General conditions of sale

These General Conditions of Sale (“GCS”) shall apply to all the sales, services and, in general, provisions entered into by BIDEA Automotive S.L. (“BIDEA”) with natural and legal persons, individually referred to as “the CUSTOMER”. BIDEA expressly rejects any other general conditions that contradict them.

Procurement of any of the services provided by BIDEA entails acceptance of these General Conditions and, therefore, that the CUSTOMER has read and understood their provisions, has sufficient legal capacity to be contractually bound and assumes all the obligations set forth in these General Conditions.

 

1. Provisions and services provided by BIDEA

BIDEA provides the following services:

a) On-site training services

b) Virtual (online) training services

c) Technical cleaning laboratory analysis services, in accordance with VDA 19.1 and 19.2

d) Supplier development services for the automotive industry, including audits, evaluations, risk analyses, technical assistance, quality management, mentoring and consultancy

 

2. Responsibilities of the parties

For any of the procured services to begin it shall be necessary to send BIDEA formal and express acceptance of its offer, ratifying it by means of a purchase order, a SEPA authorization or an advance payment.

The CUSTOMER shall be responsible for the issuance of the purchase order on behalf of BIDEA for the service it wishes to procure, at least seven (7) business days prior to the beginning of the service. The CUSTOMER shall be responsible for paying BIDEA the purchase price indicated in the Order before the expiry date indicated in the Order.

In the absence of an order, the CUSTOMER may also confirm BIDEA’s offer by making an advance payment for the services provided by the latter by means of a bank transfer, within a period of no fewer than seven (7) business days before the beginning of the service. BIDEA may request a SEPA authorization for the payment of its services at any time.

In the case of online training services, the CUSTOMER expressly acknowledges that BIDEA shall only accept an advance payment or a SEPA authorization as an essential requirement for the provision of the codes for access to its virtual classroom.

The CUSTOMER expressly acknowledges that the absence of an order, an advance payment or a SEPA authorization shall release BIDEA from its obligation to provide the procured services.

 

3. Particular conditions for on-site training services

BIDEA only conducts on-site training for other companies, either at its own or at the CUSTOMER’s facilities. Therefore, as far as its on-site training is concerned, the CUSTOMER is defined as the legal person that procures the services marketed by BIDEA.

The processing of an application to enrol on BIDEA’s on-site training or for its examinations does not entail admission to the training course or the booking of a place. At least the following requirements should be met for admission to occur:

a) The CUSTOMER of the training service should be the company where the candidate works;

b) the enrolment procedure should be carried out properly and contain all the information requested by BIDEA with regard to the procuring company and the candidate submitted by the latter;

c) the documentation and substantiation provided together with the enrolment application should ratify that the submitted candidate fulfils the requirements for admission to the training established by BIDEA or the partner entities it works with;

d) the CUSTOMER should have sent a purchase order on behalf of BIDEA in relation to the training service it wishes to procure at least seven (7) business days before the beginning of the training.

Purchase orders sent to BIDEA may only be cancelled up to seven (7) business days before the beginning of the training. They shall subsequently be regarded as firm and may not be cancelled, otherwise BIDEA shall be authorized to invoice the procuring company for the service, even if the candidate does not attend it. In the absence of a purchase order, the procuring company may prevent the enrolment application from being rejected or the candidate from not being admitted to the training course by paying for it in advance, up to seven (7) days before the beginning of the training.

BIDEA reserves the right to modify the date of the training course or cancel it. In such a case, it shall either propose alternative dates or return the amount paid, at the CUSTOMER’s discretion, within a period not exceeding fifteen (15) days, starting from the moment at which BIDEA confirms the cancellation of the training activity. For ordinary reasons BIDEA undertakes to announce the cancellation of a training course or a change in the date up to five (5) days before the beginning of the course. For reasons of force majeure BIDEA undertakes to announce the above as soon as said reasons become known.

If the training activity includes an examination, it shall be necessary to pass all the tests to be eligible for the qualification certificates. Certificates may not be obtained if only one or several parts of the examination but not all of them have been passed, nor may certificates be obtained if the invoice for the training has not previously been paid or if previous unpaid invoices exist.

