GENERAL CONDITIONS BUSINESS SOLUTIONS

Conditions

To be used for companies for congresses, conferences, conferences lasting several days and otherevents

1. Definitions

The following definitions apply in these General Business Conditions:

1.1 Center Parcs

Center Parcs Netherlands and/or any allied companies in the Netherlands.

1.2 Customer

All companies which have entered into a contract with Center Parcs for the use of the facilities in the framework of congresses, conferences, conferences lasting several days and other events.

1.3 Participant

The natural or legal person which on the basis of a contract between the customer and Center Parcs uses the Center Parcs facilities in their capacity as participant in congresses, conferences, conferences lasting several days and other events carried out on the basis of the contract.

1.4 Contract

A contract between the customer and Center Parcs about one or more performances to be carried out by Center Parcs for the customer for congresses, conferences, conferences lasting several days and other events to be carried out at a price to be paid by the customer.

1.5 Reservation value (the value of the contract)

The value of the total volume of the performances in the framework of a contract between Center Parcs and the customer including sales tax. The customer will be told what the reservation value of the contract is no later than the order confirmation.

1.6 Cancellation

The written notification from the customer to Center Parcs that one or more contractually agreed performances will not, or only partially, be used, or the written notification from Center Parcs to the customer that one or more performances will not, or only partially, be carried out.

1.7 No-Show

When the customer fails to make use of a performance to be carried out on the basis of a contract without cancellation.

2. Area of applicability

2.1 Unless there are written agreements to the contrary, only these General Business conditions apply to all offers, order confirmations and contracts from/of Center Parcs to/with customers about congresses, conferences, conferences lasting several days and other events.

2.2 Different conditions made by the customer apply only in so far as they are in agreement with these General Business Conditions or Center Parcs has, expressly and in writing, agreed to their validity. These General Business Conditions also apply when Center Parcs executes the contract without reservation in the knowledge of customer conditions, which are contrary to or different from these General Business Conditions.

2.3 These General Business Conditions also apply to future agreements, even when they have not yet been submitted separately.

2.4 All provisions contained in these General Business Conditions are to be evaluated individually and separately from the other business conditions in so far as one or more provisions are ineffective or not enforceable. If one of the above-mentioned provisions has become ineffective or ceased to be part of the contract then the effectiveness of the other provisions is not affected.

In this case the contract parties undertake, at this point, to enter into negotiations with the aim to replace the unenforceable clause with one which approaches most closely what the parties aimed to achieve (from an economic point of view) the clause which has become ineffective. These General Business Conditions can be changed only with the written permission of both parties.

2.5 Without prejudice to the provisions referred to in Point 6.4, these General Business Conditions apply also to all natural or legal persons who are or have been in the employment of Center Parcs when the contract was entered into or executed.

3. Conclusion of the contract

3.1 All offers made by Center Parcs are without obligation and are subject to the available capacity, in so far as there is no prior written agreement to the contrary.

3.2 Center Parcs does not accept any obligation until Center Parcs has confirmed an order inwriting or when it has started the realization without prior written confirmation.

4. Payments and securities

4.1 The customer owes the amount laid down in the contract. The use made of services, the use of facilities and the consumption by the customer/participant in the Park which do not belong to the scope of the contractual performance will be invoiced separately by Center Parcs to the customer.

4.2 Of the reservation value 50% must be paid within 14 days after the contract has been concluded by means of timely transfer to a Center Parcs bank or post giro account or by means of a cash payment. The customer will receive a separate invoice for this.

In special cases - in particular when it is a booking with a reservation value above € 100,000, Center Parcs has the right to ask the customer to provide further sureties before carrying out the services. The manner in which the surety is to be provided and the time at which the surety is to be provided will be determined by Center Parcs.

4.3 In case the above-mentioned provision of payments on account and/or sureties is not effected(in full) or not in time, Center Parcs has the right to cancel the contract unilaterally after a reminder and a written notification of default with an extra week's deadline.

Instead of dissolving the contract, Center Parcs can also make the execution of the contract dependent on the provision of additional sureties. The manner in which the surety is to be provided and the time at which the surety is to be provided will be determined by Center Parcs. If the surety is not provided (in time) Center Parcs has the right to cancel the contract unilaterally in a letter to the customer.

Any amounts which have already been paid will not be repaid if the contract is dissolved, if the customer cannot prove that the damage suffered by Center Parcs is lower. The right of Center Parcs to claim additional damage repayment remains unaffected.

4.4 After the end of the stay Center Parcs will draw up a final invoice from which the payment made on account will be deducted. All final invoices are payable within 14 days after the invoice date.

