genuine job requirements of the Client.

If the Client wishes to have a test taken from a candidate Worker prior to the employment agreement, the Client must respect the applicable basic principles and legislation, including correct remuneration. IMPACT is in no event liable for consequences due to the Client’s failure to comply with these principles.

The Parties undertake to cooperate in good faith under the Agreement in order to ensure the smoothest possible execution. The Parties will consult regularly on all aspects that may influence changes in the environment of the Agreement.

The Client undertakes to inform IMPACT of all relevant information that may affect the execution of the Agreement. The Client guarantees the accuracy and completeness of this information.

The Client is responsible, at its own expense, for obtaining and maintaining all registrations, permits or approvals needed to perform its obligations under the Agreement.

The prices of the Services are expressed in euros in the Agreement and are exclusive of VAT and other taxes, levies and costs due by the Client. Unless agreed otherwise, all prices are in euros and the Client shall make all payments in euros.

The Services are invoiced as specified in the Agreement.

IMPACT’s invoices are payable upon receipt, net and without discount, unless agreed otherwise in writing. The Client shall bear all costs related to payment of the invoice.

The Worker is not authorized to collect invoices.

Any complaint regarding an invoice must be notified by the Client to IMPACT by registered letter within eight (8) calendar days after receipt thereof, with reasoning. After this period, the invoice is deemed irrevocably accepted by the Client. The undisputed portion is deemed accepted and must be paid within the ordinary payment term. If the Client’s complaint proves unfounded, the disputed amount becomes immediately payable.

IMPACT reserves the right, both before and during the term of the Agreement, to investigate the Client’s financial situation. If there are serious doubts about the Client’s solvency, IMPACT is entitled to change the payment conditions, charge additional interim amounts or request advances, bank guarantees or other financial security.

The Client has no right to set off amounts it owes to IMPACT under the Agreement against any amounts IMPACT may owe to the Client under this or any other agreement.

In case of late payment of amounts due, the Client shall, by operation of law and without notice of default, owe default interest of 12%, as well as liquidated damages of fifteen (15) percent of the total amount of the unpaid invoice with a minimum of one hundred and twenty-five (125) euros, without prejudice to IMPACT’s right to claim judicial collection costs arising from non-payment of the invoice or other damage not solely caused by non-payment.

Partial payments are always accepted with all reservations and without prejudicial acknowledgement, and are allocated by priority to any court costs, then to overdue interest, then to liquidated damages, and finally to principal.

The late, incomplete or non-payment of one due invoice, a protested bill of exchange or uncovered cheque, an NSSO (RSZ) writ of summons, or the Client’s failure to comply with its essential obligations under the Agreement, renders all non-due invoices immediately payable.

All Intellectual Property Rights to the Services that already existed at the time the Agreement was entered into or that arise on the basis of the Agreement (including all documents prepared by IMPACT in this context) are and remain the exclusive property of IMPACT (or its licensors and/or third-party suppliers).

The Client agrees that IMPACT may use the existence of the Agreement, as well as the Client’s brand, logo or name, in its external commercial communications.

All information and data exchanged between the Parties or of which they become aware in the context of the Agreement (including the content of the Agreement and any IMPACT rates), including via the Worker, shall be treated as confidential during the term of the Agreement and for a period of five (5) years after its termination.

Every Introduction of a Worker by IMPACT is confidential. Candidate Worker data must be treated confidentially by the Client and may not be disclosed to third parties, not even to companies affiliated with the Client, unless with IMPACT’s written consent. The Client is free to make arrangements directly with the Worker regarding confidentiality of confidential information or the processing of personal data that the Worker receives during his/her assignment at the Client.

Each Party undertakes not to disclose this information and data to third parties without the other Party’s written consent, unless and insofar as it is obliged to do so pursuant to any legal provision, court decision or for the proper performance of the Agreement, in which case it shall, where possible, promptly inform the other Party in writing and enable and assist it in keeping the information confidential. The Parties shall take all reasonable and adequate measures as may be expected in their sector to keep trade secrets confidential, for example by obliging employees and third parties to comply with this duty of confidentiality.

Confidential information remains the property of the Party that discloses it. Disclosure does not imply any transfer or grant of (ownership) rights.

The Parties cannot be held liable for the use the other Party makes of the confidential information.

