General Terms and Conditions

Unless explicitly stated otherwise in a quotation or order confirmation, these General Terms and Conditions apply to all offers and agreements for the delivery of products or services, and the execution of work by Interpres BV. Interpres BV is registered in the legal district of Dendermonde.

1. Acceptance of our terms
   • Our general terms of sale and delivery, as well as our special conditions, are deemed to be accepted by the client even if they conflict with the client’s own general or special conditions. Consequently, these shall only bind us if we expressly accept them. In no case can our consent be inferred from the fact that we have accepted the sale of services without protesting against references to the general or special conditions or other similar terms of our buyer. The appointee, employee, or contractor of the buyer, who does not explicitly inform us to the contrary, represents the buyer and is presumed to possess the necessary mandate to bind them towards us.
2. Offers and assignments
   • The validity period of an offer to perform work is 30 days and applies exclusively to the described assignment and to the legal entity to which the offer is addressed.
   • An offer can be accepted by a client by sending a copy of the offer signed for approval to INTERPRES BV. This explicitly constitutes the client’s instruction for the execution of the relevant proposal.
   • An assignment is implicitly considered granted and the associated offer accepted if INTERPRES BV has commenced the execution of the project at the request of the party who requested the offer. The person requesting the execution is presumed to be the authorized client.
   • Acceptance of the assignment by Interpres BV, and thus the conclusion of the agreement, occurs by simply starting the agreed assignment.
   • In certain cases, it may be determined that planning and work distribution will be further arranged between the parties.
   • All questions and communications that may significantly influence the execution of the assignment shall be made in writing by both parties, via email or regular mail.
3. Execution
   • INTERPRES BV is obliged to perform the confirmed assignment to the best of its ability through sufficiently expert persons and to exercise control over the results of the work. Progress will be reported regularly.
   • INTERPRES BV and its employees are independent professionals who have no further relationship of authority with the client than is necessary for the completion of the explicitly stated assignment.
   • Unless otherwise agreed, the client is obliged to provide INTERPRES BV employees, on a confidential basis, with all information they require for the proper fulfillment of the task assigned to them.
   • The client is responsible for checking the accuracy and completeness of the information provided to INTERPRES BV, regardless of the medium or form.
4. Confidentiality
   • All confidential information provided to us by the client will be treated as such by INTERPRES BV and its potential subcontractors and will never be disclosed to others for inspection. Nor will it be included in full in publications or lectures.
   • INTERPRES BV has the right to mention the client’s name in its client lists, unless the client objects to this.
5. Intellectual property rights
   • While acknowledging the client’s intellectual property rights and any duty of confidentiality, the information and documents provided by the client within the framework of the assignment automatically become the property of INTERPRES BV. They will not be used for purposes other than the relevant assignment and fall entirely under the confidentiality and other relevant clauses in these Terms.
   • The client must treat the models, questionnaires, and forms of INTERPRES BV that have come into their possession as confidential and must not disclose them to others for inspection.
   • The methods, models, diagrams, forms, texts, etc., introduced by INTERPRES BV during the execution of the assignment remain the intellectual property of INTERPRES BV. All legal provisions regarding intellectual property, copyright, patent, and trademark law apply to these.
6. Prices and VAT
   • All prices mentioned in offers, quotations, order confirmations, or other correspondence are exclusive of the Belgian VAT rate applicable to services.
   • The delivery of advice or reports from fellow consultancy firms is presumed to be a service performed in Belgium or the Netherlands.
   • Unless explicitly agreed and confirmed otherwise, travel and accommodation expenses, and international telecommunication costs are not included in the prices.
   • Any assessment costs, costs arising from psychotechnical tests, or costs for placing advertisements in various media are also not included in the price unless they form part of the offer.

7. Invoicing and payment
   • Unless explicit other agreements are made, invoicing of assignments takes place according to agreed conditions, being a 25% advance payment at the start of the assignment and the balance after execution of the assignment. The basis on which the advance is calculated depends on the fee agreed with the client. This fee is part of the offer and, in the case of recruitment & selection, is related to a standard salary. Upon final invoicing, the correct fee is determined via subsequent calculation, unless other conditions were agreed upon.
   • In the event of contract termination during the agreed exclusivity period, 50% of the fee still to be applied will be charged unless other conditions were agreed upon (termination fee).
   • The payment term for all invoices is net 30 days after the invoice date, unless otherwise agreed in the order confirmation. The date of payment is the day on which the credit is received in the account of INTERPRES BV. Payments must be made in Euro. All costs associated with or arising from the payment of invoices are for the account of the client.
   • If the payment term is exceeded, a late payment surcharge of 1% per month or part thereof is due on the relevant invoice amount, without any notice of default being required. In addition to the above, a fixed compensation of 12% is due in the event of late payment, by operation of law and without notice of default. In the event of late payment, all costs of legal advice and collection (judicial and extrajudicial) shall also be borne by the client.
   • If the payment term is exceeded, INTERPRES BV is released from the obligation to deliver existing and new assignments within the agreed timeframe (without loss of rights). In this case, late delivery can in no way be invoked against INTERPRES BV (unless an additional agreement exists regarding this). Complaints for any reason must reach us within eight days of the invoice date.
8. Liability, indemnification, and cancellation of the assignment
   • In the execution of the assignment, INTERPRES BV and its potential subcontractors will observe all legal provisions that are applicable and relevant. INTERPRES BV indemnifies the client against the possible consequences of violation of these provisions regarding the execution of its activities.
   • INTERPRES BV and its potential subcontractors are not authorized to bind the client or their company. In all potential negotiations or discussions conducted by INTERPRES BV in the name of the client, this will always be made clear, and the final signing authority remains with the client. Informing the client’s business partners about INTERPRES BV’s lack of authority to bind the client is a joint task of Interpres BV and the client. INTERPRES BV therefore accepts no liability regarding any statements or actions except when these are made within the articles of association of its own company.
   • Any advice provided to the client by INTERPRES BV or its potential subcontractors is done on a “best effort” basis. This means that the client must make their own assessment before taking final decisions regarding this advice. The client hereby bears responsibility for their own decisions and cannot shift this onto INTERPRES BV.
   • The advice and information provided to the client by INTERPRES BV’s subcontractors are based on the ordinary experience of these subcontractors and are given in good faith. However, numerous special factors may escape the control of INTERPRES BV and may be of such a nature that they detract from the quality of the service and/or advice without its knowledge. Consequently, it disclaims all responsibility for such advice and information.
   • Delivery periods and exclusivity periods discussed within the framework of an assignment are given as an indication only and are not binding. Unless expressly stipulated otherwise, a delay in delivery can in no case give right to the cancellation of an assignment, and no compensation can be claimed. The cancellation of the assignment during the execution of a project is explicitly subject to the conditions stated in our quotation and is only accepted by registered letter and with due observance of the termination conditions, unless a consensus was reached between INTERPRES BV and the client.
9. Miscellaneous
   • INTERPRES BV and its subcontractors fulfill their assignment in complete independence and specify for themselves the circumstances and conditions regarding working hours, method of execution, and means under which they will fulfill the tasks assigned to them.
   • The contracts entered into by INTERPRES BV are subject to Belgian law. Any dispute shall be settled by the courts of the district of Dendermonde.
   • All official correspondence with INTERPRES BV must be addressed to its registered office: Lange Dijkstraat, 165 B-9200 Dendermonde.