Comprehensive Terms of Sale (CTS)

ARTICLE ART0000001 - Purpose

These Comprehensive Terms of Sale ( CTS ) are intended to be balanced and reciprocal and constitute a framework agreement defining the rights and obligations of the parties throughout the relationship, in connection with the supply of services, work and goods carried out by;

GROUPE SELION srl., whose registered office is located at rue Velbruck 6, 4000 Liège, Belgium, registered with the Crossroads Bank for Enterprises (BCE) under number 0556.676.367,

hereinafter referred to as “THE SUPPLIER”, for the benefit of the CLIENT.

ARTICLE ART0000002 - Definitions

- WC: The Withdrawal Conditions define the terms under which an online commercial transaction ( e-shop / e-commerce ) may be cancelled.

- WF: The Model Withdrawal Form is a standard template document used to submit a withdrawal.

- GTS: The General Terms of Sale set out all the principles common to the SUPPLIER's commercial services and constitute the legal framework of the relationship.

- STS: The Specific Terms of Sale set out all the principles specific to each of the SUPPLIER's commercial services and supplement the General Terms of Sale.

- CTS: The Comprehensive Terms of Sale comprise all of the SUPPLIER's legal and statutory texts. They include, in particular, the GTS and the STS.

- CLIENT: any natural and/or legal person who books and/or orders services and/or goods from the SUPPLIER.

- ACRC: Annual Contractual Renewal Cycle for clients and suppliers. Contracts are concluded for a full calendar year, so that each contract ends on 31/12 each year. If the calendar year has already begun, the contract starts on the date of signature, its renewal starting on 01/01 of the following year.

- Services: all goods and services supplied by the SUPPLIER to the CLIENT.

- Consultancy service: Any act of reflection, creation of procedures, participation in meetings, exchange of views and opinions, request for information and advice.

- Deployment service: Any act performed with a view to implementing a software or hardware solution or to scrupulously applying any instruction and recommendation communicated in a document of the SUPPLIER or of an external service provider.

- Training service: Any act of training, coaching, or improvement of professional skills related to the subject of the training, the preparation of cases and information files, and the continuing training of one or more persons, which may be scheduled for a fixed contractual term. In the absence of a contractual valuation, this act is charged at the time-and-materials service rate per person per hour. Training is never included in the valuation of the deployment of a solution.

- Time-and-materials service: Any act performed without planning, advice or preparation, at the express request of the CLIENT, validated by a time-and-materials work order signed by a member of the company's staff, whatever his or her status.

- Supervision service: Any act of supervision, data reporting, maintenance, creation and transmission of data in the form of a spreadsheet, any presentation whatsoever, or mass mail merge of data.

- Installation: Any technical act aimed at installing a software or hardware solution or any installation whatsoever.

- Uninstallation: Any technical act aimed at uninstalling a software or hardware solution or any installation whatsoever. Uninstallation is never part of the price of a global solution, whether financed or not. An uninstallation is always charged at the time-and-materials rate.

- Migration: Any technical act aimed at transferring software or hardware from an old installation to a new installation. Migration is never part of the price of a global solution, whether financed or not. A migration is always charged at the time-and-materials rate.

- SMHR: Segment Minimum Hourly Rate. Within a given segment, the hourly cost may not be lower than the specified rate

- Maintenance: Any act aimed at ensuring the proper functioning of a device or software solution deployed by the SUPPLIER. In the absence of a contractual valuation, this act is charged at the time-and-materials service rate. The statutory warranty must not be confused with the SUPPLIER's warranty.

- Upkeep: Any act aimed at ensuring the proper functioning of a solution deployed by the SUPPLIER. It constitutes additional maintenance. In the absence of a contractual valuation, this act is charged at the time-and-materials service rate.

- Support: Any act aimed at assisting the users of a solution deployed by the SUPPLIER. In the absence of a contractual valuation, this act is charged at the time-and-materials service rate. Support is only available where maintenance and upkeep are in place. Support is not training.

