Service and Support
On all our deliveries and services are our General Terms and Conditions, which below the text. At the bottom of the page of our General Conditions you will find the button to agree to these terms to order i-Clinic.
Terms of Bedrijfsautomatisering Holland In Articles 1 to 27 contained general provisions apply to all offers and agreements of Bedrijfsautomatisering Holland (hereinafter: supplier). 1. Offer and Agreement These general conditions apply to all offers and agreements with suppliers of goods and / or services of any kind to the customer, also if such goods or services are not (further) in these terms and conditions, unless the parties have expressly agreed otherwise in writing . All offers are without obligation. Any purchase or other conditions of the customer shall not apply unless expressly accepted in writing by the Supplier. 2. Price and payment 2.1. All prices are exclusive of sales tax (VAT) and other levies imposed by the government. 2.2. All invoices shall be paid by the client in accordance with the invoice payment terms. In the absence of specific conditions, the client within 14 days after invoice date. Payment shall be made without setoff or suspension on any grounds whatsoever, except insofar as in any arbitral or judicial decision has determined that client deductible counterclaim or a ground for postponement has. 2.3. If the client does not pay within the agreed period, the customer shall, without any notice is required, on the unpaid amount an interest of 1.5% per month due. If the client default remains to pay the claim, the claim can be passed in which case the client in addition to the amount due, also be liable to pay in full judicial and extrajudicial collection costs, attorney's fees included, the amount of which is determined at least 15% of the total amount. 2.4. If the creditworthiness of the client so requires, the Supplier may require further security failing which he may suspend performance of the contract. 3. Confidential Information Each party will take all reasonable precautions in order from the other party receiving confidential information secret. 4. Retention All delivered to the customer remain the property of the supplier until all amounts payable by the client is under contract delivered or to be delivered or work performed or to be performed and the amount referred to in art. 2.3., Fully complied supplier. Rights are granted to the client becoming or, where appropriate, transferred under the condition that the client agreed payments on time and in full. 5. Rights of supplier and customer 5.1. The copyright and all other intellectual or industrial property rights to all software, hardware or other materials (such as analyzes, designs, documentation, reports, quotations, etc.) which are supplied by the Supplier to the Client or in any way made available made, held solely by the Supplier or its licensors, and is only the client obtains usage rights to these conditions expressly granted, unless stated in the supplier and the client signed written document expressly agreed otherwise. 5.2. The Client is aware that the delivered software and other materials confidential information and trade secrets contained supplier and client undertakes such software and materials to keep secret and not disclose to any third party or use them. 5.3. The client is not allowed any copyright, trade marks, trade names or other intellectual or industrial property rights in the software, equipment or materials to remove or change, including statements regarding the confidentiality and secrecy of the software. 5.4. The supplier is allowed to take technical measures to protect the software. 5.5. Supplier shall indemnify the Client against any action based on the claim that the software developed by the Supplier itself infringe any valid copyright in the Netherlands. Supplier shall at the final judgment irrevocably fixed costs and damages payable if the client supplier immediately in writing and informs the handling of the case only allows the Supplier to involving all cooperate. The provisions of Article 9 is unaffected. If an action is filed or if such a possibility exists, the software vendor may replace or modify such as the supplier sees fit. 6. Participation by client 6.1. Because of the need for the client to cooperate in the execution of the agreement, the client provider time all useful and necessary data or information. 6.2. Client is responsible for the use and proper application in its organization the equipment, software and services to be provided by the supplier and for applying administration and calculation methods for securing data. 6.3. If it is agreed that the customer equipment or data on data carriers will make available, will meet to carry out the work necessary specifications. 6.4. Where implementation of the agreement necessary data are not, not timely or not in accordance with the agreements made by the Supplier or if the client does not otherwise meet its obligations, the supplier is entitled to suspend the execution of the agreement and the supplier the right to charge the usual rates of supplier to charge. 7. Deadlines All suppliers (delivery) terms are determined in good faith on the basis of the data at the conclusion of the agreement known to the Supplier and they shall wherever possible be observed. Supplier is not bound to (delivery) which due to circumstances arising after the conclusion of the agreement have occurred, no longer be met. If exceeded any period threatens, the Supplier and Client as soon as possible consult. Excessive overrun of deadlines can be regarded as a ground for termination of the agreement, subject to the provisions of Articles 8 and 9 8. Termination 8.1. The agreement may, unless the parties agree otherwise, only be terminated by dissolution and that only if the other party, after proper written notice culpably fails to perform material obligations under the agreement. The termination shall be effected by registered letter to the other party; judicial intervention is not required. 