Terms and conditions

Contracting companies

• Nederland · Dialog Group B.V.
  Address: Kosterijland 14c, 3981 AJ Bunnik
  Chamber of Commerce no.: 73899879
  VAT no.: NL859703435B01
• België / Luxemburg · Dialog Solutions Belux N.V.
  Address: Nauwstraat 9, bus 101, 2800 Mechelen
  Company no.: 0466.629.683
  VAT no.: BE 0466.629.683
• Deutschland · Dialog Solutions DACH GmbH
  Office: Georg-Elser-Straße 17, 35037 Marburg
  Commercial register: Amtsgericht Kleve, HRB 17740
  VAT no.: DE348582504
• Česko · Dialog Solutions CZ s.r.o.
  Address: Plzeňská 155/113, 150 00 Praha 5
  Commercial register: Městský soud v Praze, C 386882 · IČ 19454538
  VAT no.: CZ19454538
• Italia · M.2S.C. S.r.l. (part of Dialog Group)
  Address: Via Oslavia 24, 20900 Monza MB
  VAT no.: IT08121550019

1. Definitions and scope

Dialog Group means the group company that issues the quotation or concludes the agreement. Client means the business party purchasing services. These terms apply to all quotations and agreements; the client’s purchasing terms apply only if we accept them in writing.

2. Quotations and formation

Quotations are non-binding and valid for thirty days unless stated otherwise. An agreement is formed by written confirmation or when we start performing the work.

3. Performance

We perform assignments carefully and professionally on a best-efforts basis. Stated deadlines are targets unless a strict deadline has been expressly agreed. The client provides the information, access and cooperation needed in good time.

4. Changes and additional work

Changes to scope, planning or assumptions are agreed in advance. Additional work is charged at the agreed rates.

5. Prices and payment

Prices exclude VAT. Invoices are payable within thirty days of the invoice date. Recurring fees may be indexed annually based on the official wage or price index of the contracting company’s country.

6. Intellectual property

Rights to software, methods, templates and know-how of Dialog Group and its partners remain with them. The client receives a non-exclusive right of use for the agreed purpose. The client’s materials remain the client’s property.

7. Confidentiality

Both parties keep the other’s confidential information secret, also after the agreement ends. This does not apply to information that is already public or must be disclosed by law.

8. Personal data and information security

Where we process personal data on behalf of the client, we conclude a data processing agreement under Article 28 GDPR. We work in line with our ISO/IEC 27001-certified information security policy.

9. Liability

Our liability is limited to direct damage and to the amount invoiced for the assignment concerned in the twelve months before the damage occurred. Indirect and consequential damage and loss of profit are excluded. These limitations do not apply in case of intent or gross negligence.

10. Force majeure

In case of force majeure, such as third-party outages, pandemics or government measures, obligations are suspended. If force majeure lasts longer than sixty days, either party may terminate the agreement in writing.

11. Term and termination

Ongoing agreements run for the agreed period and are then tacitly renewed for one year at a time, with three months’ notice. In case of a material breach not remedied within thirty days of written notice, the other party may terminate the agreement.

12. Governing law and disputes

The agreement is governed by the law of the country where the contracting Dialog Group company is established. Disputes are submitted to the competent court for that company’s seat. The UN Convention on Contracts for the International Sale of Goods is excluded.