Terms & Conditions

I – ORDERS AND ORDER CONFIRMATIONS

Any order implies full acceptance of the general terms and conditions of sale and, where applicable, the specific conditions stated at the time of the order, to the exclusion of the client’s general or specific conditions. No derogation from these terms of sale will be accepted without written confirmation from a person legally authorized to represent the company.

Our offers are valid, unless otherwise stipulated, for one month from the date of submission. Any order, agreement, or commitment only binds us insofar as we have confirmed it in writing.

Any claim regarding any actual or alleged inaccuracy in our order confirmation must, under penalty of forfeiture, reach us within eight days of the confirmation.

II – PRICES

Unless otherwise stipulated, all our prices are exclusive of VAT, “ex works” EWX IDtech Isnes – Belgium Incoterm ICC 2010. Risks, transport costs, customs duties, taxes, other charges, and all incidental expenses are borne by the buyer.

III – DELIVERY TIMES

The delivery times indicated in offers or order confirmations are given for information purposes only. We reserve the right to make partial deliveries as and when possible.

Delays can in no case justify cancellation of the order or any compensation whatsoever.

IV – RETENTION OF TITLE

Delivered hardware goods remain the property of IDtech SA until full payment has been made.

During this period, the buyer is prohibited from disposing of or relocating them without prior written consent from IDtech SA, which retains the right to repossess them at the buyer’s expense, wherever they may be, eight days after sending a formal notice by registered letter. If recovery from a bona fide purchaser is not possible, IDtech SA will become the holder of the buyer’s claim against its own client.

The client undertakes to provide IDtech SA with the name and address of the owner of the building where the equipment is installed and to inform IDtech SA of any change of ownership or relocation, and in the latter case, to communicate the name and address of the new building’s owner.

Dismantling and transport costs are borne by the buyer in the event of repossession.

Retention of title does not prevent the transfer of risk to the buyer, which occurs at the time of shipment of the goods in accordance with point II.

V – CLIENT OBLIGATIONS

The client undertakes to respect IDtech SA’s intellectual property and copyright on hardware as well as software and not to copy, modify, develop, or use them as inspiration to create its own software or products. In case of non-compliance, the client shall automatically owe IDtech SA an irreducible indemnity equal to one time the license or product price per copy made or per infringement committed, without prejudice to IDtech SA’s right to claim compensation for actual damages exceeding the aforementioned indemnity. The client must perform a daily backup.

VI – WARRANTIES AND LIABILITY

For 12 months following delivery, IDtech guarantees that the hardware and software will operate in accordance with the specifications described in the related documentation.

In case of malfunction, IDtech SA will attempt to resolve it via the Hotline service or, if unsuccessful, by sending a technician to the client.

Defective parts will be repaired or replaced unless their normal lifespan is shorter than the warranty period. This warranty does not apply to electrical cords, ribbons, and other accessories.

Any warranty claim must, under penalty of forfeiture, be notified to IDtech SA within two working days of discovering the fact justifying the claim. The client must simultaneously provide IDtech SA with all necessary documents and information and respond to any request for additional details.

Work and interventions by IDtech SA outside the warranty or outside business hours (Monday to Friday, 9 AM to 5 PM) will be invoiced at the prevailing rate for the type of service performed, including any travel expenses.

IDtech SA assumes only an obligation of means.

IDtech SA shall in no case be liable for damage that is not the direct, immediate, and foreseeable consequence of a breach of its obligations, even if IDtech SA was previously informed of the possibility of such damages, losses, or claims. Compensation for any financial or commercial loss is expressly excluded.

IDtech SA’s liability will be limited to correcting errors and repairing or replacing parts.

No claim or action of any kind may be brought against IDtech SA for any reason more than six months after the client became aware or should reasonably have become aware of the facts constituting the direct or indirect cause of the claim.

Under no circumstances may a claim or dispute suspend payment obligations.

The client will lose the right to invoke the warranty or hold IDtech SA liable if the alleged malfunction results from fault or negligence attributable to the client or its agents, or from causes beyond IDtech SA’s control, including force majeure.

VII – PAYMENT TERMS

Unless otherwise agreed in writing, payment is due in full upon receipt and without discount.

Any invoice unpaid at its due date will automatically and without prior notice incur a 15% penalty clause, as well as contractual late interest of 12% per year.

Furthermore, failure to pay an invoice or any other amount due will render all other outstanding debts immediately payable.

VIII – APPLICABLE LAW AND JURISDICTION

This agreement is governed by Belgian law.

Any dispute arising from this agreement shall be exclusively submitted to the jurisdiction of the courts of Namur.