BackupCTO B.V. – General Terms and Conditions

Applicability

These general terms and conditions apply to:

• Orders to and to all offers, agreements, work performed, services, and products delivered whereby BackupCTO B.V. (hereafter referred to as “BCTO”) is a party.
• Assignments to and to all offers, agreements, work conducted, services, and products provided whereby BCTO is a party.

Both are applicable unless expressly agreed otherwise in writing.

Services Offered by BCTO

BCTO provides the following Services, among others:

• Technical Audits/ Technical Due Diligence
• Coaching/ Technical advice & support
• Additional services/ products related to the above services
• Other IT services and IT products

Definition of Client

Client is understood to mean both the (initial) client/investor and the organization at which the service is performed.

Client's Obligations

• Always provide BCTO with necessary data or information in a timely manner.
• Guarantee the correctness, completeness, and reliability of the information provided, even if it originates from third parties.

If there's a delay in the performance of the Services due to the Client's failure to fulfill his obligations, any consequential additional costs will be borne by the Client.

BCTO's Obligations

• Assumes a best-effort obligation in the performance of the Services.
• Will consider the Client's reasonable wishes during service performance.
• Has the right to have certain operations performed by third parties if required.

Changes in Service Scope

Parties may agree to expand or change the approach and scope of the Services. BCTO will only perform additional work if there's a written agreement signed by both parties.

Fees and Payments

• Parties can agree on various rate structures when concluding an agreement.
• All rates include specific car travel time.
• Invoices are created regularly, and payment terms are defined.

Force Majeure

In the event of force majeure, BCTO's Services and obligations will be suspended. BCTO must deliver as soon as it's reasonably possible. Examples of force majeure are provided.

Liability

BCTO's liability is defined and limited under specific conditions.

Termination and Cancellation

BCTO can cancel services under certain conditions. Premature termination of a Service is defined.

Governing Law

Dutch law governs all Services. Disputes will be settled in Utrecht.

Amendments to Terms

BCTO is authorized to change these general terms and conditions. The latest version is always applicable.

Provisions

If any provisions of these terms prove void or annulled, the remaining terms remain effective. The Client isn't entitled to transfer rights and obligations without BCTO's prior written consent.