Retaking all or part of the examination shall entail the payment of an additional fee of €250 (not including VAT). This rate is shown for indicative purposes in these General Conditions and may be subject to change. Generally speaking, the rate in force during the year in which the exam is retaken shall be applied and confirmed to the candidate at the moment at which the booking of the place is formalized. Examinations shall always be retaken by occupying free places available in the next scheduled session and shall only be taken at BIDEA’s facilities.

The certificates shall be issued in accordance with the data indicated on the enrolment form (name, date of birth, etc.) and shall be sent to the address indicated on the enrolment form.

If the certificate contains any errors attributable to BIDEA, BIDEA shall re-issue it at no cost to the candidate or applicant company. If the certificate contains any errors attributable to the candidate/student and/or the procuring company and it has to be re-issued, a charge of €50 (not including VAT) shall be applied, to be paid prior to the issuance of the new certificate. The original of the incorrect certificate must be returned to BIDEA before the issuance of the replacement certificate.

The procuring company shall be informed of the rate in force for the on-site training provided by BIDEA in any of its on-site modalities at the moment at which it requests it. However, regardless of when it informs the interested company or candidate of the rate, BIDEA shall apply the rate in force during the year in which the training activity/examination retake effectively takes place. BIDEA shall apply a 21% VAT rate or, as appropriate, the VAT rate legally applicable to said rate.

In the event of on-site training at the CUSTOMER’s facilities entailing travel and accommodation costs and living expenses for BIDEA’s personnel, go to section 7 of these General Conditions.

BIDEA reserves the final right of admission and removal in the event of any problems affecting the smooth running of the course.

 

4. Online training: Virtual Classroom

BIDEA provides teaching services by means of its Virtual Classroom at home and abroad, chiefly in the Spanish and Latin American markets. As far as its online training is concerned, the CUSTOMER is defined as the natural or legal person that procures the services marketed by BIDEA.

The CUSTOMER acknowledges that BIDEA’s receipt of the duly completed enrolment application entails the formalization of said enrolment and advance payment of the invoice for the training course.

Once the enrolment process has been completed, the CUSTOMER must proceed to pay the invoice to BIDEA. Once the amount has been received, BIDEA shall send the CUSTOMER a confirmation email. In addition, shortly before the beginning of the course, the CUSTOMER shall receive an email message from BIDEA informing it of its username and the codes for access to BIDEA’s Virtual Classroom. The enrolment is personal and non-transferable and the rights resulting from it may not be assigned to third parties.

BIDEA reserves the right to modify the date of the training course or cancel it. In such a case, it shall either propose alternative dates or return the amount paid, at the CUSTOMER’s discretion, within a period not exceeding fifteen (15) days, starting from the moment at which BIDEA confirms the cancellation of the training activity. For ordinary reasons BIDEA undertakes to announce the cancellation of a training course or a change in the date up to five (5) days before the beginning of the course. For reasons of force majeure BIDEA undertakes to announce the above as soon as said reasons become known.

BIDEA cannot guarantee the constant availability of the training services provided on its website and remains exempt from any kind of liability for potential damages resulting from the unavailability of the services for reasons of force majeure or errors in the telematic data transfer networks which are beyond its control.

BIDEA cannot be held liable for the contents of the links to other websites it does not own and which it therefore cannot control.

Essential requirements to guarantee the delivery of the certificates include having sent the required documentary information and substantiation and having passed the whole examination or test, as appropriate. Similarly, it shall be essential for the invoice for the training to have been paid in full. When making the corresponding payment, the CUSTOMER shall receive the invoice for its purchase in PDF format at the email address indicated for such a purpose at the time the order is processed.

Similarly, the certificates shall be issued in PDF format in accordance with the data included on the enrolment form and they can be downloaded from BIDEA’s website. The CUSTOMER may request that a certificate be sent in paper format. In such a case, it shall be sent subject to a prior payment.

If the certificate contains any errors attributable to BIDEA, BIDEA shall re-issue it at no cost to the candidate or applicant company. If the certificate contains any errors attributable to the candidate/student and/or the procuring company and it has to be re-issued, a charge of €20 (not including VAT) shall be applied, to be paid prior to the issuance of the new certificate.