8.2. If the client at the time of termination has already received performance of the contract had received, he can only partially dissolve the agreement and only for that part which the supplier has not yet been implemented. Amounts which the Supplier before the rescission in connection with what he already implementing the contract performed or delivered, and will remain payable at the time of dissolution. 8.3. Notwithstanding the provisions of Article 8.1 can supplier the agreement with immediate effect and without judicial intervention by means of a written notification to the client fully or partially terminate, if customer is declared bankrupt, if he-provisional or non - suspension of payment is granted, if he is otherwise unable to meet its payment obligations or if his company is liquidated or terminated, other than for the purpose of reconstruction or amalgamation of companies. Supplier shall never be due to this termination to any compensation. 9. Liability of suppliers; safeguard 9.1. Supplier accepts liability for damages insofar as this article 9 shows. 9.2. In the event of culpable breach of the agreement the supplier liable only for compensatory damages, ie compensation for the value of the omitted performance. Any liability of the Supplier for any other form of damage is excluded, including punitive damages in whatever form, compensation for indirect or consequential damages or loss of profit. Supplier is in no way liable for delay damages, damages for loss of data, damage due to exceeding delivery times due to changed circumstances, damages resulting from the provision of inadequate cooperation, information or materials by the principal and damages due by the supplier of information or advice which does not explicitly part of a written agreement. 9.3. By the Supplier to pay damages for breach in the performance of a contract shall in no case exceed 50% (fifty) of under that agreement by the supplier to the customer billed and billable amounts (excluding VAT). If and insofar as the contract duration contract, the damages for breach in no case exceed the price (exclusive of VAT) stipulated in the agreement for the performance of supplier in the period of three months prior to the omission of the supplier . In this Article 9.3 shall be reduced by amounts and prices stipulated by the client and supplier credits granted. 9.4. In case of a wrongful act of supplier or his employees or subordinates which supplier law can be held liable, the Supplier shall be liable for compensation for death or personal injury and other damages, the latter to the extent caused by intent or gross debt. In these cases the compensation will in no event exceed EUR 1,000,000 (one million) per adverse event, a series of events is regarded as an event 9.5 The Supplier's liability for damages in tort or otherwise than as described in Article 9.4, is expressly excluded. If and insofar as this no appeal can be made, the compensation per event - where a series of connected events as one event - in no case exceed the price (exclusive of VAT) stipulated in the contract between the parties under which is the event has occurred or, failing that, the agreement between the parties at the time of occurrence of the damage, but never more than EUR 1.000.000, - (one million euros). 9.6. The condition for the existence of any right to compensation is always that client after it occurs as soon as reasonably possible the damage in writing at supplier has reported. 9.7. The Client indemnifies the Supplier against all damages supplier may suffer as a result of claims by third parties relating to the supplier's goods or services, including without limitation: -Claims of third parties, including employees of the client, who suffer damages arising out of wrongful acts of employees of supplier that are made available to the client and work under his supervision or on his instructions; -Claims of third parties, including employees of the supplier, in connection with the execution of the Agreement, suffer injury arising out of acts or omissions of the Customer or of unsafe situations in its business; -Claims of third parties who suffer damage which is the result of a defect in the supplier products delivered or services provided by the client were used, modified or resold with the addition of or in conjunction with their own products, programs or services of the client, unless the client proves that the defect is not the result of use, modification or delivery as referred to above. 10. Odds Neither party shall be obliged to perform any obligation if prevented from doing so due to a circumstance that is not attributable to its fault or by law, legal act or generally accepted for its account. 11. Applicable law and disputes 11.1. The agreements between supplier and client are governed by Dutch law. 11.2. All disputes arising between supplier and client may arise from the supplier to the customer agreement or as a result of further agreements resulting from it, will be settled in accordance with the Arbitration Rules of the Settlement of Automation Disputes, established in The Hague or by the law of the competent court at the discretion of the supplier. It also applies the Minitrial Rules of this Foundation. Services 12. Execution 12.1. Supplier shall perform the services with due care, where appropriate, in accordance with client written agreements and procedures. 12.2. If it is agreed that the service in stages, can supplier the commencement of the services to the next stage until such principal results of the preceding stage in writing. 13. Changes and additional work 13.1. Client accepts that, if the parties agree that the services to be extended or amended, the date of completion of the services may be affected. Supplier shall client in writing as soon as possible notify. 