Terms and Conditions – Bulqsoft B.V.
1. Definitions
In these Terms and Conditions:
- Bulqsoft: Bulqsoft B.V., including all affiliated entities.
- Client: Any individual or legal entity using services from Bulqsoft.
- Services: All services provided by Bulqsoft, including but not limited to software development, consulting, SaaS platforms, integrations, and maintenance.
- Agreement: Any contract or arrangement between Bulqsoft and the Client.
2. Applicability
- These Terms apply to all offers, agreements, and services provided by Bulqsoft.
- Deviations are only valid if agreed in writing.
- Client’s own terms are explicitly rejected unless accepted in writing.
3. Services
- Bulqsoft provides custom software, SaaS solutions, integrations, and consulting services.
- All services are performed on a best-effort basis, unless explicitly agreed otherwise.
- Bulqsoft does not guarantee specific outcomes unless stated in writing.
4. Offers and Agreements
- All offers are non-binding unless stated otherwise.
- An agreement is formed upon written confirmation or when Bulqsoft starts execution.
- Bulqsoft reserves the right to refuse assignments without justification.
5. Pricing and Payment
- Prices are exclusive of VAT unless stated otherwise.
- Payment terms are 14 days unless agreed differently.
- Late payments may result in:
- Suspension of services
- Interest charges
- Collection costs
- Bulqsoft may require advance payments or phased billing.
6. Execution of Services
- Bulqsoft executes services based on provided information from the Client.
- The Client is responsible for:
- Accurate and complete input
- Timely feedback and approvals
- Delays caused by the Client are not the responsibility of Bulqsoft.
7. Changes and Additional Work
- Any changes outside the agreed scope are considered additional work.
- Additional work will be invoiced separately.
- Bulqsoft is not obligated to execute changes without agreement.
8. Delivery and Deadlines
- Deadlines are indicative, not strict.
- Delays do not entitle the Client to compensation unless explicitly agreed.
- Partial deliveries are allowed.
9. Intellectual Property
- All intellectual property remains with Bulqsoft unless explicitly transferred.
- The Client receives a license to use the delivered solution.
- Bulqsoft may reuse general knowledge, components, and concepts.
10. Confidentiality
- Both parties agree to keep confidential information private.
- This obligation continues after termination.
11. Data and Security
- The Client is responsible for data accuracy and legality.
- Bulqsoft takes reasonable security measures but does not guarantee absolute security.
- Bulqsoft is not liable for:
- Data loss
- Hacks or breaches beyond reasonable control
12. SaaS Services
- SaaS services are provided “as is”.
- Availability may vary; downtime can occur.
- Bulqsoft may:
- Update systems
- Modify features
- Perform maintenance
13. Liability
- Bulqsoft’s liability is limited to the amount paid for the relevant service.
- Bulqsoft is not liable for:
- Indirect damages
- Loss of profit
- Business interruption
- Liability only applies in cases of proven gross negligence or intent.
14. Termination
- Either party may terminate agreements in writing.
- Services already performed will be invoiced.
- Bulqsoft may suspend or terminate services if:
- Payment obligations are not met
- The Client violates the agreement
15. Force Majeure
- Bulqsoft is not liable for delays or failure due to force majeure, including:
- Technical failures
- Network issues
- Third-party outages
- Government actions
16. Third Parties
- Bulqsoft may use third parties.
- Bulqsoft is not responsible for failures of third-party services unless agreed otherwise.
17. Governing Law
- Dutch law applies to all agreements.
- Disputes will be handled by the competent court in the Netherlands.
18. Final Provisions
- If any provision is invalid, the remaining provisions remain valid.
- Bulqsoft may update these Terms at any time.
- The latest version is always applicable.
19. Support & Maintenance
- Support is only included if agreed separately.
- Response times are not guaranteed unless SLA is defined.
20. Ownership vs License Clarification
- Custom-built systems are licensed, not sold, unless explicitly transferred.
- Full ownership transfer requires separate agreement and fee.