Wellens BV · BE0789.681.057
senne.wellens@smallstepsbigimpact.io
Part A: General provisions
A1. Identity of the service provider
These Terms are those of Wellens BV, trading under the name Small Steps Big Impact, with its registered office at Heirbaan 96, 3620 Lanaken, Belgium, office and visiting address Corda Campus Hal A, Kempische Steenweg 303, 3500 Hasselt, registered with the Crossroads Bank for Enterprises under number 0789.681.057, VAT BE0789.681.057, e-mail senne.wellens@smallstepsbigimpact.io, phone +32 474 13 78 13, website smallstepsbigimpact.io (hereinafter "SSBI").
A2. Definitions
A3. Scope and order of precedence
A3.1 These Terms apply to all quotations, proposals, Agreements and Services of SSBI and to any use of the website smallstepsbigimpact.io. By accepting a quotation, placing an order, activating an account on a Hosted Service or allowing the Services to commence, the Client acknowledges having received, read and accepted these Terms.
A3.2 These Terms take precedence over any purchasing or other terms of the Client, even if those state that they apply exclusively. Deviations are valid only if expressly accepted by SSBI in writing and apply only to the Agreement for which they were granted.
A3.3 In the event of conflict between the documents forming the Agreement, the following order of precedence applies, from highest to lowest: (1) a separately signed agreement or addendum, (2) the special conditions of the accepted quotation, (3) the data processing agreement as regards data protection, (4) the applicable module of Part B and Annex 1, (5) Part A, (6) Part C.
A3.4 The Services are aimed exclusively at businesses and professional users. The Client declares that it is acting for purposes within its trade, business or profession. The consumer-protection provisions of the Belgian Code of Economic Law therefore do not apply, except where mandatory law provides otherwise.
A3.5 SSBI may amend these Terms. The version in force at the time of conclusion continues to apply to ongoing project engagements. For continuing Services (Hosted Services, Service Packages, licence management), amended Terms apply from the next renewal, provided SSBI informed the Client in writing at least 30 days in advance. A Client who does not accept an amendment that materially restricts its rights may terminate the continuing Service as of the effective date without compensation.
A4. Quotations and conclusion of the Agreement
A4.1 SSBI’s quotations and proposals are without obligation and remain valid for 30 calendar days unless stated otherwise. They are based on the information provided by the Client at that time. Obvious errors or typing mistakes do not bind SSBI.
A4.2 The Agreement is concluded when SSBI receives the Client’s written acceptance of the quotation or, if earlier, when SSBI starts performance at the Client’s request. Acceptance may also take place by signing a proposal, confirmation by e-mail, payment of the first invoice or activation of an account.
A4.3 Changes to or extensions of the agreed scope are carried out only after a written change request confirming the price and the impact on the schedule. Work outside the scope that SSBI performs in good faith at the Client’s request is charged at SSBI’s applicable hourly rate, as stated in the quotation or, failing that, in SSBI’s then-current rate card.
A5. Performance of the Services
A5.1 SSBI performs the Services to the best of its ability, with the care of a competent professional and in accordance with good industry practice. Unless a result or service level is expressly guaranteed in the quotation or in a module, SSBI undertakes a best-efforts obligation. Estimates of time savings, cost savings or other benefits are based on the Client’s information and do not constitute a guarantee.
A5.2 SSBI is free to determine how the Services are performed and which staff, partners or subcontractors it deploys, and remains responsible towards the Client for their performance.
A5.3 Deadlines and schedules are indicative unless expressly designated as binding in writing. Exceeding them does not entitle the Client to damages, a price reduction or termination, unless the delay is attributable solely to SSBI and the Service has still not been delivered after a written notice of default granting an additional period of at least 15 Working Days.
A5.4 Deadlines are extended by any delay attributable to the Client (late information, access, decisions, feedback or payment) or to Third-Party Platforms. If a project is put on hold for more than 30 calendar days due to the Client, SSBI may revise the schedule, invoice the services already performed and charge a restart fee.
A6. Obligations of the Client
A6.1 The Client provides, in a timely, complete and accurate manner, all information, documents, access and decisions needed for the Services, and appoints one contact person authorised to bind the Client.
A6.2 The Client ensures that SSBI has access to the systems, accounts and Third-Party Platforms needed for the Services, preferably through separate accounts with restricted rights, and warrants to SSBI that it holds the licences and rights required to grant that access and to have the connected data processed.
