Terms & Conditions
These terms and conditions apply to all quotations, agreements, and services of Robicue (trading under the name "Robic").
Last updated: 10 July 2026
Article 1. Definitions
- Service Provider: Robicue, with enterprise number BE 0777.321.178, registered at Boekendries 28, 9660 Brakel, trading under the name "Robic".
- Client: the natural or legal person entering into an agreement with the Service Provider.
- Consumer: any natural person acting for purposes that fall outside their commercial, business, craft, or professional activity.
- Business Client: any Client who is not a Consumer.
- Services: all activities relating to administration automation, software development, consultancy, implementation, hosting, maintenance, and support.
- Quotation: the Service Provider's written offer to the Client.
- Agreement: the arrangement concluded between the parties, including the quotation and these terms.
- Scope: the agreed extent of the assignment, as set out in the quotation and/or an accompanying requirements or scope document.
- Additional Work: all work that falls outside the agreed Scope.
- Recurring Services: hosting, maintenance, server management, and other periodically invoiced services.
- In writing: by letter or by email.
Article 2. Applicability and order of precedence
- These terms apply to all offers, quotations, contracts, and agreements between the Service Provider and the Client. Any terms of the Client are excluded, unless the Service Provider has expressly accepted them in writing.
- Deviations from these terms are only valid if agreed in writing.
- For each assignment, "these terms" means: the version attached to or referred to in the last document (quotation, contract, or invoice) accepted or signed by the Client for the assignment concerned, in accordance with Article 20. Where there are several versions, the most recently accepted version always applies.
- In the event of a substantive conflict between documents, the following order of precedence applies, in descending order of priority:
a. the quotation or contract accepted or signed by the Client for the assignment concerned;
b. these terms and conditions, in the version applicable under point 3;
c. other documents and annexes.
Article 3. Quotations and formation of the agreement
- All quotations are without obligation and valid for 30 days, unless stated otherwise.
- The agreement is formed as soon as the Client accepts the quotation. Acceptance may follow from signature, from written or oral agreement, or from any act demonstrating consent, including full or partial payment of an invoice or advance based on the quotation. Payment of an invoice referring to the quotation constitutes acceptance of that quotation and of the associated version of these terms, even without signature. These terms are attached to or referred to in the quotation and can be consulted before acceptance.
- The applicable version is exclusively the version drawn up and issued by the Service Provider and attached to or referred to in the document concerned by the Service Provider. This version may be identified by the Service Provider in any way that makes it recognisable, including a date, a "last updated" indication, or a version number. A version supplied or amended by the Client is never valid, unless the Service Provider has expressly accepted it in writing.
- Obvious errors or clerical mistakes in a quotation do not bind the Service Provider.
- A composite price quotation does not oblige the Service Provider to perform part of the assignment for a proportionate part of the price.
Article 4. Performance of the assignment and cooperation by the Client
- The Service Provider performs the work to the best of its insight and ability. The Service Provider's obligations are obligations of means, unless a specific result has been expressly agreed.
- The Client provides all necessary information, access, test data, and cooperation in good time. The Client is responsible for the accuracy and completeness of the data supplied.
- Any stated deadlines are indicative, unless expressly agreed otherwise. Delay or incomplete cooperation on the part of the Client shifts the planning and may entail additional costs.
- The Service Provider may engage third parties or subcontractors to perform the assignment.
Article 5. Scope, revisions, and additional work
- The Scope is set out in the quotation and, where applicable, in an accompanying requirements or scope document approved by both parties.
- Corrections to make the deliverable meet the agreed Scope are included.
- Unless agreed otherwise, one round of revisions is included per delivery cycle, in which the Client's comments are processed together in a single pass.
- Changes or additions that fall outside the Scope qualify as Additional Work. Additional Work is scheduled and charged separately at the applicable hourly rate, and is only carried out after written confirmation by the Client.
Article 6. Delivery, acceptance, and warranty
- Delivery takes place when the Service Provider makes the result available or puts it into use.
- The Client has 14 calendar days after delivery to report any defects in writing and with reasons. In the absence of timely objection, the delivery is deemed to have been accepted. Putting the result into use for production purposes also constitutes acceptance, except for defects reported in good time during the notification period.
- Defects that deviate from the agreed Scope and are reported in writing within 30 days of delivery are remedied free of charge.
- The Service Provider does not warrant uninterrupted or error-free operation. Excluded from warranty are, among others, defects arising from changes by the Client or third parties, improper use, external causes, or a changed technical environment.
Article 7. Rates, invoicing, and payment
- All prices are exclusive of VAT (21%), unless stated otherwise.
- Invoicing takes place per project, per cycle, per period, or monthly, depending on the agreement. Recurring Services are invoiced in advance (for example, annually).
- The payment term is 30 days from the invoice date.
- Any objection to an invoice must be made in writing and with reasons within 14 days of the invoice date.
- In the event of late payment, interest is due by operation of law and without notice of default, equal to the statutory interest rate for commercial transactions, increased by fixed compensation of 10% of the outstanding amount (with a minimum of €50). In that case, the Service Provider may suspend the performance of ongoing services. This arrangement is reciprocal: if the Service Provider owes an amount to the Client and fails to repay it in good time, the Client is entitled, under the same conditions, to equivalent interest and fixed compensation.
