●GENERAL TERMS & CONDITIONS
- Our prices are exclusive of V.A.T. and shipping costs (€25).
- We guarantee our price quotations for a term of 30 days, barring any notice of interim price revisions from our suppliers.
- Installation and instruction will be charged at the currently valid rates, unless otherwise agreed to in this price offer.
- Instruction charges will be invoiced following receipt of the order. The instruction sessions need to be paid for prior to the start of the first instruction day. The cancellation of instruction sessions can only be accepted if communicated to us in writing. Cancellation of planned instruction sessions shall not incur any penalty if communicated to us at least 30 days prior to their commencement. Cancellations between 30 and 10 days prior to the commencement of the lessons shall incur a charge of 50% of the instruction fee; in case of cancellation within 10 days of commencement, the entire amount shall be due. In the event of indisposition, you may designate another party to substitute for you during the instruction. Absence from one or several lessons does not release the learner from his obligation to pay for the full programme. In the event of unforeseen circumstances, i-Theses reserves the right to cancel the training programme or to change its content. Group lessons are to be taken within a year following the date of the agreement; arranged private lessons must be taken within six months. Failure to attend any of the ordered training sessions shall in no wise and under no circumstance be cause for a refund of, or exemption from, payment of the amount(s) owed for the respective programme(s) as ordered.
- Delivery: 1 to 2 weeks for standard products; other products by agreement.
- When a Subscription Programme, maintenance contract, service contract and/or helpdesk support service programme for AutoDesk, i-Theses products, or any other product is undertaken, such programme(s) and contract(s) shall automatically be extended unless the programme(s) and/or contract(s) in question is/are cancelled in writing by the customer one month prior to the legal expiration date.
- On his confirmation of an order, the client engages himself to the payment thereof. In the event of a possible cancellation, we shall be entitled to demand:
- either, the execution of the order and full payment as such
- or, an indemnification of 30% of the amount of the order.
- Payment: cash on delivery of the first order. Other invoices are payable within 30 days of invoice date, barring explicit written arrangements otherwise, by bank transfer into our bank account. In the event of non-payment of an invoice by its due date, all still unpaid amounts owed shall immediately become claimable, irrespective of whatever other terms of payment may have been agreed to.
- The absence of any complaint submitted by registered letter within eight days of delivery of a product shall be deemed confirmation of the client’s acceptance of our work and our prices.
- We reserve the right to charge for our work in keeping with its delivery schedule, even in instances where a delivery may only be partial.
- The client herewith states and affirms to refrain from soliciting or employing collaborators or ex-collaborators of i-Theses or Hevac, either directly or indirectly, either under employment contract or in any independent capacity, without mutual consent from both contract partners. In case of custom-made product, this renunciation clause shall remain valid for a period starting at the time of the agreement pertaining to the project and continue up to at least 2 years following its delivery and acceptance, on the one hand, and up to at least 2 years following the discontinuance of the maintenance contract, on the other. In the case of training programmes and implementations, this clause shall remain valid for a period commencing at the start of the agreement pertaining to instructions and/or implementation and continuing for a number of months following the final instruction day corresponding to the number of training and/or implementation days performed, with a minimum of 12 months. In the event this clause is breached, i-Theses or Hevac shall in good right and de iure be entitled to 6 months remuneration as established on the last i-Theses pay slip of the individual(s) in casu, this amount to be increased with all sundry other legal obligations pertaining to matters of salary.
- When we have agreed to accept in payment: bills, cheques, mandates, or receipts, our General Terms and Conditions shall remain valid and undiminished.
- The extent of our liability with respect to any eventual direct or indirect loss and/or damage resulting from our work shall never exceed the invoiced amount.
- In the event that an invoice remains unpaid during more than 30 days after the due date in casu and no satisfactory response has been received within 15 days following the dispatch of a default notice, for reason of neglect or negligence or because of lack of goodwill on the part of the debtor:
- the sum owed shall be increased by 20% (with a minimum of 50 €)
- an arrears interest of 12% per annum shall be charged, to be counted as of the overdue date.
- i-Theses BV shall retain full title of possession of any and all delivered products, case pertaining, until settlement of the full amount owed.