The CUSTOMER shall be informed of the rate in force for the online training provided by BIDEA at the moment at which it requests it. However, regardless of when it informs the interested company or candidate of the rate, BIDEA shall apply the rate in force during the year in which the training activity effectively takes place. BIDEA shall apply a 21% VAT rate or, as appropriate, the VAT rate legally applicable to said rate.

 

5. Laboratory services

These general conditions apply to each and every one of the different analytical services provided by BIDEA. BIDEA only provides analytical services for other companies. Therefore, as far as its laboratory services are concerned, the CUSTOMER is defined as the legal person that procures the services marketed by BIDEA.

For the analytical work to begin it shall be necessary to send BIDEA formal and express acceptance of its offer, ratifying it by means of a purchase order and indicating, in the case of its partial acceptance, the tasks to be carried out and those not to be carried out. All the samples sent by the CUSTOMER shall be accompanied by their corresponding analysis requests with references to the purchase order.

It is the CUSTOMER’s responsibility to send BIDEA the samples to be tested in a perfect state of conservation for their subsequent analysis in suitable amounts. BIDEA reserves the right to reject samples in the event that they are not received in perfect conditions for analysis and/or testing and it shall proceed, at the laboratory’s discretion, to return or eliminate them, at the CUSTOMER’s expense and with its knowledge.

Upon completion of the analyses, BIDEA shall proceed to eliminate the samples it has received, unless the CUSTOMER has expressly requested its wish to recover them in writing. The cost of the elimination of the samples and the cost of returning them shall be charged to the CUSTOMER, as appropriate.

The storage of analysis filters and the samples sent for analysis is restricted to three months. BIDEA shall proceed to their destruction following said period.

Unless expressly agreed otherwise, the samples shall be received at BIDEA’s facilities at C/ Mejía Lequerica 8, (local) 08028 Barcelona, during its uninterrupted business hours from 8:00 a.m. to 6:00 p.m.

Any CUSTOMER that procures the realization of an analysis from BIDEA shall assume full liability for the products and samples sent to the latter, exempting BIDEA from any claims by third parties.

BIDEA shall facilitate the completion of the analyses and the reports on the analyses in a standard format, indicating the requested results obtained in the analytical determinations performed. Said results shall make exclusive reference to the samples submitted for analysis.

BIDEA shall inform the CUSTOMER by email of the availability of the report and provide the latter with the access codes required to download it from BIDEA’s website. If the CUSTOMER so requests, BIDEA shall send an original of the report in paper format by post or by means of a courier service subject to a prior payment, as requested by the CUSTOMER.

Any additional expenses incurred by BIDEA which are not established in the purchase order, as well as any costs resulting from the return of receipts or any other banking costs caused by the CUSTOMER’s failure to pay by the agreed expiry date shall be attributed and charged to the CUSTOMER, regardless of the causes thereof, unless they can be attributed to BIDEA.

Once the test report has been delivered to the CUSTOMER it shall become the CUSTOMER’s property. Its disclosure to the general public and/or third parties must be performed in full and it may not be partially reproduced without BIDEA’s prior written authorization. The parties mutually acknowledge the right of rectification with regard to any information which, in relation to this work, may affect the technical or professional quality of their activity or means they fail to comply with the provisions set forth herein.

In the absence of any express notification, the test report shall be delivered solely and exclusively to the CUSTOMER or the person it designates in writing.

BIDEA shall use its own and licensed methodologies, instructions and public procedures for the proper realization of the tests. BIDEA shall acknowledge and respect any intellectual and industrial property rights.

BIDEA shall apply utmost rigour and care in the realization of the commissioned analytical services, assuming any liability for them resulting from the incorrectness of the analyses and the services provided, fully refunding the agreed price if necessary. It shall not assume any liability resulting from their subsequent use, given that it cannot be aware thereof.

BIDEA reserves the right to paralyse the realization of the analyses and immediately inform the CUSTOMER in the event of any deficiency in the state or quantity of the sample received or in the event of previous invoices which are late or unpaid. Said paralysis shall be lifted once the circumstance giving rise to it has been remedied. Similarly, maintenance of said paralysis beyond the scheduled delivery date shall entitle the parties to request the cancellation of the works, upon payment of the costs incurred to date, as appropriate.