13.2. If the service is a fixed price has been agreed, the Supplier shall inform the client in advance if an extension or modification as referred to above means that the agreed price is affected. Development of software 14. Development of software 14.1. Parties shall specify in writing what software will be developed and how this will be done. Supplier shall develop the software with due care on the basis of data to be provided by the client, the accuracy and completeness of which the client is responsible. 14.2. If it is agreed that the software development stages, can supplier the commencement of the work to the next stage, until the commissioning of the results of the preceding stage in writing. 14.3 Without prejudice to the provisions of Article 5.1 obtains the client, relating to entirely on his behalf and for his benefit developed software, the non-exclusive right to unrestricted use of the software in its own business. Parties may otherwise agree in writing. Only if expressly agreed in writing, the source code of this software made available to the client and the client is entitled in such software changes. 15. Changes and additional work 15.1. Client accepts that, if the parties agree that the delivered work be extended or amended, the date of completion of the work may be affected. Supplier shall client in writing as soon as possible notify. 15.2. If the work a fixed price has been agreed, the Supplier shall inform the client in advance if an extension or modification as referred to above means that the agreed price is affected. 16. Delivery and acceptance 16.1. Supplier shall deliver the software to be developed according to the client written specifications yield. Delivery is completed after the software has been made available to the client or, where agreed, after installation of the software at the client. 16.2. The software is considered to be accepted after delivery. If an acceptance test in writing between the parties, the software shall be deemed accepted after acceptance by the client, or 14 (fourteen) days after delivery, if the principal supplier in writing of the defects notified in accordance with Article 16.5, or after repair of such defects. 16.3. If a written agreement between the parties provides for acceptance of the software by the client, the client has the right software for 14 (fourteen) days after acceptance testing, unless that agreement a different period is specified. 16.4. If during the execution of the acceptance test, the software weaknesses affecting the progress of the acceptance test, the client vendor in writing, and detailed information, in which case the test period of 14 (fourteen) days interrupted until the software essentially according to the written specifications functions. 16.5. If during the execution of the acceptance test, the software defects, making it impossible to set down in writing specifications, will sponsor the supplier immediately after the test period in a detailed written report on the acceptance defects information. Supplier shall in that case such defects within a reasonable period. The recovery shall be free if the software has been developed for a fixed price. The client software is considered to be accepted if it is essentially in accordance with the written specifications functions. 17. Warranty During a period of three months after acceptance to the best vendor will rectify any faults. If the software is not written to the vastgestlede specifications. Supplier does not warrant that the software shall operate without interruption or defects or that any defects will be corrected. Only if the software for a fixed price has been developed, such rectification free of charge, unless there have been operating errors of principal or other non supplier attributable to causes or arising in the execution of the acceptance test can be determined . Recovery of any lost data is not covered under warranty. The warranty does not apply if the software is modified by other than supplier. Usage of software 18. Use 18.1. Supplier grants the client only the non-exclusive right to use software. 18.2. The software may be used only by the client in his own business to be used on that processor for which the license is issued. In the absence of such an agreement shall apply to the processing of the client, which the software was first used as a processing unit for which the license is issued. Any failure, the software temporarily on another processor used. 18.3 Unless supplier derogations set, the client for security purposes allowed up to two copies from the software. These copies will not be used by the client, but can only be used to replace the ontbruikbaar become original equipment and must always be the same labels and indications as the original material. 18.4. The right of use without the written permission of the supplier not transferable to third parties. The client is not allowed the software to sell, lease, dispose of or security transfer, or in any way make available to any third party. Client shall not modify the software to third parties to use or assign the benefit of any third party use. The software's source code is not made available to the client. 19. Warranty During a period of three months after delivery, to the best supplier to rectify any faults, if the software does not meet the written specifications. Supplier does not warrant that the software shall operate without interruption or defects or that any defects will be corrected. Only if a maintenance agreement or if there is a usage which maintenance is included, such recovery will be performed free. Supplier may charge the repair costs charge in case of use of client errors or other causes not attributable to the Supplier causes. Recovery of any lost data is not covered under warranty. The warranty does not apply if the software is modified by anyone other than supplier. 