- The Service Provider may adjust the rates for Recurring Services annually in line with the evolution of costs and the consumer price index. An adjustment is communicated in writing at least 60 days before the effective date. A Client who does not agree may terminate the service concerned free of charge with effect from the effective date; in the absence of termination, the Client is deemed to accept the adjustment.
Article 8. Hosting, maintenance, and server management
- Where agreed, server management includes, among other things, hosting, periodic backups, security updates, keeping the application running, and minor remote interventions.
- Not included are new features or modules (these qualify as Additional Work) and scaling up server capacity under intensive use (for which additional server costs may apply).
- Server management is carried out via external providers (including DigitalOcean). The availability of this infrastructure is not guaranteed; no service level agreement applies unless separately agreed in writing.
- Backups are performed on a best-efforts basis. The Client remains ultimately responsible for retaining its own data (see Article 13).
- Recurring Services are tacitly renewed and may be terminated with a notice period of 30 days as at the end of the current period. The Service Provider may suspend or discontinue the service in the event of non-payment.
- Upon termination, the Service Provider makes the Client's data available on request within a reasonable period (export), after which it may be removed from the server.
Article 9. Third-party services and software
- Integrations, components, open-source software, and external services used in the solution are subject to their own terms and licences. The Client undertakes to comply with these.
- The Service Provider is not liable for changes, malfunctions, price changes, or discontinuation of third-party services.
Article 10. Intellectual property
- All materials developed by the Service Provider (source code, documentation, scripts, configurations) remain the property of the Service Provider until full payment.
- After full payment, the Client obtains a right of use for internal purposes, unless the quotation provides for a broader right or a transfer of ownership.
- The source code and bespoke work are only transferred in ownership if this is expressly stated in the quotation.
- Even in the event of a transfer of ownership, the Service Provider retains a non-exclusive and unlimited right to continue using, reusing, and further developing the underlying generic components, frameworks, reusable building blocks, and acquired know-how.
- Third-party components and open-source software remain subject to their own licences and are not transferred along with the rest.
- The Service Provider may mention the assignment in general terms as a reference, with respect for confidentiality (Article 12).
Article 11. Processing of personal data (GDPR)
- Insofar as the Service Provider processes personal data in the context of the Services, it does so as a processor; the Client is the controller.
- The Service Provider processes personal data solely on the instructions of the Client and for the performance of the agreement.
- The Service Provider takes appropriate technical and organisational measures to secure the data.
- For each processing of personal data that the Service Provider carries out on behalf of the Client, the parties conclude a data processing agreement in accordance with Article 28 GDPR. As long as no separate data processing agreement has been concluded, at least the following arrangements apply: the Service Provider processes the data solely on the documented instructions of the Client, safeguards confidentiality, takes appropriate security measures (Article 32 GDPR), engages sub-processors only subject to general authorisation and notification of changes, reasonably assists the Client with data subject requests, data breaches, and impact assessments, and, upon completion, erases or returns the data, subject to any statutory retention obligation.
- The Client is responsible for a valid legal basis and for the duty to inform the data subjects.
- A separate data processing agreement takes precedence over this article as regards its subject matter.
Article 12. Confidentiality
- Both parties treat confidential information with care and do not disclose it to third parties, save where required by law.
- This obligation does not apply to information that is already publicly known, and remains in force after termination of the agreement.
Article 13. Liability
- The Service Provider is not liable for indirect damage, including consequential loss, lost profits, or loss of data, except in the event of intent, fraud, or gross fault.
- Total liability is limited to the invoice amount of the assignment concerned; for Recurring Services, to the amounts invoiced for that service in the last 12 months, with an absolute maximum of €5,000. These limitations do not apply in the event of intent, fraud, or gross fault by the Service Provider, nor to damage resulting from death or personal injury, which under mandatory law is not excluded or limited.
- The Client remains responsible for making and retaining backups of its own data.
- The Service Provider is not liable for damage arising from incorrect or incomplete data provided by the Client, or from third-party services or software.
- Any claim for compensation lapses if it is not reported in writing to the Service Provider within a reasonable period after discovery.
- The exclusions and limitations set out in this article do not apply insofar as they would in fact hollow out the performance of an essential obligation of the Service Provider that forms the core of the agreement. In that case, the liability of the Service Provider remains limited to compensation for foreseeable, direct, and immediate damage, without prejudice to the other provisions of this article insofar as mandatory law permits.
Article 14. Force majeure
- Force majeure means any circumstance beyond a party's control that prevents the performance of its obligations, including illness, power failure, internet or network outages, malfunctions or outages at hosting or other external providers, cyber incidents, and pandemic.
- In the event of force majeure, the obligations of the affected party are suspended for as long as the situation lasts. The affected party informs the other party as soon as possible.
- If the force majeure lasts longer than 60 days, either party may terminate the agreement in writing without being liable for compensation. Services already provided remain payable.
Article 15. Duration and termination
- One-off assignments end upon delivery and acceptance. Recurring Services may be terminated by either party with a notice period of 30 days as at the end of the current period.
