Terms and Conditions

Terms and Conditions

Definitions

WIVER BVBA: design agency for web design, customized web applications, graphic design, design agency for digital signage applications and installations, with registered office in B-2000 Antwerp, Tabakvest 112E. Company number BE 0693.789.827

Website: a coherent set of digital web pages which may include accompanying digital images, scripts and databases.

Digital signage production: a coherent set of digital image carriers, WDS digital media players, a server with accompanying software, digital images, scripts and databases.

Website maintenance: replacement or introduction by WIVER BVBA of any texts, articles and structures delivered by the customer in the customer’s existing website.

Customer: the natural person or legal entity with whom WIVER BVBA concludes an agreement for the supply of services.

Agreement: any mutual acceptance, written or confirmed by e-mail, of the supply of one or more services by WIVER BVBA.

Applicability

Unless otherwise indicated in writing by both parties, the following articles apply to any order or agreement of or with WIVER BVBA.

The customer’s general terms and conditions to third parties are not binding for WIVER BVBA and therefore not applicable.
price offers

All price offers and quotations by or on behalf of WIVER BVBA are made without obligation, unless otherwise indicated by WIVER BVBA, in writing or by e-mail.

A price offer or quotation by WIVER BVBA is valid for 30 days, unless otherwise indicated.

All advice, proposals and price offers made by WIVER BVBA are addressed personally to the customer or price offer applicant. It is not allowed, without permission of WIVER BVBA, to make these documents available to third parties or to use them for purposes other than the evaluation of the proposal.

Commencement of the agreement

An agreement is concluded on the day that the following conditions are fulfilled: the offer or contract form, filled in and signed by the customer, has been received and accepted by WIVER BVBA. Customers to whom WIVER BVBA already supplied some services in the past (and who have already paid an invoice) will enjoy a more flexible approach. Once these customers have delivered all necessary tools for the modification/creation of the website/application, the agreement will be considered as concluded. The parties are free to prove the conclusion of the agreement by other means.

If an advance payment is agreed upon in the price offer phase, the customer is obliged to pay the advance. WIVER BVBA reserves the right to suspend performance of the contract until the agreed advance payment has been made.

Liabilty and Fore Majeure

WIVER BVBA will in no event be held liable for indirect damage e.g. commercial or financial losses, loss of data, loss of reputation, revenue or profit, loss of customers and losses resulting from judicial procedures undertaken by third parties against the customer.

Insofar that WIVER BVBA depends for its activities on the collaboration, services and deliveries of third parties for e.g. Internet connection / domain names / forwarding / mailing / website / web space, on which we only have little or no impact, WIVER BVBA cannot be held liable in any way for eventual Internet connection failures caused by technical or other failures, resulting from these relationships with WIVER BVBA or the breaking of these relationships.

WIVER BVBA cannot be held responsible or liable for the content of the material provided by the customer. The customer must make sure that the provided material such as texts and images are not subject to third party copyrights. The customer giving an explicit order to the processing of any video or music sample, illustration, document, text or photo for the production, implies that he has obtained a written consent for it, without any responsibility of WIVER BVBA.

WIVER BVBA accepts no liability of any kind when WIVER BVBA cannot fulfill its obligations due to force majeure or external causes. In the event of temporary force majeure, WIVER BVBA will still be trying to fulfill all the obligations from the moment it will be possible again. If the customer and WIVER BVBA will conclude in mutual consultation that this won’t be possible, the agreement will be revised or terminated by mutual consent. Services which already may have been delivered by WIVER BVBA before the situation of force majeure will still be invoiced.

Extension related to digital signage productions: the responsibility of WIVER BVBA as an intermediary will be limited to the delivery of the order given and approved by the customer. WIVER BVBA cannot be held responsible for possible mistakes appearing in the media or for productions appearing late or not at all. The customer is and remains solely responsible for the content of the given order.

Terms of payment, implementation and objection

All invoices for delivered services, whether it is about construction, maintenance, advice or other services, shall be paid within 14 days after the invoice date by means of bank transfer to the bank account mentioned on the invoice. Sending the invoice serves as a request for payment. In the absence of any objection within 8 days after the invoice date, the invoices must be regarded as definitive. Moreover, it is explicitly agreed that all amounts that have not been paid within 30 days after the invoice date will be increased, by right and without prior formal notice of default, with a late payment interest based on the national discount rate in Belgium, increased by 2%, with a minimum of 10% per year, to be counted from the invoice date. It is also irrevocably agreed that in case of a simple delay in payment, the customer will be legally bound to pay a fixed compensation of 10% of the principal amount, with a minimum of € 62 by way of compensation for any damage suffered by WIVER BVBA because the main contractual was not complied. (art 1150 & 1229 B.W.)

WIVER BVBA has the right to take products and services supplied (temporarily) out of service and/or restrict their use if the customer is in default with respect of the payment of the amounts due. In this case, WIVER BVBA shall inform the customer in advance. The payment obligation for the amounts due will continue to exist throughout the placing out of order.
The terms of implementation are only provided for customer’s information. Delays cannot give rise to any claim for damages. WIVER BVBA undertakes to inform the customer in case of important delays with respect to the informed terms of implementation.

The customer will have the opportunity for 14 days after delivery to notify WIVER BVBA about clearly defined deficiencies of the delivered products or services. If the contestation is founded, WIVER BVBA will eliminate these deficiencies. If the customer does not notify WIVER BVBA about any deficiency within the mentioned time-limit, his right to contest lapses. Incorrect information provided by the customer and leading to deficiencies in the delivered products and services explicitly cannot be considered as “deficiencies”. Contestations cannot give the customer the right to suspend or compensate payments.

Extension concerning digital signage productions: All products and services are delivered at the prices valid at the moment of registration of the order. All additional services which have not been mentioned in the contract but are related to the same assignment, will be invoiced additionally.

Processing of personal information

In order to fulfill the agreements, WIVER BVBA, responsible for the processing, will collect personal information of the customer. This personal information may also be used by WIVER BVBA for direct marketing. This will enable WIVER BVBA to inform the customer on a regular basis about its activities. If the customer doesn’t want his personal information to be used for these purposes, he can send a notification to the following address: wim@wiver.be. The customer can and may consult, correct or modify his personal information at any time, by sending a request to wim@wiver.be. Under no circumstances will this personal information be provided to third parties.
property

All material produced by WIVER BVBA must not be modified or processed, without explicit written consent of WIVER BVBA, for use in other websites or products than the ones for which it was originally intended. This material also contains the programming code of all websites or applications designed by WIVER BVBA.

All ideas, concepts or (draft) versions delivered by WIVER BVBA shall fully remain the property of WIVER BVBA, unless otherwise specifically agreed in writing. In the latter case WIVER BVBA can require a self-determined but reasonable compensation.

All e-mail addresses provided and collected from a database from the customer will always remain the property of the customer in question.

Extension concerning digital signage productions: All productions realized by WIVER BVBA are and will remain the property of WIVER BVBA and can be used by the customer only for the purpose and the project for which they were intended. These rights of use will only be granted after payment of the invoice.

Dispute settlement and applicable law

If in case of a court of law one or more articles in these general terms and conditions are declared null, all other stipulations of these general terms and conditions shall remain in full force. WIVER BVBA and the customer shall then consult in order to agree on new stipulations to replace the invalid or invalidated stipulations, duly observing as much as possible the objective and effect of the invalid or invalidated stipulations.

Only the court of Antwerp, Belgium, at our choice, shall have jurisdiction.

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