The Client is not permitted, without IMPACT’s consent, in the case of temporary agency work before the expiry of the fixed minimum period of working days, and in the case of Recruitment & Selection for one year after the Introduction of the Worker, to enter into an employment relationship with the Worker, directly or via third parties, or to employ the Worker directly or indirectly. “Entering into an employment relationship with the Worker” includes: concluding an employment contract by the Client with the Worker, having a third party (e.g. another employment agency) make the Worker available to the Client, entering into a contract for services with the Worker or with a third party that has hired the Worker for this purpose, having the Worker perform services on a self-employed basis, concluding a training agreement whereby the Worker is trained in the Client’s company (e.g. an IBO agreement), entering into an employment relationship by the Worker and a third party where the Client and that third party belong to the same group, are parent or subsidiary companies or affiliated or associated companies, or have the same duly appointed or de facto directors, or are established at the same address or have an operating unit there.

The Client undertakes not to enter into an employment relationship with a permanent employee of IMPACT or of a company affiliated with IMPACT during the entire term of the Agreement as well as for a period of twelve (12) months thereafter. “Entering into an employment relationship with an employee” includes: concluding an employment contract with an employee, having a third party make the employee available, entering into a contract for services with the employee or with a third party that has hired the employee, having the employee perform services on a self-employed basis, or entering into an employment relationship with the employee by a third party belonging to the same group, parent or subsidiary or having the same duly appointed or de facto directors or established at the same address or operating unit as the Client. Only with IMPACT’s prior written consent can this Article be deviated from.

If the Client acts in breach of the above prohibition, the Client shall owe IMPACT liquidated damages of EUR 25,000, unless IMPACT can prove higher damages.

The Parties undertake to comply with their obligations under the Privacy Legislation. The Parties are obliged to provide each other with all cooperation and information to enable the other Party to fulfil its obligations under the Privacy Legislation.

If IMPACT performs services as a processor of personal data for the Client, the Parties shall conclude a data processing agreement and the provisions thereof shall apply.

For the performance of the Agreement with the Client, or in the context of a quotation, IMPACT processes personal data of the Client’s contact persons with due care and confidentiality, in accordance with its privacy policy available at https://impact.be/nl/kandidaten/privacy-policy

At the Client’s request, IMPACT may record a video vacancy on the Client’s site and proceed to public distribution. The Client is responsible for the content of the video and warrants that the persons depicted have given their prior express consent. The Client shall indemnify IMPACT against any claims, of whatever nature, relating to the creation and distribution of the video vacancy.

IMPACT can only be held liable in the event of fraud, intent or gross negligence by itself or one of its employees. Liability is limited to repairing the foreseeable, direct, personal and certain damage suffered by the Client up to a maximum amount of the fee (excl. VAT) agreed for that Agreement. In any event, IMPACT’s total liability is further limited in accordance with Articles II.5 and III.5 of these General Terms and Conditions.

IMPACT’s total liability for damage due to death or bodily injury is limited to €1,250,000.00 (one million two hundred and fifty thousand euros).

Under no circumstances can IMPACT be held liable for indirect damage, including but not limited to consequential damage, loss of profit, missed savings, reduced goodwill, damage due to business interruption, damage resulting from claims by the Client’s customers, damage to, destruction or loss of data and documents, etc.

The Client shall indemnify IMPACT against all third-party claims arising in connection with the performance of the Agreement, regardless of the cause, unless and insofar as the Client proves that the damage was caused by IMPACT’s act or omission.

If the Client fails to perform one or more of its legal or contractual obligations towards IMPACT, or performs them late or incompletely, the Client shall compensate all damage suffered by IMPACT as a result. This does not affect IMPACT’s right to assert other rights against the Client.

The Client is liable towards IMPACT for all direct and indirect damage caused to IMPACT and its employees or third parties, and to property of IMPACT and its staff or that of third parties, when such damage is caused by the Client or its staff, or by third parties engaged by the Client.

The Parties are not liable to each other for the consequences of force majeure, which reasonably makes the full or partial performance of their obligations (temporarily) impossible, including but not limited to: any event beyond the reasonable control of the parties, including strikes, lockouts, power outages, interruptions in transport and distribution, acts of war or terrorism, fire, (inter)national government measures or legislative changes, systems failure, employee illness, strikes or labour disputes, failure of internet, data network or telecommunications facilities, (cyber)crime, (cyber)vandalism, hacking, business disruption or production failure, epidemics, pandemics, etc.

The Parties are released from all their obligations towards each other in the event of force majeure for as long as this situation lasts. The Client’s payment obligations relating to Services not affected by the force majeure and all obligations of cooperation and/or information provision by the Client cannot be subject to force majeure.

