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GENERAL TERMS AND CONDITIONS OF SALE (GTC)

LPLG — invoicing handled by Fondation Smart (VAT BE0806201741)

Last updated: November 2025

1. Purpose and scope

These General Terms and Conditions of Sale (GTC) govern all services, sales, subscriptions, developments, integrations, support, hosting, training and services provided by:

LPLG (commercial name).

Invoicing is handled by Fondation Smart, Rue Coenraets 72, 1060 Brussels.

VAT No.: BE0806201741 — Company No.: 0806.201.741

Any order implies full and unreserved acceptance of these GTC.

In the event of a conflict between these GTC and a specific contract (integration contract, maintenance contract, SLA, hosting contract, etc.), the specific contract shall prevail.

2. Waiver of the client's terms

The client expressly waives its own general terms and conditions, even if drawn up after these.

No derogation shall be valid without the prior written agreement of LPLG.

3. Orders

Acceptance of quotes or orders implies unreserved acceptance of these general terms and conditions.

An order is only deemed accepted after:

  • signature of a quote or contract,

  • or written confirmation by LPLG,

  • or digital validation (platform, e-mail, form).

Any service not included in the initial order will be subject to an additional quote.

All sales are final.

LPLG reserves the right to refuse an order for any legitimate reason.

4. Payment terms

Invoices are payable within 21 business days, unless otherwise stated on the invoice or the order.

In the event of late payment:

  • a fixed interest rate of 15% of the amount due will be applied,

  • LPLG may immediately suspend any ongoing service,

  • any equipment, access, source code, document or development may be blocked until full payment.

If an amount remains unpaid for more than 60 days, LPLG reserves the right to appoint a debt collection agency.

All administrative, legal and collection costs will be borne by the client.

5. Withholding tax and international taxation

In some countries, a withholding tax may be applied to payments made abroad.

This withholding tax is entirely borne by the client, who must pay it directly to the local tax authorities.

Invoices must be paid in full, without any deduction for withholding tax.

6. Subscriptions, automatic payments and suspensions

Recurring services (maintenance, support, marketing, SEO, hosting, publication management, etc.) are provided under a monthly or annual subscription.

For subscriptions:

  • Payment may be required by bank card or direct debit.

  • Non-payment results in the immediate interruption of the service.

  • Content, access, configurations or support may be suspended until full settlement.

LPLG reserves the right to refuse a monthly subscription if the payment method is not compatible with the applicable billing rules.

7. Commitments and obligations

LPLG undertakes to provide its services in accordance with industry best practice.

LPLG's obligations are obligations of means, and not of result.

LPLG cannot be held liable:

  • for any increase or decrease in the client's sales, traffic, visibility or performance,

  • for any data loss resulting from mishandling, lack of backup or any other failure on the part of the client,

  • for indirect damages: loss of revenue, loss of reputation, loss of opportunity, etc.

Under no circumstances can LPLG be compelled to appear as a third party in any action brought against the client by an end consumer.

8. Limitation of liability

Within the limits of the law, LPLG's overall liability is limited to 50% of the amounts paid by the client during the 12 months preceding the triggering event.

This limit remains applicable even in the event of multiple claims.

Intellectual property

Physical equipment (cash registers, IoT boxes, terminals, etc.)
Ownership is transferred to the client after full payment.

Intangible elements (source code, developments, modules, configurations, templates, image library, documentation, etc.)
Unless expressly stated otherwise in the quote:
  • All developments remain the intellectual property of LPLG.
  • A licence to use is granted to the client, non-exclusive and non-transferable.

9. Confidentiality

LPLG and the client undertake to keep confidential all information, data, access, credentials, documents and elements exchanged in the course of the services.

This obligation covers in particular:

  • access to ERP, servers, databases,

  • commercial or marketing strategies,

  • Odoo configurations,

  • specific developments, source code, workflows.

Confidentiality remains applicable for five (5) years after the end of the contract.

Exception: disclosure required by a legal or judicial authority.

10. Complaints

Any complaint must be submitted by registered letter with acknowledgement of receipt within eight (8) days following:

  • the delivery of the goods,

  • or the provision of the service,

  • or the going-live or delivery of a feature.

After this period, no complaint will be accepted.

11. Data, access and security

The client is responsible for:

  • providing the information necessary for the services,

  • the quality of the data provided,

  • its own backups if no backup option has been subscribed,

  • the user access it creates or transmits.

LPLG is not responsible for the loss, alteration or deletion of data due to:

  • a client error,

  • a third party,

  • a lack of backup,

  • an incorrect configuration carried out by the client or another provider.

12. Amendment of the GTC

LPLG may amend the GTC at any time.

The client is subject to the version in force at the time of its order.

13. Applicable law and jurisdiction

The contractual relationship is governed by Belgian law.

In the event of a dispute, only the courts of the judicial district of Nivelles shall have jurisdiction.