These General Terms and Conditions of Sale and Provision of Services (hereinafter “GTC”) apply to all offers, quotations, orders and assignments entrusted to CAT2LION SRL, a private limited liability company incorporated under Belgian law, registered with the Crossroads Bank for Enterprises under number BE 0655.817.196, incorporated on 1 June 2016 (hereinafter the “Service Provider”).
They govern the contractual relationship between the Service Provider and any client, whether a private legal entity (SME, start-up, company) or a public body (hereinafter the “Client”).
Any order, signed quotation or express agreement by electronic means constitutes unconditional acceptance of these GTC. Any purchase terms and conditions of the Client shall only be binding on the Service Provider upon the Service Provider’s express written acceptance.
The Service Provider operates in particular in the following areas:
Each assignment is defined in a specific quotation or mission letter, which sets out the deliverables, the schedule and the applicable fees.
The contract is formed on the date the signed quotation is returned to the Service Provider, accompanied, where applicable, by the agreed deposit. Any change in scope during an assignment shall be subject to a written amendment signed by both parties.
In the absence of a formal signature, receipt of a purchase order, an acceptance email, or commencement of the assignment at the Client’s request shall constitute full and unconditional acceptance of these GTC and the corresponding quotation.
Fees are set out in the quotation, expressed exclusive of VAT, according to one of the following arrangements:
Unless otherwise stated in the quotation, travel expenses are invoiced at the applicable Belgian tax-approved mileage rate. Any other external expense necessary for the performance of the assignment is invoiced additionally upon presentation of supporting documents, at actual cost.
The Service Provider may update its rates once per year. Rates in force at the time the quotation is signed are guaranteed for the duration of the relevant assignment.
Invoices are issued in accordance with the schedule set out in the quotation. Unless otherwise agreed, a deposit of 30% of the total amount is due upon signature.
Invoices are payable within 14 net days from the date of issue, by bank transfer to account IBAN BE89 0017 8722 3885, held in the name of CAT2LION SRL.
For public procurement contracts, the statutory time limits of the Belgian Act of 2 August 2002 on combating late payment in commercial transactions shall apply, without prejudice to these GTC.
Any dispute relating to an invoice must reach the Service Provider in writing within 15 days of its issue.
In the event of non-payment by the due date, without any prior formal notice being required:
The Client undertakes to:
Any delay attributable to the Client in providing information or validations may result in a postponement of the schedule and, where applicable, a revision of fees, without this being attributable to the Service Provider.
The Service Provider undertakes to carry out the assignments entrusted to it with the care, diligence and professionalism expected of a senior consultant. The Service Provider is subject to a best-efforts obligation and not an obligation of result, unless expressly stated otherwise in the quotation.
The Service Provider enjoys full independence in the organisation of its work. It is bound by a duty of loyalty and a duty to keep the Client informed. It may call upon subcontractors or collaborators for all or part of the assignment, for which it assumes responsibility.
Each party undertakes to treat as strictly confidential all information, data and documents of the other party to which it has access in the context of the assignment. This obligation continues for 3 years after the end of the contract.
The Service Provider undertakes not to use, for its own benefit or that of any third party, any confidential data acquired in the performance of its duties. The same non-disclosure obligation applies to the Client with regard to the Service Provider’s tools and methods.
The Service Provider may mention the Client’s name as a commercial reference, unless the Client objects in writing.
Unless otherwise stipulated in the quotation or mission letter:
Article 11 – Liability
The Service Provider’s liability is limited to the amount of fees actually received in respect of the assignment concerned. The Service Provider shall not be liable for indirect damages, loss of business, loss of profit or consequential immaterial damages.
The Service Provider shall not be liable for consequences arising from inaccurate or incomplete information provided by the Client, nor for service interruptions due to technical problems beyond its control.
Either party may terminate the contract by giving 2 months’ notice served by registered letter with acknowledgement of receipt, unless otherwise provided in the mission letter.
In the event of a material breach, termination may occur without notice after a formal notice has remained without effect for 7 working days. In the event of bankruptcy or cessation of the Service Provider’s activities, the contract shall terminate automatically without compensation.
In the event of termination at the Client’s initiative without fault on the part of the Service Provider, fees corresponding to work already carried out remain fully due, plus a termination indemnity of 20% of the remaining fees.
The Service Provider undertakes to comply with Regulation (EU) 2016/679 (GDPR) and the Belgian Act of 30 July 2018 on the protection of natural persons with regard to the processing of personal data.
Where the Service Provider acts as a data processor within the meaning of the GDPR (in particular in the context of surveys and diagnostics for public operators), a Data Processing Agreement (DPA) may be concluded separately at the Client’s request. Data is, as a general rule, stored within the European Union.
Neither party shall be held liable for a failure to perform its contractual obligations resulting from a force majeure event within the meaning of Article 7.5.1 of the Belgian Civil Code. The affected party shall notify the other party as soon as possible. If the force majeure event persists beyond 30 calendar days, either party may terminate the contract without compensation.
These GTC are governed exclusively by Belgian law. In the event of a dispute, the parties undertake to seek an amicable solution within 30 days of notification of the dispute.
Failing an amicable settlement, the courts of the judicial district of Liège shall have sole jurisdiction, including in the event of multiple defendants or third-party proceedings.
Should any clause of these GTC be declared null or unenforceable, the remaining clauses shall remain in full force and effect (severability clause). Failure by the Service Provider to invoke any clause shall not constitute a waiver thereof. These GTC constitute the entire agreement between the parties on the matters they cover.
