General terms and conditions

1. Scope

These general terms and conditions apply to all quotes, agreements and services of STVIT, Steve Meijnaert, Lendeleedsestraat 101, Izegem, company number 1019.302.922 (hereinafter 'STVIT'), for clients acting in the course of their professional activity (hereinafter 'the Client').

Deviations are only valid if agreed in writing. The Client's own general or purchase conditions are expressly excluded.

2. Quotes and formation of the agreement

Quotes are valid for 30 days unless stated otherwise. An agreement is formed when the Client accepts the quote in writing (including by email) or when STVIT starts the work with the Client's consent.

3. Services

STVIT provides IT advice and IT direction, including as a Fractional CIO under a plan with a fixed number of on-site and remote days per contract year (for example 12-6 or 24-12). A working day counts as 8 hours. The content of the service is set out in the quote.

The days are planned in consultation and spread over the contract year.

STVIT has a best-efforts obligation, not an obligation to achieve a specific result. STVIT works independently and receives no commissions, licence fees or other benefits from suppliers.

Not included, unless agreed otherwise: 24/7 support, helpdesk or permanent operational management, hands-on project work and extra days. These are quoted separately.

A quick scan (usually 1 to 2 days) is a separate, paid assignment. It is quoted in advance and is not included in the plan.

4. Unused and cancelled days

Unused days expire at the end of the contract year, unless agreed otherwise in writing, and do not give rise to a refund.

A planned day can be moved or cancelled free of charge up to 2 working days in advance. In case of later cancellation, the day is considered used.

5. Prices and payment

All prices are in euros and exclude VAT. Travel costs and other costs are charged separately, unless the quote states otherwise.

STVIT invoices monthly, unless agreed otherwise. Invoices are payable within 15 days of the invoice date.

In case of late payment, default interest is due by operation of law and without notice of default, at the statutory rate for commercial transactions, plus a fixed compensation of 10% of the outstanding amount, with a minimum of 125 euros. STVIT may suspend its services as long as an invoice remains unpaid.

Any complaint about an invoice must be reported in writing (including by email) within 8 days of the invoice date.

6. Term and termination

The agreement runs for the term stated in the quote. Without notice of termination, it is tacitly renewed for periods of 12 months. Notice can be given in writing (including by email) no later than 3 months before the end of the current period.

Either party may terminate the agreement in writing with immediate effect in case of a serious breach by the other party that is not remedied within 30 days after notice of default, or in case of bankruptcy, manifest insolvency or cessation of activities of the other party.

Upon termination, services already performed remain payable.

7. Client cooperation

The Client provides in good time all information, access and cooperation that STVIT needs, and is responsible for their accuracy.

The Client remains solely responsible for the decisions it takes and for their implementation. Contracts with suppliers and other third parties are concluded by the Client itself, even if STVIT prepares or supports the negotiations.

8. Confidentiality

Both parties keep all confidential information of the other party secret and use it only to perform the agreement. This obligation continues after the agreement ends.

This does not apply to information that is public or must be disclosed under a legal obligation or an order of a competent authority.

9. Intellectual property

After full payment, the Client may use the reports, roadmaps, analyses and other documents that STVIT prepares specifically for the Client for its own business.

STVIT retains all rights to its methods, templates, tools and know-how, even if they are incorporated in those documents.

10. Personal data

STVIT processes personal data in accordance with its privacy policy. If STVIT gains access, in the course of its work, to personal data for which the Client is the controller, the parties will conclude a data processing agreement where necessary.

11. Liability

STVIT is only liable for direct damage resulting from a failure in the performance of the agreement. That liability is limited to the amount the Client paid to STVIT in the 12 months before the event causing the damage.

STVIT is not liable for indirect damage, such as loss of profit, loss of data, business interruption or damage resulting from the Client's decisions.

STVIT is not responsible for products, services or errors of suppliers and other third parties, and gives no guarantee of a particular saving or result.

These limitations do not apply in case of intent or fraud, nor to the extent the law does not allow them.

12. Force majeure

Neither party is liable for a failure resulting from force majeure, such as illness, public network outages or government measures. The obligations are then suspended for as long as the force majeure lasts. If it lasts longer than 60 days, either party may terminate the agreement in writing.

13. Subcontracting

STVIT may engage third parties for part of the services. STVIT then remains responsible to the Client for the performance of the agreement.

14. Changes and invalidity

STVIT may change these conditions for new quotes and agreements. For an existing agreement, the version in force on the date of the quote continues to apply.

If a provision is void or unenforceable, the other provisions remain in force.

15. Governing law and jurisdiction

These conditions and any agreement with STVIT are governed exclusively by Belgian law. Disputes fall under the exclusive jurisdiction of the courts of Kortrijk.

In case of differences between the language versions of these conditions, the Dutch version prevails.