Article 1. Application Of General Terms And Conditions
1.1. These terms and conditions apply to all services by, and agreements with, ScribeArts.be, regardless of any conflicting provisions outlined within the customer’s documents. By placing an order, the customer acknowledges that s/he accepts the general terms and conditions of ScribeArts.be.
Article 2. Offers, Quotations & Order Confirmation
2.1. All offers and quotations from ScribeArts.be are non-binding up until the moment the customer accepts. Quotations remain valid until 60 calendar days after the quotation date, unless otherwise stated.
2.2. All our prices are exclusive of VAT unless otherwise agreed.
2.3. The agreement is concluded when the customer signs the quotation, without amendment, within the 60 days approval period and returns it to ScribeArts.be. Every order or order confirmation by the customer is binding for the customer. The agreement replaces all previously concluded written and/or verbal agreements.
2.4. The offer is not separable and therefore cannot be split unless otherwise stated. A compound quotation shall not oblige ScribeArts.be to perform part of the order against a corresponding part of the quoted price.
2.5. The order will be executed from receipt of the advance payment unless explicitly stated otherwise in the quotation. The amount of the advance is always outlined in the quotation.
2.6. Offers and quotations do not automatically apply to future assignments.
Article 3. Cancellation Of The Order
3.1. The cancellation of an order by the customer is possible as long as ScribeArts.be has not yet started the work, and is subject to payment of a compensation of 15% of the agreed price.
Article 4. Delivery
4.1. The date of delivery is only given as an indication and is not binding to ScribeArts.be. Delivery delays do not entitle the customer to compensation or a reduction in price, nor to the dissolution of the agreement.
4.2. If the parties have expressly agreed on a binding delivery period, or if agreements on (interim) deadlines have been agreed in advance in writing, this period shall be extended if the customer fails to submit information, documents, originals, images (on time), or to approve improved proofs (on time), or if the customer places additional orders. The customer, therefore, ensures that all data and materials, which ScribeArts.be indicates are necessary for the execution of the order, is supplied in a timely manner.
Article 5. Payment Modules
5.1. ScribeArts.be will invoice on delivery of the final result (design, text version, …).
5.2. All invoices are payable on the due date, via bank transfer to ScribeArts.be’s account (the account number is stated on all invoices).
5.3. All our invoices are payable within 14 days.
5.4. After the customer has approved the delivered product or service, any further changes to the product or service will not be effected free of chare.
5.5. Any late payment or non-payment shall be considered a breach of contract in accordance with article 1147 of the Dutch Civil Code. In that case, the amount of the invoice will be increased without a reminder or notice of default by a fixed compensation of 12% with a minimum of € 150. In addition, 1% interest on arrears will be charged per month. Part of a month shall be taken into account as a full month for the purpose of the calculation. Compensation and interest are due, regardless of any legal interest and costs.
5.6. ScribeArts.be reserves the right to suspend further performance of its obligations until the customer has paid the overdue invoices. Any delay in payment by the customer shall render all amounts payable to be due in a single installment.
5.7. Projects that have been put on hold by the customer do not give rise to just cause to suspend payments. For projects that are paused for longer than 6 weeks, a residual fee will be charged in proportion to the time needed to restart the project.
5.8. ScribeArts.be shall be entitled to terminate the agreement with immediate effect and/or to block access to the services (e.g. the website) in whole or in part, whether temporarily or not, if the customer fails to fulfill one or more of his/her obligations arising from this agreement, in whole or in part, (such as non-payment of the invoice), without the customer being entitled to claim reimbursement of prepaid fees or damages of any kind. ScribeArts.be shall inform the customer of this anyway. ScribeArts.be shall also be entitled to terminate the agreement without further notice of default or further legal action, with immediate effect, in the event that the customer is declared bankrupt, the customer has requested or accepted a judicial accord, or more generally, the customer has suspended payments.
Article 6. Complaints – Contenstation Of Invoice
6.1. Any contested invoice must be submitted to ScribeArts.be via a registered letter with justification, within a period of 8 days. In case of complaints or disputes relating to services provided, the term commences the day after delivery. With regard to invoicing, the term begins on the date of invoice. In the absence of timely objection, the services/invoices are definitively accepted and payment will become due.