If a force majeure situation lasts longer than sixty (60) calendar days, either Party has the right to terminate the Agreement in writing. What has already been performed under the Agreement shall then be settled proportionally, without the Parties owing each other anything else.

The Agreement between the Client and IMPACT is concluded as from the date of signature thereof, on the date specified in the Agreement or at the moment the Client has taken an action that leads to cooperation, either directly or indirectly, with the candidate proposed by IMPACT. Unless otherwise provided in the Agreement, the Agreement is concluded for a fixed term of twelve (12) months.

IMPACT may, by operation of law and immediately, suspend performance of its obligations if the Client fails to fulfil its contractual obligations (such as, but not limited to, its payment obligation) and does not remedy this within ten (10) Business Days after IMPACT has sent a notice of default. The suspension ends as soon as the Client complies again.

The Client is not entitled to suspend its payment obligations towards IMPACT in relation to, or to set off against, any counterclaims against IMPACT, except to the extent expressly acknowledged in writing by IMPACT.

The Agreement is not terminated early by filling a search assignment/vacancy by one Worker/for one specific function and remains applicable for twelve (12) months after signature.

IMPACT has the right to terminate the Agreement immediately and unilaterally, without prior notice of default and without prior judicial intervention, by written notice to the Client, without any obligation to compensate the Client, if the Client seriously breaches any of its obligations under the Agreement (such as, but not limited to, its payment obligation) and remedy is permanently impossible or can no longer reasonably be expected, or, if remedy is possible, the Client fails to remedy within fourteen (14) calendar days following IMPACT’s notice of default. In such case, IMPACT reserves the right to recover its damages from the Client. The Parties agree that the following constitutes a serious breach:

in case of repeated or serious breaches of contractual obligations (such as late and/or non-payment on a single due date) by the Client;

in case of evidence or serious suspicion of fraud by the Client;

if the Client refuses to provide requested information or has provided incorrect and/or false information; or

if the Client does not comply with its legal obligations.

IMPACT may terminate the Agreement if its licence as an employment agency on the basis of which it provides its Services is withdrawn or terminated, without owing any compensation to the Client.

IMPACT has the right to terminate the Agreement immediately and unilaterally, without prior notice of default and without prior judicial intervention, by written notice to the Client, without any obligation to compensate the Client, (i) if the Client’s legal status changes due to a merger, demerger, transfer or acquisition, or change of control; (ii) if the Client ceases its activities, becomes insolvent, is subject to judicial reorganisation, goes bankrupt, is dissolved, or a special administrator is appointed; (iii) in case of enforcement and/or protective seizure or other enforcement or protective measures on the Client’s goods; or (iv) if the Client undergoes a similar procedure.

Termination of the Agreement for whatever reason renders all amounts due immediately payable.

Belgian law exclusively governs the Agreement and its interpretation.

In case of a dispute between the Parties regarding the conclusion, performance, interpretation and termination of the Agreement, the Parties undertake first to seek an amicable settlement.

Disputes that cannot be resolved amicably shall be settled by the Enterprise Court of Antwerp, Hasselt division.

If one or more provisions of the Agreement or the General Terms and Conditions are wholly or partially null and void, the remaining provisions shall remain in force. The Parties shall then consult to draw up new provisions to replace the void provisions, preserving the Parties’ intention as much as possible.

A Party’s failure to exercise any of its rights shall in no event be construed as a waiver of those rights.

The Agreement may only be amended in writing with the consent of both Parties. Any change, deviation or modification to the assignment that results in a change in the scope or complexity of the assignment shall be recorded in a separate written agreement between IMPACT and the Client.

The Parties acknowledge that a simple electronic signature, as described in Articles 3, 10° eIDAS Regulation, has the same probative value as a qualified electronic signature.

The Client is not entitled to transfer the rights and obligations under the Agreement to a third party without IMPACT’s written consent. IMPACT has the right to transfer the Agreement to affiliated companies without the Client’s consent.

IMPACT may amend and/or supplement the General Terms and Conditions at any time (e.g. due to legal requirements) after written notice to the Client sent at least one (1) month prior to implementing such changes. Any use of the Services after such amendment and/or supplement shall be interpreted as the Client’s acceptance of the amended or supplemented General Terms and Conditions. If the Client does not accept them, it may terminate the Agreement within fourteen (14) calendar days without owing any compensation from the moment the Agreement is terminated.

