General Terms and Conditions
- All transactions of MedCalc Software bv ("MedCalc") are governed by the terms and conditions stated below. Unless explicitly otherwise agreed in writing the terms and condition of the contracting partner of MedCalc are never applicable.
- In case of interpretation problems the Dutch version of the terms and conditions of MedCalc take precedence over any other terms and conditions in other languages.
- The terms of delivery are always given by way of indication, without any obligations of MedCalc. In case of non-compliance to these terms the customer can never claim a compensation nor cancel the agreement.
- At all times all software remains the property of MedCalc. They may in no case be used, shared or copied, even partly, without written consent of MedCalc.
- The MedCalc software license agreement is applicable to all orders/deliveries.
- Every contract concerning the use of MedCalc software and services, and every manner of use of MedCalc software and services, shall be deemed to take place at the registered office of MedCalc.
- If the customer fails to fulfil his obligations and in case of bankruptcy or apparent insolvency, we are entitled to regard the agreement as dissolved without any formal notice of default being required and by operation of law. In such cases, it is sufficient to notify the customer by simple registered letter and Medcalc is allowed to compensate all mutual and certain debts with the customer, irrespective of the moment the debts are claimable, in accordance with article 14 of the Belgian law of financial securities of December, 15th, 2004 (Wet Financiële Zekerheden van 15 december 2004).
The parties explicitly agree that, in case of dissolution of the agreement to the prejudice of the customer or in case of a breach of contract committed by the customer, the latter will owe our company a compensation fixed at 25% of the contract price. However, this amount can be higher if the damage actually suffered is higher.
In case of dissolution of the agreement to the prejudice of MedCalc, the customer will be entitled to the same compensation, except when he is a trader.
- The client only obtains the right of use of the software. The intellectual and other rights of property of the software and the source code remain the property of MedCalc at all times.
- Our invoices are payable in cash at the registered office of MedCalc, nett and without any reduction.
Any invoice which is not paid on its due date yields contractual interests at a rate equalling the interest rate pursuant to the Act of 2 August 2002 on the fight against payment arrears, without a formal notice of default being required.
In addition to this contractual interest on overdue payment, the customer will also have the obligation to pay a compensation of 10 %, with a minimum of 50 euros for each invoice.
In addition to the contractual interests on overdue payment and the contractual compensation, the customer will also have to pay all costs and fees of the lawyer. When one invoice is paid late all invoices will become due and payable immediately.
The acceptance of a bill of exchange or other trading documents, as well as the granting of credit does not constitute renewal of debt and does not imply a waiver of our terms and conditions.
The customer waives his right to invoke the suspension of his obligation to pay.
- Except in case of intention, the liability of MedCalc is limited to the price the client has paid. The indirect losses or damages are excluded. The customer shall indemnify MedCalc for all claims of third parties which exceed the value of the defective goods. The customer has no right to compensation when the invoice is not paid or paid late.
- MedCalc is not liable for software errors. MedCalc does not grant that the delivered software is appropriate for the actual and/or the intended use of the client.
- Only the client is liable for the security of the data, documents or programs.
- All our contracts, deliveries and works are only governed by Belgian law, excluding the United Nations Convention on Contracts for the International Sale of Goods. All disputes fall within the exclusive jurisdiction of the courts of the district of the registered office of MedCalc.
- Should any of these provisions be deemed wholly or partially invalid, illegal or impracticable, this shall not affect the validity of the remaining provisions.