Article 7. Liability – General
7.1. ScribeArts.be undertakes to perform all provided services to with due care. All ScribeArts.be services are resource-based commitments. ScribeArts.be is not liable for errors in execution due to insufficient or incorrect input by the customer.
7.2. ScribeArts.be shall not be liable for any faults (even gross negligence), nor for its employees, except in the case of fraud. In no event shall ScribeArts.be be held liable, whatever the cause, in form or content, for any claim invoking liability for any consequential damages such as, for example, loss of anticipated profits, loss of sales, increased operating costs, loss of customers, which the customer or third parties would suffer as a result of any fault or negligence on the part of ScribeArts.be, or for an employee.
7.3. ScribeArts.be is in no way liable for the content of the materials supplied by the customer (including visual material), as well as for the content that the customer himself places on his systems (for example, at the website). The customer must ensure that the material supplied does not infringe any intellectual property rights or legal provisions.
7.4. ScribeArts.be is not liable for the possible off-line status of its website, when this is due to technical or administrative problems caused by suppliers and/or subcontractors, malicious intent (hacking) or force majeure. ScribeArts.be is also not liable for the possible off-line status of e-mail addresses, the hosting of which it supplies, due to technical problems with suppliers or subcontractors, malicious intent (hacking) or force majeure.
7.5. The customer is responsible for the backup of all data on the website, as well as for the backup of their e-mail messages. Any backups made by ScribeArts.be are intended for internal use only.
7.6. In all events, ScribeArts.be’s liability with respect to services provided to the customer shall be limited to either refunding the price paid by the customer or re-performance of services, at ScribeArts.be’s discretion. ScribeArts.be’s total liability shall never exceed the price paid by the customer to ScribeArts.be for the services which gave rise to the claim.
7.7. If, and insofar as required for the proper execution of the agreement, ScribeArts.be shall have the right to outsource certain work to third parties.
7.8. As far as services from third-party suppliers are concerned, ScribeArts.be does not accept any liability over and above, or other than, the liability that third-party suppliers are willing to accept with regard to their products or services.
7.9. The client mutually acknowledges e-mail as a legal, valid means of proof.
Article 8. Termination of the Agreement
8.1. If the customer is guilty of a serious breach of contract, which the customer does not remedy within 8 days of receiving a formal notice by registered mail, ScribeArts.be shall be entitled either (1) to suspend the agreement until the customer has fulfilled his/her obligations or (2) to terminate the agreement with immediate effect. The non-payment of one or more invoices on their due dates will always be considered a serious breach of contract.
8.2. Upon termination of the agreement, the customer shall pay all services provided by ScribeArts.be, as well as the costs incurred by ScribeArts.be as a result of such termination, plus a fixed compensation amount of 30% of the amount that ScribeArts.be could have invoiced to the customer if the agreement had been fully performed. Any advance paid shall also become an ScribeArts.be acquisition. In addition, ScribeArts.be reserves the right to claim higher damages if it can prove that the actual loss suffered is greater than the flat-rate loss as stipulated above.
8.3. Nevertheless, both parties shall grant each other a reasonable period of time to remedy any possible deficiencies, and to first seek an amicable settlement.
Article 9. Professional Secrecy & Mutual Confidentiality
9.1. The parties undertake to keep the commercial and technical information and any business-related secrets learned about the other party, even after the termination of the agreement, confidential and to use such information exclusively for the execution of the agreement. ScribeArts.be undertakes to maintain the confidentiality pertaining to all information and data of which it became aware during the execution of services. ScribeArts.be takes all possible precautions to protect the client’s interests.
Article 10. Invalidity
10.1. If any provision of these terms and conditions is invalid, the remaining provisions shall remain in full force and effect and ScribeArts.be and the customer shall replace the invalid provision with another provision that approximates the purpose and goals of the invalid provision as closely as possible.
Article 11. Applicable law – Court of Jurisdiction
11.1. Belgian law is applicable to ScribeArts.be agreements. All disputes shall fall within the jurisdiction of the courts of Tongeren.
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