Article 1: About Us

These general terms and conditions are issued by ImagineY B.V.:

Company Identification
ImagineY B.V.
Leeuwerikweg 54
3140 Keerbergen
Belgium
VAT: BE 1011 888 657

Article 2: General

‍These sales conditions apply to all quotations from ImagineY and to agreements for the performance of services and/or the delivery of hardware and/or software. ImagineY is only bound by written quotations, except for the sale of D5 Render licenses, where ImagineY is bound by the payment of the license on its online platform. Only the conditions in these "general sales conditions" are applicable.

Article 3: Orders

‍An order is only valid when it is confirmed by a purchase order and accepted by ImagineY, except for D5 Render licenses, where the order is only valid when the payment is made and received by ImagineY. This is subject to possible delivery and reservation for changes and errors. The order assumes knowledge and acceptance of these sales conditions.

Article 4: Prices - Delivery Terms

‍Our prices are valid on the day of the order. They are indicated excluding VAT. Every order assumes knowledge and acceptance of this rate.

We reserve the right to charge the Customer a proportional price increase if, after the conclusion of the contract, supplier prices and/or government charges increase, even if these were foreseeable at the time the contract was concluded.

Our delivery terms are provided for information only, and no compensation can be granted in case of late delivery.

ImagineY retains ownership of the products delivered to the Customer until full payment of all due amounts is received.

Claims must be made known to ImagineY by registered letter. Invoices not contested in writing within eight (8) days of receipt are deemed accepted.

Article 5: ImagineY Term Transactions

‍A contract entered for a specific period (e.g., but not limited to 1 month or 1 year) may be automatically extended after the term. The Customer may terminate a contract entered for a specific period by observing a notice period of at least 40 calendar days (in the case of an annual subscription) or 7 calendar days (in the case of a monthly subscription) before the expiration date of the license. A fixed-term contract cannot be terminated mid-term by the Customer.

Article 6: Force Majeure

‍If ImagineY is unable to meet its obligations to the Customer due to a non-attributable failure (force majeure), the performance of those obligations will be suspended for the duration of the force majeure condition.

If the force majeure lasts 30 days, both parties have the right to terminate the contract in whole or in part in writing, to the extent justified by the force majeure situation. In the case of force majeure, the Customer has no right to any compensation.

Article 7: Responsibilities

‍ImagineY gives no guarantees regarding the sold software and the quality, performance, merchantability, and suitability for a particular purpose of that software. The software is sold without any liability for any damage, direct or indirect, such as intangible damage, operational or business interruption damage, arising from or related to the software. The purchaser indemnifies ImagineY against all third-party claims for such damage, on whatever grounds.

If we are liable for damage, the liability is limited to the price for which the Customer bought the item causing the damage, or to the amount paid for the order.

Article 8: Intellectual Property

‍The Customer does not acquire any intellectual property rights in relation to the software and the accompanying manuals through this agreement. The Customer only acquires a non-exclusive right to use the software.

Article 9: Non-Competition Clause

‍The Customer is prohibited from entering into an employment contract or an employment agreement in another sense with an employee of ImagineY without permission during the time this employee is connected with ImagineY and for a period of one year after the end of the contract between this employee and ImagineY. In case of violation of this clause, the Customer forfeits an immediately payable fine of €1000 for each day the violation continues, notwithstanding the right of ImagineY to claim compensation for the actual damage suffered.

Article 10: Payments

‍Invoices are payable in cash, unless otherwise specified in the contract between ImagineY and the Customer or stated on the invoice. Any invoice not paid on the due date will automatically and without notice accrue interest at a rate of 1% per month. Each month commenced is considered as a full month. Moreover, any invoice not paid on the due date, upon reminder, will be increased by a fixed compensation of 15% with a minimum of 125 €. This is in addition to other collection costs and possible litigation costs. In the event of liquidation, insolvency, bankruptcy, or cessation of payment by the Customer, the obligations of the Customer become immediately due.

Article 11: Disputes

All disputes exclusively fall under the jurisdiction of the courts of Leuven where the operating base of ImagineY is located. Belgian law applies to all contracts and relations between ImagineY and the Customers.

Updated on 30/07/2024