GENERAL CONDITIONS OF SALE BETWEEN THE PARTIES

STANDARD CONTRACT


BETWEEN:

The client or the client company

whose head office is …

Company number …

represented by … acting as … ,

hereinafter referred to as the undertaking.


AND

Cat2lion SPRL

whose registered office is 133, Voie de l'Ardenne in B-4053 EMBOURG;
Company No. BE 0655.817.196.

represented by Mrs Anabelle KINET,

hereinafter referred to as the consultancy company

Article 1 - object of the contract

The purpose of the contract between the parties is to involve the consultancy company in the following areas:

Description of the object

Article 2 - duration

This contract takes effect on the date and is concluded for a period of XX weeks, according to the schedule that will be validated with the client on the date (kick-off meeting) (see Mission proposal of the date). It shall terminate as of right at its expiry date.

At any time, each of the parties may terminate the contract in advance by giving two months' notice, served by registered letter to La Poste with acknowledgement of receipt.

Unless otherwise specified in the proposed mission, the period of notice shall run from the expiry of the calendar month during which the notice was given.

Article 3 - Termination for gross negligence

By way of derogation from the preceding Article, either party may terminate the contract at any time and without notice when exceptional circumstances render their professional cooperation impossible or due to a serious breach by the other party of its obligations.

In this case, the letter of notice must be sent within seven working days of the fact invoked or the knowledge, by the principal, of the fact invoked. It shall indicate in detail the reasons justifying the termination.

Article 4 - Conditions for the exercise of consultancy

The consulting company will enjoy the greatest independence and will not be subject to any order or periodic report (except those described in the Mission Proposal).

However, it is bound by a duty of loyalty to the undertaking and must comply with the reasonable directives which the undertaking will give it, particularly as regards the consultancy missions requested.

The consultancy company is bound by a duty of information towards the enterprise and is bound by an obligation of means and not of result.

Article 5 - Price

The consultancy company’s interventions will be invoiced to the company on the basis of a package for the mission.  This package was calculated on the basis of a daily cost of Xxxeuros HTVA, excluding costs to be justified (travel expenses, accommodation expenses, expenses related to the mission such as: subscription for the sector watch, costs related to the visit of specific fairs or companies, etc.). 

The cost of travel by car will be charged at the rate of 0.3363 euros/km) (or according to presentation of the train vouchers such as plane or train tickets) but it is agreed that the meetings will be held at the head office of the consulting company or exceptionally at the head office of the company.

Article 6 - payment

The consulting company will send the company, the invoices containing the details of the services and any additional costs related to the exercise of the mission (as described in the mission schedule).

Invoices are payable on or before the 8th day following the date of issue of the invoice by a payment on the following bank account number: IBAN BE89 0017 8722 3885, opened on behalf of cat2lion SPRL - Company No. BE 0655.817.196.

After this period, any unpaid invoice shall, by right and after formal notice, yield a conventional interest of 1 % per month.

In addition, any invoice unpaid at the due date will be increased, by right and after formal notice, by a flat-rate and irreducible compensation of 15% of the amount remaining unpaid with a minimum of €50.-per invoice.

In the case of commercial transactions, after this period, any unpaid invoice will, automatically and without formal notice, generate a conventional interest of 8% per year, with a minimum rate in accordance with Article 5 of the Law of 2 August 2002 on late payment in commercial transactions.

In the event of non-payment of an invoice on its due date, all invoices whose payment has not reached its due date lose the benefit of the term granted and are immediately due without notice.

Any dispute relating to an invoice must reach us in writing, within 15 days of its dispatch.

Article 7- Confidentiality and business secrets

The consultancy company shall be bound by professional secrecy.  It undertakes to refrain, both during the contract and after its termination, from disclosing the manufacturing or business secrets of the undertaking, and the confidentiality of any personal or confidential matter of which he is aware in the performance of his duties.

The consultancy company undertakes, both during the course of the contract and after its termination, not to use confidential data which it has become aware of for its own personal benefit or for that of another person, directly or indirectly.

The same obligation of non-disclosure of project management tools and mission-related documents applies to the company vis-à-vis the consulting company.


Article 8 - bankruptcy, cessation of activity

This contract is with the consulting company.

In the event of bankruptcy or, in general, termination of the consultancy company’s activities, the contract shall terminate automatically.  In this case, the company is authorized to take immediate action to appoint a new consultant or consulting company.  In this case, no compensation of any kind could be claimed from the undertaking.

The contract against the consultancy company shall be non-transferable to the latter without the mutual agreement of the parties.

Article 9 - dispute

Any dispute which may arise between the parties, both by reason of the interpretation and the performance of this contract, shall be the exclusive jurisdiction of the courts situated in the district where the undertaking has its registered office.

Article 10 - Saving clause

The validity of this contract is not affected by the possible invalidity of any of the above provisions.

Article 11 - Miscellaneous provisions

At the end of this contract, the consultancy company will return to the enterprise any document generally of any kind entrusted to it by the enterprise within the framework of its mission.

 

Made in 2 copies in Embourg, the date.                         



The company, The consulting company,

                                                                                         Anabelle KINET

                                                                                         Manager

                                                                                         cat2lion SPRL