 

6. Supplier development, audit, evaluation, technical assistance and quality management services

These general conditions apply to each and every one of the different services related to the supplier development activity provided by BIDEA. BIDEA only provides supplier development services for other companies. Therefore, as far as these kinds of services are concerned, the CUSTOMER is defined as the legal person that procures the services marketed by BIDEA.

For the supplier development work to begin it shall be necessary to send BIDEA formal and express acceptance of its offer, ratifying it by means of a purchase order and indicating, in the case of its partial acceptance, the tasks to be carried out and those not to be carried out. In the event of travel and accommodation costs and living expenses for BIDEA’s personnel, go to section 7 of these general conditions.

The supplier development services shall be invoiced upon the basis of their duration. In cases of specific services lasting less than a week, the invoicing shall be performed upon the completion of the service. In cases of services lasting more than one week, as a rule, the invoicing shall be performed at the end of the month.

A CUSTOMER that procures the realization of a supplier development service from BIDEA shall assume full liability for the service provided, exempting BIDEA from any claims by third parties.

Upon the conclusion of the service, BIDEA shall provide the CUSTOMER with the report, documentation and deliverables previously agreed upon. In the absence of an express notification, the report, documentation and deliverables resulting from the service provided by BIDEA shall be delivered solely and exclusively to the CUSTOMER or the person it designates in writing and its disclosure to third parties must be performed in full and it may not be partially reproduced without BIDEA’s prior written authorization.

Any additional expenses incurred by BIDEA which are not established in the purchase order, as well as any costs resulting from the return of receipts or any other banking costs caused by the CUSTOMER’s failure to pay by the agreed expiry date shall be attributed and charged to the CUSTOMER, regardless of the causes thereof, unless they can be attributed to BIDEA.

BIDEA shall use its own and licensed methodologies, instructions and public procedures for the proper realization of its services. BIDEA shall acknowledge and respect any intellectual and industrial property rights.

BIDEA reserves the right to paralyse the realization of the services if it cannot provide them in the conditions agreed upon or in the event of previous invoices which are late or unpaid, immediately informing the CUSTOMER of the above. Said paralysis shall be lifted once the circumstance giving rise to it has been remedied. Similarly, maintenance of said paralysis beyond the scheduled delivery date shall entitle the parties to request the cancellation of the works, upon payment of the costs incurred to date, as appropriate.

 

7. Travel and accommodation costs and living expenses for BIDEA’s personnel

Whenever the service or provision agreed upon with BIDEA involves travel and accommodation costs and living expenses for BIDEA’s personnel, the procuring company may make the booking arrangements and pay the directly resulting amounts on behalf of BIDEA’s personnel.

When this is the case, the cost items related to the travel and accommodation costs and living expenses of BIDEA’s personnel that cannot be directly managed or paid in advance by the procuring company because they are amounts specified as the service progresses (e.g. living expenses, fuel, motorway tolls, etc.) shall be included by BIDEA in its offer for the provision of the service, upon the basis of either estimates or the maximum amounts established in the company’s policy for this purpose, in such a way that the total cost of the journey of BIDEA’s personnel is fully covered in the purchase order to be issued by the procuring company on behalf of BIDEA when procuring the service or by means of the bookings performed by the procuring company on behalf of BIDEA. These amounts shall be subject to the corresponding VAT rate.

In the event that the CUSTOMER requests BIDEA’s full management of the travel bookings and the travel and accommodation costs and living expenses of its employees to perform the service, BIDEA shall supply said costs, and the CUSTOMER undertakes to include them all in the purchase order to be issued by the company on behalf of BIDEA before the beginning of any service. These amounts shall be subject to the corresponding VAT rate.

 

8. Privacy, Protection and Data Processing

A new Data Protection Regulation has been in force since 25 May 2018. EU Regulation 2016/679 harmonizes the legislation on data protection throughout the European Union, increasing the protection of natural persons owning personal data and giving them greater control over them. The data collected by BIDEA via its different channels (the website, email and electronic and paper forms) within the framework of its commercial activity and the provision of its services are incorporated into a processing file managed by BIDEA itself.

Purposes for which the data are collected:

Provision of training services: BIDEA records the data of the companies to which it provides training services, the employees who apply for BIDEA’s training activities and  the contact persons in customers’ organizations responsible the formalization of the pre-enrolment and enrolment processes, the sending of useful information and the processing and issuance of qualifications and certificates. BIDEA’s customer company with regard to the provision of a training service assumes liability for and guarantees that the personal data concerning its personnel supplied to BIDEA are true and, as appropriate, have received the owners’ due authorization.

