General Terms and Conditions of Immunity for Health VZW

1. The contractual relationship between Immunity for Health VZW (hereinafter referred to as ‘Immunity for Health’), having its registered office at 3590 Diepenbeek, Agoralaan gebouw Abis, VAT BE 0647.756.397, info@immunityforhealth.be, 011 28 69 04, and the member (hereinafter referred to as the ‘Agreement’) shall be solely governed by these General Terms and Conditions.
2. Invoices issued by Immunity for Health relate to an agreement in connection with a service provided by Immunity for Health. The concrete object of the service is specified on the invoice or annexes if any and may consist, among other things, of membership, publicity in case of sponsorship, or participation in an activity of Immunity for Health.

3. In principle, membership is open to organisations, that support our objectives as stated on our website www.immunityforhealth.be, and is classified into predefined categories:
   
   EFFECTIVE MEMBER – Category A. Public organisations as well as non-profit (excluding non-profit organisations that belong to Category B) or governmental organisations actively involved in life sciences and healthcare R&D who are research-driven and aiming at a better understanding of the human and animal-related domains infectiology, vaccinology and immunology.
   
   EFFECTIVE MEMBER – Category B. Private organisations or companies operating in the life sciences and healthcare sector with their own substantial research and development (R&D) activities, especially those that contribute to developing new or improved immune-based health solutions, i.e. immunotherapeutics and vaccines.
   
   ASSOCIATE MEMBER – Category C. Organisations or companies supporting in a way the life sciences and healthcare sector through the provision of competence based services on a fee-for-service basis or the sale of ancillary products and solutions. Membership is also open to natural persons or individuals, who support our objectives as stated on our website www.immunityforhealth.be, only insofar as they are not performing a professional or commercial activity. Application in such cases is only possible via email to info@immunityforhealth.be.
4. After applying for membership via the online form on the www.immunityforhealth.be website, the said application is submitted to the board of directors, which autonomously and subject to its own discretion, determines whether or not a prospective member shall be admitted to the association and to which category the member shall belong. The Agreement that is concluded shall be for an indefinite period, with a term of 12 months, starting on 1 January, and ending on 31 December.
5. This Agreement can only be terminated through a letter addressed to Immunity for Health, Agoralaan gebouw Abis, 3590 Diepenbeek or by email to info@immunityforhealth.be, and this no later than 30 November of the current year, otherwise the membership will be automatically renewed for a new period of 12 months, starting on 1 January of the following year.
6. A member is only entitled to the benefits of membership from the full payment of the corresponding invoice for that year. By means of payment, the member automatically acknowledges to have read, understood and accepted the accompanying terms and conditions included in the Agreement thoroughly, and to be sufficiently informed of the contents thereof.
7. Immunity for Health may terminate the Agreement with immediate effect and without prior notice of default in the following cases; failure by the member (or one of the directors, managers or appointees) to pay the membership fee in the calendar year following the acceptance of the membership; the member no longer meets the admission requirements, as further described in Article 6 of the Articles of Association of Immunity for Health (available for consultation at the website www.immunityforhealth.be); the member goes into liquidation or is declared bankrupt.
8. The membership fee for category A is determined at the level of the research group or the department. The membership fee for category B and C is determined based on the number of employees (FTEs) employed in the company or organization at the time of application or at the start of the new calendar year. If the member is part of a group of companies, the contribution shall be determined based on the number of employees within this specific group and not according to the number of employees in the larger company. For membership applications submitted after June 30, a 50% discount is applied to the membership fee, as the year is already halfway over.
9. On acquiring membership, all employees of the organisation, department or research group shall have an opportunity to benefit from Immunity for Health services, discounts for participation in activities organised by Immunity for Health and other possible benefits for the members of Immunity for Health.

10. Each activity is subject to specific conditions, for example a participation fee, a limitation in the number of participants, etc., wherever applicable. These conditions shall be mentioned in the invitation and on the Immunity for Health website.
11. All prices for participation in activities are expressed in Euros and always mentioned in the invitation and on the Immunity for Health website.
12. The cancellation conditions for an activity of Immunity for Health are always specified in the invitation or on the Immunity for Health website. In the absence of cancellation via info@immunityforhealth.be within the required time, the rules described in these conditions will be applied.
13. Immunity for Health reserves the right to cancel an activity, with the refund of any participation fee paid, without however being bound to pay any damage compensation.