The provisions of Title I apply insofar as IMPACT’s assignment consists of making Workers available to the Client as temporary agency workers in accordance with the Act of 24 July 1987 on temporary work, temporary agency work and the posting of employees for the benefit of users. In case of conflict between Title II and any other provisions of these General Terms and Conditions, Title II prevails.

IMPACT undertakes to make all possible – within reasonable limits – efforts to make suitable candidate Workers available to the Client.

The Client’s invitation to a candidate proposed by IMPACT implies the Client’s tacit and unconditional acceptance of the conditions set out in the cooperation proposal, regardless of whether this proposal was signed in writing. A candidate proposed by IMPACT remains exclusively tied to IMPACT for twelve (12) months from the date of Introduction. During this period, IMPACT’s financial terms remain fully applicable, regardless of the function or vacancy for which the Client employs the candidate.

At the start and during the term of the Agreement, the Client undertakes to communicate in writing to IMPACT all information necessary for performing the Agreement. Any change regarding the Worker’s employment information must be communicated immediately and at the latest within 4 hours – and always before the start of the assignment – to IMPACT. Without limitation, this is certainly the case for: the reason for using temporary agency work and the presence or absence of a union delegation; remuneration conditions of permanent staff including premiums and various customary benefits in the Client’s company and the allocation modalities; activities, tasks, location, workstation, required professional qualification, the result of risk assessments, medical supervision and personal protective equipment; any strike or lock-out or other forms of temporary unemployment; economic unemployment (the Client must notify IMPACT in advance and within statutory time limits); any work accident; the operation of Dimona (all information must be provided before the start of the Worker’s assignment); late arrival or absence of Workers; weather downtime; non-renewal of an assignment.

The Client undertakes to respect at least the contractually agreed hours by providing work and remunerating those hours.

The Client is solely liable for consequences arising from not, not timely, insufficiently or incorrectly providing this information. All corrections, late notifications and/or costs caused thereby shall result in additional invoicing to the Client. The Client shall indemnify IMPACT from any third-party claim.

IMPACT may only make Workers available to the Client for reasons defined in the Act of 24 July 1987, i.e. replacement of a permanent employee, temporary increase in work, exceptional work, or to fill a vacant position (inflow). The Client is liable for the correct application of reasons and periods for temporary agency work. In that context, it provides, in the cases provided by law and CBAs, the necessary authorisations and notifications relating to the employment of Workers. The Client is solely responsible for the absence or incorrect application of reasons, periods, authorisations and notifications, and for stating the number of attempts at inflow. The Client shall indemnify IMPACT for penalties and/or compensations imposed on IMPACT for violation of the law and/or the CBA. In any inspection or audit, the Client shall provide full cooperation and, if requested, provide the supporting documents to IMPACT.

The Client acknowledges that consecutive daily contracts are only permitted where there is a need for flexibility in its undertaking (Programme Act of 26 December 2022, Belgian Official Gazette 30 December 2022). The Client is responsible for proving the need for flexibility for consecutive daily contracts if permitted under the legal provisions. If the Client uses consecutive daily contracts contrary to the applicable regulations, IMPACT will invoice the statutory costs and contributions linked thereto as well as the related administrative costs to the Client.

For the inflow motive, the Client must inform IMPACT in writing whether a first, second or third attempt has been made to fill the specific position on the basis of the inflow motive. A Worker who, prior to employment under the inflow motive, has terminated a contract of indefinite duration to re-enter via temporary agency work may be entitled to a one-month employment guarantee. If the Client terminates the agreement before the end of this minimum period, the Client must pay IMPACT the Worker’s wage for the remaining term, as provided in Articles 28 and 29 of CBA no. 108 of 16 July 2013.

The Client must inform IMPACT in writing or electronically if the Worker is made available from another country to a Client established in Belgium. Non-compliance is sanctioned with a criminal or administrative fine per infringement and per Worker, as provided in the Social Penal Code (level 2 sanction). The fines and related administrative costs (including, but not limited to, procedural costs including attorney’s fees) resulting therefrom are borne by the Client and will be invoiced by IMPACT to the Client. This Article also applies if IMPACT, at the Client’s request, seconded a Worker abroad. IMPACT invoices the Client an administrative operating cost of €50 for each new secondment request. For an extension of an existing secondment, a €50 administrative operating cost is also invoiced. If the cost for a given country exceeds €50 due to additional administrative obligations, it is passed on in full to the Client. At the Client’s request, IMPACT will apply for the Single Permit. If the Client recruited and selected the Worker itself (Payroll), IMPACT invoices an administrative cost of €250 to the Client. The Client is itself responsible for paying any retribution fee due. If the Client acts against IMPACT’s negative advice to second a Worker to a particular country, the Client bears full responsibility for any resulting fines.