A6.3 The Client remains responsible for the content, accuracy and lawfulness of the Client Data, for the business decisions it takes on the basis of the Deliverables, for the use of the Deliverables within its organisation and for the conduct of its users.
A6.4 Licences and subscriptions for Third-Party Platforms are not included in SSBI’s prices unless the quotation expressly states so. Depending on the platform, the Client purchases them directly, or SSBI manages them in the name and on behalf of the Client and passes on the costs (see module B4). The Client accepts the terms of use of those Third-Party Platforms.
A6.5 The Client makes regular back-ups of its own data and systems, unless back-ups expressly form part of a Hosted Service or Service Package.
A7. Prices and payment
A7.1 All prices are expressed in euro and exclude VAT and other levies. Travel expenses beyond a radius of 50 km around Lanaken and costs of Third-Party Platforms are charged separately unless agreed otherwise.
A7.2 Unless the quotation provides otherwise, invoicing takes place as follows: one-off fixed prices (screening, blueprint, workshops) in full upon order or start; project engagements (implementation, custom builds) 50% at the start and 50% upon delivery, or monthly on the basis of progress for projects running longer than two months; continuing Services (Hosted Services, Service Packages, licence management) monthly or annually in advance; time- and-materials work monthly in arrears on the basis of time records.
A7.3 Invoices are payable within 30 calendar days of the invoice date. Disputes must be raised in writing, with reasons, within 8 calendar days of receipt; thereafter the invoice is deemed accepted. A dispute concerning part of an invoice does not suspend payment of the undisputed part.
A7.4 In the event of non-payment on the due date, the Client owes, by operation of law and without notice of default, late-payment interest in accordance with the Belgian Act of 2 August 2002 on combating late payment in commercial transactions, a fixed compensation for recovery costs of EUR 40 and fixed damages of 10% of the outstanding amount with a minimum of EUR 125, without prejudice to SSBI’s right to prove higher actual damage. All invoices not yet due then become immediately payable.
A7.5 In the event of late payment, SSBI may, after written warning with a period of 10 calendar days, suspend the performance of all ongoing Services and access to Deliverables, Hosted Services or environments managed by SSBI until full payment, without the Client being entitled to any compensation and without the fees for continuing Services being suspended. SSBI may require an advance payment or security before continuing performance.
A7.6 The prices of continuing Services may be adjusted annually, on the anniversary of the Agreement, according to the formula P = P0 × (0.2 + 0.8 × S/S0), where P0 is the base price, S0 the Agoria reference wage index "national average reference labour cost" for the month preceding the conclusion of the Agreement and S that index for the month preceding the adjustment. SSBI may also adjust the price when the costs of Third-Party Platforms it passes on change; it informs the Client in advance and, for an increase of more than 10%, at least 30 days in advance.
A8. Delivery and acceptance
A8.1 SSBI delivers project deliverables by making them available in the Client’s environment or by written notice of delivery, together with a demonstration or documentation. The Client has an acceptance period of 10 Working Days to test the Deliverables against the agreed specifications (blueprint, functional description or implementation plan).
A8.2 The Client reports defects during the acceptance period in writing, in detail and in a reproducible manner. SSBI remedies reported defects that constitute a deviation from the specifications free of charge and within a reasonable period, after which a shortened acceptance period of 5 Working Days starts for the remedied part.
A8.3 The Deliverables are deemed accepted when the Client has not rejected them in writing with reasons within the acceptance period, when the Client uses them in production, or when the reported defects have been remedied. Minor defects that do not prevent normal use do not prevent acceptance; they are remedied after acceptance.
A8.4 After acceptance, a warranty period of 30 calendar days applies to hidden defects that constitute a deviation from the specifications. SSBI remedies such defects free of charge, provided they are reported in writing and in a reproducible manner. Thereafter, corrections are carried out under a Service Package or at the applicable hourly rate.
A8.5 The warranty does not cover defects resulting from modifications by the Client or third parties, use contrary to the documentation, changes, malfunctions or discontinuation of Third-Party Platforms, changed processes or data structures on the Client’s side, or incorrect or incomplete information from the Client.
A9. Intellectual property
A9.1 All intellectual property rights in the know-how, methods, frameworks, templates, reusable components, libraries, tools and documentation that SSBI developed before or independently of the Agreement, or develops during the Agreement without them being specific to the Client (the "Background Materials"), remain the exclusive property of SSBI.
A9.2 Upon full payment of all amounts due for the engagement concerned, SSBI assigns to the Client the economic rights in those parts of the Deliverables developed specifically for the Client (the "Custom Components"), such as client-specific source code, configurations, workflows and documentation. Until such payment, SSBI remains the owner and the Client holds only a temporary, revocable right of use. For Hosted Services, the different arrangement in module B4 applies.