Provision of other customer services: BIDEA records the data of new customers that procure services and manages any additional data that may be generated as a result of the commercial relationships with said customers. The essential data are requested during the procurement process, which should include the bank payment data. These relationships entail further processing, such as the incorporation of the data into the accounting and invoicing and the sending of information to the tax authorities.

Personnel management: BIDEA processes the data of its workforce in order to perform proper human resource management and to comply with any resulting administrative, tax and legal obligations. Similarly, we collect and safeguard the CVs sent to us by people interested in working for us and we process personal data when we conduct personnel selection processes in order to analyse the suitability of candidates’ profiles for vacant or newly-created positions.

Contacts and requests for information concerning BIDEA’s activities and services: Personal data are collected for the purpose of providing and maintaining the contractually agreed services and to inform existing and potential customers of new products and services. The processing of the data provided on BIDEA’s electronic forms shall be governed by this privacy policy.

The personal data provided to BIDEA for the provision of a service shall be solely those required for drawing up the contract and those enabling us to provide the procured services in compliance with any legal obligations.

The purpose of the personal data collected via the form on the website provided to request information is to enable us to send commercial information on our products and services. In this case, the processing of the data is legitimized by the express consent you grant when you accept the sending of the information provided on the form.

Suppliers: We record and process the data of the suppliers from whom we obtain services and goods. These may be the data of people who act as self-employed workers or data of representatives of legal persons. We obtain the data essential for preserving the commercial relationship. Said relationship involves further processing, such as the incorporation of the data into the accounting and invoicing and the sending of information to the tax authorities.

Conservation of the data:

The period for the conservation of the data chiefly depends on whether they are necessary for fulfilling the purposes for which they have been collected in each case. In addition, they are retained to cover potential liabilities resulting from the processing of the data by BIDEA and to attend to the requirements of the public administrations and judicial bodies. Consequently, the data must be retained for the time required to preserve their legal or informative value and to demonstrate compliance with legal obligations. In the case of information that certifies the training received by the students, the data shall be retained on a permanent basis in order to preserve the rights of said students. In the case of data that are processed exclusively upon the basis of the consent of the person in question, they shall be retained until the person withdraws said consent.

Legitimation of the processing:

The data processed by BIDEA include those obtained with the consent of the interested party and those voluntarily provided by the interested party by any means: data necessary for the maintenance of a contractual relationship (service provision contracts, labour and commercial contracts, etc.), for the provision of training services (registrations, enrolments, files, qualifications, etc.), for compliance with a pre-contractual or contractual relationship, for compliance with legal and tax obligations, for requirements of the public administration and for a legitimate interest.

Data recipients:

Generally speaking, BIDEA only assigns data in compliance with its legal obligations. The personal data of the students who attend BIDEA’s training activities may be assigned to the training institutions that BIDEA cooperates with for the purpose of the issuance of certificates and qualifications and the registration of accreditations related to the training received by the students. These institutions are as follows:

Qualitäts Management Center im Verband der Automobilindustrie e.V.

Euro-symbiose SAS

Fédération des Industries des Equipements pour Véhicules (FIEV)

TopQM-Systems GmbH & Co. KG

In addition, BIDEA obtains the services of companies or people that provide us with their experience and specialization for certain tasks, and on occasions the latter have to access personal data. In the terms of the General Data Protection Regulation, this does not involve   a transfer of data but rather a processing order. We only procure services from companies that guarantee compliance with this regulation. Their confidentiality obligations are formalized and their actions are monitored at the time of the procurement. This may occur in the case of data hosting services on servers, computer support services and legal, accounting and tax consultancy firms.

Rights of data holders:

Everyone has the right to know whether BIDEA is processing their data or not and whether it has the right to access their personal data, to request the rectification of any inaccurate data, to request their deletion when, among other reasons, the data are no longer necessary for the purposes for which they are collected, to oppose the processing of their data for reasons related to their particular situation, requesting that they should not be processed by BIDEA, and to withdraw the consent they have granted, without the above affecting the lawfulness of the processing which has been performed prior to said consent being withdrawn.

