1 Scope and acceptance

1.1 The project shall comprise the work defined in the quotation or agreement.

1.2 Quotations are valid for thirty (30) days from the date of issuance.

1.3 Quotations and agreements are subject to change or withdrawal prior to written acceptance by the customer.

2 Prices and advance payment

2.1 Optilyn charges its service either at a fixed fee or at an hourly rate. For fixed fee services, customers will receive a quotation. For hourly rate assignments the hourly rate will be defined in an agreement.

2.2 Unless expressly provided otherwise, all costs, including travel costs are included in quotations.

2.3 Unless agreed otherwise with the client, all fixed fee services require an advance payment of 30% of the project quotation, before the service is scheduled. An advance payment invoice will be sent to you via email, after acceptance of the quotation and must be paid within 30 days of the invoice date.

2.4 If the advance payment is not made according to the clause above, we can either withhold provision of the services until payment is received or terminate the agreement.

2.5 The advance payment is non-refundable unless we fail to provide the services and are at fault of such failure.

2.6 Hourly rate assignments will be invoiced on a monthly basis. Hourly rates do not include travel costs. Travel costs will be settled in the monthly invoice as stated in the agreement.

2.7 For assignments abroad, Optilyn can charge a travel fee covering local transport, expenses, and travel time.

2.8 All the prices and costs that are given will be exclusive of VAT, unless stated to the contrary.

2.9 If discounts are granted to a client, these will apply exclusively to that specific assignment or the relevant part of the assignment, for which they are granted. Under no circumstances, not even where such discounts are granted repeatedly, will they create a right for the client to similar discounts on later orders.

3 Payment

3.1 Unless stated otherwise, all invoices are should be paid within 30 days after the invoice date.

3.2 In case of non-payment within this period of time, a late payment interest will be – by right and without proof of default – due at the rate of 12% per year on the outstanding balance until full payment has been made. In addition, a fixed collection charge will be due at a rate of 10% on any outstanding sums, with a minimum charge of 50.00 EUR. This without prejudice to the legal collection fees, including, but not limited to, the summons costs and the legal fees.

3.3 A non-payment, or a partial non-payment of an invoice on its due date, constitutes gross negligence, and entitles Optilyn to suspend further deliveries or services, including works that were already initiated, until full payment of the invoice has been made, and/or to terminate the agreement. This without prejudice to the right for Optilyn to claim an additional indemnity and/or to adjust the deadlines that have been agreed upon.

3.4 An invoice can only be validly challenged, if this is notified to Optilyn, in writing, within a period of 8 days after the invoice date. This can be done via registered letter or by email to customerservice@optilyn.com.

4 Cancellation

4.1 Cancellation of an assignment, or part of an assignment, must take place in writing, and must be expressly accepted by Optilyn. Every cancellation of an assignment, whether accepted or not, and for whatever reason, will in all circumstances entitle Optilyn to claim full payment of the agreed fees for the services that have already been executed, with a minimum of one half of the sum of the agreed advance payment(s), as well as full payment of all the extra costs and indemnities that are due by Optilyn to third parties, for the commitments and obligations that it already entered into in the framework of the assignment and/or subsequent to its cancellation.

5 Liability

5.1 Optilyn will carry out the assignments with which it has been entrusted to the best of its ability and in accordance with the professional standards relating to research, assessments, and consulting.

5.2 Optilyn will only indemnify the client for material damage and/or bodily injury, which has been caused directly by proven gross negligence or premeditation on the part of Optilyn, in the provision of the services as described in the order confirmation. Optilyn will only be liable for direct damages suffered by the client with whom Optilyn has entered into an agreement, to the exclusion of all other damages such as, amongst others, financial losses, commercial damages, loss of profit and/or loss of income, business interruption, damages caused by the loss of information, etc.