A9.3 To the extent the Deliverables contain Background Materials, SSBI grants the Client, upon full payment, a non-exclusive, worldwide, perpetual and non-transferable licence to use, modify and have maintained those materials as part of the Deliverables, for the Client’s internal business operations. The Client may not separately commercialise, sell or license the Background Materials.
A9.4 The Client may use and reproduce reports, blueprints and course material internally. They may not be disclosed to third parties, except to advisers bound by a duty of confidentiality or to obtain a quotation from another service provider after the collaboration has ended.
A9.5 Third-party software and components, including open-source software and Third-Party Platforms, remain subject to their own licence terms. SSBI transfers no rights in them; the Client complies with those terms. On request, SSBI indicates which open-source components are included in the Deliverables.
A9.6 SSBI may mention the Client’s name and logo as a reference on its website, in proposals and on social media, and describe the project in general terms without disclosing confidential information. The Client may object to this in writing at any time, after which SSBI removes the reference within a reasonable period.
A9.7 The Client warrants that the materials, data and instructions it provides to SSBI do not infringe the rights of third parties and indemnifies SSBI against all third-party claims in that respect. SSBI indemnifies the Client against third-party claims alleging that the Custom Components, as delivered by SSBI and used in accordance with the Agreement, infringe their intellectual property rights, provided the Client informs SSBI without delay, leaves the defence to SSBI and provides reasonable cooperation. In that case SSBI may, at its option, modify or replace the Deliverable or obtain a licence; the indemnity is limited to the cap in article A13.
A10. Provisions on AI and Third-Party Platforms
A10.1 Deliverables and Hosted Services may make use of third-party AI models and services. The Client acknowledges that the output of such systems is probabilistic and may contain inaccuracies, omissions or undesirable results, that such output may vary over time, and that models may be changed or discontinued by their providers. SSBI does not guarantee the accuracy, completeness or suitability of AI output.
A10.2 The Client remains responsible for the use of AI output within its organisation, for appropriate human oversight, in particular for decisions with legal, financial or other significant consequences for individuals, and for compliance with the regulations applicable to it, including Regulation (EU) 2024/1689 (the AI Act) and the GDPR. SSBI advises the Client on this to the extent provided for in the engagement.
A10.3 The Client determines which data is passed on to Third-Party Platforms through the Deliverables and accepts the terms of those platforms, including their provisions on the use of data. Where possible, SSBI configures the Deliverables so that data is not used to train third-party models, but cannot guarantee this where the Client itself selects a platform or setting.
A10.4 SSBI is not liable for the unavailability, modification, price increase or discontinuation of Third-Party Platforms, nor for the consequences thereof for the operation of the Deliverables or Hosted Services. Adapting Deliverables to such changes is carried out under a Service Package or at the applicable hourly rate; a rebuild resulting from a fundamental change or discontinuation constitutes new scope.
A11. Confidentiality
A11.1 Each party treats all information of the other party that is designated as confidential or whose confidential nature it should reasonably understand (including business processes, Client Data, prices, technical information, source code and the content of reports and proposals) as strictly confidential, uses it only for the performance of the Agreement, and discloses it only to employees, subcontractors and advisers who need it and are bound by an equivalent duty of confidentiality.
A11.2 The duty of confidentiality does not apply to information that is or becomes public without fault of the receiving party, that the receiving party already lawfully possessed, that it developed independently, or that it must disclose under a legal obligation or court order. It continues for 3 years after the end of the Agreement and, for trade secrets, for as long as they retain that character.
A12. Data protection and security
A12.1 Each party complies with the data protection legislation applicable to it, including the GDPR. To the extent SSBI processes personal data on behalf of the Client in performance of the Agreement, SSBI acts as processor and the Client as controller. The parties conclude a data processing agreement for that purpose in accordance with Article 28 GDPR; in the absence of a separate agreement, SSBI’s standard data processing agreement forms part of the Agreement.
A12.2 The Client warrants that it has a valid legal basis for the processing it entrusts to SSBI, that the data subjects have been properly informed, and that it does not provide SSBI with special categories of personal data without prior written agreement. The Client indemnifies SSBI against claims from data subjects or supervisory authorities arising from the Client’s instructions.
A12.3 SSBI takes appropriate technical and organisational security measures, taking into account the state of the art, the nature of the data and the risks, and notifies the Client without undue delay of any personal data breach affecting the Client Data.