- e-Support: Any act aimed at assisting a user remotely. e-Support requires a subscription to a remote assistance solution. Failing this, all assistance is subject to these CTS. e-Support is not training.

- SLA or Service Level Agreement: Maximum response period, expressed in hours, for restoring the functioning of a device or centralised software solution deployed by the SUPPLIER. By default, the restoration of profiles and users is not included in this period. No SLA is available without a duly validated CONTRACT. Weekend SLA: Pricing x 2. 24/7 SLA: Pricing x 3. Standard SLA period: 10:00 to 16:00, Monday to Friday, excluding public holidays and the company's annual holidays.

- SEPA direct debit: Invoicing and automatic collection of the contractual amounts approved by the CLIENT. Failure to agree to direct debit automatically results in additional charges being invoiced.

- F@cture verte (green invoicing): Sending of the SUPPLIER's official correspondence ( communications, invoices, projects, audits ) in electronic format in order to facilitate the transfer of information and the speed of processing of requests, and to reduce the ecological footprint associated with the production and consumption of paper and ink cartridges. Any paper invoicing is subject to a surcharge of €10.00.

- Prolonged non-payment - Type 1 ( PNP-T1 ): Any single or continuous payment default, after 3 statements of account and a formal notice with service disconnection have been sent.

- Prolonged non-payment - Type 2 ( PNP-T2 ): Any recurring and systematic late payment, treated as a downgrading of payment behaviour.

- The GDPR: The General Data Protection Regulation defines the SUPPLIER's commitments to protect the data of its clients and service users.

- Confidential information: any information exchanged between the parties in connection with the performance of commercial transactions, whatever its nature and means of transmission, whether written, oral or stored in electronic format. The notion includes in particular technical information, working methods and software used by the parties, the members of their staff and business partners, as well as financial and commercial information. The notion of confidential information does not apply where one of the parties can demonstrate that the information concerned is ( or has become ) generally known to the public, without such public character resulting from a fault attributable to it, solely as from the time it became known to the public, or has been obtained from a third party not bound by a duty of confidentiality, or must be disclosed pursuant to a law or in the context of legal proceedings. Where applicable, the party undertakes to limit the disclosure of information to what is strictly necessary.

- Transit area: Area defined as the space dedicated to order preparation.

ARTICLE ART0000003 - Acceptance of the CTS

The CTS are deemed to have been accepted if the CLIENT;

- approves the CTS via this document, by means of a handwritten signature

- approves an order accompanied by the CTS, in writing or by email

- approves an order by email or by SMS bearing the words “Approved, CTS accepted”

Belgian and European case law requires that acceptance of the legal texts be demonstrated before any order and that the legal texts be made inseparable from any commercial document.

The SUPPLIER's CTS may be consulted or downloaded at any time via the SUPPLIER's website. The CTS are available 24 hours a day, 7 days a week, 365 days a year. In addition, the CTS systematically accompany commercial offers.

The SUPPLIER may refuse a first order or a new order, for whatever reason, for as long as the CTS have not been formally accepted by the CLIENT. In the event that an order is not followed up or is delayed due to the CLIENT's failure to approve the CTS, the SUPPLIER may under no circumstances be held liable for any consequence, whatever its nature or extent.

Since legislation is onerous and unforgiving towards companies that fail to ensure that the CTS have been read before any order is confirmed, the SUPPLIER is uncompromising on this point. The CTS are systematically sent for each request, and accepted by the client who approves the order.

If the client does not formally approve the CTS, the CTS are deemed valid and accepted in their entirety for any subsequent order.

ARTICLE ART0000004 - General

All contracts are tacitly renewable for an identical term unless notice of termination is given by registered letter at least 30 days before the end of the current period.

All one-off assignments and interventions are non-renewable.

The standard invoicing period is the annual period. However, for each contract, a specific periodicity may be introduced by the SUPPLIER or at the CLIENT's request. Where monthly invoicing would be less than €250.00, the monthly solution is invoiced annually.

Unless otherwise stated, all invoices are payable in advance or in cash. Only the date stated on the invoice determines its due date.

