SYSCADE GENERAL TERMS AND CONDITIONS OF SALE
1. Scope of Application
1.1 These general terms and conditions apply to all services offered and/or performed by SYSCADE (Company No. 0798.540.919) as well as to all offers submitted by SYSCADE to any individual or legal entity that requests services and/or an offer, either on their own behalf or on behalf of others (hereinafter referred to as the “client”).
1.2 By becoming aware of these terms and conditions, the client accepts them unreservedly and in their entirety.
1.3 These General Terms and Conditions apply in all cases, regardless of the general terms and conditions of our contracting parties. In case of conflicting provisions, these terms shall take precedence.
1.4 Adherence to these General Terms and Conditions is essential for maintaining a long-term professional relationship between SYSCADE and the client. Any deviation from these conditions may only be made through express written consent from SYSCADE.
2. Services
2.1 SYSCADE specializes in providing tailored solutions for the characterization of nuclear waste. Its services include, among others, X-ray inspection, characterization of radioactive waste drums, and soil contamination measurement.
2.2 The services agreed upon between the client and SYSCADE shall be the only services performed by the company. Any additional service requests from the client will result in a new invoice.
2.3 The client may request the cancellation of services they have requested. In case of cancellation, the client must provide a reason for the cancellation and submit their request via registered letter.
2.4 Any cancellation request will result in the billing of the full agreed service amount if the project has already commenced. Otherwise, the invoiced amount will correspond to half of the agreed service amount.
3. Estimates
3.1 SYSCADE may issue estimates for the client’s service requests or for proposed services following initial contact with the client. The estimate is based on the information provided by the client, who is responsible for its accuracy.
3.2 The estimates issued by SYSCADE exhaustively and exclusively outline the services the company agrees to perform.
3.3 The estimate will be considered accepted upon the client’s request to start the project after the estimate has been sent.
3.4 Estimates are communicated to clients electronically, to the email address provided by the client, or, if not possible, in person or by post.
3.5 The client may request the cancellation of services validated by the acceptance of the estimate. In the case of cancellation, the client must provide a reason and send the cancellation request by registered letter, attaching a copy of the estimate issued by SYSCADE.
3.6 Any cancellation request, after acceptance of the estimate, will result in the billing of half the amount stated in the estimate, provided the project has not yet started. If the project has already started, the entire amount in the estimate will be billed.
3.7 The price mentioned in the estimate provided to the client is an estimate of the cost for the requested services, subject to actual time worked by SYSCADE. SYSCADE reserves the right to adjust the amount stated in the estimate, even after its acceptance. If the price increase exceeds one-tenth of the original amount, SYSCADE will promptly communicate the reasons for the increase.
3.8 The amount stated in the estimate is in Euros and excludes VAT, as is the case for all invoices issued by SYSCADE.
3.9 The validity period of the estimate is one month, unless extended by written agreement from SYSCADE.
3.10 Delivery timelines provided are given in good faith and for informational purposes. Failure to meet the delivery or completion deadline cannot, under any circumstances, result in order cancellation, a claim for damages, compensation for delay, or any financial compensation.
4. Subcontracting of Certain Services
4.1 SYSCADE reserves the right to subcontract part of the services validated in the estimate by the client to other service providers in order to manage the service requests effectively and ensure quality service for its clients. Generally, outsourcing does not lead to additional costs for the client.
4.2 SYSCADE will not be liable for any faults, errors, or negligence committed by external service providers, who will be solely responsible for any liability.
5. Invoices
5.1 SYSCADE issues invoices following services performed in agreement with the client or after issuing an estimate in accordance with Article 3 of these conditions.
5.2 Invoices issued by SYSCADE include an exhaustive list of the services performed by the company.
5.3 Invoices are communicated to clients electronically, to the email address provided by the client, or, if not possible, in person or by post.
6. Pricing
6.1 The price of SYSCADE’s services is always quoted excluding VAT.
6.2 Any prices published by SYSCADE on its website or any other communication materials are provided as indicative only. The actual price for the services will be determined after a preliminary review of the client’s case.