A12.4 For the processing of personal data of the Client’s contact persons in the context of the client relationship, SSBI acts as controller in accordance with its privacy policy, available at smallstepsbigimpact.io.
A13. Liability
A13.1 SSBI is liable only for direct damage that is the direct consequence of a breach attributable to it. Except in the case of wilful misconduct or fraud on the part of SSBI, its total liability per Agreement, regardless of the legal basis and the number of claims, is limited to the amount (excluding VAT) paid by the Client to SSBI for the Services to which the damage relates during the 12 months preceding the event giving rise to the damage, and in any event to a maximum of EUR 25,000. For continuing Services, liability is further limited to the fees paid for that Service in the 12 months preceding the event giving rise to the damage.
A13.2 SSBI is not liable for indirect or consequential damage, including loss of profit or revenue, loss of customers or opportunities, loss of or damage to data (except for restoration from the back-ups SSBI is contractually required to keep), business interruption, reputational damage, fines or penalties imposed by authorities, costs of substitute services or third-party claims, even if SSBI was aware of the possibility of such damage.
A13.3 Nor is SSBI liable for damage resulting from: incorrect, incomplete or late information or instructions from the Client; use of Deliverables or Hosted Services contrary to the documentation or outside the agreed purpose; modifications by the Client or third parties; the operation, modification or unavailability of Third-Party Platforms; business decisions taken on the basis of Deliverables or AI output; the absence of back-ups on the Client’s side; or the conduct of the Client’s users.
A13.4 Service credits due under Annex 1 are the sole remedy for failure to meet a service level, unless the failure results from wilful misconduct or fraud on the part of SSBI.
A13.5 Any claim against SSBI lapses if it is not notified in writing within 30 calendar days after the Client discovered, or should reasonably have discovered, the damage, and if legal proceedings are not initiated within one year of that notification.
A13.6 The limitations in this article also apply for the benefit of SSBI’s directors, employees, partners and subcontractors and do not affect liability that cannot be limited under mandatory law.
A14. Force majeure
A14.1 Neither party is liable for the non-performance or late performance of its obligations (with the exception of payment obligations) where this results from force majeure: any event beyond the reasonable control of the party that makes performance impossible or unreasonably onerous, such as failures of the internet, electricity, cloud infrastructure or Third-Party Platforms, cyberattacks despite appropriate security, illness or accident of key persons, strikes, fire, natural disasters, epidemics, war or government measures.
A14.2 The party invoking force majeure informs the other party without delay and limits the consequences as far as reasonably possible. Obligations are suspended for the duration of the force majeure; periods of force majeure are not counted in the calculation of service levels. If the force majeure lasts longer than 60 calendar days, either party may terminate the Agreement in writing for the part not yet performed, without compensation; services already delivered remain payable.
A15. Term, cancellation and termination
A15.1 Project engagements end upon their full performance. Continuing Services have the term and notice arrangements set out in the applicable module or in the quotation.
A15.2 If the Client cancels an ongoing project engagement prematurely, it owes SSBI the price of all services already performed and costs already incurred, plus a fixed compensation of 30% of the price of the part not yet performed, without prejudice to SSBI’s right to prove higher actual damage. Amounts already paid are set off against this.
A15.3 Either party may terminate the Agreement in writing with immediate effect and without judicial intervention if the other party fails to perform a material obligation and does not remedy that failure within 15 calendar days of a written notice of default, or if the other party is declared bankrupt, enters into liquidation, applies for judicial reorganisation proceedings or ceases its activities.
A15.4 Upon termination for any reason, all outstanding amounts become immediately payable, SSBI provides the Client with the Deliverables that have been paid for in full in their current state, and SSBI provides, on request and at the applicable hourly rate, reasonable cooperation in the transfer to the Client or another service provider (exit assistance). For Hosted Services, the arrangements on return and deletion of Client Data in module B4 also apply. Articles A9, A11, A12, A13, A16 and A19 survive termination.
A16. Non-solicitation
During the term of the Agreement and for 12 months after its end, the Client shall not, without SSBI’s prior written consent, directly or indirectly employ or engage any employees, freelancers or subcontractors of SSBI who were involved in the performance of the Agreement. In the event of breach, the Client owes a fixed compensation equal to the gross annual salary or annual fee of the person concerned, without prejudice to SSBI’s right to prove higher damage.
