GENERAL TERMS AND CONDITIONS
Last updated: 8 September 2026

 

Article 1 – Scope and Application

These Terms and Conditions are the only ones applicable between the parties, to the exclusion of any other condition, reservation, restriction or clause emanating from customers, unless expressly accepted in writing by RedWatch. They therefore apply to all offers, orders and services made by RedWatch, to all agreements concluded between RedWatch and the Customer, as well as to all current services which have not been the subject of a specific agreement, unless written exemption expressly accepted by RedWatch.

They are accessible at any time on the site www.redwatch.lu and prevail, if necessary, over any previous version which would have reached the customer before the order date. The version on the site www.redwatch.lu on the day of the order will be the one retained for the service.

 

Article 2 – Performance of Services and Obligations

RedWatch undertakes to use all reasonable professional means and resources at its disposal to perform the services described in the service agreement entered into with the Customer.

The Customer undertakes to provide RedWatch, in a timely manner, with all information, documents and data necessary for the proper performance of the services and compliance with agreed deadlines.

Such information may be provided during working meetings, in paper format, electronically or by any other means agreed between the parties.

RedWatch shall not be liable for any damage, delay or financial loss resulting from the late performance or non-performance of all or part of the services where such delay or non-performance results from circumstances beyond RedWatch’s reasonable control.

Where appropriate, RedWatch may engage subcontractors for the performance of certain services. RedWatch shall remain responsible for managing the relationship with such subcontractors.

 

Article 3 – Service Agreement

RedWatch provides services at the express request of the Customer. Each engagement shall be governed by a service agreement or other written confirmation of the agreed scope.

The service agreement will specify, as applicable:

• the nature and scope of the services;

• the fees, exclusive of VAT;

• the applicable payment terms;

• the expected timetable;

• the respective responsibilities and obligations of RedWatch and the Customer;

• any other specific conditions applicable to the engagement.

To confirm an engagement, the Customer must accept the service agreement without amendment, either by returning a duly signed copy or by providing written acceptance by e-mail.

Where applicable, the engagement shall only become effective once the service agreement has been accepted and any required deposit has been received.

​

Article 4 – Fees and Expenses

The financial terms applicable to each engagement are set out in the relevant service agreement.

Unless otherwise expressly agreed, the fees stated in the service agreement apply to services performed in Luxembourg.

Where services are performed at the Customer’s premises, standard daily rates are based on an eight-hour working day during normal working hours, between 7:00 a.m. and 7:00 p.m.

At the Customer’s request, additional work may be invoiced as follows:

• 150% of the standard hourly rate for services performed beyond the agreed daily schedule, outside normal working hours or on Saturdays;

• 200% of the standard hourly rate for services performed on Sundays or official public holidays in Luxembourg.

Costs incurred in obtaining additional commercial or financial information from external agencies may be invoiced separately.

Depending on the Customer’s location, travel expenses may also be charged. Where applicable, mileage is invoiced at EUR 0.30 per kilometre.

Fixed fees may be adjusted in line with changes to the applicable Luxembourg salary index. RedWatch may also revise its fees independently of indexation, subject to prior written notice to the Customer.

If the Customer does not accept such revised fees, the Customer may terminate the engagement in accordance with the applicable contractual terms.

All fees are expressed in euros and are exclusive of VAT unless otherwise stated.

​

Article 5 - Billing

Any dispute relating to an invoice must be notified to RedWatch in writing within fifteen (15) days of the invoice date.

 

Article 6 - Payment

Unless otherwise agreed in writing, invoices issued by RedWatch are payable within ten (10) calendar days of receipt.

Different payment terms may be agreed in writing between RedWatch and the Customer and will then prevail over these General Terms and Conditions.

A deposit of up to 30% may be requested upon signature of the service agreement.

For engagements lasting one month or less, the remaining balance will normally be invoiced upon completion of the services.

For engagements extending over several months, RedWatch will normally invoice on a monthly basis.

In the event of late payment, the Customer shall automatically and without prior notice be liable for:

• a fixed compensation of EUR 40 for recovery costs; and

• late-payment interest from the day following the applicable due date, calculated in accordance with the applicable legal provisions.

In the event of non-payment of an overdue invoice, RedWatch may, without prejudice to any other rights, suspend ongoing services and orders until payment is received.