The Client must provide IMPACT with the necessary supporting documents in case of reimbursement of costs proper to the employer. If, after inspection by the tax authorities or the NSSO, a correction must be made, the Client bears full liability. The costs resulting therefrom are also borne by the Client and shall be invoiced by IMPACT.

The Client may not use IMPACT’s services in case of temporary unemployment, strike or lock-out in its undertaking. In such cases the Client must inform IMPACT immediately and at the latest within 4 hours in writing. The mandatory withdrawal of Workers in these cases does not give rise to damages by IMPACT to the Client. The Client may not apply economic unemployment in case of outsourcing to third parties. If the Client nonetheless does so, the usual wage will continue to be paid and invoiced to the Client by IMPACT.

In accordance with Article 10 of the Act of 24 July 1987, Workers are entitled to the same gross wage, including indexations and conventional increases, premiums (including pension premiums), meal vouchers, eco-vouchers and other wage components as if they were permanently employed by the Client. The Client must communicate this wage data to IMPACT. The Client is solely liable for consequences arising from not (timely), incomplete or incorrect provision of this information. All corrections and/or costs caused thereby shall result in additional invoicing to the Client.

During the Worker’s assignment at the Client, in accordance with Article 19 of the Act of 24 July 1987, the Client is responsible for applying the provisions of labour regulation and protection law in force at the workplace. Consequently, the Client must treat Workers as if they were permanent employees, including regarding working time, working time reduction, compensations, breaks, public holidays, Sunday work, night work, the Worker’s well-being at work, etc.

With regard to occupational safety and hygiene, the Worker enjoys the same level of protection as if he/she were a permanent employee of the Client. The Worker may perform only those tasks stated on the workstation sheet or, if no workstation sheet is required, as stated in the special commercial terms, more specifically in the description of the workstation, the required professional qualification and the result of the risk assessment. Pursuant to the Royal Decree of 15 October 2020, the Client must, in the cases provided, complete the workstation sheet and, before the Worker’s assignment, submit it to IMPACT. In drawing up this sheet the Client has sought the advice of its prevention service and occupational physician. The Client bears (pursuant to Article 11 of the Royal Decree of 15 December 2020) final responsibility for providing work clothing and personal protective equipment free of charge, as well as for cleaning, repair and maintenance thereof in normal ready-to-use condition, even if a different commercial agreement on their provision has been concluded with IMPACT. In order to ensure application of the legislation on the Worker’s well-being at work, the Client gives instructions to the Workers employed at its premises and exercises actual employer authority over them.

If a Worker is involved in a work accident, the Client shall, after taking all urgent measures, immediately notify IMPACT and provide all information necessary to draw up the accident report, failing which the Client shall be held liable for all possible damage arising from such omission. The Client’s competent service for prevention and protection investigates every serious work accident involving the Worker and contacts IMPACT’s prevention expert, with IMPACT cooperating in the investigation. In the event of a serious work accident, the detailed report must be prepared by the Client’s internal prevention adviser (level I or II) or external service for prevention and protection at work, at the Client’s expense. IMPACT, as legal employer, is not competent to draw up this report (Codex on Well-being at Work, Book I, Title VI, Chapter I). This detailed report must be sent by the Client to the Federal Inspection Service within 10 days after the accident. If an external expert is appointed by the Federal Inspection Service, the expert’s costs are borne by the Client. In case of a very serious work accident, the Client shall inform the Federal Inspection Service as soon as possible.

The Client shall at all times cooperate with any investigation carried out in the context of a work accident.

If IMPACT’s work accident insurer recovers from the Client the compensation paid to the victim and this recourse does not cover the full cost borne by the insurer, IMPACT shall invoice the remaining amount to the Client.

The Client and IMPACT conclude a written agreement pursuant to Article 17 of the Act of 24 July 1987. The variable mandatory particulars per temporary agency worker are made available weekly to the Client electronically via the Bright platform. The Parties agree these need not be signed weekly. The Client undertakes to activate its own account via its IMPACT contact. The Parties agree that if the Client does not submit written comments to IMPACT within five Business Days of electronic transmission of the contract, the contract is tacitly accepted by the Client.

