These terms and conditions define, without prejudice to the application of special conditions, the respective obligations of the contracting parties in connection with services provided by our services. By signing the contract or purchase order, our contracting party expressly acknowledges having read and accepted these terms and conditions. The provisions which are not expressly derogated from remain applicable. Only derogations that are the subject of a written agreement from us may modify the application of these terms and conditions. In case of conflict between the terms and conditions of our co-contractors and ours, it is agreed that they shall prevail.
Validity of offers
Unless otherwise stipulated and written, the validity period of our offers is thirty days from the date of issue.
The signing of a purchase order or any other contractual document constitutes a firm and definitive commitment by our customers. If the payment of a deposit is provided for the order, the customer cannot claim the non-payment of it to be released from its obligations. Changes made by the customer to our offer will only be valid if we have accepted and confirmed them in writing form.
The fixed prices are denominated in euros, excluding VAT. Notwithstanding any subsequent modification of our price list, the price applicable to the customer is that in force on the day of signature of the contract or order form. However, we reserve the right to pass on to our prices any change in the VAT rate applicable there that would occur before the date of commencement of our service. They are established in consideration of a normal work, not undergoing any interruption, all elements that the customer must provide or prepare being in order at the desired time. Any additional difficulty giving rise to an additional cost of work on our part, caused by any circumstance unknown to our organization, as well as any modifications requested by the customer, lead to the preliminary drafting of a writing signed by all parties and additional billing based on our hourly rate in effect at that time.
The invoices are payable in cash at the end of the service against receipt of a receipt or at the latest within thirty days of their sending to the account number entered in the invoice. The payments made after this period shall, ipso jure and without formal notice, be subject to a conventional interest of 8.5% and a fixed and irreducible indemnity of 10% of the amount invoiced, with a minimum of € 50, – damages and interests. Any dispute relating to an invoice must be received in writing form, within fifteen days of sending it. Failure to pay an invoice due will immediately make all amounts due, regardless of the payment facilities previously granted.
Title retention clause
The provider retains ownership of any document, report or other product resulting from his services until full payment of the price and its accessories (potential costs, interest and penalties). Consequently, the customer is expressly prohibited from using, selling, assigning, pledging and in general alienating any document, report or other product resulting from the execution of the contract before the discharge of his account. The service provider may avail himself of this clause of retention of title eight clear days after the sending of a formal notice to pay addressed to the contracting party by ordinary postal mail and remained ineffective. The document, report or other product resulting from the execution of the contract must then be returned to the service provider immediately and on request.
The schedule for the execution of the desired services can only be established after payment of the agreed deposit and after signature and return of all relevant documents to the contract.
The deadlines set for our services are given, unless otherwise stipulated, as an indication only. If a delay is imperative, it must clearly be specified as such on the purchase order or any other contractual document. In this case, the customer may, when the realization is late, claim compensation without that it may exceed 10% of the total price of the order. Even in this case, the following circumstances release us from our deadlines:
- Cases of force majeure;
- If the order of beginning of our services is given late with respect to the contract or our confirmation of order;
- If the conditions of payment are not respected, it being understood that the performance of our services is in all cases subject to the receipt of a deposit paid by the customer if so agreed;
- If changes are decided or requested by the customer during the work.
Quality commitment and responsibility on behalf of the Provider
The service provider guarantees a constant approach to controlling the quality of the work entrusted to him by the other party. In the case of subcontracting, the service provider undertakes to assign the qualified interveners to the performance of its services and to ensure, as far as possible, that the said workers have the skills and means necessary for the proper execution of these benefits. The service provider undertakes to ensure the customer a constant quality of service, to implement techniques perfectly adapted to the service required in the contract, to adapt his equipment, methods, resources and know-how to the evolution of the profession in which it evolves so as to always give the customer the assistance most adapted to its needs and the most consistent with the state of the art. The obligation of the provider is an obligation of means and cannot commit to the result. If the service provider is no longer able to carry out the tasks entrusted to him, he will immediately notify the client, so that the latter can take the necessary measures, including entrusting said tasks to third parties.
Graphic design services
The customer confirms that the material used or provided to the service provider for use is not illegal and does not in any way violate the rights of third parties and is solely responsible for the content of the publications that it requests the service provider to perform. The customer undertakes, in particular and without limitation, to obtain the authorizations and to pay the possible rights on the texts, photographs, illustrations, music and in general on any used work, if it has not fallen in the public field.
Any intellectual property rights arising from services provided as part of a consultancy, expertise, graphic design, website development or development or improvement of computer software carried out for the benefit of the customer must be considered as property of our client, except provisions contrary or inalienable rights. However, it is understood that the service provider can make use of the content of the work done for them and not directly related to the customer’s activity.
The service provider reserves the right and, therefore, is entitled to use a subcontractor he has chosen to perform all or part of the services. The service provider will in no way be obliged to notify the customer of any possible recourse to a subcontractor, or any subsequent change of subcontractor.
Regarding the communication of confidential information by their owner (provider or client) to the recipient (provider or customer), the latter agrees to keep this information secret and treat it confidentially. They can only be used as part of the project. Both during the term of this contract and after its expiry, the recipient agrees not to disclose, use or reproduce the confidential information communicated to him or to allow it to be used for purposes other than those for which they were communicated to him. Even in the latter case, prior written authorization from the owner will be required to ensure the confidentiality of the information. The recipient assumes full responsibility and will guarantee the owner of any publication or misuse of confidential information. The recipient agrees to use the information only for the object defined in this contract and according to the destination given by the owner. The recipient will take the necessary measures to ensure that his / her agents and any other person who may be aware of the confidential information of the other party are equally bound by this contract.
In the event of unilateral cancellation by the contracting party made less than two working days before the agreed delivery date, we reserve the right to claim compensation equal to 30% of the total cost of the service.
Termination-resolution to the faults of a co-contractor
In case of cancellation-termination of the contract because of the faults of our co-contractor, it will be due to the other a lump sum compensation of 30% of the total price in addition to the payment of the price of the service partially performed in proportion to the degree of actual completion of the latter on the date of termination-resolution.
Belgian law applies to all that has not been explicitly agreed in these conditions.
Except in the case of payment proceedings, the parties undertake to attempt to resolve by mediation or extrajudicial conciliation any dispute relating to the validity, interpretation or execution of this agreement. This will start no later than 15 days after the request for mediation or extrajudicial conciliation notified by one party to the other party. The duration of the mediation cannot exceed 30 days, except with the express agreement of the parties. In the event of lawsuits in payment or of failure of the procedure of mediation or extrajudicial conciliation, are only competent the courts of the judicial district of Nivelles, except imperative legal prescription in opposite directions.
Changes to the agreement
Any change in the specific agreements or general conditions present must be the subject of a written amendment signed by all parties.
The invalidity or the illegality of one of the clauses of our general conditions does not entail any invalidity or nullity of the other clauses of the contract concluded between the parts. In the event that the impugned provision affects the very nature of these terms and conditions, each party shall endeavor to negotiate immediately and in good faith a valid provision of equivalent economic effect or, at the very least, as close as possible to the effect of the provision canceled.