Standard Terms and Conditions of Sale and Services
Data Next Step Inc.
Effective Date: 1st Oct 2024
These Terms and Conditions (“T&C”) govern all sales, services, and solutions provided by Data Next Step Inc. (“DNS”), including but not limited to:
1. Scope
- Enterprise Resource Planning (ERP) solutions,
- Consulting, strategy, audits, and compliance services,
- Cybersecurity services (e.g., pentesting, Law 25 compliance, SOC 2, ISO27001 assistance),
- IT automation and infrastructure projects.
The client explicitly waives its own terms and conditions, even if they are established after these T&C. Any exceptions must be agreed to in writing by DNS.
2. Payment Terms
Invoices are payable within 30 days from the invoice date.
Late payments will accrue 2% monthly interest on outstanding balances.
DNS reserves the right to suspend services in case of late or missing payments.
If payment is more than 60 days overdue, DNS may transfer the account to a debt recovery agency. Legal fees and costs will be charged to the client.
3. Services and Commitments
DNS undertakes to deliver its services with diligence, professionalism, and in accordance with industry standards. Unless otherwise agreed in writing, DNS’s obligations are obligations of means, not of results.
- Service Levels for Technical Issues (ERP & Cybersecurity Projects):
- Critical issues (service unavailable, severe breach): response within 24 hours.
- Major issues (significant functionality impaired): response within 48 hours.
- Minor issues (non-critical functionality, cosmetic): response within 72 hours.
4. Data Protection & Compliance
Clients remain fully responsible for the accuracy, legality, and integrity of their data. DNS commits to implementing reasonable security measures to protect client data, in line with its Privacy Policy
DNS complies with Law 25 (Quebec), Canada privacy regulations, and when applicable, international standards (GDPR, SOC 2, ISO 27001). DNS cannot be held liable for client misuse of data, regulatory non-compliance caused by client actions, or force majeure events.
5. Intellectual Property
The client retains ownership of all data entered into the ERP or provided during consulting.
DNS retains ownership of the ERP system, software code, scripts, tools, and methodologies used to provide services. Clients may not reverse-engineer, decompile, copy, or redistribute DNS software or proprietary materials without written consent.
6. Termination
Either party may terminate the contract with 30 days’ written notice. DNS may suspend or terminate services immediately in case of:
- Non-payment,
- Misuse of services,
- Breach of these T&C.
Upon termination, the client may request a copy of its data within 30 days. After this period, DNS may delete it securely.
7. Liability and Limitations
DNS shall not be liable for indirect damages, loss of profits, or reputational harm. The maximum liability of DNS under any contract is limited to the total fees paid by the client in the preceding 6 months.
DNS is not responsible for delays or failures caused by force majeure events (natural disasters, government action, cyberattacks beyond reasonable defense, etc.).
8. Governing Law and Jurisdiction
All contractual relations will be governed exclusively by the laws of Quebec and Canada. Any disputes will fall under the exclusive jurisdiction of the courts of Montreal, Quebec.