The Client is solely responsible for returning the signed Agreement and for (supervising) the return of completed and signed timesheets. In the absence thereof, the Client may not invoke non-signature to IMPACT’s detriment and IMPACT will invoice the Client for the actual hours performed by the Worker, with as a minimum the contractually agreed hours. The Client is responsible for supervising and checking the return of the copy signed by the Worker within 48 hours after IMPACT sends it.

By signing the timesheet, the Client confirms the correctness of the indicated hours and the performance of the work by the Worker. Signing shall take place immediately after the performance described on the relevant timesheet so as not to hinder smooth and correct wage payment by IMPACT. The Client shall not dispute the validity of the signature by its appointees or agents. In case of automatic or electronic processing via Bright, the Client always agrees to the performance data transmitted electronically to IMPACT, unless otherwise agreed in writing. The Client is solely liable for errors in automated transmission.

Invoicing is based on the hours on the timesheets or as electronically (via Bright) transmitted by the Client, with a minimum of the hours requested by the Client, unless fewer hours were performed solely due to the Worker’s actions and provided the information obligation in II.3 of these General Terms and Conditions was met. In the absence of timesheets (either written and signed, or electronic/automatic) provided by the Client, invoicing is based on the actual hours performed by the Worker, with a minimum of the hours requested by the Client; in this context, all paid free hours and days allocated and paid by the Client to its permanent staff, such as extra-legal public holidays, vacation days, bridging days, etc., to which the Worker is also entitled, are likewise considered hours performed and invoiced accordingly. The agreed coefficient and/or the agreed rate and/or selection fee, as well as the cost items included in the Agreement that determine the coefficient and/or rate, may be unilaterally increased by IMPACT in the event of: a) an increase in direct or indirect employer contributions; b) any other factors determining actual wage cost or increasing IMPACT’s operating costs; c) extra burdens imposed by the authorities on IMPACT not foreseen when concluding the Agreement. This rate is also unilaterally increased by IMPACT upon an increase in the Worker’s hourly wage due to wage indexations and conventional increases applicable at the Client. The agreed coefficient/rate/selection fee and the Dimona cost shall in any case change annually following an indexation according to the general consumer price index applied at the beginning of each calendar year.

Invoicing also includes the other wage components as provided in II.3 of the General Terms and Conditions, plus applicable VAT. For special hours (such as overtime, shifts, night, Sundays and public holidays, etc.), the Worker is remunerated in accordance with the law and/or CBA applicable at the Client. The wage supplement and wage components are invoiced to the Client at the same coefficient as applied to the Worker’s hourly wage or used to calculate the rate. The Dimona costs per hour worked are charged to the Client without application of the agreed coefficient. Any correction to the hourly wage and/or other wage components to which Workers are entitled during or after the assignment is likewise invoiced to the Client. IMPACT additionally invoices an administrative cost per work accident per Worker of €250. If the accident is subsequently not recognised by the work accident insurer, this amount will be reimbursed by IMPACT to the Client. All fiscal and social benefits arising from the temporary agency employment contract accrue to IMPACT for the period of temporary agency work. Without limitation, this includes the (partial) exemption from remittance of payroll withholding tax in respect of IMPACT under Articles 275/1 ITC92 (exemption on a number of overtime hours), 275/5 ITC92 (exemption in the case of shift and night work, works in immovable property). The employment agency assesses, based on the employment information provided by the Client, whether IMPACT qualifies for the exemption. Since 1 October 2022 IMPACT can only apply the exemption for shift and night work and works in immovable property with the Client’s express prior consent. The Client declares it has given this express prior consent to IMPACT either by signing the addendum regarding the exemption, or by tacitly accepting the invoice relating to the services that give rise to the exemption. The Client undertakes to fully cooperate with IMPACT in any tax audit by providing all supporting documents showing that the exemption has been rightly applied. If the application of the exemption is considered unjustified by the tax authorities, the Client shall compensate IMPACT for all damage suffered as a result of such refusal. Any amounts credited due to this exemption shall be repaid by the Client to IMPACT. These obligations expressly survive the end of the cooperation.

Civil liability as provided in Article 1384 paragraph 3 of the Civil Code rests with the Client. The Client is therefore solely liable for all damage caused by the Worker to third parties. Including a “temporary agency work clause” in the Client’s civil liability insurance is recommended. IMPACT is likewise not liable for damage caused by the Worker to the Client during and as a result of the Worker’s assignment at the Client. IMPACT is also not liable for damage to, loss, theft or disappearance of material, money or goods entrusted to the Worker. IMPACT is not liable for loans or advances, in kind or cash, which may have been granted by the Client to the Worker. Recovery of costs arising from, among other things, private use of telephone, meals in the company restaurant, authorised purchases, etc., shall occur without IMPACT’s intervention. IMPACT is in no event liable for the consequences of absence and/or late arrival of its Workers. In any case, IMPACT’s liability is limited to the total of the amounts invoiced by IMPACT to the Client in the relevant calendar year. IMPACT’s liability is furthermore limited to direct damage which is the direct result of IMPACT’s failure to perform or improper performance of the Agreement. IMPACT is in no case liable for the Client’s business losses or other indirect damage such as loss of profit, missed savings and/or application of penalty clauses.

