General terms and conditions

Version 1.0 · August 2026

This is a translation for information purposes. In case of any discrepancy, the Dutch version prevails.

Article 1. Scope

1.1 These terms apply to all quotations, engagements and agreements between Bedrijvenmakelaardij B.V., trading as Meridian & Partners (Meridian), and its client.

1.2 Deviations apply only if agreed in writing. The client's own general terms are expressly rejected.

1.3 Where these terms conflict with the engagement letter, the engagement letter prevails.

Article 2. Formation

2.1 Quotations are without obligation and valid for thirty days unless stated otherwise.

2.2 An agreement is formed by written acceptance of the engagement letter by both parties.

Article 3. Performance

3.1 Meridian performs the engagement to the best of its ability and with the care to be expected of a reasonably competent adviser. All obligations are obligations of means.

3.2 Meridian does not guarantee that a transaction will come about, nor at what price or on what terms.

3.3 Stated periods are indicative and never strict deadlines unless expressly agreed.

3.4 Meridian determines who performs the engagement.

Article 4. Client obligations

4.1 The client provides all relevant information in good time, including information that may be unfavourable.

4.2 The client warrants the accuracy and completeness of the information provided. Meridian conducts no independent verification.

4.3 Delay or damage arising from incomplete or inaccurate information is for the client's account.

Article 5. Fees and payment

5.1 Fees consist of a fixed fee, a success fee or a combination, as set out in the engagement letter.

5.2 All amounts are exclusive of VAT and third-party costs. Third-party costs are passed on after prior agreement.

5.3 Invoices are payable within thirty days. Late payment attracts statutory interest for commercial transactions and fixed compensation under applicable law, by operation of law and without notice of default.

5.4 The client may not suspend or set off payment.

Article 6. Term and termination

6.1 The agreement runs for the term stated in the engagement letter.

6.2 Either party may terminate in writing observing the agreed notice period.

6.3 If, within the period stated in the engagement letter after termination, a transaction is completed with a party identified or approached by Meridian, the success fee remains payable.

6.4 Work already performed remains payable on termination.

Article 7. Confidentiality

7.1 Meridian keeps all client information confidential unless disclosure is legally required.

7.2 Information is provided to third parties only with the client's prior written approval and after the recipient has signed a confidentiality agreement.

7.3 Meridian does not refer to the transaction in publications unless the client agrees in writing.

Article 8. Intellectual property

8.1 All rights to documents, models and analyses produced by Meridian remain with Meridian.

8.2 The client obtains a non-transferable right of use for the purpose for which the documents were produced. Provision to third parties requires prior written consent.

Article 9. Liability

9.1 Meridian's liability is limited to the amount paid out in the relevant case under its professional indemnity insurance, increased by the deductible.

9.2 If no payment is made, liability is limited to the fee charged for the engagement.

9.3 Meridian is not liable for indirect loss, including lost profit, lost savings and reputational damage.

9.4 Meridian is not liable for shortcomings of third parties it engages.

9.5 These limitations do not apply in cases of intent or wilful recklessness.

9.6 Any claim lapses twelve months after the client became or could reasonably have become aware of the loss.

Article 10. Personal data and integrity

10.1 Meridian processes personal data in accordance with its privacy statement.

10.2 Meridian conducts client due diligence before performing the engagement to the extent required by applicable anti-money-laundering legislation, and may refuse or terminate the engagement where that review gives cause to do so.

Article 11. Governing law and disputes

11.1 Belgian law applies to all agreements.

11.2 Disputes are submitted exclusively to the competent court in Antwerp, Turnhout division.

11.3 Before a dispute is brought before the court, the parties confer in accordance with our complaints procedure.

Article 12. Miscellaneous

12.1 If a provision is void or voidable, the remaining provisions remain in force and the parties confer on a replacement.

12.2 Amendments are valid only in writing.