20. Maintenance 20.1. If the software maintenance agreement has been concluded or if there is a usage which maintenance is included, the client according to the usual procedures of the supplier in the software defects to the Supplier. After receipt of the notice, the Supplier best to rectify any faults if the software does not meet the written specifications. The results will depend on the urgency of the Supplier's normal way made available. Supplier does not warrant that the software shall operate without interruption or defects or that any defects will be corrected. 20.2. Supplier may charge the repair costs charge in case of use of client errors or other causes not attributable to the Supplier causes or if the software is modified by anyone other than supplier or is maintained. Recovery of any lost data is not under maintenance. 20.3. If a maintenance agreement has been concluded, the Supplier shall provide improved versions of the software to client disposal. Three months after the provision of an improved version supplier no longer obliged to repair any defects in the old version. For making available a version with new features and functions can supplier a fee. 21. Software of supplier If a supplier of supplier the right to use software poorly grants in accordance with the provisions of its use or license, or if the maintenance is performed in accordance with the provisions of the maintenance agreement of the supplier of the supplier, the provisions of that agreement shall apply supersede the provisions of Articles 18 to 20 of these General Conditions. Client accepts these provisions in the agreements of the Supplier's suppliers. The supplier will client's request about the content thereof. Sale of equipment 22. Delivery and risk 22.1. If agreed in writing, the Supplier shall deliver the equipment sold to the client by client location to be designated in the Netherlands. 22.2. In all cases, the client shall bear, after being issued by or on behalf of supplier at the entrance of the address of installation, all risks of loss, deterioration or damage, whatever the cause. 22.3. Supplier is not liable if the delivery can not take place due to unforeseen circumstances, also including its delay or default of suppliers. 23. Installation 23.1. If agreed in writing, the Supplier shall install the equipment or have it installed. 23.2. In all cases, the client, before delivery of a suitable installation site with all necessary facilities such as cabling and telecommunication facilities available. 23.3. The equipment shall be deemed to have been accepted by the client on the date of installation or on the first day following the date of delivery if the client will prepare the equipment itself, or fails to meet the aforementioned requirements. 24. Warranty 24.1. The equipment for a period of three months after acceptance warranted against material and manufacturing defects. The guarantee only that supplier accounted for to the best of his ability will repair these errors. All replaced parts become the property of the supplier. The warranty does not apply if the defects wholly or partially resulting from incorrect, careless or improper use, external causes, such as fire or water damage, or if the equipment has been modified by anyone other than supplier or is maintained. 24.2. Recovery beyond the scope of this warranty will be charged by the Supplier. 24.3. If the equipment supplier of a subcontractor is involved, only the warranty of the supplier apply. Supplier will inform the client at his request, the applicable provisions. Rental of software 25. Term 25.1 The software is user rented. The program does not need to be purchased. The use (rent) may at any time enter. The program is for a period of 12 months rent. If not 3 months before the expiry of the rental period is specified in a registered letter to the supplier, the rental period is not extended, the lease automatically for a period of 12 months. For special offers can be done by the landlord the initial rental period be adjusted. The extension of the rental period is always by 12 months. The accumulated data at the end of the rental period is not removed. After the establishment of a follow-up period and the payment of the full payment to this, the accumulated data by the software reactivated. 25.2 All rents are automatically debited from the tenant. After being able to collect the monthly collection, the license is automatically extended by one month. Failure to collect the monthly rents the software is not activated. The user will then receive an e-mail message that the collection has failed. Once payment is received, the software can be reactivated by this to start with a working Internet connection. It can not collect the monthly rents relieve the tenant from the obligation to pay them. The rental period shall normally be exhausted. Also, any extension of the rental period during a period of not collecting continues. Also, the tenant an administrative fee of € 15, - payable by direct debit fails. 26 Support 26.1. The user may provide support during the use of the software in a variety of ways obtain. Refer to the Service Agreement 26.2. New versions of the software are available free of charge to the user. These updates are available through the website of the supplier. If user the new versions of the software on other media, the Internet, wishes are above costs. 27. Exclusions 27.1. It is the responsibility of the user that suppliers have the correct e-mail address of the user. 27.2. Supplier can not be held liable for the failure of the software as a result of not or not timely pay the rent for the use of the license. 27.3. User's responsibility to ensure a working computer. In the rental of the software is the supply of equipment is not included .. 27.4. The supplier is one or more errors in the software is not bound to a fee of more damage than the rent of the software over a period of 12 months, with a maximum of EUR 1,000.00 (in words: one thousand euros).