General Terms of Sale ( GTS )

ARTICLE ART0000005 - General provisions

Unless expressly agreed otherwise in writing, these General Terms of Sale shall strictly govern all relations between the SUPPLIER and the CLIENT, including occasional assignments and services.

By the very fact of calling upon and/or using a service of the SUPPLIER, placing an order by e-mail, SMS or letter, or signing a commercial document, the CLIENT acknowledges having received a copy of these general terms and conditions, that they are enforceable against it and that it accepts their application without restriction or reservation, to the exclusion of any others.

They cancel and replace any other general terms and conditions and take precedence over the CLIENT's general terms and conditions, even if the latter specify that they alone are valid.

These general terms and conditions apply to both the SUPPLIER and the CLIENT.

Any amendment to these general terms and conditions that is necessary and/or useful for the continuity of the SUPPLIER's services shall enter into force on the date of its notification. Where applicable, the CLIENT is invited to accept the amendments made to these general terms and conditions within 30 days. Should the CLIENT fail to accept the updates made, the general terms and conditions in force at the time the contract was concluded or, where applicable, the latest version of the general terms and conditions accepted by the CLIENT shall apply to the contract. However, if the amendments made to the general terms and conditions are necessary and/or useful for the continuity of the SUPPLIER's services and the CLIENT refuses their application, the SUPPLIER may terminate the contract, without costs or compensation, subject to 3 months' notice starting on the day following the last day on which the new general terms and conditions could be accepted.

The possible nullity or reduction of any provision of these general terms and conditions shall in no way affect the validity and applicability of all the other provisions.

Where applicable, these general terms and conditions are supplemented by the special terms and conditions relating to certain services.

Any agreement relating to the performance of services by the SUPPLIER is concluded intuitu personae. It may not be assigned, either in part or in whole, without the prior written consent of the SUPPLIER and the CLIENT.

ARTICLE ART0000006 - Orders

All estimates, order forms, price quotations, offers or any other document issued by the SUPPLIER are drawn up and sent for information purposes only and in no way bind the SUPPLIER, which may amend them at any time, for as long as they have not been expressly accepted by the CLIENT and the managing director.

Unless expressly agreed otherwise in writing, estimates, order forms, price quotations, offers or other documents are in any event only valid for a period of 10 days from their issue. After this period, the CLIENT must request that the SUPPLIER draw up a new offer or agree to an extension of the offer's period of validity.

The client's acceptance of an estimate, price quotation or offer, or the placing of an order by the CLIENT, only becomes a contract and thereby only binds the SUPPLIER insofar as it is express and has been confirmed in writing – and as from the issue of such confirmation – by the SUPPLIER's managing director, sent by post or electronically, including by SMS.

The natural or legal person placing an order, even if only verbally, and, a fortiori, the signatory of a commercial document, is deemed to be the CLIENT and thereby binds the natural or legal person on whose behalf he or she is acting.

The contract thus formed determines the services that the SUPPLIER is obliged to provide to the CLIENT.

Any additional service must necessarily be the subject of an addendum, which only binds the SUPPLIER insofar as it has been expressly accepted by the CLIENT and has been confirmed in writing by the SUPPLIER's managing director, sent by post or electronically, including by SMS.

The following shall in particular necessarily be the subject of an addendum: travel expenses incurred, journeys, taxi fares, air tickets, hotel expenses and daily allowances for travel abroad.

In the absence of a contractual document, the CLIENT agrees that correspondence exchanged by post or electronically, including by SMS, may be used to establish and duly prove the existence of the CLIENT's acceptance of an offer and/or placing of an order.

ARTICLE ART0000007 - Delivery

Unless expressly agreed otherwise in writing, deliveries are made at the CLIENT's own risk.

ARTICLE ART0000008 - Prices

All prices and rates are expressed in euros and are exclusive of VAT and taxes, and are firm and not subject to revision, except in the event of a price increase due to an increase in VAT, the wage index or any other tax that is or may become applicable. In that case, the price increase shall be borne by the CLIENT.