Pursuant to the Act of 26 March 2018 on strengthening economic growth and social cohesion, employers employing workers who perform works in immovable property may, under certain conditions, be exempted from remitting (part of) the payroll withholding tax for those employees. The Client is responsible for keeping the evidence for a period of 7 years. In case of incorrect and/or incomplete information provided by the Client to IMPACT and IMPACT suffers damage as a result, IMPACT is entitled to claim damages from the Client. This also applies to all other exemptions.

Early hiring away: if the Client, before the end of a minimum period of 150 worked Business Days of assignment within 12 months after the last employment contract between IMPACT and the Worker, enters into an employment relationship with the Worker without IMPACT’s involvement, for the same or another position, the Client shall be invoiced, per hired-away Worker, by way of takeover, an amount equal to 25% of the Worker’s gross annual salary, unless otherwise agreed in writing. The minimum period applies per Worker. The above takeover amount is fixed on the basis of the parties’ agreement that the damage suffered by IMPACT includes, among other things, the costs that the Client would have to spend on prospecting, selection and screening of an employee with the same qualifications as well as lost profit, without prejudice to IMPACT’s right to prove that its damage exceeds the above amount. The same applies where the Introduction was never followed by an effective assignment via IMPACT and the Client enters into an employment relationship with the Worker for the same or another position within 12 months after the date of Introduction. The Client also owes this amount if IMPACT – before the end of the minimum period of 150 worked Business Days – must end the assignment: a) due to the Client’s non-compliance with its obligations under the arrangements between the Client and IMPACT or Belgian and European laws and regulations; b) because the Client is bankrupt, dissolved, in liquidation or manifestly insolvent.

The Client also owes this compensation if, after the assignment ends, the Worker enters into an employment relationship with the Client and the minimum number of agreed working days between the first day of assignment and the first day of the employment relationship with the Worker has not yet been reached.

This takeover amount is also due if the assignment must be terminated because the maximum duration of the temporary agency employment contract as determined by law or CBAs has been reached without the minimum assignment period of 150 days being performed and the Client enters into an employment relationship with the Worker.

Worker: Workers selected by IMPACT who were made available to the Client under a temporary agency employment contract, and candidate Workers introduced by IMPACT to the Client.

Worker’s gross annual salary:

if the Worker has already worked: the last applicable hourly wage × the average number of hours per week applicable in the Client’s sector × 4.33 × 13.92 × number of days still to be performed/150;

if the Worker has not yet worked: the wage applicable at the Client for the position concerned (with as a minimum the wage scales of the Client’s joint committee) × the average weekly hours in the Client’s sector × 4.33 × 13.92.

The gross annual salary is in any case increased by all extra-legal benefits, such as, without limitation, meal vouchers, eco-vouchers, mobile phone.

This Article does not apply to “payroll employees”, i.e. employees for whom sourcing, screening and selection were performed by the Client itself without IMPACT’s involvement.

The provisions of Title III apply insofar as IMPACT’s services consist of recruiting and selecting candidates further to a Client’s request for recruitment and selection, with the aim of establishing a direct employment relationship between the Client and the Worker. In case of conflict between Title III and other Articles of these General Terms and Conditions, Title III prevails.

IMPACT undertakes to make all possible – within reasonable limits – efforts to select a Worker suitable for the Client in order to enable the Client to enter into a direct employment relationship with the Worker.

The Client shall provide IMPACT with all data necessary for optimal recruitment and selection. The Client undertakes to always provide correct and accurate information and to communicate important changes immediately and at the latest within 4 hours to IMPACT.

The Client is only obliged to pay a fee (hereinafter: the “Fee”) if a Worker proposed by IMPACT is effectively retained by the Client and enters into an employment relationship of any kind with the Worker proposed by IMPACT.

