The terms and conditions of sale apply to all orders and/or services that are placed with Ginsystem (PP), established at 90 rue Aimable Dutrieux 7500 tournai, the following is known as Ginsystem (TVA BE05 0576 5918).
These terms and conditions of sale are the only applicable, excluding the general or specific terms of the Client that Ginsystem would not have expressly accepted in writing.
Ginsystem may change these terms and conditions of sale at any time, subject to the appearance of these changes on the website https://ginsystem.be. The online conditions at the time of the order remain applicable for this order. The Customer is supposed to have become aware of this, to have accepted all the clauses and to forego the avail of his terms of purchase.
Ginsystem provides services in accordance with the terms and conditions of sale and the specific terms of the offer. The contract between the Customer and Ginsystem includes the terms and conditions of sale and the offer of Ginsystem (the Contract).
Offer and order
Unless otherwise stipulated under Ginsystem's specific conditions, the validity period of our offers is one (1) month or thirty (30) calendar days.
Any order that has not been preceded by a written offer from Ginsystem will bind the company only if a written acceptance has been sent by Ginsystem. Our agents and/or representatives do not have the power to represent. The sales they negotiate therefore acquire a firm character only after Ginsystem sends a written acceptance of the order.
Ginsystem is a small business that is subject to the tax-free regime. VAT not applicable.
Rights and obligations
The Client will make all the information, files, documents and other relevant elements necessary for the successful execution of the Contract available to Ginsystem no later than seven (7) business days after receiving a request from Ginsystem.
The Customer must immediately provide all the facilities, assistance and cooperation necessary for the successful execution of the contract upon Ginsystem's request.
The Client will provide access to premises, buildings or other facilities during and after regular business hours for the purpose of executing the Contract if necessary.
The Customer must provide Ginsystem with safety procedures and instructions and prepare the environment to enable the provision of services before the contract is executed.
The Client will appoint a contact person who will be responsible for communication with Ginsystem and who will make decisions on the implementation of the Contract as soon as possible. The Customer is liable for the loss or damage suffered by Ginsystem's equipment used in the performance of the contract, unless the loss or damage is solely the result of Ginsystem's fault or negligence.
Delivery and acceptance
Ginsystem makes reasonable commercial efforts to provide services at the agreed time. The Customer to accept the services, unless he has informed Ginsystem in writing of any problems occurring within five (5) business days from delivery.
Invoices are payable, in the billing currency, at Ginsystem's head office, no later than thirty (30) days after the billing date on the account mentioned on the invoice
Invoices are considered accepted by the Customer unless Ginsystem receives the Customer's complaint about the invoice within eight (8) calendar days of the billing date. Otherwise, the Customer will no longer be able to challenge this invoice.
If an invoice is defaulted at maturity, the payment of all invoices will immediately become due.
Ginsystem can adjust prices if service costs increase before the customer hands out the purchase order.
The Customer will make a separate payment by invoice, clearly indicating the invoice number.
The Customer bears all the costs associated with paying the invoice. In the event of a late payment, Ginsystem is entitled to collect interest at the legal rate without written notice. If the Customer does not pay on time, Ginsystem may suspend the performance of the contract until the full payment has been made or consider the contract to be terminated.
Any invoice unpaid at maturity will also be increased as a matter of law and without notice by a lump sum payment of 15% of the amount remained unpaid as damages.
Intellectual property rights. All intellectual property rights related to products and/or services will be devolved to Ginsystem or its suppliers. It is understood that the Client receives no title or intellectual property rights, unless explicitly stated otherwise in the Contract.
Ginsystem ensures that software and items created and provided to the Customer respect the rights of third parties and are not illegal.
The Client confirms that the material used or supplied to Ginsystem for use is not illegal and does not in any way violate the rights of third parties. The Customer is solely responsible for the content of the publications which he requests to be run by Ginsystem. The Client undertakes, in particular and in a non-limited way, to obtain the authorizations and to pay any rights on texts, photos, illustrations, music and in general on any work used.
The parties take all reasonable steps to treat confidential information exchanged as part of the agreement ("confidential information") in a confidential manner. Parties must not disclose confidential information to third parties without the other party's prior written permission. Confidential information may only be disclosed to the staff and/or subcontractors of the recipient party who reasonably need access to this information for the purposes of the contract.
Confidential information does not include;
- Information received outside the scope of the agreement and without disclosure restrictions;
- Information developed independently by the recipient party
- information known to the public.
Ginsystem disclaims any responsibility for any interruption of Internet service or loss of data caused by an Internet service provider with no direct connection to it. Similarly, when a hosting service of the website or e-mail service has been requested by the Customer, Ginsystem cannot be held liable for direct or indirect damage caused by a temporary interruption of the services of its suppliers.