The applicable prices and rates are those specified in the estimate, order form, offer or other document accepted by the CLIENT within 30 days of its issue or, failing that, those in force at the time the contract is concluded, which the CLIENT acknowledges having read and accepted.

Unless expressly agreed otherwise in writing, all payments must be made for the full value of the project. Where a down payment is authorised, it is systematically set at the total value of the materials required, plus 50.00% of the value of the SUPPLIER's services.

ARTICLE ART0000009 - Invoicing and payment

Unless expressly agreed otherwise in writing, any contractual service of the SUPPLIER of one year or more is aligned with the ACRC on the basis of the financial year ( 1 January to 31 December ), invoiced immediately on a monthly or annual basis, and renewed in September each year, the cancellation period being 30 days by registered letter.

Unless expressly agreed otherwise in writing;

- any invoice issued by the SUPPLIER that is not disputed by registered letter sent within 30 days of the date on which the invoice was sent is deemed to have been definitively accepted.

- all invoices are payable in cash, by bank transfer to the SUPPLIER's account shown in the letterhead of the official invoices.

- any payment on account of the invoice amount, even partial, made without reservation, constitutes acceptance of the invoice.

- any payment received from the CLIENT is allocated chronologically

- any failure to pay an invoice by its due date shall automatically and without prior formal notice give rise to interest at 2.00% per annum on the total amount of the invoice, from the invoice due date, without formal notice. At the same time, failure to pay an invoice by its due date shall result in the application of a penalty clause equal to 10.00% of the total amount of the invoice, with a minimum of €50.00. In addition, in the event of failure to pay an invoice by its due date, reminder fees shall be payable by the CLIENT, before formal notice, at the rate of €50.00 per reminder, in accordance with the periodic reminders, every Monday.

In the event of late payment, any delivery and/or service incumbent on the SUPPLIER is suspended without prior formal notice. All invoices, even those not yet due, may be claimed immediately. Until full payment of the balance of invoices to date, warranties are suspended, and no economic losses may be attributed to the SUPPLIER's liability. Once the payment balance has been settled, the warranties take effect again after a waiting period of 30 days.

In the event of prolonged non-payment, that is to say if the invoice remains unpaid more than 30 days after the due date notwithstanding the three levels of reminders mentioned, the services may be disconnected. Where applicable, the costs of disconnecting the services, assessed at a flat rate of €150.00 per service stopped, shall be payable by the CLIENT. A statement of account will then be issued, detailing the payments and interest to be settled within 30 days.

Subject to payment by the CLIENT of the balance owed to the SUPPLIER, the services may be reactivated, provided that the CLIENT bears the reactivation costs, assessed at a flat rate of €150.00.

In the event that the CLIENT does not follow up its order, such that it is impossible for the SUPPLIER to perform the services determined by the contract, the CLIENT remains liable for the recurring costs for the term of the contract, such as licences, rentals or any commitment of expenditure for the purposes of the order, plus the working time already spent, at the time-and-materials rate, insofar as the preferential contractual rate is cancelled.

The contract provides for the provision of a security deposit corresponding to 0, 1, 2 or 3 months of services, which may be drawn upon by the SUPPLIER, as a last resort, in the event of termination, in order to cover any costs relating to the transfer of the contract or in the event of prolonged default by the CLIENT.

In the event of a request for the return of goods or a reduction in quantity, the refund is a maximum of 50.00% of the value of the equipment purchased, as compensation for the administrative, insurance and stock management costs incurred, and does not cover the costs of postage, travel, transport, reconfiguration and deregistration from third-party services.

The SUPPLIER's invoicing system is 100.00% automated. The SUPPLIER's agents are unable to interact with the reminder and formal notice cycles. In order to avoid any payment reminder, formal notice and/or dispute between professionals, the CLIENT is strongly encouraged to follow up its payments to the SUPPLIER rigorously or to opt for a direct debit system.

