Terms and Conditions
1. General provisions.
◦ These Sales Conditions are the only ones applicable to all products sold, all works that are created and all services provided by Designaid bvba, whose registered office is located at Terlinkstraat 108, 2600 Berchem, Belgium and which is registered in the KBO under the number nr. BE0824 893 839 (“Designaid”).
◦ These Terms and Conditions of Sale come into force from the mutual signing of a quote or confirmation of an order by e-mail.
◦ All previous verbal or written agreements and agreements relating to the subject of these Terms and Conditions of Sale are considered null and void and are replaced by this terms and conditions.
◦ The agreement is entered into on the basis of the prices and rates valid on the date of signing the order form or order by e-mail to which these Sales Conditions apply.
◦ The general terms and conditions of the customer are explicitly excluded.
2. Quotes and web design services.
2.1 The web design service consists of developing a website according to the specifications of the customer and, if agreed in writing, the maintenance of this website on the other hand.
2.2 For all services related to the development and maintenance of the website mentioned above, a fixed hourly rate is charged, based on the actual number of working hours, which the customer accepts. This does not apply to proposed price quotations.
2.3. When requesting a quotation for web design services, informative, non-limitative price estimates are given. A deviation between quotation amount and actual invoiced amount will never give rise to the cancellation of this agreement nor to (legal) claims by the customer.
2.4 All quotations are valid for 15 (fifteen) working days after delivery by Designaid bvba. Offers are confidential and may only be communicated to third parties after written permission from Designaid bvba.
2.5 Upon signing a quote to which these Terms and Conditions apply, 50% (fifty percent) of the quotation amount will be invoiced as an advance.
2.6 Upon completion of the completed website, the entire amount owed is invoiced, minus the advance already paid.
2.7. All costs incurred by Designaid bvba for the development of a specific application, including licenses for the purchase and use of software, remain unaffected by the customer, unless otherwise agreed in writing. However, the customer is informed of this in advance.
2.8. All quoted prices are always exclusive of B.T.W. and other taxes.
3. Other services.
◦ Other services are always completed under additional contractual provisions, in consultation with the customer. Unless expressly agreed otherwise in writing, these Terms and Conditions also apply to these services.
4. Payment modalities.
◦ The amounts that the customer owes under this agreement will be invoiced as mentioned elsewhere in this agreement, in the description of the different services, unless otherwise agreed.
◦ The invoices of Designaid bvba are payable no later than 21 (twenty-one) calendar days from the invoice date, unless the invoice states a different term. The expiry of the payment term will automatically be made by the customer, automatically and without notice.
◦ Designaid bvba reserves the right to determine a maximum outstanding invoice amount depending on the payments from the customer. If this maximum is reached, the customer can not request further affordable services or make further affordable transactions to pay the outstanding invoice or invoices.
◦ Designaid bvba may at any time, for organizational or technical reasons, change the technical specifications or characteristics of its services. The customer is informed of this in advance if this change influences his use of the services. In the event of extreme urgency, the customer is informed no later than one week after the change, without this giving rise to any compensation.
◦ Designaid bvba reserves the right to change prices and rates at any time. Customers with a valid agreement will always be notified in writing at least one month prior to the opening of the new prices and rates of these changes.
◦ Designaid bvba reserves the right to change these Terms and Conditions of Sale at any time without prior warning. Designaid bvba will inform the customer in writing of the changed conditions, which will immediately take effect from the information to the customer.
◦ The customer must inform Designaid bvba in good time of any change regarding the information provided on conclusion of this agreement. Any damage caused by Designaid bvba or by the customer as a result of not announcing this change on time remains at the expense of the customer.
6. Protection of the Privacy
◦ Designaid bvba informs the customer of the fact that the personal data provided by the customer are stored in a data file, and can be used for the commercial relationship between Designaidbvba and the customer on the one hand, the customer management, market research, user profiling, direct marketing and mailing. The previous list is not exhaustive. The customer has access to this data at all times and in the event of inaccuracies, he may request the correction thereof, in accordance with the legislation on the protection of privacy dated 8/12/1992.
◦ If the customer submits data to Designaid bvba for processing, the customer is exclusively responsible for obtaining all necessary permissions to that effect from all persons whose data form part of these data. Designaid bvba will not incur any liability in this regard.
◦ Designaid bvba is, whatever the service may be, only an effort commitment, which the customer accepts. Based on predetermined instructions from the customer, Designaid bvba will strive for the best possible end result that meets these instructions as far as possible and reasonable.
◦ With the exception of fraud or serious misconduct, Designaid bvba is not liable for any damage resulting from non-compliance with the provisions of this agreement. In addition, Designaid bvba will in no case and in any way be liable for any damage, including indirect losses, business loss, loss of income or profits or missed savings, additional expenses, financial loss or loss or damage to data, which is related to or result from the suspension, malfunction or quality of the services provided.
◦ Despite of any other provision, the liability of Designaid bvba is in any case limited to the invoice amount of the services and goods delivered to the customer, which the customer expressly and unconditionally accepts.
◦ The customer is obliged to keep a back-up of the services provided by Designaid bvba at his own expense. Designaid bvba is not responsible for the possible loss of any data and / or files by the customer, which the customer accepts.
