Sales Conditions | Code d'Or Web agency
Code d'Or BV
9051 Gent (St-Denijs-Westrem)
Bank account: 737-0199463-74 (KBC)
IBAN: BE16 7370 1994 6374 (KBC)
VAT nummer: BE 0479.000.846
1. Unless otherwise agreed in writing between the parties the clauses and conditions below regulate the total amount of agreements closed between the client (addressee on the invoice) and BV CODE d’OR with statutory seat: Moriaanstraat 124, 9050 Ghent, KBO 0479.000.84, nevertheless any other definition that may appear on order forms or other documents by the client.
2. Quotes are valid for 30 days and need to be revised after this period.
In case a quote contains multiple elements like software or media licenses from a third party, hours of service by a third party, hardware delivered by a third party and services like hosting and domain registration provided by a third party then we are obliged to apply the general sales conditions of this party incase these conditions are incompatible with the conditions below.
Prices mentioned in quotes do not include payments for purchased and/or protected materials like audio, film or video and similar materials. The client is first consulted and has to approve purchases of this nature. The client will be billed for each of these purchases. Copyright and other judicial violations can never be charged to BV CODE D’OR. The client (addressee on the invoice) will always be responsible for these injunctions and bear its consequences.
All prices mentioned in a quote are VAT exclusive, unless explicitly mentioned otherwise. A quoted price is based on the total amount of the different elements. The price per element does no longer count if elements are being removed and the quote will be revised.
A quote needs to be signed by the client or its representative - with the mention of date and name - and delivered to BV CODE D’OR.
Potential addition errors make the total sum of the quote invalid: the prices of the different elements are decisive.
Elements that are not explicitly mentioned in a quote, are not part of the quote. Therefore a client has not the right to demand BV CODE D’OR to execute these non-mentioned elements.
A reduction is always a one-time advantage and does not imply further reductions on other future quotes.
An advance of 40% of the total sum detailed as time to spend - including VAT and as mentioned in the quote - will be payed to BV CODE D’OR before BV CODE D’OR starts with the assignment.
If services or goods by third parties are required BV CODE D’OR will ask for an immediate payment of these elements.
3. BV CODE D’OR considers the deadline set by the client only as an obligation by means. Not meeting the deadline is no reason for a compensation because of delay unless the parties agreed in writing that the deadline is an essential part of the agreement. Even when a strict delivery date is demanded BV CODE D’OR can not be hold responsible for delays due to circumstances out of the control of BV CODE D’OR.
4. BV CODE D’OR is only accountable for the deliverables BV CODE D’OR develops and designs itself. BV CODE D’OR is not responsible for elements, goods or services from third parties.
5. BV CODE D’OR reserves the right to - without the client’s right on a compensation - unilaterally refuse to start an assignment or halt an assignment if the nature or definition of that assignment has changed, or changes during the implementation. In this case, only the spent time and delivered goods will be billed to the client.
6. If payment has not been fulfilled on the expiration date - and only because of this reason - and BV CODE D’OR has a legal advantage BV CODE D’OR may dissolve the agreement by means of a written notice by mail, fax or email.
7. Unless otherwise agreed in writing (for example written on the front of a quote) invoices need to be paid cash or by bank transfer to BV CODE D’OR with statutory seat: Moriaanstraat 124, 9050 Ghent within 15 days counting from the invoice date. Every other by BV CODE D’OR accepted payment method can never cause a renewal, change or cancellation of current sales conditions.
Payments need to mention the invoice number in the payment description.
8. The amount of an expired unpaid invoice will legally and without foregoing formal notice be raised with an interest of arrears of 8% per year (as legally determined in “the law on late payment of trade transaction” of August 2, 2002).
The amount of an expired unpaid invoice will - as a compensation - legally and without foregoing formal notice be raised with an interest of 10% with a minimum of € 50,00 per invoice on top of the total amount of the invoice, interest on arrears, collecting rates, collection letter fees and prosecution costs. This compensation has to be paid to BV CODE D’OR as a compensation for extrajudicial costs, time loss and administration costs.
The parties agree that each send collection letter comes with an administrative cost of € 25,00 and will be billed to the addressee.
The parties renounce implementations of article 1394/20 through 1394/27 Ger.W., but also agree BV CODE D’OR is free to appeal for these legal provisions. If there is no appeal on this both parties agree that the losing party is entirely responsible to pay for the judicial costs (prosecution and justice costs) without prejudice of the implementation of article 8 and 9, paragraphs 1 and 2 of current sales conditions.
If BV CODE D’OR has to appeal for a lawyer to collect expired unpaid invoices or in consequence of a risen dispute both parties agree that the losing party is entirely responsible to pay for the lawyer’s honorarium and costs.
9. On top of this BV CODE D’OR is not obliged to further execute any agreements before all the expired unpaid sums have been paid.
10. An invoice can only be protested validly and in time if the client (addressee on the invoice) informs BV CODE D’OR on its statutory seat in writing by mail or fax within 8 calendar days after invoice date.
11. When cancelling more than 30% of an order, BV CODE D’OR will bill a compensation of 10% of the cancelled sum.
12. Both source code as object code remain property of BV CODE D’OR unless otherwise agreed in writing between the parties.
13. Domain names and hosting packages are tacitly renewed 2 months before their expiration date.
14. The closed agreements between the parties are subject to the Belgian law.
15. In case of disagreements or disputes only the courts of Ghent (respectively the Commercial Court of Ghent, division Ghent or the Court of First Instance East Flanders, division Ghent) have authority, unless BV CODE D’OR decides to bring the dispute before another court that has jurisdiction over the client. If a civil magistrate’s court is judicial authorised, the dispute will fall under the exclusive jurisdiction of the civil magistrate’s court of the third district Ghent and in the arrondissement Antwerp under the exclusive jurisdiction of the civil magistrate’s court of the fifth district Antwerp.