- Upon termination, amounts already invoiced and due remain payable.
- The Service Provider may terminate the agreement with immediate effect in the event of non-payment, deception, or insolvency or bankruptcy of the Client.
Article 16. Assignment and subcontracting
The Client may not transfer the agreement to a third party without the prior written consent of the Service Provider. The Service Provider may engage subcontractors to perform the assignment, while retaining its own responsibility.
Article 17. Transition from Robicue (CommV) to a BV
- The Service Provider is in a transition phase in which the activities of Robicue CommV (BE 0777.321.178) will be continued in a private limited company yet to be incorporated (hereinafter "the BV") under the same management.
- The Service Provider notifies the Client in writing of the transfer, of its effective date, and of the legal details of the BV, at least 30 days before the effective transfer.
- From the effective date, the BV assumes in full all rights and obligations of Robicue CommV under the ongoing agreement(s), on unchanged terms, unless agreed otherwise in writing. These terms and conditions continue to apply in full between the Client and the BV, without a new acceptance being required.
- A Client who does not agree with the transfer may terminate the agreement concerned as at the effective date of the transfer, subject to written notice within 30 days of the notification referred to in point 2. In the absence of termination within that period, the Client is deemed to consent to the transfer.
- As a result of the transfer, Robicue CommV is released from the transferred obligations, with the exception of obligations that were already due and payable at the time of the transfer.
Article 18. Applicable law and disputes
- These terms are governed by Belgian law.
- Disputes are preferably resolved amicably.
- In the event of disputes, the courts of East Flanders, Oudenaarde division, have jurisdiction.
Article 19. Final provisions
- If any provision of these terms is void or unenforceable, the remaining provisions remain in full force; the parties replace the affected provision with a valid provision that approximates its purpose as closely as possible.
- The quotation, the contract, any accompanying annexes (including a scope or requirements document and a data processing agreement), and these terms together constitute the entire agreement between the parties, and replace all prior oral or written arrangements on the matter. The order of precedence set out in Article 2 applies.
- Failure to enforce a right (immediately) does not constitute a waiver of that right.
- Notices between the parties are given in writing, by letter or email.
Article 20. Amendments to these terms
- The Service Provider reserves the right to amend these terms from time to time.
- The terms applicable to an assignment are always the version attached to or referred to in the quotation, contract, or invoice that the Client has accepted or signed. This version takes precedence over any other version, including the version published on the website.
- Every new quotation, assignment, contract, or invoice is subject to the terms as attached to or stated in that document. By accepting or signing a quotation or contract, or by retaining an invoice without timely objection, the Client accepts the associated version of these terms.
- For an assignment already in progress, the version accepted for that assignment continues to apply until its delivery and acceptance, unless the parties agree otherwise in writing.
- For Recurring Services, each tacit renewal is subject to the version of these terms in force at that time, provided that the Service Provider notifies the Client in writing at least 30 days before the renewal. A Client who does not accept the new version may terminate the service concerned as at the end of the current period.
- In the event of conflict between different versions, the version forming part of the document last accepted or signed by the Client for the assignment concerned always prevails.
Article 21. Special provisions for consumers
This article applies only where the Client is a Consumer. In the event of conflict with another article, this article prevails. No provision of these terms deprives the Consumer of the rights mandatorily conferred on them by the Code of Economic Law and other consumer protection rules.
- Right of withdrawal. For an agreement concluded at a distance or off-premises, the Consumer in principle has 14 calendar days to withdraw from the agreement without giving reasons. If the Consumer expressly requests that performance begin before the end of that period, they owe, upon withdrawal, an amount proportionate to what has already been provided; upon full performance with their prior consent, the right of withdrawal lapses.
- Legal guarantee. The statutory guarantee of conformity continues to apply in full. The periods and limitations of Article 6 do not detract from it.
- Late payment. By way of derogation from Article 7.5, in the event of late payment the Service Provider first sends a free reminder. Only after the expiry of 14 calendar days from the sending of that reminder may default interest and fixed compensation begin to run, within the applicable statutory maxima. This arrangement is reciprocal: if the Service Provider owes an amount to the Consumer and fails to repay it in good time, the Consumer is entitled to equivalent compensation.
- Objection periods. The periods in Articles 6.2 and 7.4 are indicative in respect of the Consumer and do not detract from their statutory rights.
- Competent court. By way of derogation from Article 18.3, for disputes with a Consumer the court of the Consumer's place of residence has jurisdiction, or, at the Consumer's choice, the court of the place of performance of the agreement.
- Transfer of the business. The transfer referred to in Article 17 may, in respect of a Consumer, only take place with prior notice and while preserving the right of termination under Article 17.4.
- Liability. By way of derogation from Article 13, the exclusions and limitations of liability set out therein apply in respect of a Consumer only insofar as mandatory consumer law permits. In respect of the Consumer, the Service Provider remains fully liable for damage resulting from the non-performance of an essential obligation or from a fault of the Service Provider - including a minor fault - to the extent that an exclusion or limitation thereof is prohibited by mandatory law.
Questions about these terms?
Contact us at info@robic.be.