1. Scope
Casper Development SRL (hereinafter referred to as the Service Provider), provides development and IT consulting services.
These Terms and Conditions of Sale (TCS) apply to all services provided by the Service Provider.
2. Contract Supremacy
In the event of a specific contract signed between the parties, such contract shall prevail and fully replace these TCS. In such case, only the provisions of the contract shall apply, even if it does not cover all aspects initially included in these TCS.
3. Order
An order is deemed firm and final once confirmed in writing by any means (signed quotation, purchase order, email, written message, etc.).
4. Service Provider’s Obligation
The Service Provider undertakes an obligation of means in the performance of the agreed services, in accordance with industry standards and the description agreed with the Client.
5. Deadlines and Duration
Any delivery times communicated are indicative only. Any delay shall not give rise to penalties, price reductions, or termination of the contract, unless previously agreed in writing by both parties.
6. Quotation Overruns
- At the Client’s request, in the event of additional features or modifications to the initial scope.
- In the event of an unforeseen constraint significantly increasing (> 25%) the estimated effort for part of the project, in which case the Service Provider shall inform the Client, who may either accept the adjustment or review the project scope.
7. Limitation of Liability
The Service Provider’s liability is limited to a maximum of €250,000 for all direct damages arising from the execution of the contract. Under no circumstances shall the Service Provider be held liable for indirect damages (loss of profits, data loss, business interruption, etc.).
The Client acknowledges that this limitation is reasonable given the nature of the services and the amounts invoiced.
8. Intellectual Property
- Content provided by the Client (texts, logos, etc.) remains their exclusive property.
- The original code produced by the Service Provider remains its intellectual property.
- The Client benefits from an exclusive license to use it within the framework of the project.
- The Client may modify it, including through other providers.
- The Client may not resell or duplicate it without the prior written consent of the Service Provider.
- Any reuse of the code outside the initial project requires prior written authorization.
9. Payment
- Prices are exclusive of VAT.
- Payment is due within 30 days of invoice issuance.
- A deposit of up to 30% may be required before the start of the project.
- In case of late payment:
- late payment interest shall apply at the European Central Bank’s semi-annual reference rate,
- a flat-rate indemnity of €40 may be claimed for recovery costs.
10. Confidentiality
The Service Provider undertakes to keep confidential any information it may access in the context of the contract, except if it was already public or legitimately obtained from third parties.
11. References
The Client authorizes the Service Provider to mention the project carried out as a commercial reference, unless expressly opposed in writing.
12. Governing Law and Jurisdiction
These TCS are governed by Belgian law. In the event of any dispute relating to the execution or interpretation of this contract, the Court of Enterprises of Liège – Namur division shall have exclusive jurisdiction.