General terms and conditions

Applicability: these terms and conditions are valid for all customers, suppliers and third parties who, whether or not connected by a prior agreement, deal with Fonda Digital bv. These terms and conditions always apply, unless otherwise agreed in writing.

Legal validity: a quote or quote is a written document, is optional and only serves as a guideline. Offers and quotes are valid for 30 days, unless otherwise indicated. It only becomes legal when signed by the customer and Fonda Digital. Promotional printing (such as brochures, flyers, business cards) and promotion via online channels (social media, website, presentations) can never serve as quotes. Agreements become legally valid when signed. All rights and obligations are regulated in the relevant agreement or module. These terms and conditions apply cumulatively (this implies that if something is not expressly provided for in the agreement, the provisions of these terms apply).

Rates: rates are indicative and indexable annually, they are expressed in euro and always excluding VAT and other taxes and levies. VAT, as well as other taxes, levies and any other duties due, are always borne by the customer. If these taxes and levies increase after the conclusion of the agreement, we have the right to pass this on to the customer. Fonda Digital bv will settle the time spent and materials used according to consumption. The estimates and estimates given are indicative at all times and may differ from the estimated amount. Fonda Digital bv keeps a detailed electronic list of all activities, accessible to the Customer at all times. All time registrations will be completed to the upper quarter.

Duration: management agreements have a minimum period of 12 months and a monthly billing of at least 500 euros. In case of early cancellation, half of the amount that would still be charged after the date of cancellation will be charged immediately. After 12 months, management agreements fall back to the subscription mechanism. Other subscriptions to recurring products and services (such as licenses, domain names, content management systems, hour packages and services such as updates or maintenance) are indefinite with a minimum of 1 year. The subscription is automatically renewed annually by 1 year. The subscription can only be canceled if the client notifies Fonda Digital bv, by registered letter, of the cancellation, at least 3 months before the expiration of the annual period.

Completion: the products or services do not have an original carrier, which is why the customer will have access to the ordered products and services at all times. A simple notification by Fonda Digital bv of location and/or access codes will be considered as delivery of the relevant parts. If there is no specific response from the customer within 14 calendar days (unless Fonda Digital bv explicitly asks to respond more quickly, in case of urgency) after delivery of a component, Fonda Digital bv will consider the relevant part accepted. On simple request, the data can be delivered on a physical carrier. The costs for this will be settled on a time & material basis.

Intellectual Property: Fonda Digital bv retains the property rights to all services and products provided.

Payment: For management agreements and subscriptions, billing always takes place before the start or beginning of the period. If the monthly amount is less than 1000 euros, Fonda Digital has the right to consolidate billing quarterly.

Our invoices must be paid in cash. In the absence of payment of the invoice by the due date, this shall automatically and without notice of default incur interest in accordance with the interest rate currently applicable (provided for in the Act of 2 August 2002 on combating late payment in commercial transactions and a fixed compensation of 10% of the invoice amount, with a minimum of 250.00 euro). For projects, the start-up cost is 40% of the estimated total cost, and this is always immediately payable (advance payment). Invoices for projects must be paid within 21 calendar days.

Complaints: complaints must be filed in writing and by registered mail at the registered office within 14 days of the date of sending the invoice. Otherwise, the invoice becomes irrevocable. Visible defects, such as errors or imperfections on the website, email campaign or other digital product, must be reported to Fonda Digital bv 14 days after (digital) delivery. Hidden defects (such as performance problems) must be reported 90 days after delivery.

Force majeure: in the event of force majeure (these are circumstances beyond the control of Fonda Digital bv), Fonda Digital bv is exempt from all obligations (and any subsequent liability). The following are considered to be force majeure, among others: natural circumstances, strike or lockout, fire, flood, seizure, embargo, general scarcity of goods, illness, dismissal, government measures, epidemics, internet or electricity failures, cyber attacks or hacking and, in general, any unforeseen circumstances that significantly upset the contractual balance, regardless of whether the force majeure occurs at Fonda Digital bv, from its suppliers or one of its employees.

Liability: Fonda Digital bv assumes its essential liability obligation. This implies that she can be held responsible for her core task (depending on the assignment given). All Fonda Digital bv's performances are best efforts. Under no circumstances can Fonda Digital bv be held liable for damage of any kind caused by Fonda Digital bv based on incorrect and/or incomplete information provided by or on behalf of the Customer. Fonda Digital bv's liability can never exceed the amount already invoiced for the part in question. Any court costs, damages, attorney fees, etc., are entirely borne by the client. In the case of advertisements or publications, the Client always guarantees that the proposed material does not infringe the intellectual property of third parties, nor does it infringe public order, good morals or other applicable regulations. No a priori control can be expected from Fonda Digital bv. No liability can arise from the temporary unavailability of websites/shops or applications (“downtime”).

Exclusion of liability for auxiliary persons: our liability, whether contractual or non-contractual, for damages resulting from the acts or omissions of our directors, employees, subcontractors and other agents is excluded to the fullest extent permitted by applicable law, including Book 6 of the Civil Code. This exclusion applies to all damages, including, but not limited to, direct, indirect, consequential and other damages, resulting from the performance of our services. Our agents are not liable to the customer or third parties for any damage they cause in the performance of their tasks, except in the case of intent or gross negligence.

Confidentiality: both parties undertake not to disclose confidential information without the express written consent of the other party. It is possible that Fonda Digital bv will be asked to reveal the Customer's identity or files. If this request is legally valid and fits within a (judicial) investigation, Fonda Digital bv can disclose this information to the requesting institution.

Recruitment: the client will not hire staff members or other appointees (for his own account or name), for a period of 12 (twelve) months after the termination of the employment contract with the staff member concerned. In violation of this provision, if the former staff member is still employed within the period mentioned above, compensation worth the recruited staff member's last gross annual salary will be payable to Fonda Digital bv.

Nullity: the nullity of one or more provisions of these terms and conditions does not affect the valid part of these terms and conditions. Both parties will replace the void provision (s) with (a) valid provision (s), which will (will) match the intentions underlying the void provision (s) as much as possible.

Applicable law: all contractual relationships between the parties to which these general terms and conditions apply are governed exclusively by Belgian law. In the event of a dispute and if all attempts to reach an amicable settlement fail, the Ghent Business Court, Ghent Division, has sole jurisdiction, unless Fonda Digital bv, in the capacity of plaintiff, wishes to bring the case before any other competent court.

Data processing agreement: Under the General Data Protection Regulation (GDPR), Fonda Digital is obliged to enter into a processing agreement with companies for which Fonda Digital carries out orders that process personal data. This processing agreement can be requested very simply.