In the interests of contractual balance, the SUPPLIER shall owe a flat-rate discount of 5.00% of the contract value if a deployment completion date is specified and is exceeded by more than 30 days.

In any event, the SUPPLIER cannot be held liable for failure to meet a deadline or for non-performance of any of its obligations due to a fortuitous event or force majeure such as, in particular, any act of a civil or military authority, a de facto or lawful strike, fire, flood, water damage, storm and lightning, accident, riot, terrorist attack, non-delivery of the documents required for the creation or commissioning of the product, any act attributable to the CLIENT or to an employee of the CLIENT, a third party, or any other circumstance having an external cause and preventing it, directly or through a third party, from fulfilling the said obligations.

ARTICLE ART0000010 - Time limits

Outside a maintenance contract, the SUPPLIER's response times are indicative and have no contractual value. In the case of maintenance, response times are only met if the CLIENT has paid its invoices in full. In the case of contractual maintenance, the CONTRACT details the levels of urgency and response.

Every maintenance CONTRACT imperatively requires the installation of a remote connection point and of adequate and sufficient protection. Failing this, no guarantee is given that the response time will be met.

The time limits set for the CLIENT are mandatory. In the event of failure to comply with the time limits set for the CLIENT ( transmission of information, access authorisation, etc. ) , the SUPPLIER reserves the right to extend the response time indefinitely, so as not to disrupt the smooth running of other scheduled projects.

ARTICLE ART0000011 - Statutory warranty

Statutory warranties for equipment are subject to European legislation, namely 1 year for professionals. Statutory warranties for equipment are subject to European legislation, namely 2 years for consumers. No software warranty is offered outside maintenance. No performance guarantee is offered outside a contract.

The CLIENT may only invoke the warranty against latent defects insofar as the relevant legal conditions are met. In this respect, it is agreed that the short period referred to in Article 1648 of the Civil Code expires 6 months after the date of delivery, and that any recourse to the warranty is time-barred in the event of processing, alteration or repair by the CLIENT or by third parties, or in the event of resale of the goods by the CLIENT. A CLIENT invoking the warranty against latent defects may not, on that account, suspend its payments.

ARTICLE ART0000012 - Extra-statutory warranty

The SUPPLIER offers customised extended warranties on a contractual basis.

Any intervention by a third party, without the consent or supervision of the SUPPLIER, in a solution deployed by the SUPPLIER, for whatever reason, renders void the warranty offered by the SUPPLIER on all services to the CLIENT.

ARTICLE ART0000013 - Liability

The SUPPLIER's liability cannot be invoked in the absence of a complaint by the CLIENT, sent by registered letter within 30 days of the performance of the services by the SUPPLIER.

Where applicable, the SUPPLIER's liability is limited to the refund of the part that does not conform to the services determined by the contract, to the exclusion of any further compensation.

The CLIENT is liable for the acts of any person acting in its name and/or on its behalf, whatever that person's status. The CLIENT is solely responsible for its agents, employees and other representatives. This means in particular that time-and-materials services may be validated by any member of staff who was present during the intervention.

ARTICLE ART0000014 - Retention of title

The CLIENT irrevocably accepts and acknowledges that, in the case of a purchase, the equipment delivered remains the property of the SUPPLIER until full payment of the price, principal and incidentals, and, in the case of a rental, throughout the rental period. During this period, the equipment may under no circumstances be assigned to a third party by the CLIENT, nor be pledged, used as security, sublet or otherwise by the CLIENT; where applicable, the latter is obliged to oppose any attachment and to inform the SUPPLIER thereof. Furthermore, during this period, the warranties are granted to the CLIENT but are managed by the SUPPLIER, acting as intermediary for the CLIENT.

ARTICLE ART0000015 - Exclusivity and term

In the case of the deployment and supervision of a solution, the CLIENT grants the SUPPLIER exclusivity over the solution and its management for the term of the CONTRACT.

The SUPPLIER offers 3-year, 5-year and 10-year contracts, fixed-term assignments, one-off interventions ( annual, monthly, etc. ), with or without warranty, consultancy, deployment, supervision and outsourcing. Any service whose deployment is provided free of charge is automatically concluded for a term of 5 years.