Any contractual deadlines affected by such suspension shall be extended accordingly.

RedWatch shall not be liable for any loss or damage suffered by the Customer as a direct consequence of a suspension resulting from the Customer’s failure to meet its payment obligations.

 

Article 7 - Duration and Termination

The duration of each engagement is specified in the applicable service agreement.

Any timetable or estimated duration stated in the service agreement is indicative and may vary depending on, among other factors, RedWatch’s availability, the timely provision of information by the Customer and circumstances arising during the engagement.

Where specified in the service agreement, the engagement may be subject to automatic renewal.

Either party may terminate the agreement in the event of a material breach by the other party, without prejudice to any right to claim damages.

Unless the breach cannot reasonably be remedied, termination shall take effect ten (10) working days after written notice has been sent to the defaulting party, provided that the breach has not been remedied within that period.

Either party may terminate the agreement immediately in the event of cessation of business, insolvency, bankruptcy, liquidation or any similar event affecting the other party, subject to applicable law.

Upon expiry or termination:

• the service agreement shall cease on the effective termination date;

• RedWatch shall be released from its obligations relating to services not yet performed;

• RedWatch shall return Customer documents and information in its possession within thirty (30) working days, where applicable;

• the Customer shall remain liable for all fees relating to services performed up to the effective termination date;

• deposits already paid shall remain due to RedWatch unless otherwise agreed in writing.

 

Article 8 - Confidentiality and Professional Conduct

RedWatch undertakes to:

• maintain the confidentiality of information provided by the Customer and identified as confidential;

• not disclose information relating to the services performed for the Customer, except where required for the proper performance of the engagement or by law;

• return documents provided by the Customer at the end of the engagement, where applicable;

• enter into a separate confidentiality agreement where reasonably requested by the Customer.

Information shall not be considered confidential where it:

• is already publicly available; or

• must be disclosed pursuant to applicable law or regulatory requirements.

The terms of the service agreement between the parties shall be considered confidential and shall not be disclosed to unauthorised third parties.

RedWatch will obtain the Customer’s prior written consent before using the Customer’s name or company name as a reference in promotional or marketing materials.

RedWatch reserves the right to refuse any engagement that it considers unethical, unlawful or inconsistent with its professional standards.

 

Article 9 - Intellectual property

Unless otherwise expressly agreed in writing, and subject to full payment of the applicable fees, all intellectual property rights relating to materials, tools, methodologies, analyses or other creations developed by RedWatch in connection with the services shall remain the property of RedWatch.

RedWatch may reuse the knowledge, experience, concepts, methodologies and know-how developed or applied during the engagement, provided that it continues to comply with its confidentiality obligations.

The Customer does not acquire ownership rights in RedWatch’s tools, methods or know-how.

Where third-party software or IT tools are used in connection with the services, no ownership rights in such software or tools are transferred to the Customer. Any required third-party licences shall remain subject to the relevant supplier’s terms and may need to be obtained separately by the Customer.

 

Article 10 - Force majeure

Force majeure means any event beyond the reasonable control of the parties that could not reasonably have been foreseen or prevented and that makes performance of the agreement impossible or unreasonably burdensome under the circumstances.

During a force majeure event, the affected obligations of the parties shall be suspended for as long as the event prevents their performance.

If the force majeure event makes continued performance permanently impossible, the agreement may be terminated.

Force majeure events may include, without limitation, war, civil unrest, terrorism, sabotage, severe weather, natural disasters, floods, fire, epidemics, major infrastructure failures, interruptions to electricity or telecommunications networks, government restrictions, strikes, lockouts and other events beyond the reasonable control of the parties.

​

Article 11 - Governing Law and Jurisdiction

These General Terms and Conditions and all service agreements entered into between RedWatch and the Customer shall be governed by Luxembourg law.

The courts of Luxembourg shall have exclusive jurisdiction over any dispute arising out of or in connection with the performance of the services, subject to any mandatory provisions of applicable law.

Any reasonable legal and recovery costs incurred in connection with the collection of unpaid invoices may be charged to the Customer to the extent permitted by applicable law.

For matters not expressly addressed in these General Terms and Conditions, the relevant provisions of Luxembourg law shall apply.

​

In the event of any discrepancy or inconsistency between the French and English versions, the French version shall prevail.