A17. Complaints and dispute resolution
A17.1 Complaints about the Services, other than defects during an acceptance period, must be reported in writing with reasons within 8 calendar days of the performance or the discovery of the problem. Filing a complaint does not suspend the payment obligation.
A17.2 The parties first attempt in good faith to resolve any dispute through consultation between their authorised representatives. If they fail to do so within 30 calendar days of a written request to that effect, either party may submit the dispute to the competent court.
A18. General provisions
A18.1 If any provision of these Terms is wholly or partly void, invalid or unenforceable, this does not affect the validity of the remaining provisions. The parties replace the provision concerned with a valid provision that approximates its economic purpose as closely as possible; for provisions subject to a statutory maximum, that maximum applies.
A18.2 Failure or delay in exercising a right does not constitute a waiver of that right. A waiver is valid only if made expressly and in writing.
A18.3 The Client may not assign its rights and obligations under the Agreement without SSBI’s prior written consent. SSBI may assign the Agreement to an affiliated company or to a legal successor that takes over its activities, subject to notice to the Client.
A18.4 Notices are validly given by e-mail to the addresses the parties use in the context of the Agreement. The parties accept e-mail, SSBI’s log files and electronic signatures as evidence, with the same evidential value as a signed paper document.
A18.5 These Terms are available in Dutch and English. In the event of any inconsistency, the Dutch version prevails.
A19. Governing law and jurisdiction
A19.1 These Terms and every Agreement are governed exclusively by Belgian law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG) and of the rules of private international law that would lead to the application of another law.
A19.2 All disputes concerning the formation, validity, performance or termination of these Terms or of an Agreement fall under the exclusive jurisdiction of the courts of the judicial district of Limburg, Tongeren division, without prejudice to SSBI’s right to summon the Client before the court of the Client’s domicile or registered office. Specific provisions per service category
Part B: Service modules
B1. Screening and advice
B1.1 The screening is a stand-alone Service at a fixed price, consisting of an on-site or online session with interviews and process mapping, a findings report with prioritisation and a debriefing. It commits the Client to nothing further.
B1.2 The screening provides a snapshot based on the information provided by the Client’s employees. It does not constitute a binding estimate of the cost or lead time of subsequent engagements unless the quotation states otherwise. The Client informs its employees in advance about the screening and the processing of their professional data in that context.
B1.3 Advice and guidance on the use of AI are provided on the basis of the state of the art and the regulations at the time of performance. The Client decides on the implementation of the advice itself and remains responsible for compliance with the regulations applicable to it.
B2. Implementation and workflow automation
B2.1 This module applies to the implementation, configuration and integration of Third- Party Platforms (such as CRM, ERP, scheduling or communication systems), to data migrations and to the building of workflow automations on automation platforms.
B2.2 An implementation starts with a blueprint setting out scope, processes, integrations, data model, roles and schedule. The blueprint and the implementation are offered together and cannot be ordered separately unless agreed otherwise in writing. Once approved by the Client, the blueprint constitutes the specification for delivery. Changes to the approved blueprint are handled through a change request.
B2.3 Unless agreed otherwise, an implementation comprises the following phases: kick-off, configuration, integrations and automations, data migration, testing by the Client (acceptance period, article A8), go-live and a hypercare period of 10 Working Days after go- live during which SSBI handles incidents and questions with priority. After the hypercare period, support is provided under a Service Package or on a time-and-materials basis.
B2.4 For data migrations, the Client is responsible for the completeness, accuracy and cleansing of the source data and for providing it in the agreed format. SSBI performs a test migration and submits the result to the Client for validation before the final migration. After validation, the Client is responsible for checking the migrated data. Cleansing or enriching source data is not part of the scope unless expressly stated.
B2.5 When the Client opts for custom software (module B3), the workflow automations provided for therein form part of that software and are not charged separately.
B2.6 Workflow automations run on Third-Party Platforms under the Client’s account or, where SSBI manages the platform, under the arrangements of module B4. The Client acknowledges that the operation of an automation depends on the availability, APIs and terms of the connected platforms, and that a changed API, a change to the configuration of a connected system by the Client, or exceeding platform limits may disrupt operation without this constituting a defect on SSBI’s part.
B3. Custom application builds
B3.1 This module applies to the design, development and delivery of bespoke software (web applications, internal tools, portals, APIs, AI applications), including the automations integrated therein.
B3.2 A custom build starts with a blueprint setting out functional and technical specifications, architecture, modules, integrations, acceptance criteria and schedule. The blueprint and the build are offered together. Once approved, the blueprint constitutes the specification for delivery; changes are handled through a change request. Functionality not included in the blueprint is not part of the scope, even where it would be customary or obvious.