The Fee due upon effective employment is determined in the Agreement and is calculated on the Worker’s gross annual package. This includes:

a) The annual gross remuneration, calculated on the basis of 13.92 months (12 months in case of self-employed collaboration between the Worker and the Client) before deduction of social security contributions.

b) Net expenses, benefits in kind, commissions, meal vouchers, guaranteed or variable bonuses, group insurance, hospitalisation insurance.

c) The benefit resulting from the use of a company car will be estimated at EUR 625/month.

Whenever the Client provides a copy of the salary proposal to the Worker, the Client undertakes to provide the same to IMPACT. The Client shall also provide IMPACT with a copy of the final agreement with the Worker so that IMPACT always has correct and accurate information regarding the Worker’s gross annual package.

The Fee is an all-in fee and includes all recruitment and selection costs incurred by IMPACT in performing its assignment. IMPACT will not charge any costs other than the Fee. Only foreign travel and/or accommodation costs incurred by IMPACT and the Workers in connection with the recruitment and selection process will be invoiced separately to the Client, provided the Client has given prior consent. These will be reimbursed by IMPACT to the Workers. IMPACT will then charge these costs to the Client, which the Client shall pay to IMPACT.

All amounts are exclusive of VAT. The Fee is due at the time the Client, for itself, through and/or for third parties, enters into an employment relationship of any kind with the Worker.

The Client is responsible for its final choice of Worker. IMPACT is not liable if the Worker does not meet the Client’s requirements or expectations, unless this is the demonstrable result of an act or omission by IMPACT contrary to III.2 of the General Terms and Conditions. Any liability of IMPACT is in any case limited to the direct damage proven by the Client and to a maximum of half of the Fee charged or to be charged to the Client in connection with the assignment.

IMPACT can never be liable for any damage and/or losses, including consequential damage:

a) arising from (a) an error in the Worker’s references, professional experience, skills or personality; (b) the Worker’s failure to comply with legal, medical or deontological obligations; (c) the use of false information or omission of information by the Worker.

b) resulting from acts and/or omissions of a Worker proposed by IMPACT with whom the Client has entered into an employment relationship of any kind.

The Client shall not, during the term of the Agreement and up to one year after the Introduction by IMPACT of a Worker, enter into an employment relationship, directly or indirectly, with the Worker proposed by IMPACT after the Client had previously rejected the Worker or after the Worker had previously declined. “Worker” in this Article means any Worker selected by IMPACT who was introduced to the Client and the vacancy posted by the Client. If the proposed Worker’s data are already included in the Client’s database – for example through spontaneous application at the Client or Introduction by another company – this Worker will not be considered as selected by IMPACT provided this data has been in the Client’s possession for a maximum of 2 months or provided the Client had contact with the Worker in the 4 weeks prior to IMPACT’s Introduction in the context of a possible recruitment. In any discussion between IMPACT and the Client, the Client must provide IMPACT with the necessary evidence. If the Client breaches the above prohibition, it immediately owes IMPACT a takeover amount equal to the Fee, increased by 25%, which will be invoiced to the Client. If the Worker’s gross annual package exceeds EUR 60,000, the takeover amount equals EUR 25,000.

The Client is jointly responsible for the correct application of Directive (EU) 2019/1152 on transparent and predictable working conditions. If the temporary agency worker alleges detrimental treatment after requesting a form of work with more predictable and secure working conditions, the employer must demonstrate that the detrimental measure was taken for reasons unrelated to the exercise of rights arising from CBA no. 161. Since only the Client can indicate whether a form of work with more predictable and secure working conditions is available, the Client must, upon simple written request from the employment agency, within seven (7) calendar days, demonstrate in writing that there is no detrimental treatment, i.e. demonstrate reasons unrelated to the exercise of rights arising from CBA no. 161 and provide the necessary evidence. If the employment agency is ordered to pay compensation, it reserves the right to recover the compensation from the Client.

(The same obligations as in 7.1 apply.) The Client must, upon simple written request and within seven (7) calendar days, demonstrate that no detrimental treatment has occurred and provide evidence. If the employment agency is ordered to pay compensation, it reserves the right to recover such compensation from the Client.

According to the Royal Decree of 7 April 2023, as from 15 April 2023 a basic safety training of at least eight hours is mandatory for anyone performing work on a temporary or mobile construction site. This applies not only to employees but also to employers and self-employed persons who themselves carry out a professional activity on the construction site. This new obligation means that all temporary agency workers who work on a temporary or mobile construction site, regardless of whether they fall under JC 124, must now also have a basic training. In temporary agency work, it is the Client that uses temporary agency workers that is responsible for the basic safety training.