Deze voorwaarden zijn alleen in het Engels beschikbaar.
1.1. These general terms and conditions apply to all offers from and all agreements with FRONTAL DESIGN BV, even if conflicting provisions are stated on the client's documents. By placing an order, the client accepts the general terms and conditions of FRONTAL DESIGN BV.
2.1. All offers and quotations from FRONTAL DESIGN BV are non-binding until the moment of acceptance by the client. The agreement is concluded when the client signs the quotation unchanged for agreement within eight days and returns it to FRONTAL DESIGN BV. Every order or order confirmation by the client binds the client to the agreement. The agreement replaces all previously concluded oral and/or written agreements. The execution of the order starts upon receipt of the advance payment.
2.2. All changes in scope/functionalities during and/or after the project will be carried out on a time and materials basis ('in regie') at the hourly rate applicable at that time, unless otherwise agreed.
3.1. Cancellation of an order by the client is possible as long as FRONTAL DESIGN BV has not yet commenced its activities and subject to payment of compensation of 30% of the agreed price, with a minimum of EUR 550.
4.1. The delivery date is only given as an indication and does not bind FRONTAL DESIGN BV. Delay in delivery does not entitle the client to compensation or price reduction, nor to dissolution of the agreement.
4.2. If the parties have expressly agreed on a binding delivery period, this period will be extended if the client fails to provide information, documents, originals, or images (in time) and to accept the corrected proofs (in time), or if the client places additional orders.
5.1. All goods belonging to the client and located at FRONTAL DESIGN BV's premises are stored there at the client's risk.
6.1. Invoices from FRONTAL DESIGN BV are payable exclusively by bank transfer. Disputes must be made known to FRONTAL DESIGN BV by registered letter within seven working days after the invoice dispatch date. A dispute can under no circumstances justify a postponement or suspension of payment.
6.2. All invoices are payable on their due date by transfer to FRONTAL DESIGN BV's account number. Each payment is allocated to the oldest outstanding invoice, and first to the interest and costs due. Allowed discounts lapse upon non-compliance with the general terms and conditions of sale.
6.3. If the client does not proceed with payment within 8 days of receiving a reminder to do so from FRONTAL DESIGN BV, the client owes FRONTAL DESIGN BV default interest at the interest rate determined in Article 5 of the Belgian Law of 02/08/2002 on Combating Late Payment in Commercial Transactions. A lump-sum compensation of 10% of the invoice amount with a minimum of EUR 125 will also be charged. The interest due is calculated from the date of the reminder until full payment. Furthermore, FRONTAL DESIGN BV reserves the right to suspend the further execution of its obligations until the client has paid the outstanding invoices. Any delay in payment by the client makes all sums due immediately payable. In that case, the client may not use the creations made by FRONTAL DESIGN BV.
6.4. Delivery/Completion of executed works can only occur after payment of 100% of the invoices. The transfer of the source code and the intellectual property rights associated with the visual design of the website can only take place after the client has paid the full amount of the contract.
6.5. Web projects put on hold by the client do not give cause for suspension of payment. For projects paused for more than 4 weeks, a restart fee will be charged proportional to the time required to restart the project. Online marketing projects cannot be suspended for planning reasons.
6.6. FRONTAL DESIGN BV is entitled to terminate the agreement with immediate effect and/or to block access to the Services (e.g., website), wholly or partially and whether temporarily or not, if the client fails to comply, wholly or partially, with one or more of its obligations arising from this Agreement (such as non-payment of the invoice) without the Client being able to claim a refund of prepaid fees or any compensation. FRONTAL DESIGN BV will in any case inform the Client of this. Furthermore, FRONTAL DESIGN BV is entitled to terminate the Agreement without further notice of default and by operation of law with immediate effect in the event the Client is declared bankrupt, the Client has requested or accepted a judicial composition, or more generally, the Client is suspending payments.
7.1. FRONTAL DESIGN BV undertakes to perform all services to be provided with care. All performances by FRONTAL DESIGN BV are obligations of means. FRONTAL DESIGN BV is not liable for errors in execution due to insufficient or incorrect input by the client. After the development of a website, we provide a transparent handover and installation. We also provide a warranty period of 4 weeks after test delivery for resolving technical bugs. The test delivery serves as provisional acceptance by the client. Without written notice to the contrary, this provisional acceptance becomes final after 6 weeks.