B3.3 SSBI works iteratively: the build is delivered in modules or milestones as set out in the quotation, each with its own demonstration and acceptance period in accordance with article A8. The Client provides feedback within 5 Working Days of each demonstration; failing this, the milestone is deemed accepted and SSBI proceeds on that basis. Final acceptance takes place after delivery of the last milestone.
B3.4 Upon delivery, SSBI provides the source code, configuration and technical documentation in a repository or environment of the Client or, where SSBI hosts the application, in SSBI’s environment with a copy on request. The documentation describes the architecture, installation and operational dependencies at a level that allows a competent developer to maintain the application.
B3.5 The Client chooses where the application runs: on the Client’s own infrastructure or accounts, in which case the Client is responsible for hosting, security, back-ups and the associated costs, or as a Hosted Service with SSBI under module B4. For maintenance after the warranty period of article A8.4, the Client may purchase a Service Package (module B5); without a Service Package, maintenance is carried out on a time-and-materials basis and SSBI does not guarantee continued operation in the event of changes to Third-Party Platforms, browsers, operating systems or dependencies.
B3.6 SSBI uses open-source components and libraries in custom builds under their respective licences and indicates on request which ones. SSBI avoids components with licences that would oblige the Client to publish its own code (copyleft) in the core application, unless the Client agrees to this in writing.
B3.7 Intellectual property is governed by article A9: the Custom Components pass to the Client upon full payment; the Background Materials remain SSBI’s under licence. The Client acknowledges that SSBI may develop similar applications for other clients as long as it does not use the Client’s confidential information or Custom Components in doing so.
B4. SaaS, Hosted Services and licence management
B4.1 This module applies in two situations: where SSBI hosts, manages and makes available an application, automation or environment for the Client as a Hosted Service against a recurring fee, and where SSBI manages and passes on licences or subscriptions for Third- Party Platforms in the name and on behalf of the Client ("licence management"). Hosted Services
B4.2 For the term of the Agreement, SSBI grants the Client a non-exclusive, non- transferable right to use the Hosted Service for its internal business operations, by the number of users, environments or volume set out in the quotation. The Client may not resell, rent, sublicense or make the Hosted Service available to third parties, other than to its own employees and to service providers working on its behalf.
B4.3 The Client and its users use the Hosted Service lawfully and refrain from: circumventing security or usage restrictions; performing penetration or load tests without prior written agreement; uploading malicious code; using it for unlawful purposes or contrary to the terms of the underlying Third-Party Platforms; and exceeding reasonable usage limits that affect operation for other clients. The Client is responsible for the confidentiality of its users’ credentials and for all actions under those accounts.
B4.4 SSBI strives to keep the Hosted Service available in accordance with the service level of the Service Package purchased (Annex 1). Without a Service Package, no availability guarantee applies and support is provided on a time-and-materials basis. Scheduled maintenance is carried out outside office hours and, where it results in unavailability, announced at least 2 Working Days in advance, except for urgent security updates.
B4.5 SSBI may update and improve the Hosted Service and change the underlying infrastructure or Third-Party Platforms, provided the core functionality is preserved. Changes that materially restrict functionality are announced at least 30 days in advance; a Client who does not accept them may terminate the Hosted Service as of the effective date without compensation.
B4.6 The Client Data remains the property of the Client. SSBI processes it solely to provide, secure, maintain and improve the Hosted Service and in accordance with the data processing agreement. SSBI backs up the Client Data at the frequency and with the retention period of the Service Package purchased; without a Service Package, daily with a retention period of 7 days. The Client may request an export of its Client Data in a commonly used format at any time.
B4.7 SSBI may suspend access to the Hosted Service in whole or in part where necessary to contain a security incident, in the event of a serious breach of article B4.3, at the request of a competent authority, or in the event of late payment in accordance with article A7.5. SSBI notifies the Client in advance, except where immediate action is necessary, and restores access as soon as the cause has been removed.
B4.8 The Hosted Service is entered into for the initial term set out in the quotation and, failing that, for 12 months. It is thereafter tacitly renewed for successive periods of the same duration, unless either party gives written notice at least 3 months before the end of the current period. Monthly subscriptions may be terminated with one month’s notice.