Ginsystem's liability under the agreement is limited to the total amount paid by the Client in the three (3) months prior to the cause of the injury. Ginsystem will not be responsible for unpredictable or indirect damages, including, but not limited to, the suspension of the Client's activities, loss of revenue, loss of information, data or programs, as well as third-party claims.
Any claim for damages should be filed after three (3) months after the damages have been claimed and after three (3) months after the termination of the Contract.
If the duration of the contract is indeterminate, either party may terminate the contract by written notification to the other party, with three (3) months' notice.
Each of the parties may terminate the Contract at any time, directly, without going to court, notifying the other party if it seriously violates one of its essential obligations under this Contract and if the violation is not corrected 30 calendar days that follow. written notification of it.
The contract is automatically terminated if one of the parties ceases its activities, becomes insolvent or bankrupt, is dissolved or is subject to a similar procedure.
This contract is valid until the completion of the mission or, if necessary, until the Client terminates the lump sum follow-up contract. The flat fee is payable at the beginning of the period. Failure to pay the package results in the automatic termination of the follow-up contract.
Ginsystem has the right to resolve the sale, as of right, by notifying the Customer by recommended letter and/or e-mail, in the event of a serious breach by the Client of one of his contractual obligations, including if he is late in paying an invoice of more than thirty (30) calendar days or if it turns out that he will not perform or seriously risk not fulfilling any of his main obligations, even before that is exiligible. If the sale is resolved under the above paragraph, the Customer will be liable to Ginsystem for damages set at 40% of the sale price.
Ginsystem may entrust the performance of its obligations under this contract to a subcontractor or transfer all or part of its rights and obligations under this contract without the prior consent of the Client.
During the agreement and for a period of six (6) months after the termination of the agreement, the Client set stakes directly or indirectly from any of Ginsystem's employees who are or have been directly involved in the performance of the contract without Ginsystem's prior consent and written consent.
The agreement replaces any previous verbal or written agreement between the parties regarding the purchase order.
The fact that a party is not exercising its rights under this Agreement should not be construed as a waiver of its rights.
Each of the parties must be exempted from the performance of one of its obligations under the agreement, if performance is prevented or delayed by a cause beyond the control of the party concerned which, but is not limited to, includes fire, flood, accident, storm, natural disaster, war, riot, act of government or strike. Ginsystem's obligations under the Contract will be extended by a reasonable period of time.
Convention communications must be written and sent by registered mail or email, and delivered to the party to which the message is being sent.
The contract is governed by Belgian law. In the event of a dispute, the courts of Tournai are the only ones competent.
In ordering the proposed safety assessments, the Client explicitly accepts the following terms and responsibilities;
To carry out all operations by any means necessary to carry out the safety assessments ordered by the Client, "security assessments" are defined as each of the actions carried out by Ginsystem using external or internal systems. allowing access or introduction into a computer system. In order to assess the level of resistance of this system against internal and/or external attacks to which it may be subjected.
To conduct the customer-commissioned security assessments, adapt the aforementioned request to the Client's computer systems hosted by the Client or to a third party to assess the level of vulnerability and penetrability of that system. A "computer system" means all networks and all IT resources (customer, web, mobile, cloud, etc.) of the Customer whose level of vulnerability and security must be assessed.
The Client expressly authorizes Ginsystem to carry out acts which, if not properly authorised, could be sanctioned on the basis of Articles 314 bis, 550 bis and 550 ter of the Belgian penal code and Articles 109 ter D and 114 of the Belgian law 21 March 1991 introduced reforms in some state-owned economic enterprises. The Client certifies that all the required authorizations (for example by third parties such as hosting companies or affiliates) have been obtained.
Due to the specific nature of the security assessments ordered, the Client expressly recognizes that Ginsystem obligations under the contract are medium obligations.
The Customer refuses to hold Ginsystem responsible in case of destruction, alteration or deterioration of the data and/or information contained in its computer system, as well as any resulting damage. The Customer acknowledges that he is aware of the risks associated with the services ordered.
If Ginsystem is held responsible, the parties agree that Ginsystem's liability will, whatever the cause, be limited to the total value of the offer. Ginsystem cannot be held liable for indirect or consecutive damages such as financial damage, commercial damage, loss of production, reduced profit and/or income or loss of information.
The Customer understands that disruptions to third-party or customer information systems can occur. The Client is solely responsible for understanding the testing steps that will be performed as part of the safety assessment and the risks associated with it.
The Customer is solely responsible for backing up any program, information or data stored on the systems before the security assessments are carried out. The Customer is also solely responsible for informing all hosting companies or its affiliates of the security assessments ordered by the Client. The Customer will inform Ginsystem, prior to the start of security assessments, of any problems with hosting companies or affiliates regarding the performance of these security assessments.