4.5 If a customer is a businessman he will have to pay 5% maturity interest on all amounts, which are due for payment until he is overdue, or, when he is not overdue, until he pays the amounts. All customers owe a late payment interest of 3% above the discount rate of the Deutsche Bank or above the basic rate, which replaces the discount rate on all amounts that are overdue. In addition, the customer has to pay all judicial and extra-judicial costs incurred incollecting the overdue amount, but to a minimum of 15% of the amount owed, in so far as the customer does not prove that the costs incurred by Center Parcs are lower. This is without prejudice to the right of Center Parcs to claim repayment of higher costs in so far as it can prove to have incurred them.

5. Park rules

5.1 Cottages/hotel apartments can be occupied as from 15.00 hours on the day of arrival. Cottages/hotel apartments must be vacated before 10.00 hours on the day of departure, in so far as there are no written agreements to the contrary.

The customer must observe the provisions of the house rules. The house rules are available for per usal at the Reception or the entry to the park. On customers' request they can be posted to them.

6. Liability of Center Parcs

6.1 Center Parcs will only pay compensation in case of intent or gross negligence on the part of any Center Parcs bodies or employees at managerial level. In other cases liability exists in case of gross fault on the part of those involved in carrying out the contract on behalf of Center Parcs and in case essential contractual obligations were infringed; in these cases the liability is limited to the foreseeable damage.

6.2 Claims based on the product liability law are not affected.

6.3 In any case Center Parcs is liable only to the value of the reservation amount or to the amount, which the insurers of Center Parcs are prepared to pay for the claim, if this amount is higher than the reservation value.

6.4 In case the customer wants to have a performance which is not covered by the scope of performance of the contract, and if a contract with a third party is needed in order to carry out this performance, then Center Parcs will deal with this third party exclusively for the order and account of the customer when preparing the contract, concluding the contract and executing it. In case the third party is to blame Center Parcs will be liable vis-à-vis the customer only when they select the third party. Center Parcs will not be liable if the customer had selected the third party.

7. Customer liability

7.1 The customer is collectively liable for all damage suffered by Center Parcs and/or third parties as the immediate or indirect result of an attributable contract infringement and/or illegal act by the customer and/or the participant(s) present at congresses, conferences, and other events -including infringements of the house rules.

7.2 The customer shall indemnify Center Parcs against all claims for damages from third parties arisen from the use made of the facilities/performances by the customer on the basis of the contract.

8. Force majeure

In the case of force majeure after the contract has been entered into which lasts for at least fourteen days, Center Parcs has the right to dissolve all or part of the contract without prior notification or legal measures without being obliged to pay any compensation.

9. Cancellation

9.1 If the customer wants to cancel the contract the provisions referred to in point 9.2 shall be applied in full. The cancellation must be made in writing, whereby the date of the postal datestamp is regarded as the relevant date for the regulations of point 9.2. Without the consent of Center Parcs the customer cannot appeal to a verbal cancellation.

9.2 a. In the case of a cancellation more than 12 weeks before the date on which in accordance with the contract the first service would have been performed the customer must pay Center Parcs 25% of the reservation value.
b. In the case of a cancellation at least 8 weeks before the date referred to above the customer must pay Center Parcs 50% of the reservation value.
c. In the case of a cancellation at least 4 weeks before the date referred to above the customer must pay Center Parcs 75% of the reservation value.
d. In the case of a cancellation 4 weeks before the date referred to above the customer must pay Center Parcs 100% of the reservation value.

With regard to a) to d) the customer must prove that the damage caused to Center Parcs by the cancellation is lower. The right of Center Parcs to claim a higher damage repayment remains intact provided Center Parcs can prove this.

Any payments on account already made (4.2) will be deducted from the amounts referred to in the point above.

9.3 In a case of "No Show" the customer must always pay the complete reservation value.

9.4 If Center Parcs has entered into a contract with a third party/parties because of an offer accepted by the customer, then the customer is obliged to pay to Center Parcs all the money the third parties claim from Center Parcs without prejudice to section 2 of this clause.

10. Complaints

Despite all Center Parcs's efforts it can happen that a customer can make a justified complaint. The customer can make the complaints on site, directly to the Park Sales Manager,so that the manager can deal with the complaint. If the complaint is not dealt with the customer must make his complaint in writing to the Guest Relation Department of the Center Parcs management in Cologne, no later than one month after his departure..

11. Consumption

Within the framework of the execution of this contract the customer must obtain all consumptions, all meals and other services from Center Parcs, provided nothing has been agreed to the contrary in writing. The customer must in particular refrain from using any services offered by third party catering or entertainment firms, in so far as nothing has been arranged to the contrary in writing.

12. Disputes and applicable law

12.1 All contracts are subject to Dutch law.

12.2 The legal venue for all legal disputes arising from the contract relation or about its origin and its effectiveness (including exchange and cheque complaints) is Rotterdam if the customer is a businessman. Center Parcs is also able to summons the customer before its general legal venue.