ARTICLE ART0000016 - Intellectual property

The parties agree that the logos, trade marks, photographs and designs appearing on their own documents are their exclusive property. Any reproduction or use, even partial, requires prior written consent.

However, the CLIENT authorises the SUPPLIER to display, on any tangible or digital medium, its own trade mark and logo and the CLIENT's trade mark and logo, for advertising purposes or marketing presence.

Any act of intellectual creation by the SUPPLIER confers on the CLIENT a mere right of use. The CLIENT may not duplicate, assign or transfer the SUPPLIER's productions without consent and without financial consideration. In the event of failure to comply with these conditions, the SUPPLIER may at any time withdraw its creation, claim the amounts not paid and suspend all solutions displaying the productions until the total amount claimed has been settled. Any CLIENT wishing to obtain ownership of and freedom to exploit any creation must, in the absence of a valuation negotiated between the CLIENT and the SUPPLIER, pay an intellectual property purchase fee valued at 25 times the initial amount of the project, with a minimum value of €240.00 per creation.

ARTICLE ART0000017 - Access to data and information: reciprocal obligations

If the CLIENT is unable to provide the SUPPLIER with the information necessary for the proper performance of its services, and the SUPPLIER has to intervene to collect, check and compile this information, the additional service time and all related costs, including subcontracting, are also invoiced at the time-and-materials rate.

The CLIENT holds all rights and authorisations over the equipment, in the broad sense, for which it requests the SUPPLIER's intervention, provided that the invoices have been paid in full.

It holds all access and identification codes and licences, unless the SUPPLIER handles deployment and supervision. In that event, the SUPPLIER takes charge of data management and its transfer in the event of termination of the CONTRACT, provided that all invoices have been paid.

Furthermore, if an existing solution included in the follow-up has to be deployed, the SUPPLIER may at any time value and resell the existing solution in favour of its own solution, provided that the CLIENT approves the sale.

If the equipment is retained, any intervention relating to these external solutions will be invoiced at the time-and-materials rate.

The SUPPLIER only provides maintenance, upkeep and an SLA for solutions deployed by the SUPPLIER. No maintenance, upkeep or SLA applies to an existing solution, unless contractually stated and covered by a specific addendum approved by a director of the SUPPLIER.

ARTICLE ART0000018 - Personal data

the SUPPLIER is committed to protecting the personal data of its CLIENTS and undertakes to process such data in accordance with Regulation ( EU ) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data.

In order to inform its CLIENTS of the way in which it processes their data, the SUPPLIER has drawn up a privacy policy, which forms an integral part of the Contract.

the SUPPLIER furthermore secures access to the system containing the data, so that it has full control over access and ensures its secure delegation to any necessary contractual party.

ARTICLE ART0000019 - Recommendations and security

In the case of the deployment and supervision of a solution, the SUPPLIER holds the master access credentials for its solutions.

These may under no circumstances be used by the CLIENT, except with the SUPPLIER's prior written approval and acceptance of the disclaimer clause in respect of any incident occurring after the date of acceptance of the disclaimer clause, even if the incident could in any way be linked to the management prior to the signature of the clause, failing which the warranties offered may be rendered void.

the SUPPLIER is only obliged to provide user and administrator access to general and user settings, without any power to influence the programming of a system.

the SUPPLIER also recommends complying with good IT security practices.

All of the SUPPLIER's solutions have 4 levels of security, namely;

- the SUPPLIER's Administration & Servers,

- passwords ( standardised at a minimum of 10 characters including upper-case letters, lower-case letters, numbers and special characters ) ,

- geosynchronous authentication and / or TimeSync and / or Two-Factor Authentication,

- user awareness of online threats.

The SUPPLIER will only request access to a user account or console at the user's request, via cloud access or via Teamviewer, with supervised or unsupervised access, on a machine belonging to the CLIENT and installed by the SUPPLIER, connected to a whitelist.

