General terms and conditions

Applicability
These general terms and conditions (hereinafter referred to as the “General Terms and Conditions”) apply to all price quotations provided by Cats&Dogs to the customer (hereinafter referred to as the “Customer”) and to all agreements between Cats&Dogs and the Customer. These General Terms and Conditions prevail over any terms originating from the Customer or any third party, even if Cats&Dogs has not explicitly objected to them. Any terms other than these General Terms and Conditions, as well as any deviations therefrom, including those initiated by representatives of Cats&Dogs, must be confirmed in writing by Cats&Dogs to be enforceable against it. A specific written agreement containing exceptions or special clauses may only supplement these General Terms and Conditions, never replace them. Every workpiece, idea, proposal, preliminary design, photograph, or model created by Cats&Dogs is subject to copyright law. Should the buyer, contractor, or legal entity wish to acquire publication rights to such workpieces, ideas, proposals, preliminary designs, photographs, or models, the sale of these rights must be explicitly added to the sales contract in a special clause, signed in writing by all parties involved.
Quotations
Quotations issued by Cats&Dogs are provided for informational purposes only. Any order placed by the Customer binds the Customer, but Cats&Dogs shall only be bound after issuing written confirmation of the order. In the case of composite price quotations, there is no obligation to deliver a part of the order at a price proportionate to the total price quoted for the entire order. A customer placing an order with Cats&Dogs is presumed to have the authority to do so and bears responsibility, along with their principals, to the exclusion of the supplier, for third-party liabilities.
Delivery
The agreed delivery timelines and dates are always indicative and do not bind Cats&Dogs. Deliveries are made ex-works (Cats&Dogs’ operational headquarters). The risks and costs of transportation from the factory (Cats&Dogs’ operational headquarters) are borne by the Customer. Goods delivered by Cats&Dogs must be collected by the Customer within 14 days of their availability at the delivery location. However, if it is agreed that Cats&Dogs will deliver the goods to the Customer’s premises, the Customer must accept the goods upon their arrival. If the Customer fails to collect or accept the goods within the agreed timeframe, Cats&Dogs may, at its discretion and without prior notice, either deem the delivery completed, invoice the goods, and charge additional storage costs to the Customer or consider the agreement terminated while reserving the right to claim damages fixed at 70% for software and 50% for hardware. Delivery of software is defined as the provision of an executable version of the programs on a magnetic medium readable by the Customer’s computer hardware. Complaints regarding visible and hidden defects must be reported to Cats&Dogs at its headquarters in Hasselt by registered letter within eight days of delivery. Cats&Dogs shall not be liable for visible or hidden defects if this period has lapsed without receipt of the aforementioned registered letter. For sales, claims for hidden defects must, in any case, be made within fourteen days of delivery. Valid and timely complaints by the Customer regarding goods or services will result in repair or replacement of the delivered goods and services, or defective components thereof, by Cats&Dogs, without Cats&Dogs being liable for further damages.

3.1 Cloud Services
3.1.1. All (cloud) products and/or services delivered by Cats&Dogs to the Customer under this agreement.
3.1.2. For cloud services, administrative access may be granted to the Customer, allowing them to autonomously activate or deactivate various cloud services. Prices for these services can be requested from Cats&Dogs at the time of activation. No additional quotations requiring approval are issued for Customers with autonomous access to cloud products/services. The responsibility for activating or deactivating cloud services lies entirely with the Customer with administrative access. At the end of each month, the Customer receives an invoice reflecting the actual usage of specific cloud services.
3.1.3. If the Customer becomes subject to any form of insolvency proceedings, administration, receivership, liquidation, creditor arrangement, or dissolution (“Insolvency Event”), Cats&Dogs may terminate or temporarily suspend the delivery of Cloud Services.
3.1.4. If a Customer fails to pay invoices arising from an agreement for cloud services on time, Cats&Dogs may terminate or temporarily suspend the delivery of Cloud Services. Cats&Dogs shall not be liable for losses, additional costs, damages, or inconveniences to the Customer or any End User resulting from the suspension or termination of Cloud Services pursuant to this Article 3.1.

