The Customer has given and/or intends to entrust the Designer to create and/or develop communication tools for paper, print, Internet, Intranet and/or mobile.
Customer and Designer agree that their relations are governed by these specific terms and conditions. They also agree that in case of contradiction between a general and special agreement, the general prevails.
The Customer waives its own general conditions. This waiver does not prejudice the right of the parties to invoke mandatory statutory provisions, applicable to the present case.
Designer agrees to implement all of its resources and expertise to fulfil its mission. The obligation concerns the means, not the outcome. It is free to use one or more sub-contractors of their choice to perform any or the entire mission.
The Customer undertakes to facilitate the mission of the Designer, by giving him all the necessary documents for the project.
The Customer gives the Designer access to the offices and spaces mentioned in their special agreement, as well as any material or documents required to achieve this.
Customer agrees to pay the sum and final price set in the order, in exchange for the service. The Customer waives exception, except for non-performance.
Designer set tasks, milestones and progress of the Customer project in a collaborative project-tracking tool, which the Customer has access to ensure coordination and monitoring of services. The Customer agrees to use the Designer's tool or provide an equivalent solution to its cost.
Any amount due under the general and special conditions is plus VAT, if it is applicable.
If the price of the order is at least €1000 plus VAT, a deposit of 30% of the price will be paid into the account of Designer within fifteen working days of the order. This deposit will not be refunded in any case. Design services will not start until after full payment of the deposit is received.
Valid invoices are open to questions within 15 days of being sent. After this period, no claim will be admissible and will no longer be admissible for discussion.
The amounts recognised in the final invoices are due thirty days after the invoice date.
Any delay in payment shall automatically changed, ipso jure and without notice, adding a lump sum of €86 and penalty interest at the rate of 8.5%.
In case of culpable breach by one party of its obligations, the other party may, without prejudice to other legal options, serve an injunction on the agreement by registered letter or bailiff within a fortnight.
Cancellation of order or unilateral termination emanating from the Customer does not release him from his obligation to indemnify the Designer for all damages, in accordance with article 1794 of the civil code, plus 15%.
Should the Customer instigate unilateral termination without just cause, the parties agree to set compensation of damage up to and including the full price. Designer reserves the right to reassess this amount based on expenses actually incurred.
However, the Designer may also request compensation for damages under the ordinary law of liability.
In every print job before printing, the Designer submits a "ready for press", in the form of a PDF file that allows the Customer to visualise the end result of the work assigned. The Customer must report any changes to the Designer, and a new "BAT" will be produced. The Designer's responsibility is completely cleared of any error after acceptance of the print order.
Without proper proof of acceptance by the Customer, the job cannot be finalised.
The Customer undertakes to accept the project within the agreed time in the special agreement or, failing that, as soon as he knew or ought to have known of its completion.
The Designer cannot be held responsible for delays in delivery resulting from an act(s) of God, acts of government or of a third party, including the shortcomings of the web host. It shall inform the Customer promptly of any such delays.
Any complaints should be addressed to the registered office of the Designer in the month of billing. If no complaint has been made within this time limit, the project will be deemed received and in compliance.
The Customer undertakes to make all resources and means for the proper completion of the project available to the Designer. If not made accessible within seven days of the request, the Customer can regard this silence as a unilateral breach.
The Customer certifies that the mission entrusted to the Designer does not violate objective law or the subjective rights of third parties, in particular documents, works, designs, trademarks and names provided to the Designer do not violate the rights of others.
The Customer undertakes to ensure against any third party appeal based on the existence, content or use of a project, in line with the Customer order.
Upon receipt of the Designer invoice, the Customer ensures the order is compliant with expectations.
The Designer cannot be held liable for direct or indirect damages resulting from the existence, content or use of a project conforming to the Customer order.
The special agreement gives the Customer a non-exclusive license for the project. It does not assign intellectual property rights of any nature whatsoever from the Designer to Customer.
For the realisation of a project in compliance with the order, the Customer gives the Designer adaptation rights of the works he provides the Designer. The Customer declares that the use of these elements in the project designed by the Designer is not likely to harm his honour and reputation.
Any submission by the Designer remains his property, including programming elements, online applications, and graphics. Any submission by a third person remains the property of the third party.
The Designer is authorised to discuss and/or promote the order or implementation of work completed for the Customer, for the Designer's commercial purposes.
Customer agrees that the mention of the Designer (name and hyperlink) will appear on the project except where the Designer explicitly renounces this in the contract.
The Designer is entitled to register the general conditions and the special conditions governing their contractual relations.
Upon request of the Customer for changes to the contract, a €50 plus registration costs and VAT will be charged to the Customer.
Designer's travel expenses will be charged 0.4 € / km.
Any dispute relating to the negotiation, formation, interpretation, execution, and termination of agreements between the Customer and the Designer will be under the jurisdiction of the courts of Brussels, which apply Belgian law.
Designer assumes no responsibility in the following situations:
- Hacking of applications developed and available from the Internet
- Any disruption related to hosting the application
In addition, data protection (project content, copyrighting, passwords...) is charged to the Customer.