Each CLIENT is furthermore systematically invited to update its secure access credentials and check its login information once a month

ARTICLE ART0000020 - Data reporting

The SUPPLIER will provide standard financial and data reports on a monthly basis in PDF format; no other report will be provided, including raw data and metadata.

Any request by the CLIENT for an additional customised report must be sent by email and will be invoiced, taking into account the time needed to compile the report, at the time-and-materials rate, with a minimum flat fee of 4 hours.

ARTICLE ART0000021 - Confidentiality

The parties undertake, without limitation in time, to:

- use the confidential information only for the proper performance of the agreement to which this is an addendum and the obligations arising therefrom, and for the purposes defined therein;

- maintain the confidentiality of the confidential information and afford it at least the same degree of protection as they afford their own confidential information;

- not disclose the confidential information to unauthorised third parties, who are themselves bound by this confidentiality agreement, without the prior written consent of the other party

- comply with this confidentiality agreement for the benefit of a third party where the information communicated between the parties includes information concerning that third party.

In the event of failure to comply with one or more of the obligations arising from this confidentiality agreement, a lump-sum indemnity of €10,500.00 shall be payable, per breach of this agreement, by way of penalty, without prejudice to the right of the injured party to claim compensation for its actual loss.

A party that demonstrates that the breach of this confidentiality agreement of which it is accused is due to force majeure or to fraudulent manoeuvres by a third party shall not be liable to pay the above-mentioned indemnity.

ARTICLE ART0000022 - Termination of the contract

A contract may only be cancelled by registered letter. This registered letter must reach the SUPPLIER no later than 30 days before the end of the CONTRACT.

ARTICLE ART0000023 - Mediation & Applicable law

In the event of a dispute concerning the interpretation or performance of this contract, the parties agree to attempt to find a solution through mediation. Failing this, they declare that the courts of Verviers shall have exclusive jurisdiction and that Belgian law alone shall apply.

ARTICLE ART0000024 - Standard rates

The hourly rate, in the absence of any specification or specific pricing per service, is the time-and-materials hourly rate;

€0002.50: SMHR hourly rate per minute, time and materials, arrival at and departure from the client's site

€0002.50: SMHR hourly rate per minute, time and materials, by remote assistance

€0002.10: SMHR hourly rate per minute for Consultancy

€0002.10: SMHR hourly rate per minute for Deployment

€0002.10: SMHR hourly rate per minute for Supervision

ARTICLE ART0000025 - Specific flat fees

€0001.00: Mileage allowance per kilometre, for any journey required ( invoiced at a minimum of €75.00 ). Travel expenses are never included in offers or price quotations.

€0005.00: Remote assistance call-out fee

€0000.75: Black & white photocopies and copies, outside any contractual commitment

€0001.75: Colour photocopies and copies, outside any contractual commitment

€0000.00: National telephone calls, per minute of call

€0001.00: National fax, per page faxed

€0002.00: International fax, per page faxed

€0025.00: Non-mandatory accounting printout requested, per document

€0025.00: Invoice by post, per invoice

€0010.00: Ordinary letter, per letter

€0020.00: Registered letter, per registered letter

€0025.00: Registered letter with acknowledgement of receipt, per registered letter

€0003.00: Document data entry, per entry

€0003.00: Database or e-commerce data entry, per entry

€0025.00: Cash on delivery, per file

ARTICLE ART0000026 - At cost

Exceptional telephone and fax costs

Parking fees

Hotel and accommodation

Other expenses

Court registry fees

Bailiff

Tolls

Tax

ARTICLE ART0000027 - Flat fees and percentage rates

100.00% of the actual value: Rate for the acquisition of goods or services on behalf of third parties

300.00% of the actual value: Minimum rate for the sale of goods or services on behalf of third parties

175.00% of the actual value: Minimum rate for the rental of goods or services on behalf of third parties

125.00% of the actual value: Rate of surcharge on fees and fines made compulsory by the CLIENT's requests or requirements, subject to a written request.