When the rights of suppression, opposition, limitation and withdrawal of consent are exercised, BIDEA shall cease to process the data, unless there are compelling legitimate reasons for doing so or unless it does so in the exercise or defence of potential claims.

The owner of the data may exercise the rights envisaged in Chapter III of the General Data Protection Regulation, as well as those in the LOPD (the Spanish Data Protection Act) by writing to BIDEA at info@bidea.academy. Whenever the above rights are exercised, a copy of the applicant’s ID card or an equivalent document proving his/her identity must be attached to the application.

Similarly, a claim may be sent to the Spanish Data Protection Agency via its website (www.agpd.es).

Provenance of the data:

In most cases the data come directly from the interested parties and we obtain them chiefly via the forms prepared for said purpose. We also obtain data on open days, during informative sessions and by means of face-to-face relationships, exchanges of business cards and other channels, such as the receipt of emails, our website, telephone calls, subscriptions to blogs and our profiles on social media.

Data categories:

The data collected by BIDEA are basically identification data, electronic addresses, commercial information, financial data and the data of users of our website (*). Specially protected data are not processed.

(*) The browsing system and the software that enables our website to operate collect the data which are commonly generated in the use of Internet protocols. This data category includes the IP address or domain name of the computer used by the person who connects to the website. This information is not associated with specific users and is used for the sole purpose of obtaining statistical information on use of the website. Our website uses cookies to facilitate browsing and to provide us with information on our users and their interests (more information in the Cookie Policy).

Sending of commercial correspondence:

In accordance with the Law on Information Society Services and Electronic Commerce  you can unsubscribe from any of the services and exercise your right of opposition to receiving commercial information by sending a request to info@bidea.academy,  accompanied by a copy of the applicant’s ID card or an equivalent document proving his/her identity.

Security measures:

BIDEA hereby informs you that it implements the security measures required to prevent the theft or alteration of the data or unauthorized access to them, taking into account the state of the art, the implementation costs and the nature, scope, context and purposes of the processing, as well as risks of varying probability and seriousness concerning the rights and freedoms of natural persons, while, in the case of the outsourcing of services, it shall require and ensure that the data controller implements the appropriate technical and organizational measures to guarantee a level of security suited to the existing risks, as set forth in Article 32 of the General Data Protection Regulation.

 

9. Correspondence

Correspondence between the parties must in any event be sent to the addresses indicated by BIDEA, which accepts channels for commercial traffic (post, email, fax, etc.) as valid means of communication. Any variations in the addresses of BIDEA and the CUSTOMER must be promptly announced.

 

10. Intellectual property

Any material provided to the CUSTOMER by BIDEA during the course of the provision of the procured services does not confer upon the customer any kind of right to use the training methods and teaching materials. BIDEA does not authorize the copying or publication or the distribution of contents to third parties that do not have intellectual property rights. Any use of the contents in a fraudulent manner shall be regarded as an infringement of the Spanish legislation on industrial and intellectual property.

 

11. Limitation of liability

BIDEA’s liability for claims resulting from compliance or otherwise with its contractual obligations shall not exceed the total basic contractual price, and on no account shall it include losses resulting from lost profits, lost income, production and use, capital costs, cost related to inactivity, delays and claims by the Purchaser’s customers, replacement energy costs, losses of anticipated savings, increases in operating costs, special, indirect or consequential damages and losses of any kind.

The limitation of liability contained in this clause shall prevail over any other contained in any other contractual document which contradicts or is inconsistent with it, unless such a provision further restricts BIDEA’s liability.

 

12. Confidentiality

BIDEA and the CUSTOMER undertake to confidentially process all the documents, data, materials and information provided to each other and not to disclose them to any third party or use them for any purpose other than the fulfilment and carrying out of the procured service, unless prior written consent is received from the other Party.

 

13. Modifications of the General Conditions

These General Conditions replace all previous documents that contain such Conditions and are subject to change at any time, without prior notice, in writing or in any other manner.

 

14. Competent courts and jurisdiction

These general conditions and any legal relationships that may result from their application and interpretation shall be governed by Spanish law. The parties shall submit, waiving any other jurisdiction, to the courts and tribunals of Barcelona (Spain) for the interpretation and application of these general procurement conditions.