Article 1 Implementation
These terms apply to all orders to implement client-specific set-up requirements into the Platform (“Implementation”), which Rulebooks executes at the Subscriber’s request and apply in addition to the application General Terms of Rulebooks.
Before executing the Implementation, Rulebooks shall prepare an action plan to submit to the Subscriber for approval. The action plan shall summarize activities, resources, preconditions, acceptance criteria, and milestones, including completion date.
The number of days for the Implementation specified in the Agreement or action plan is estimated. It does not constitute a basis for any claims to entitlements or rights on the Subscriber’s part.
The Implementation involves a joint effort on the part of Rulebooks and the Subscriber, and its success depends in part on the degree to which the Subscriber cooperates and provides accurate information.
The deadlines specified by Rulebooks are determined to the best of its knowledge. The deadlines are based on and, to the greatest extent possible, account for all information known to Rulebooks at the beginning of the Agreement period.
The Subscriber acknowledges that the Implementation is an interactive and dynamic process in which delays may occur. The Parties shall endeavor to achieve the milestones specified in advance.
The Implementation begins on a date determined by the Parties and ends when the Subscriber has granted its acceptance to Rulebooks or its subcontractor.
The Subscriber needs to inform Rulebooks of any (suspected) faults within one month after the completion of user acceptance testing. In that case, the Subscriber shall be deemed to have granted its acceptance. In the event of any (suspected) defects, the Parties shall convene to plan the necessary additional (implementation) activities.
Insofar as any Agreement, annex, action plan, or proposal specifies any delivery dates and/or deadlines, these are purely provisional and do not constitute fixed deadlines unless explicitly stated otherwise.
In any event, if the Parties agree in writing and explicitly to a deadline, Rulebooks shall only be deemed to be in default once the Subscriber issues a proper, detailed, written notice of default.
Rulebooks is not bound to adhere to any (delivery) deadlines that could not be met due to circumstances beyond its control which occurred after the Agreement was accepted. If a deadline is at risk of not being met, Rulebooks and the Subscriber shall convene as quickly as possible.
Rulebooks is entitled to engage third parties to perform duties on its behalf. The provisions of Article 7:404 of the Dutch Civil Code are hereby explicitly excluded. However, neither Party is entitled to transfer any rights arising from this Agreement to any third party without obtaining the prior written consent of the other Party.
The fixed fees for the Implementation are invoiced in full upon completion.
Implementation activities that the Agreement specifies are to be paid based on a subsequent calculations shall be invoiced afterward based on the actual implementation activities performed.
In case of any questions and/or comments about these terms, contact Rulebooks via: email@example.com.