Ownership Rights
Cats&Dogs, or the third party from whom Cats&Dogs has obtained licensing rights, shall at all times retain ownership of all intellectual and other proprietary rights to all application software, packaged software, or custom software. Pursuant to the statutory provisions regarding artistic and industrial property and unfair competition, all workpieces, ideas, proposals, preliminary designs, photographs, or models created by Cats&Dogs, regardless of the techniques used, remain its property, including all publication rights. Without a written agreement with the rights holder, it is prohibited to copy, disassociate, publish, resell, or modify the works. Workpieces temporarily removed from Cats&Dogs’ premises remain its property.
Liability
Cats&Dogs’ liability for defects and warranty obligations shall cease if instructions for use are not followed, if the goods are mishandled by the Customer, or if the goods are altered by the Customer. To adapt their premises to the goods or services to be delivered by Cats&Dogs, the Customer must timely request the necessary information from Cats&Dogs or the third-party manufacturer.

Cats&Dogs shall not be liable for damage that is not directly and immediately caused by its fault. If restoration in kind is not possible, Cats&Dogs’ liability to the Customer and third parties shall never exceed one-third of the amount paid by the Customer under the relevant agreement for the goods or services delivered, with an upper limit of €20,000.

Cats&Dogs shall not be liable for indirect damage, loss of income, claims from third parties, loss of customers, or loss of data, nor for any other damage or defects caused by materials or information provided by the Customer. Authorial corrections involving changes, additions, or omissions will be charged.

Employee Solicitation
During the term of any contractual relationship between Cats&Dogs and the Customer, and for a period of two (2) years thereafter, the Customer shall not employ, directly or indirectly, the services of Cats&Dogs personnel, as an independent contractor, partner, employee, or in any other capacity, unless within the framework of such a contractual relationship. As the damages suffered by Cats&Dogs in such a case cannot be precisely determined, the Customer agrees that, in the event of a breach of this prohibition, they shall pay Cats&Dogs a fixed indemnity equal to twice (2x) the gross annual income paid by Cats&Dogs to the respective employee during the twelve (12) months preceding the breach.
VAT
Prices quoted by Cats&Dogs exclude VAT.
Payment
The payment of any invoiced amount, including taxes, must be made to the Cats&Dogs bank account in Hasselt without incurring costs for Cats&Dogs, no later than thirty (30) days from the invoice date. In the event of non-payment by the due date, interest on arrears of 10% per annum will be due on the invoice amount, automatically and without prior notice of default, from the due date until the date of full payment. The invoice amount will also automatically and without prior notice be increased by 10% as liquidated damages, with a minimum of €40, without prejudice to any other rights that Cats&Dogs may assert. In case of non-payment, Cats&Dogs shall also be entitled, automatically and without prior notice, to suspend all further deliveries to the Customer and/or to declare current agreements terminated, without prejudice to Cats&Dogs’ right to claim performance and/or damages from the Customer. Until the Customer has paid the full price, including costs, taxes, interest, and any applicable damages, Cats&Dogs retains ownership of the goods or services delivered.
Force Majeure
In the event of force majeure, such as, but not limited to, complete or partial disruption of transportation systems, illness among Cats&Dogs’ staff, telecommunication issues, business interruptions, or supplier defaults, Cats&Dogs shall have the right either to suspend its obligations for the duration of the force majeure event or, if the force majeure lasts more than six (6) months, to terminate the agreement automatically, without being liable for any damages in either case.

Export
Any commitment by Cats&Dogs to export goods outside Belgium is subject to the condition precedent of obtaining the necessary export license. The Customer is responsible for complying with the applicable regulations regarding the export of IT products.
Jurisdiction and Applicable Law
These General Terms and Conditions, as well as all agreements between Cats&Dogs and the Customer, are governed exclusively by Belgian law. The Courts of Hasselt shall have exclusive jurisdiction to resolve any disputes arising therefrom. Cats&Dogs reserves the right to summon the Customer before any other competent court.