14. The member acknowledges having read and accepted the General Terms and Conditions through any request for services, participation in activities or registration as a member of Immunity for Health.
15. These General Terms and Conditions shall always be available for consultation on the Immunity for Health website at www.immunityforhealth.be.
16. Unless otherwise stipulated in the invoice, all payments to Immunity for Health shall become due within thirty (30) calendar days and, at Immunity for Health’s option and with the member’s consent, shall be sent electronically (by email) to the email address provided by the contact person, or in the absence thereof, to the general email address of the organisation. The member may notify changes in his/her email address to info@immunityforhealth.be. Immunity for Health shall not be liable for any damage in case the member fails to notify changes in his/her email address. Immunity for Health and the member expressly waive any right to challenge the validity or proof of information and/or messages sent by email solely on the grounds that they were sent by email.
17. For each invoice that remains wholly or partially unpaid on the due date and for which 2 payment reminders have already been sent digitally, late payment interest of 1% per overdue month shall be charged by operation of law and without the need to issue a prior notice of default, whereby each month that commences shall be counted as a whole month. In addition, liquidated damage compensation of 10% of the invoice amount, subject to a minimum of fifty euros (€50.00) (exclusive of VAT), shall be payable on the outstanding amount, without prejudice to Immunity for Health’s right to claim higher compensation.
18. Digital reminders, notices of default, service of notices and legal documents, etc. may be validly addressed to both the email address provided by the member or to the general email address of the organisation.
19. In case of failure to comply with the agreed payment conditions, all outstanding invoices shall become immediately due and payable, and Immunity for Health shall have the right, without the need to issue any notice of default or for judicial intervention, to temporarily or definitively terminate the benefits.
20. In case of a dispute, the member shall object to the invoices of Immunity for Health within fourteen (14) calendar days of the invoice date, through a registered letter that shall state the invoice date, invoice number and a detailed statement of reasons.

21. Immunity for Health shall take the necessary steps to protect personal data in accordance with the General Data Protection Regulation (GDPR) concerning the protection and processing of personal data.
22. In connection with the fulfilment of this Agreement, Immunity for Health shall act as the controller for the processing of the following personal data that is required for contact management, in particular: organisation, address of headquarter, first name, name, email address, telephone number and/or mobile phone number of the contact person. If the member agrees, these data will be used for sending newsletters and/or related communications. The member shall always have the right to inspect or rectify the aforesaid data. The member may lodge a complaint with the supervisory authority. If the member no longer wishes to receive newsletters or other communications from Immunity for Health, he/she can at any time withdraw this permission via info@immunityforhealth.be or unsubscribe directly via the newsletter or other communication received.
23. The member’s details shall be retained for as long as may be necessary for the fulfilment of the Agreement or in order to comply with legal obligations, including accounting obligations.
24. Each of the parties shall take the appropriate technical and organisational measures to ensure that personal data are processed in accordance with applicable laws and regulations and are protected against unauthorised or unlawful processing of personal data or accidental loss, destruction or damage.
25. The member authorises Immunity for Health to include the personal data provided by the member in an automated database. Immunity for Health shall always act in conformity with the GDPR.
26. By participating in an activity, the registered party agrees to be photographed or filmed, and to the use and distribution of these recordings for purposes of communication within the objectives of Immunity for Health, for example on the Immunity for Health website, social media channels, newsletters, etc. In case the participant does not allow to be photographed or filmed, this must be reported to the organization in advance.

27. In case of a fault or error, Immunity for Health shall first and foremost and only be obliged to provide compensation in kind.
28. Only in cases where compensation in kind is not possible, will any compensation be payable, and in such case, the compensation for which Immunity for Health can be held liable, irrespective of the grounds for the same, the nature or the object of the claim, shall not exceed 50% of the related invoice value concerned per damage-causing event, in which connection, a series of events deriving from the same fact or that are logically related to each other shall be considered to be one and the same damaging event. If the member believes that he is entitled to such compensation, he must prove the defects and his damage in the presence of both the parties. The member shall have no right to withhold or postpone payments of outstanding invoices.
29. However, Immunity for Health cannot be held liable for consequential damage and/or any kind of indirect damage, including loss of use and profit, loss of reputation or clientele, or damage to third parties.
30. Immunity for Health shall not be liable for the acts or omissions of third parties engaged by it, or for the services provided on its behalf by third parties.

31. The parties undertake to provide correct and complete contact details and to notify each other of any changes thereto, no later than within fifteen (15) calendar days after such a change.
32. Immunity for Health is entitled to mention the collaboration with the member as a reference, for promotional purposes.
33. If any provision of this Agreement is declared null and void or unenforceable in whole or in part by a court of law or by another competent body, the other provisions of this Agreement, and the unaffected part of provisions that are declared null and void or unenforceable as above, shall continue to remain in force. The parties agree that in such a case the invalid or unenforceable provision/s shall be deemed to have been replaced by a valid provision that conforms to the original intention of the party.
34. Any failure of Immunity for Health to demand the fulfilment of provisions of this Agreement shall not imply a waiver or renunciation of the application of this or any other provision.
35. In case of disputes concerning the formation, execution, compliance, validity or any other dispute within the framework of this Agreement, only the commercial court of Antwerp, Hasselt division, shall have competence to take cognisance of the same. The present General Terms and Conditions shall solely be subject to the laws of Belgium.
36. Unless explicitly agreed otherwise, the member acknowledges that the language of these General Terms and Conditions shall also be the working language in all commercial transactions with Immunity for Health. The original language of these General Terms and Conditions is Dutch. Translations or documents drawn up in another language shall always be of secondary importance to the original Dutch language version.