- TERMS AND CONDITIONS FOR THE SALE OF PRODUCTS AND SERVICES -

Definitions and scope of application

The general conditions of sale of products and provision of services, hereinafter referred to as "the general conditions", are applicable to all orders placed with INNOVLM, whose registered office is located at
"The general terms and conditions are applicable to all orders placed with INNOVLM, whose registered office is located at Avenue des Moissons 13, 1360 Perwez, registered with the Crossroads Bank for Enterprises under the number BE0736772903, hereinafter referred to as "the provider" or "the seller".

These general terms and conditions form the contract between the seller/provider and the client. The seller/provider and the customer are hereinafter jointly referred to as "the parties".

The "customer" is any natural or legal person who orders products and/or services from the seller/provider.

The "consumer" is the customer, a natural person, who acts for purposes that do not fall within the scope of his commercial, industrial, craft or liberal activity.

Only the present general conditions are applicable. In any event, they exclude any general or special conditions of the customer that the seller/provider has not expressly accepted in writing.

The general terms and conditions are freely accessible at any time on the website of the seller/contractor: ​ ​

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◦ Guarantee for the services provided
The service provider undertakes to perform the services in a proper manner.

The customer is guaranteed the conformity of the services provided with the services initially requested. In the event of any anomaly detected during this period, the service provider shall ensure that it is corrected free of charge and as soon as possible, provided that the anomalies detected have been duly reported to the service provider.

The guarantee of conformity expressly excludes services requested as a result of unauthorised intervention or modification, a handling error or improper use by the client, or as a result of a fault caused by an intervention by the client or a third party.

The service provider declares that the results of the services that are protected by intellectual property law constitute original creations. In the event that he has called upon external parties to carry out all or part of the services, he declares that he has obtained all the rights and authorisations necessary to carry out these services.

Consequently, the service provider guarantees the client against any action, claim, allegation, demand or opposition from any person invoking an intellectual or industrial property right, or an act of unfair competition, on all or part of the services provided.

Liability

General The customer acknowledges and accepts that all obligations of the seller/contractor are exclusively of a best-efforts nature and that the seller/contractor is only liable for fraud and gross negligence.

In the event that the customer demonstrates the existence of gross negligence or wilful misconduct on the part of the seller/supplier, the loss for which the customer may claim compensation shall only include the material damage resulting directly from the negligence attributed to the seller/supplier, to the exclusion of any other damage, and may not, in any event, exceed 75% (excluding tax) of the amount actually paid by the customer in execution of the order.

The customer also acknowledges that the seller/contractor is not liable for any direct or indirect damage caused by the products delivered or the services provided, such as loss of profit, increased overheads, loss of customers, etc.

The seller/contractor is also not liable in the event of the customer providing incorrect information or in the event of an order being placed in his name by a third party.

Finally, it is the customer's responsibility to find out about any restrictions or customs duties imposed by their country on the products ordered. The seller cannot be held responsible if the customer has to face any restriction or additional tax to pay because of the policy adopted by his country in this matter.

Materials. If the customer imposes on the seller a process or materials of a certain quality, origin or type, despite the seller's written and motivated reservations, the seller shall be released from any liability for defects caused by the choice of said process or materials.


Internet and new technologies

The customer acknowledges the restrictions and risks associated with the use of the internet or any other means by which the website is currently or in the future made available. The customer also acknowledges the risks of storing and transmitting information by digital or electronic means.

The customer accepts that the seller/contractor cannot be held liable for any damage caused by the use of the website (and any applications) of the seller/contractor or the internet as a result of the aforementioned risks.

The customer also accepts that the electronic communications exchanged and the backups made by the seller/contractor may serve as evidence.

Miscellaneous provisions

Force majeure or fortuitous event. The seller/provider cannot be held responsible, either contractually or extra-contractually, in the event of temporary or definitive non-performance of its obligations when this non-performance is the result of force majeure or fortuitous events.

The following events shall be considered as force majeure or fortuitous events 1) the total or partial loss or destruction of the vendor's/supplier's computer system or its database where either of these events cannot reasonably be directly attributed to the vendor/supplier and it is not shown that the vendor/supplier failed to take reasonable steps to prevent either of these events, 2) earthquake, 3) fire, 4) flood, 5) epidemic, 6) act of war or terrorism, 7) strike, whether declared or not, 8) lock-out 9) blockades, 10) insurrections and riots, 11) a breakdown in the supply of energy (such as electricity), 12) a failure of the Internet or data storage system, 13) a failure of the telecommunications network, 14) a loss of connectivity to the Internet or telecommunications network on which the Seller/Contractor depends, 15) an act or decision of a third party where such decision affects the proper performance of this Agreement, or 16) any other cause beyond the reasonable control of the Seller/Contractor.

Unforeseeability. If, due to circumstances beyond the control of the Seller/Contractor, the performance of its obligations cannot be continued or is simply made more onerous or difficult, the Seller/Contractor and the Customer undertake to negotiate in good faith and in good faith an adjustment of the contractual terms and conditions within a reasonable period of time with a view to restoring their balance. If no agreement is reached within a reasonable period of time, either party may invoke the termination of the contractual relationship between them without compensation or indemnity of any kind.

​ ​ by mutual agreement or shall instruct a third party to make the appointment.

Once the mediator has been appointed, the parties shall define between themselves, with the help of the mediator, the modalities for the organisation of the mediation and the duration of the process.

Either party may terminate the mediation at any time without prejudice.

If the mediation fails, only the courts of the judicial district of Brussels shall have jurisdiction.