Company identification

Oroxilia SRL

Registered office: Rue Jean Burgers 15, 7850 Enghien-Edingen, Belgium
Company number: 0646852814
VAT number: BE0646852814
Email: infos@oroxilia.com

Scope of application

These general terms and conditions apply to all IT services provided by the Service Provider, including but not limited to:

  • software development,
  • consulting,
  • IT maintenance,
  • hosting,
  • cybersecurity,
  • integration of IT solutions.

Quotations and orders

In the absence of a signed quotation, services may be invoiced based on the services effectively provided.
Any invoice must be contested in writing within 8 calendar days of its receipt.
Failing such contestation within this period, the invoice shall be deemed definitively accepted and shall constitute proof of the order and of the execution of the services.

Prices

Prices are expressed in euros excluding VAT.
Services may be invoiced on a fixed-price basis or on a time-spent basis.
Additional costs may include licenses, hosting, hardware, or travel expenses.

Payment

Invoices are payable within 30 days.

In case of late payment:

  • interest shall apply in accordance with the Law of 2 August 2002 on combating late payment in commercial transactions,
  • a fixed compensation of 10% of the outstanding amount with a minimum of €40 shall be due.

The Service Provider reserves the right to suspend any services in case of non-payment.

Delivery times

Delivery deadlines are indicative only.

Client obligations

The Client must provide all information necessary for the project and guarantee the legality of the transmitted data.

Intellectual property

Full payment transfers to the Client a right to use the deliverables.
Frameworks, tools, and methods remain the property of the Service Provider.

Limitation of liability

The liability of the Service Provider shall be limited to the total amount invoiced for the concerned service.

Maintenance

Maintenance services are subject to a separate agreement.

Applicable law and competent courts

These general terms and conditions are governed by Belgian law.
Any dispute relating to their interpretation, execution or validity shall fall under the exclusive jurisdiction of the courts of the judicial district where the service provider has its registered office.

Acceptance of deliverables

Upon delivery of a deliverable or service, the Client shall have 15 calendar days to verify its conformity and notify in writing any reservations or non-conformities.
Failing written contestation within this period, the deliverable shall be deemed definitively accepted without reservation.
Any modification request made after such acceptance shall be considered a new service which may be subject to additional invoicing.

Modification of services

Any request for modification, evolution, or addition to the services initially agreed upon must be subject to a written agreement between the parties.
The Service Provider reserves the right:

  • to adjust the delivery timelines,
  • to apply additional billing,

if the requested modifications result in additional workload.

In the absence of prior written agreement, the Service Provider may invoice the additional services on a time-spent basis according to its applicable rates.

Source code ownership

Unless otherwise expressly agreed in writing between the parties, the source code, libraries, frameworks, tools, methods, and software components developed or used by the Service Provider in the performance of the services shall remain the exclusive property of the Service Provider.
Upon full payment of the services, the Client is granted a non-exclusive, non-transferable and limited right to use the delivered work products for its own internal needs.
The Client shall not, without the prior written authorization of the Service Provider:

  • reproduce, modify, or distribute the source code,
  • transfer it to third parties,
  • exploit it for commercial purposes other than those defined within the scope of the project.

Generic elements, libraries, tools, frameworks, and know-how developed by the Service Provider in the course of its activities shall in all circumstances remain the exclusive property of the Service Provider, even if they are used in connection with services performed for the Client.

Termination

Each party may terminate the contract in the event of a serious breach, after formal notice that remains without effect for 15 days.
In the absence of a written contract, any commercial collaboration between the parties shall be governed by these general terms and conditions.
In case of a serious breach by one party, the other party may terminate the collaboration after formal notice remaining without effect for 15 days.

Suspension of services in case of non-payment

In the event of non-payment of an invoice on its due date, the Service Provider reserves the right, after written notification to the Client, to suspend all or part of the services provided.
Such suspension shall occur without prejudice to any other action the Service Provider may undertake to recover the outstanding amounts.
The suspension of services shall not be considered a fault of the Service Provider and shall not give rise to any compensation for the Client.
The Service Provider also reserves the right not to resume services after payment has been regularized, particularly when the contractual relationship has been terminated or when the continuation of the services cannot reasonably be required.

Force majeure

Neither party shall be held liable in the event of force majeure.

GDPR

The Service Provider complies with the General Data Protection Regulation (GDPR).