INNER provides its customers with scanning and diagnostics services. At this point, it will be a beta version service.  

Agreements or Service Orders will supersede any previous Agreement between INNER and the PARTNER.

1.        The service will be provided within the normal business hours, 9:00am – 5:30pm

2.        All prices quoted are in Euros and exclude taxation where applicable unless stated. Where agreed, all out of pocket expenses shall be borne by the Client, and receipts (where applicable) will be supplied on request.

3.        Purchase Orders are required from the Client before any work can start.

4.        Invoicing will take place for 50% after receiving your purchase order and 50% after delivery of the analysis report.

5.        Payments are due within 30 days after invoice date. Payment for stages of projects is due upon completion of each stage.

6.        The Company retains all possession rights to all documentation until full payment is received.

7.        The Client will assume responsibility for all registered software and licences that they require the Company to use. If there is a need to transport batteries or any other hazardous material and components, the client will be responsible for all logistics arrangements and regulatory and safety requirement by law until they reach their destination. 

8.        Before commencing project or consultancy work, terms of reference of job outlines are agreed and signed off by both parties.

9.        Retention of title will apply and no property or title of goods shall pass from the Company to the Client unless and until the full amount of the value of the goods as invoiced has been credited to the Company’s bank account without recourse, or the Company has received the full amount in cash, and the Client shall indemnify the Company against any loss or damage to the goods prior to the passing of property therein whilst in the Client’s custody. Purchases of goods on behalf of Clients are subject to full payment within 10 days from the date of invoice.

10.      The Company’s liability is limited to an amount equalling that invoiced for disputed work and the Company shall not be liable to make compensation payments in excess of that. This limitation excludes the Company from responsibility for any consequential loss, eg loss of profits. In all cases, the Company’s maximum liability shall be €100,000 Euros.

11.      INNER is not responsible or liable for damage that may occur to the goods you deliver under terms of this contract, either during shipping or during testing of the goods.

12.      Where regular work is undertaken over an indefinite period of time, a separate contract shall be drawn up between the parties in addition to these standard terms and conditions, and the notice period on either side for terminating the contract shall be no less than three calendar months. If a separate contract is used, then both that document and this Agreement should form the terms and conditions, and the conditions in one do not automatically supersede those in the other.

13.      The Client shall not maintain information on the Company’s staff and shall not actively approach any such staff for a period of 24 months following termination of supply of products or any services without agreement from the Company’s Directors. In addition, the Client will not solicit external help from existing staff, be it informal or contracted, paid or in lieu of payment, without official Purchase Orders and recognition to the Company. This agreement takes effect once trade has been indicated or started between the two companies and holds until such time that either no trade has existed for 24 months or is terminated in writing (excluding the first sentence of this numbered point, which will stand for the stipulated duration).

14.      No work by suppliers, service providers or any third party, be they directly or indirectly commissioned, will be considered for payment unless the Company has issued an official Purchase Order for those goods or services prior to delivery or commencement of work. All third party work will be conducted solely on an agent basis and therefore all liability will reside with the third party.

15.      Except as herein stated and so far as permitted by statute, the Company expressly excludes all guarantees representations, warranties and conditions (whether express or implied) and the Company shall not be liable for any injury, loss or damage whatsoever or howsoever arising and whether direct or indirect or consequential arising from or relating in any way to these terms and conditions. In cases where a beta version service is provided, it is made clear that the diagnoses provided will not be complete and will be based on manual analyses which will not be able to provide results similar to the commercial product.

16.      This Agreement shall be governed by and construed in accordance with the laws of Netherlands as appropriate. The Client (including those who are based, or where work has been carried out, in the United States of America or Canada) consents to the exclusive jurisdiction of the courts of Netherlands in any action brought in connection with these conditions and acknowledges that venue is appropriate and convenient in any of such courts. The restrictions set forth herein and the terms and conditions hereof shall remain binding and enforceable for the duration of business or relations between the Company and the Client.

17.      INNER and the client shall each keep confidential the other's trade secrets and confidential information and shall not disclose them to any third party without the prior written consent of the other.

18.      INNER may mention the name of the client and the nature of the assignment to other potential clients. However, INNER undertakes not to print, publicise or disclose to any third party any details of the client without the prior written consent of the client. INNER will seek the client's permission to publicise INNER's involvement in the project, and such permission will not be unreasonably withheld.

19.      Terms; Each of the provisions of these Terms and Conditions and attached documents shall be severable and construed independently from the others and the alleged invalidity of one provision shall not render the remainder void.