General terms and conditions of sale Asymptote SA

ARTICLE 1. GENERAL

1.1 All offers and agreements are subject to these general terms and conditions, unless a deviation from them has been agreed in writing by both parties.

1.2. The applicability of the Client’s General Terms and Conditions is expressly excluded.

ARTICLE 2. SERVICES

2.1 The Agreement shall constitute the entire agreement between Asymptote S.A. and the Client with respect to the Offer, to the exclusion of all previous agreements, offers, understandings and communications, both written and verbal, relating to the subject matter of the Offer. The Agreement is concluded (i) at the time the Offer Letter signed by the Client is received by Asymptote S.A. or (ii) at the time the performance of the Assignment begins at the express request of the Client, if this start was made at an earlier date.

ARTICLE 3. DEADLINES

3.1 The deadlines for the performance of the services are only given as an indication, unless the contract expressly specifies a formal delivery date in writing.

3.2 Any delays in performance shall not under any circumstances give rise to rescission of the contract or the order, nor shall they give rise to claims for damages.

3.3 Asymptote SA shall be exempt from the agreed terms and conditions of delivery in the event of force majeure or any other cause beyond control.

ARTICLE 4. INFORMATION

4.1. If necessary, the Client undertakes to provide (or cause to be provided) in good time and in a complete, detailed, accurate and non-misleading manner all information necessary for the performance of the assignment. If the information provided is based on assumptions, the Client shall provide sufficient and objective support. The Client shall ensure that it is informed immediately of any changes in the information provided.

4.2. If the Client uses or provides information from third parties, the Client shall ensure that he obtains prior permission. The Client shall be responsible for the relationship with such third parties, for the accuracy, completeness and reliability of the information provided, for the quality of their work and contribution and for the payment of their fees.

ARTICLE 5. INTELLECTUAL PROPERTY

5.1 Unless otherwise agreed in writing, Asymptote S.A. retains the intellectual property in its broadest sense, nothing reserved or excepted, of all our work of whatever kind (one-off services or complete projects).

ARTICLE 6. DISPUTES

6.1 All disputes shall be subject to the exclusive jurisdiction of the courts of the judicial district of Brussels, even in the event of a call for or multiple defendants.

Belgian law shall be applicable.

ARTICLE 7. PAYMENT

7.1 The invoices are payable on the due date indicated on the invoice. Otherwise, they are payable within 15 days.