7.2. FRONTAL DESIGN BV cannot be held liable for any error (even gross negligence) by it or its employees/agents, except in case of fraud. FRONTAL DESIGN BV shall, whatever the cause, form, or subject of the claim invoking liability, in no event be liable for any consequential damage such as, for example, loss of expected profit, decrease in turnover, increased operational costs, loss of clientele, which the client or third parties might suffer as a result of any error or negligence by FRONTAL DESIGN BV or an employee/agent.
7.3. FRONTAL DESIGN BV's liability with regard to services delivered to the client is in any case limited to either the refund of the price paid by the client or the re-performance of the services, at FRONTAL DESIGN BV's discretion. The total liability of FRONTAL DESIGN BV shall never exceed the price paid by the client to FRONTAL DESIGN BV for the services that gave rise to the damage.
7.4. Regarding services originating from third-party suppliers, FRONTAL DESIGN BV accepts no liability beyond or different from the liability that the third-party suppliers are willing to accept for their products or services.
7.5. FRONTAL DESIGN BV cannot be held liable for the use of photos or fonts supplied and/or approved by the client.
8.1. Without prejudice to Article 7, the following applies regarding software: the flawless operation of a computer configuration (the whole of hardware and software) can never be fully guaranteed, due to both external factors (power failure or surge, lightning strike,...) and factors inherent to the computer configuration (defects, network failures, undiscovered errors in system and application software,...), so that, among other things, unexpected loss of (even all) programs and/or data can occur. The client undertakes to install appropriate mechanisms for the security, storage, and recovery of data.
9.1. Intellectual Property Rights are understood as: all intellectual, industrial, and other property rights (whether registered or not), including, but not limited to, copyrights, neighboring rights, trademarks, trade names, logos, drawings, models or applications for registration as a drawing or model, patents, patent applications, domain names, know-how, as well as rights to databases, computer programs, and semiconductors.
9.2. Both parties accept that the concept of a website (namely the structure of the website screens, main navigation) will in principle not be protected by Intellectual Property Rights. The Client may therefore find a similar structure in other sites developed by FRONTAL DESIGN BV.
9.3. The Intellectual Property Rights associated with the visual design of the website created by FRONTAL DESIGN BV are transferred to the client, after payment (Art. 6.4). This transfer applies to the fullest extent, for all modes and forms of exploitation, for the entire duration of the relevant right, and for the entire world. Furthermore, the client receives a non-exclusive user license for all codes used for the website. This user license is valid for the duration of the copyright protection of the code and for the entire world. However, if the website contains photos or drawings not supplied by the client, but obtained by FRONTAL DESIGN BV from a website that makes online photos and illustrations available, whether for payment or not, then the user license the client obtains for these photos and drawings depends on the conditions specified on the website of this online library. As a rule, this user license will not be exclusive. FRONTAL DESIGN BV provides no warranty regarding these photos and illustrations.
9.4. The Intellectual Property Rights associated with the CMS (i.e., the necessary software for managing the website content) belong exclusively to FRONTAL DESIGN BV or a third party with whom FRONTAL DESIGN BV has concluded an agreement regarding this. Subject to payment of an annual license fee, specified in the quotation from FRONTAL DESIGN BV, and under the suspensive condition of full payment of this fee, the client obtains a non-exclusive, non-transferable user license for this software. The client is prohibited from granting sublicenses to third parties, or in any way making the software available to third parties, communicating it, using it for the benefit of third parties, or commercializing it.
9.5. The client shall respect the Intellectual Property Rights of FRONTAL DESIGN BV at all times and make reasonable efforts to protect those rights. The client shall immediately notify FRONTAL DESIGN BV of any infringement by third parties of FRONTAL DESIGN BV's Intellectual Property Rights of which it becomes aware.
10.1. For hosting, FRONTAL DESIGN BV cooperates with a specialized hosting partner. A description of the hosting services and the liability of this partner is included in the Service Level Agreement (SLA) of this hosting partner. This SLA can be adjusted or changed by the hosting partner. Upon the client's first request, FRONTAL DESIGN BV will provide the client with a copy of the current version of the SLA.