B4.9 Upon termination, SSBI keeps the Client Data available for export for 30 calendar days and provides exit assistance on request at the applicable hourly rate, including the transfer of the application and the source code of the Custom Components that have been paid for in full. After that period, SSBI irrevocably deletes the Client Data, subject to statutory retention obligations. For Hosted Services, the assignment of Custom Components under article A9.2 takes effect only upon termination and after payment of all amounts due; during the term, the Client holds the right of use under article B4.2. Licence management
B4.10 Where SSBI manages licences or subscriptions for Third-Party Platforms on behalf of the Client, it acts as an intermediary. The licence agreement is concluded between the Client and the provider, or SSBI purchases the licence in its own name on behalf of the Client; in both cases the Client accepts the provider’s terms, and those terms govern the use of the platform.
B4.11 SSBI passes on the costs of the licences at the provider’s price, plus the management fee set out in the quotation. Price changes, changes in functionality or discontinuation by the provider are passed on to the Client as soon as SSBI becomes aware of them and do not constitute a breach by SSBI. SSBI gives no warranties regarding Third-Party Platforms and is not liable for their operation; it provides reasonable assistance in exercising the Client’s rights against the provider.
B4.12 Licence management runs for as long as the licence concerned runs and follows the provider’s notice periods, plus 15 Working Days to allow SSBI to pass on the termination in time. Upon termination, SSBI transfers management of the licence to the Client where the provider permits this.
B5. SLA service packages and Care
B5.1 A Service Package comprises, for the Deliverables, Hosted Services and automations stated in the quotation, support, monitoring, maintenance and minor adjustments at the level the Client purchases: Basic, Standard or Premium. The specific service levels (support hours, response and resolution times, availability, included hours, back-ups, reporting and service credits) are set out in Annex 1. The Care subscription referred to in SSBI’s quotations corresponds to the Standard level unless the quotation provides otherwise.
B5.2 A Service Package includes: following up on incident reports and remedying defects in the delivered Deliverables; adapting to minor changes in connected Third-Party Platforms; answering user questions; applying security and compatibility updates; and, within the included number of hours, minor functional adjustments. Not included are: new functionality, new workflows or modules, rebuilds resulting from fundamental changes or discontinuation of Third-Party Platforms, training of new users, repairing damage caused by the Client or third parties, and work outside support hours without a Premium package. These are quoted separately or carried out on a time-and-materials basis.
B5.3 Reports are submitted through the support channel set out in the quotation (e-mail or ticket portal) with a clear description, the impact and, where possible, steps to reproduce the problem. SSBI assigns a priority to each report according to the definitions in Annex 1; in the event of disagreement, the parties consult in good faith. Response and resolution times run only within the support hours of the package purchased and are suspended while SSBI awaits information or action from the Client or from a Third-Party Platform provider.
B5.4 Unused included hours are not carried over to a following month and are not refunded. Work exceeding the included hours is announced in advance and charged at the package’s preferential rate.
B5.5 A Service Package is entered into for an initial period of 3 months (Basic and Standard) or 12 months (Premium) and is thereafter tacitly renewed for successive periods of one month (Basic and Standard) or 12 months (Premium). Termination is given in writing with a notice period of one month (Basic and Standard) or 3 months (Premium) before the end of the current period. The Client may upgrade to a higher package at any time; a downgrade takes effect at the next renewal.
B5.6 Service credits are calculated and granted in accordance with Annex 1. They are set off against the next invoice, are never payable in cash and are the sole remedy for failure to meet a service level (article A13.4). A request for service credits must be submitted in writing within 30 calendar days after the end of the month in which the service level was not met.
B5.7 Upon termination of the Service Package, any guarantee of the continued operation of the Deliverables in the event of changes to Third-Party Platforms, browsers, operating systems or dependencies lapses, and further work is carried out on a time-and-materials basis.
B6. Workshops and training
B6.1 Date, duration, location, number of participants and content are set out in the quotation. The Client may reschedule a workshop free of charge up to 10 Working Days before the scheduled date. In the event of cancellation or rescheduling less than 10 Working Days in advance, 50% of the price is due; in the event of cancellation less than 3 Working Days in advance or no-show, the full price.