- Licensee and i-Theses shall undertake not to employ or to enter into any agreements in any other way, either directly or indirectly, with any of each other’s employees who are involved in an agreement or in the execution thereof, without the prior written consent of the other party. This prohibition applies for the duration of the agreement and for 12 (twelve) months thereafter. If the prohibition is infringed, the infringer shall pay the other party a lump-sum settlement equal to the total cost of the employee for the non-infringing party during the last 12 (twelve) months of the relationship with this party.
- Only the Courts in the judicial district of Dendermonde shall have the competent jurisdiction to entertain any dispute.In case of discrepancy between the Terms and Conditions on paper or via the website, priority will be given to the digital version on the website.
Additional general conditions applicable for analysis & development
- During analyses, a descriptive answer shall be given regarding the implementation of the desired functionality. Any windows, database structures or other layouts which are shown in the resulting documents are examples for the purpose of clarifying the text. These may take another form in the final programming.
- Budgets are always subject to further discussion and analysis of the definitive functionality.
- The application shall be delivered in compiled form.
- The application shall be protected in terms of hardware (with a key) or in terms of software, or online, or a combination of these. In the event of hardware protection, the cost of the key shall be invoiced. In the event of online authorisation, an annual fee shall be applied. iTs reserves the right to adjust the authorisation mechanism in the future.
- The application can only be used by the Customer’s staff, as specified in the sales agreement connected to this analysis. Neither the application, nor components thereof, can be transmitted to third parties, unless explicitly agreed otherwise in writing.
- The application and/or related documentation including analysis documents, manuals and correspondence, or sections thereof, must never be made available to third parties by the Customer, nor used by the Customer outside the Customer’s address, unless explicitly agreed otherwise in writing.
- No specific manuals shall be provided for custom-made product, unless explicitly agreed.
However, ‘read me’ documents, delivered with successive versions, will provide a concise overview of new functionality in the present version.
- iTs retains all rights and authorisations accorded to it by virtue of Copyright, both for analysis and programming and documentation provided with the software.
- iTs retains, also after delivery, all intellectual or industrial property rights on the supplied software and the accompanying documentation, replacements, supplements and/or modifications.
- iTs retains the right to use the knowledge acquired during the implementation of the activities for other purposes.
- The Customer herewith states and affirms to refrain from soliciting or employing collaborators or ex-collaborators of iTs, either directly or indirectly, either under employment contract or in any independent capacity, without mutual consent from both contract partners.
- In the event of purchase or development of iTs programming, this renunciation clause shall remain valid for a period starting at the time of the agreement pertaining to the project and continue up to at least 2 years following its delivery and acceptance, on the one hand, and up to at least 2 years following the discontinuance of the maintenance contract, on the other.
- In the event of training programmes, this clause shall remain valid for a period commencing at the start of the agreement pertaining to the training and continuing for a number of months following the final training day corresponding to the number of training days.
In the event that several similar agreements run concurrently, the periods specified therein shall be totalled.
In the event this clause is breached, iTs shall be entitled to 6 months remuneration as established on the last iTs pay slip of the individual in question, this amount to be increased with all other legal obligations pertaining to matters of salary.
- The use of software or the results thereof shall never result in any liability in any form whatsoever towards i-Theses.
- Our general conditions remain in force undiminished.
- Ordering or the start of implementation according to or in reference to this document assumes implicit agreement with the stipulations in this document, even if they were not explicitly signed by the Customer.
- The delivery and installations of the (interim) versions occur in principle via remote log-in or email.
- Discussions/introduction on-site takes place on request and shall be invoiced separately from the standard tariffs or cfr. the conditions in the quote.
- The Customer shall organise back-ups of the databases used as well as of the computer configuration. iTs assumes no responsibility with regard to the functionality of interim versions or in the event that customer data is lost due to or during the installation or use of (interim) versions.
- Within 8 days following delivery of an (interim) version, this should be tested by the user/Customer who should provide iTs with relevant feedback. In the absence thereof, implicit agreement with the functionality of the supplied (interim) version shall apply.
- Indicated delivery dates are always subject to the Customer providing the required input before the commencement of the next phase, as well as timely feedback after delivery of the interim version.
- In the event that the indicated dates cannot be respected by iTs due to force majeure, this shall be communicated to the Customer in good time, and the project planning shall be adjusted.