◦ The customer can not transfer this agreement or part of it to another (legal) person or entity without the express written consent of Designaid bvba. 8.2. The transfer, in so far as it is accepted by Designaid bvba, transfers all rights and obligations from this agreement to the receiver who accepts it. The acquirer and the customer must provide Designaid bvba with a proof signed by both parties of the transfer of the agreement.
◦ Designaid bvba has the right at all times to call on subcontractors, which the customer accepts.
9. Delivery of data
◦ Digital delivery means: delivering designs on CD-ROM, by e-mail, via an FTP server or other similar digital sources of delivery.
◦ The customer is obliged to supply the data, data and files requested by Designaid bvba that are necessary for Designaid bvba to fulfill its assignment.
◦ If the customer fails to provide on time and clearly the information and / or supporting material that for Designaid bvba is necessary to perform its services, the order will be suspended until the customer provides the necessary information and the delivery date will be irrevocably changed to a later date.. Any compensation can not be claimed from Designaid bvba.
10. Failure, suspension and termination
◦ Every invoice drawn up by Designaid bvba is definitively accepted by the customer if it is not disputed within 8 (eight) days of receipt by registered letter, in which the reasons for the dispute are explained in a detailed and motivated manner.
◦ In the event of non-payment of an invoice, default interest at the rate of 12% (twelve percent) per year, with each started month as a full month, will be charged, as well as an increase of 10% (ten percent) on all outstanding amounts, with a minimum of 200 € (two hundred euros).
◦ If an invoice is not paid within the expiry date of 21 days, a reminder will be sent. Administrative costs can be charged for this.
◦ If the reminder remains in effect for 1 (one) week, Designaid bvba will suspend all current services until full payment of all outstanding balances. This suspension does not prejudice the right to demand full payment of all outstanding amounts. This suspension can under no circumstances give rise to legal claims by the customer.
◦ If it is clear that the customer can not settle the outstanding invoices (for example due to bankruptcy or suspension of payment), or indicates that it does not wish to do so, Designaid bvba can immediately and irrevocably terminate this agreement legally and without notice, without notice or compensation . This is also without prejudice to the right to demand full payment of all outstanding amounts.
◦ In the event of heavy and / or repeated breaches of this agreement by the customer, or in the event of extreme urgency or in case of an order and / or decision of the government or court, the agreement can be suspended or terminated, as stated in the previous articles.
◦ A suspension can only be lifted if there is sufficient evidence of compliance with all of the customer’s obligations.
◦ In all cases of termination, by Designaid bvba or by the customer, all fees for current services remain due until the effective date of the termination of the agreement. Upon termination, Designaid bvba reserves the right to claim full payment of all outstanding amounts plus interest and compensation for any damages suffered as a result of acts or omissions of the customer.
◦ Any administrative costs for the termination of this agreement, both by Designaid bvba and by the customer, are always at the expense of the customer.
◦ Except for express and written deviation from this article, all data upon termination of this agreement that are managed on a computer or server by Designaid bvba are irrevocably removed. Loss of this data can under no circumstances give rise to legal claims by the customer.
◦ All deadlines given by Designaid bvba are purely indicative.
◦ In case of non-compliance with one or more terms by Designaid bvba, for whatever reason, the parties will agree new terms, without this giving rise to any reduction of the price, compensation and / or any compensation for the customer.
12. Intellectual rights
12.1. If the customer provides data, data, files, works, etc. of any kind (texts, design, music, databases, drawings, photos, animations, films, logos, etc.) to Designaid bvba for processing by the latter, or otherwise used, the customer guarantees all necessary rights to do so and indemnifies the client Designaid bvba against all possible claims, of whatever nature, of third parties.
12.2. The customer receives a non-exclusive copyright license to use the services and / or products delivered by Designaid bvba (logo, website, etc.) for 5 (five) years, provided the customer pays the fee due. This is charged separately on the invoice. After this period has expired, a new license must be obtained with an additional payment to be paid. This license does not give the customer the right to change the services and / or products delivered by Designaid bvba. With websites, the name of Designaid bvba should always be mentioned as a designer. Apart from this non-exclusive user license, all other rights remain explicitly reserved to Designaid bvba.
◦ The present general conditions are divisible. Consequently, the annulment of one or more provisions of the present general terms and conditions in no way affects the validity of the other provisions. The parties undertake to replace the annulled provisions by another provision which, in fact and in law, corresponds as much as possible with the spirit and intention of the annulled provision.
◦ The customer guarantees that he is entitled and authorized to place the order with Designaid bvba and that he has not signed any other agreement or has entered into any other obligation, of whatever nature, that would prevent him from entering into the agreement and / or to feed. If the customer places the order for a third party, Designaid has the right to call the customer in payment if the third party fails to pay any invoice.
◦ Cases of force majeure, and more generally, all circumstances which prevent, reduce or delay the execution of the order by Designaid bvba, or which still cause excessive aggravation of the fulfillment of the commitments made by it, Designaid bvba waive all liability and make its ability to, as the case may be, either shorten its commitments or terminate the agreement or suspend its execution without being liable for any compensation. Are considered as such: war, civil war, mobilization, riots, strike and lock-out, both at Designaid bvba and at its suppliers, fire, etc.
14. Dispute settlement
14.1 These general conditions are exclusively subject to Belgian law.
14.2. Only the Courts and Courts of the judicial district of Antwerp are authorised to take cognisance of all disputes that might arise concerning the application, interpretation and / or implementation of the current general terms and conditions.