10.2. The hosting services are provided by FRONTAL DESIGN BV to the client per calendar year, subject to payment by the client of the due fee. The current price list can be requested on FRONTAL DESIGN BV's website and is adjusted annually. If the client wishes to terminate this service, they must do so by submitting their cancellation to FRONTAL DESIGN BV by registered letter no later than December 1st. In case of late cancellation, the client will owe the fee for the following calendar year.
11.1. If the client orders a domain name via FRONTAL DESIGN BV, the rights associated with this domain name belong exclusively to the client. FRONTAL DESIGN BV acts as an agent for the management of the domain name provided the client pays the due annual fee for this purpose to FRONTAL DESIGN BV. This management agreement is for an indefinite period and can be terminated by registered letter no later than one month before the anniversary of the domain name registration.
12.1. After the contractual warranty period of 4 weeks, we continue working under a maintenance contract/service contract. Such a maintenance contract allows us to reserve a fixed number of hours in the schedule to provide modifications and support at a fixed cost. The contract is valid for 1 year, unless otherwise agreed.
13.1. If the client is guilty of a serious contractual breach which the client does not remedy within 8 days of receiving a notice of default sent by registered mail, FRONTAL DESIGN BV has the right to either (i) suspend the agreement until the client has fulfilled its obligations, or (ii) terminate the agreement with immediate effect. Non-payment of one or more invoices on their due date will always be considered a serious contractual breach.
13.2. Upon termination of the agreement, the client will pay for all services rendered by FRONTAL DESIGN BV, as well as the costs FRONTAL DESIGN BV must incur as a result of this termination, plus lump-sum compensation of 50% of the amount that FRONTAL DESIGN BV could still have invoiced the client if the agreement had been fully executed. Any advance payment made remains acquired by FRONTAL DESIGN BV in any case. Furthermore, FRONTAL DESIGN BV reserves the right to claim higher compensation if it proves that its actual damage suffered is greater than the lump-sum compensation as determined above.
13.3. Nevertheless, each party agrees to grant the other party a reasonable period to remedy its potential shortcomings, and to always seek an amicable settlement first.
14.1. The parties undertake to keep the commercial and technical information and trade secrets they learn from the other party confidential, even after the termination of the agreement, and only use them for the execution of the agreement.
15.1. Insofar as the client processes personal data on FRONTAL DESIGN BV's server, FRONTAL DESIGN BV acts as processor. The client acts as controller for the processing of personal data within the meaning of the Personal Data Processing Act. The client declares to fully comply with the obligations incumbent on the data controller, set forth in this act.
15.2. Within the scope of the services for the client, FRONTAL DESIGN BV processes personal data of the contact persons specified by the client. The contact details of these persons are processed for the purpose of 'client management', i.e., to contact the client regarding the services. The contact persons have a right of access and rectification regarding their data.
16.1. The client agrees that the work performed by FRONTAL DESIGN BV for the client may be included in FRONTAL DESIGN BV's reference portfolio. Likewise, the client agrees to subtly mention FRONTAL DESIGN BV when FRONTAL DESIGN BV wishes this.
17.1. Force majeure situations such as, for example, strikes, public unrest, administrative measures, and other unexpected events over which FRONTAL DESIGN BV has no control, release FRONTAL DESIGN BV, for the duration of the hindrance and to the extent of their scope, from its obligations, without entitlement to any price reduction or compensation for the client.
18.1. If any provision of these general terms and conditions is void, the remaining provisions shall remain in full force and effect, and FRONTAL DESIGN BV and the client will replace the void provision with another provision that approximates the purpose and scope of the void provision as closely as possible.
19.1. Belgian law applies to the agreements of FRONTAL DESIGN BV. Any dispute relating to the conclusion, validity, execution, and/or termination of this agreement shall be settled by the competent court.
20.1. We certainly have the in-house expertise to develop a word mark, figurative mark, or a complex word-figurative mark for you.
20.2. We would like to point out, however, that FRONTAL DESIGN BV cannot guarantee an investigation into the availability of a sign. We recommend that you contact a specialized trademark agency to check whether certain signs have not previously been used or registered as trademarks by third parties.
20.3. With this same specialized trademark agency, you should discuss the distinctive character of your sign, as such an evaluation requires specialized legal knowledge.
20.4. We are happy to discuss further with you how we can approach the creation of your logo, and how collaboration with the specialized agency can be arranged.
20.5. The purchase of fonts, stock photos, and other graphic material is done in consultation with the client and is charged to the client. This concerns a one-time cost.