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Terms and Conditions

1. Application

These terms and conditions apply to all agreements between Basebyte (hereinafter referred to as Basebyte) and client (s), for the execution of work - such as quotations, consultancy assignments, programming work, etc. - in the broadest sense of the word, unless the relevant agreement explicitly deviates from these conditions. The applicability of the client's conditions is hereby expressly excluded.

2. Offer and conclusion of agreements

Every offer made by Basebyte is without obligation and has a validity of 30 days after the date of the accompanying letter with which the offer is offered to the client. Basebyte is at all times entitled to change, suspend or withdraw an offer made by means of a written notification thereof to the client.

The agreement with Basebyte is established after receipt of the written confirmation by the client on the quotation in question, unless Basebyte revokes or revokes the quotation within five working days of receiving this confirmation.

3. Performance of work

Basebyte performs its work on the basis of a written offer, confirmed by the client, which together form the agreement. Offers are based on information obtained from the client. Basebyte will perform the work resulting from the agreement to the best of its knowledge and ability, which should be seen as an effort obligation, unless explicitly stated otherwise in the quotation. Basebyte cannot guarantee that the result intended by the client will actually be achieved.

Client provides Basebyte with all information that is necessary for the correct and timely execution of the assignment. If it has been agreed that work will be carried out by or via the client, the latter will ensure that these work is carried out on time and in the agreed manner and is of the desired quality.

A delivery date stated in the quotation must be seen as a target date. If the delivery date has to be postponed due to external circumstances - beyond the control of Basebyte, - Basebyte is not obliged to compensate for any damage as a result of the delay that has occurred. Such a circumstance is, for example, failure to receive information from the client or from third parties in time or in the correct manner.

Basebyte is entitled to terminate the agreement without further notice of default or judicial intervention and to claim reimbursement of costs, damage and interests, if the client fails to fulfill one or more of his obligations towards Basebyte in a timely manner or in a satisfactory manner. bankruptcy is declared, his bankruptcy or suspension of payment has been requested, is going to liquidate his company, offers an agreement, or otherwise ceases his business.

4. Web hosting & amp; Domain registration

The web hosting and domain registration agreements are entered into for a period of 1 year and are charged each year by BASEBYTE. The agreement must be canceled in writing at least 2 months before the end of the current year. If the customer does not meet these conditions, the contract continues and the customer is obliged to also pay the invoice for the coming year. Deviations from this article must be confirmed in writing by BASEBYTE.

BASEBYTE is never liable for damage or costs due to transmission errors, malfunctions or unavailability of the web hosting. Basebyte will determine the cause within 48 hours and provide feedback to the customer.

5. Interim change of assignment

Basebyte is entitled to prematurely terminate assignments granted to it if, as a result of facts or circumstances that have been withdrawn from it, completion of the assignment is impossible or cannot reasonably be expected of it. Such facts and circumstances include the total or - as expected - long-term loss of Basebyte staff members who are important for the performance of the assignment.

A request for interim change by the client, including the request to perform additional work, will only be executed if this is confirmed in writing by Basebyte, whereby it will also be indicated what the consequences thereof will be for the agreed price or cost estimate. .

The occurrence of additional work will be notified to the customer in writing at the earliest possible stage, but in any case prior to the execution thereof. The customer is deemed to agree with the execution of the additional work and the costs thereof, unless the execution is stopped by the customer within five days after written notice from Basebyte. Additional work can never lead to termination of the agreement. Additional work should also be understood to mean: modification of the system analysis after it has been approved by the customer and the consequences of changes to the system analysis.

6. Copyright - Intellectual Property and Confidentiality

All orders are executed by Basebyte with due observance of confidentiality and confidentiality for all information and data about the client obtained from the client. All documents produced by Basebyte in the context of the assignment are copyrighted, unless the parties agree otherwise in writing. The client undertakes to respect the rights and claims of Basebyte in this regard. The client is therefore not permitted, without prior written permission, to make changes of any nature whatsoever to the information, including reports and other documents, provided to him by Basebyte in any way whatsoever, including by electronic mail or by means of a diskette. Basebyte cannot be obliged to provide reports or other documents digitally.

At Basebyte all intellectual property rights are vested in its (trade) name, (image) brand (s) and all other information, advice, models etc. that it makes available in any way whatsoever with regard to the execution of the assignment. has stated. The exercise of these rights, including the right to disclosure and reproduction, is explicitly and exclusively reserved for Basebyte both during and after the execution of the assignment, with the exception of the client's right to copy the written documents for internal use, a and others to the extent appropriate to the purpose of the contract.

Models, methodologies and the like, including software, used by Basebyte in the execution of the assignment, remain, without prejudice to the above, the property of Basebyte. This may only be used by the client, including publication and reproduction, after prior written permission from Basebyte.

7. Advisory costs

The price or rates specified in the quotation are valid for 30 days after the quotation has been issued, unless a different period is specified in the quotation. If no written order confirmation has been received within that period, Basebyte can no longer be held to carry out the order at the stated price or rates. For assignments with a duration of more than one year, the price or the rates and costs can be increased in the interim on the basis of the CBS price index figures. Unless stated otherwise, all prices and rates quoted are exclusive of sales tax.

Payment terms are laid down in the quotation and invoicing takes place according to this term arrangement.

8. Payment terms

Payment of invoices and invoices must be made within 14 days after the invoice date, without deduction of any discount and without the right to set off the debt.

If the client does not pay within the agreed period (s), he will be deemed to be in default by operation of law, without any notice and / or notice of default from Basebyte being required.

As long as the full purchase price has not been paid, Basebyte reserves the right to block delivered software / equipment so that it cannot be used.

The client owes the statutory interest with effect from the due date of the stated payment term (s). All collection costs - both extrajudicial and judicial - are for the account of the client. In the aforementioned case, Basebyte, while reserving all its other claims and rights, also has the right to suspend the execution of the assignment or to dissolve the agreement with the client by means of a written notification.

9. Liability

Basebyte does not accept liability for damage resulting from incorrect execution of the order, unless there is gross negligence or negligence on the part of Basebyte. Basebyte's obligation to compensate for any damage is limited to a maximum of the amount of the contracted or charged fee.

Liability for business, consequential or indirect damage is always excluded. Basebyte is not liable for damage of any nature whatsoever which third parties suffer as a result of or in connection with the execution of the assignment. The client indemnifies Basebyte against such claims from third parties when granting the assignment to Basebyte.

10. Applicable law

Only Dutch law applies to all agreements and appendices.

11. Disputes

Disputes concerning the interpretation of the provisions of these terms and conditions and the agreements based thereon will in principle be resolved by mutual consultation between the parties. If this is not possible, the parties will try to find a solution by means of mediation in accordance with the NMI Mediation Regulations of the NMI foundation in Rotterdam. Ultimately, the dispute will be submitted to the competent court in the district of Roermond.

Weert, 1 March 2008