B6.2 Course material is intended for internal use by the Client’s participants and may not be distributed or used to provide training to others, unless agreed otherwise in writing. Photo or video recordings during a workshop are made only with the prior consent of the identifiable participants. Applicable to every visitor of smallstepsbigimpact.io
Part C: Use of the website
C1. Content and intellectual property The website smallstepsbigimpact.io and its content (texts, images, logos, videos, code and layout) are protected by intellectual property rights of SSBI or its licensors. Visitors may consult and print the content for personal or internal professional use. Any other use, including reproduction, distribution, adaptation or automated extraction (scraping) of the content, is prohibited without SSBI’s prior written consent. C2. Information and liability The information on the website is general and for information purposes only. It does not constitute advice or a binding offer; only a quotation issued by SSBI or a concluded Agreement binds SSBI. SSBI takes care to ensure the accuracy and currency of the content but does not guarantee it, and may change, suspend or discontinue the website at any time. SSBI does not guarantee that the website is uninterrupted or free of errors or harmful elements and, to the extent permitted by law, is not liable for damage resulting from the use of, or inability to use, the website. Links to third-party websites are provided for information; SSBI has no control over those websites and is not responsible for their content. C3. Use, forms and privacy Visitors use the website lawfully and refrain from any act that could harm its operation or security. Through the contact form and the scheduling tool, a visitor may request information or schedule an appointment; this constitutes a request for information or a non- binding appointment and not an order. The use of cookies and the processing of personal data through the website are described in SSBI’s privacy and cookie policy. Service Packages Basic, Standard and Premium
Annex 1: SLA levels
1. Priorities
Priority Definition Examples P1: Critical The Deliverable or Hosted Service is completely unavailable or a core process of the Client is at a standstill, with no reasonable workaround. Application unreachable; order- processing automation fails completely; data loss in production. P2: High An important function does not work or works incorrectly; the process can continue with a temporary workaround. One integration returns errors; report shows wrong figures; users of one department cannot log in. P3: Normal A defect with limited impact, a support question or a minor adjustment. Cosmetic issue; question about usage; extra field in a form.
2. Service levels
Item Basic Standard (= Care) Premium Support hours Working Days 9 am-5 pm CET Working Days 8 am-6 pm CET Working Days 8 am-8 pm CET; P1 also at weekends 9 am-5 pm Support channel E-mail E-mail and ticket portal E-mail, ticket portal and phone for P1 Response time P1 / P2 / P3 8 h / 2 Working Days / 5 Working Days 4 h / 1 Working Day / 3 Working Days 1 h / 4 h / 2 Working Days Target resolution or workaround P1 / P2 3 Working Days / best effort 1 Working Day / 3 Working Days 8 h / 2 Working Days Monitoring Reactive (on report) Daily automated checks Continuous monitoring with alerting Availability of Hosted Service (monthly) 99.0% 99.5% 99.9% Back-ups of Hosted Service Daily, retained 7 days Daily, retained 30 days Daily + weekly, retained 90 days Included hours per month (minor adjustments) None (time and materials) 2 hours 5 hours Item Basic Standard (= Care) Premium Rate above included hours Standard hourly rate Standard hourly rate minus 10% Standard hourly rate minus 20% Updates of Third-Party Platforms and dependencies Security updates Security and compatibility updates Security and compatibility updates, proactively tested Reporting On request Monthly summary by e-mail Monthly report + quarterly review Initial term / renewal / notice 3 months / monthly / 1 month 3 months / monthly / 1 month 12 months / 12 months / 3 months Price per month (excl. VAT) [EUR …] + [EUR …] per workflow or module [EUR …] + [EUR …] per workflow or module [EUR …] + [EUR …] per workflow or module
3. Measurement and exclusions
Response time is the time between receipt of a report through the agreed channel and SSBI’s first substantive response, measured within the support hours of the package. Resolution time is a target for resolution or the provision of a workaround; it does not constitute an obligation of result. Availability is measured per calendar month as (total minutes minus minutes of unavailability) / total minutes, on the basis of SSBI’s monitoring. Not counted as unavailability or delay: announced maintenance; failures of Third-Party Platforms, internet or cloud infrastructure beyond SSBI’s control; failures caused by the Client, its users or third parties; suspension under article A7.5 or B4.7; force majeure; and time during which SSBI awaits information or action from the Client or from a provider.
4. Service credits
Measured availability (Hosted Service) Credit on the monthly fee of the Service Package Below the package level, but ≥ 98.0% 5% Below 98.0%, but ≥ 95.0% 10% Below 95.0% 25% P1 response time exceeded (per incident, max. 2 per month) 5% per incident Service credits are capped at 25% of the monthly fee of the Service Package per month, are set off against the next invoice and are the sole remedy for failure to meet a service level. They are granted only where the Client requests them in writing within 30 calendar days after the end of the month concerned and no overdue invoices are outstanding at the time of the request. If the availability level is not met in three consecutive months, the Client may terminate the Service Package and the Hosted Service concerned in writing without notice period or compensation.
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