Article 1. Applicability
1.1. These general terms and conditions apply to all commercial transactions of Chapps N.V./S.A., with registered office at Royal Depot Tour & Taxis, Havenlaan 86C box 315B 1000 Brussels, Belgium and with company registration number BE0599.927.776 (hereinafter referred to as “Chapps”).
1.2. By signing the proposal submitted by Chapps, the Agreement between Chapps and the customer enters effect.
1.3. It grants the customer a personal, non-transferable, non-exclusive, and nonsublicensable license to download, access and use the Chapps Applications on any device you own or control.
1.4. The customer hereby expressly confirms that he has read and understood the General Terms and Conditions, the Licence Terms and Conditions, as well as the Privacy Statement, and expressly agrees with all provisions thereof. All Chapps documents are available on www.chapps.com or can be accessed in PDF format via email@example.com.
1.5. The Customer expressly acknowledges that the signed service proposal, together with the General Terms and Conditions accepted by the Customer, the License Terms and the Privacy Statement, form an integral part of the entire Agreement between the Parties and cannot be interpreted separately. These documents replace all previous agreements and understandings, both oral and written, relating to the same subject matter that would still be in force between the parties. Chapps hereby expressly rejects and disregards all provisions and conditions emanating or arising from any document of the customer, whether before or after the publication of any document by Chapps. Such provisions and conditions shall in no event apply to the Agreement and shall in no way bind Chapps.
1.6. The nullity of one or more provisions of the Agreement shall not result in the complete nullity of the Agreement. In such a case, the parties shall amend or replace the invalid, illegal or unenforceable decision or any part thereof by a new decision that comes as close as possible to the purpose of the invalid, illegal or unenforceable decision.
Article 2. Duration and termination
2.1. The Agreement commences upon the Customer’s signing of the service proposal offered by Chapps and is concluded for an indefinite period.
2.2. Parties may unilaterally, by letter or e-mail, terminate the Agreement subject to a notice period of 3 months. The Agreement will then end on the last day of the third month following receipt of the notice. If the customer terminates the Agreement, the customer is not entitled to any refund.
2.3. Chapps may terminate the Agreement with immediate effect and by operation of law to the detriment of the customer if the latter fails to fulfil the obligations arising from the contract within fifteen (15) days of being requested to do so, without prejudice to any indemnifications and interest that Chapps may claim.
Article 3. Pricing
3.1. The annual rate is calculated, depending on the product chosen, based on the number of users, buildings, beds, units, and inspections. And a separate basic fee may be charged. A one-time activation fee may also be charged per user and/or per building.
3.2. Additional services related to set-up, customization … will be charged separately after proposal.
3.3. The customer can opt for monthly, quarterly, or annual payments.
3.4. Chapps’ rates are subject to the evolution of cost-price, inflation and index adjustments. The adjusted rates will be applied from the first day of the month following the month in which the customer was informed.
Article 4. Invoicing
4.1. For ad hoc purchases, the fee due will be invoiced in full upon confirmation or signature of the service proposal.
4.2. Subscriptions for an indefinite period will be invoiced periodically, according to the agreements made, throughout the term of the Agreement.
4.3. Unless otherwise agreed, all invoices are payable in cash. For subscription formulas, recurring payment orders are provided via a payment provider.
4.4. The customer is solely responsible for the payment of all amounts due under this Agreement. He accepts that invoicing is entirely electronic and undertakes to respect the payment terms imposed by Chapps.
4.5. Any objection must be made within eight (8) days of receipt of the invoice by registered letter, stating the reasons. In the absence of any objection within the set term, the invoice will be deemed to have been accepted.
4.6. If payment is not made within the set payment period, Chapps reserves the right, without prior notice, to cancel any discounts granted for all outstanding and future invoices, regardless of the possibility of terminating the Agreement in accordance with the provisions of Article 2.3.
Article 5. Availability of data
5.1. In the event of termination of the Agreement between Chapps and the Customer, Chapps guarantees that the Customer’s data will be stored on Chapps’ servers for 1 month.
5.2. On request, and without extra cost, the customer can obtain a dump of his data. However, this service is limited to one request per customer and only on the express condition that any outstanding invoices from the customer have been paid. All additional requests shall be subject to a fee agreed in advance.
5.3. Chapps can provide several import and export procedures. It is also possible to use our API (Application Programming Interface). Chapps provides these procedures but is not responsible for their implementation. Chapps cannot be held liable for any type of damage that may occur because of its use.
Article 6. Support
6.1. The Helpdesk is only available for the Chapps Applications that are the subject of the contract. The service is limited to the operation and use of the Applications themselves and does not apply to the hardware, software or configurations used by the customer and running on those Applications.
6.2. Access to the helpdesk is exclusively by e-mail or online contact form.
Article 7. Disputes
7.1. The Agreement is governed by Belgian law.
7.2. Any dispute relating to the interpretation, performance or termination of this Agreement shall be submitted exclusively to the courts having territorial jurisdiction over Chapps’ registered office.