7. Payment
7.1 Payment for services is made by bank transfer to SYSCADE’s account, as indicated on the invoice. Payment is due in full in accordance with the provisions of Article 7.2.
7.2 Payment must be made within 30 days following receipt of the invoice by the client. Any delay in payment will result in the automatic application of default interest, calculated from the due date, at the legally established annual interest rate. Additionally, a penalty of 10% of the invoice amount, with a minimum of EUR 80.00 and a maximum of EUR 12,500.00, will be due by the client, without prejudice to the right to claim compensation for any damages and expenses incurred.
7.3 In the event of non-payment within 30 days, SYSCADE will send a reminder via email or letter to the client. If payment is not received within 7 days of the first reminder, SYSCADE will send a registered letter. If the client does not pay within 7 days after the registered letter, SYSCADE reserves the right to involve a bailiff. The cost of the registered letter, bailiff fees, and any other debt recovery costs will be borne entirely by the client. In case of judicial debt collection, the client will be liable for all associated costs (legal fees, internal management costs, etc.).
8. Disputing an Invoice
8.1 Disputes regarding any invoice issued by SYSCADE must be submitted by the client within 7 days of issuance via registered letter. If no dispute is raised within this period, the invoice will be deemed accepted by the client and must be paid in the time frame outlined in Article 7.2.
8.2 In case of an invoice dispute, and if no duly justified agreement from the DSI regarding the dispute’s reason is provided, the invoice must still be paid within the period specified in Article 7.2.
9. Intellectual Property
9.1 All intellectual property rights related to the products, services, and solutions developed by SYSCADE remain the exclusive property of SYSCADE, unless a specific transfer or licensing agreement has been made between the parties. The client agrees not to reproduce, modify, or use any inventions, software, or other copyrighted works provided by SYSCADE without authorization.
9.2 Any partial or complete reproduction of services or devices, regardless of the medium or intended purpose, is prohibited without the explicit consent of SYSCADE.
10. Limitation of Liability
10.1 The provisions of this article apply without prejudice to any mandatory legal provisions that may prevail.
10.2 SYSCADE undertakes to make every effort to perform the services entrusted to it to the best of its ability. SYSCADE is only bound by an obligation of means and, under no circumstances, an obligation of result.
10.3 In all cases, SYSCADE’s contractual or extra-contractual liability for errors, omissions, or faults (even gross) that cause damage to the client or prospect is limited to the amount of the contract.
10.4 The following are expressly and not exclusively excluded: loss of profits, revenue, expected savings, time, missed opportunities, data loss, immaterial and indirect damages, or any amount the client may owe to a third party, even if SYSCADE’s liability were to be engaged due to error, omission, negligence, or fault, even gross.
11. Force Majeure
11.1 SYSCADE’s responsibility cannot be engaged if it is unable to meet the obligations under this contract due to force majeure.
Force majeure is defined as an unforeseeable, unavoidable event beyond SYSCADE’s control. This event, which SYSCADE has no reasonable control over, was neither intended nor caused, even indirectly, by SYSCADE.
11.2 Examples of force majeure (non-exhaustive list) include: storms, earthquakes, tornadoes, gas explosions in the vicinity, destruction following a burglary, heavy snow or rain, terrorism, armed conflict, strikes, lockouts.
11.3 SYSCADE undertakes to notify its clients by email or letter in the event of force majeure that would prevent it from completing all or part of the services ordered. In this case, both parties will discuss and mutually agree on the conditions for executing the services.
12. Governing Law and Jurisdiction
12.1 Contracts concluded with SYSCADE and these General Terms and Conditions are governed by Belgian law. Any dispute arising from this contract that cannot be resolved amicably will be exclusively submitted to the courts and tribunals of the Hainaut district.
12.2 Any recourse to the courts and tribunals of the judicial district of Hainaut must be preceded by an attempt at amicable resolution through mediation and/or negotiation.
