Lawstreet general terms and conditions
Laatst bijgewerkt: 20-01-2026
Article 1 - Definitions
1.1. The following definitions apply for the purpose of interpreting these General Terms and Conditions.
- General Terms and Conditions:These General Terms and Conditions
- Commencement Date: the date on which the Agreement is concluded in accordance with Article 2.1 of these General Terms and Conditions;
- Services: The services which the Service Provider will provide to the Client, as described in the Quotation signed by the Client or in any other instruction provided by the Client to the Service Provider. These are always governed by these General Terms and Conditions.
- Service Provider: Private Company Lawstreet, with its registered office at 9051 Ghent, Poortakkerstraat 93, registered in the Ghent Register of Legal Entities, Ghent Division, under number 0749.591.551;
- External Partners: Third parties whom the Service Provider may call upon for the provision of the Services;
- Group: the group to which the Service Provider belongs, as well as all companies that are, directly or indirectly, affiliated with the Service Provider within the meaning of Article 1:20 of the Code of Companies and Associations, including parent, subsidiary and sister companies;
- Client: The natural person or legal entity that engages the Service Provider to provide the Services and has signed the Quotation in agreement thereto;
- Staff: Employees, employees of companies affiliated with the Service Provider, self-employed staff, subcontractors, consultants and any other natural or legal persons who are directly or indirectly involved in the provision of the Services;
- Quotation: the written document signed by the Client setting out the scope of work, namely the specific Services to be provided by the Service Provider;
- Agreement: The agreement between the Service Provider and the Client, which has come into effect through the Client’s approval of the Quotation or the performance of the assignment, including its annexes and these General Terms and Conditions;
- Parties: the Client and the Service Provider;
- Data Protection Legislation: Regulation (EU) 2016/679 of 27 April 2016 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (“GDPR”), the Act of 30 July 2018 on the protection of natural persons with regard to the processing of personal data, and any Union or Member State legislation relating to data protection;
- All definitions given in the plural shall have the same meaning in the singular, and vice versa.
- Article 2 - Conclusion of the Agreement
- The Agreement is concluded and takes effect on the Commencement Date, i.e.:
- 1) either upon the Service Provider’s receipt of the Quotation signed by the Client and its co-signing by the Service Provider;
- 2) or at the time the Service Provider commences the performance of the Services at the Client’s request, even if there is not (yet) a signed Quotation.
- From the Commencement Date, all professional relationships between the Parties shall be governed by these General Terms and Conditions. The General Terms and Conditions shall automatically apply to any new assignment, additional request or ad hoc service requested by the Client. For such new assignments, the Service Provider’s rates and terms and conditions in force at that time shall apply, as revised annually and communicated in advance.
- Article 3 - Order of precedence of provisions
- The provisions of these General Terms and Conditions are always essential to and apply in full to any contractual relationship between the Parties, which the Client acknowledges and accepts without reservation.
- The Service Provider is entitled to amend the General Terms and Conditions during the term of the Agreement and shall notify the Client thereof. The General Terms and Conditions may be consulted at any time at www.denp.be/algemene-voorwaarden, and the most recent version of the General Terms and Conditions shall apply. Unless the Client objects within eight (8) days of being notified of the amended General Terms and Conditions, or earlier if the Client proceeds to pay an invoice to which the amended General Terms and Conditions apply, the Client shall be deemed to have agreed to the most recent General Terms and Conditions.
- In the event of any conflict or inconsistency between the documents forming part of the Agreement, the following hierarchy shall apply, in descending order of priority:
- The Quotation;
- The General Terms and Conditions;
- The Service Provider’s invoicing terms.
- In the event of any conflict, the provisions set out in the document with the highest priority shall prevail, unless the Service Provider has given its express written consent.
- The Client may store the General Terms and Conditions, the Special Terms and Conditions and the invoicing terms on a durable medium and shall be notified of any amendment relating to the contractual relationship between the Parties by a means appropriate for remote communication.
- Article 4 - Subject Matter
- These General Terms and Conditions contain the general stipulations applicable to the provision of Services to the Client by the Service Provider.
- Depending on the Services accepted by the Client in the Quotation, Special Terms and Conditions also apply to the respective Services, which are attached as an annex to the Quotation. Upon signing the Quotation, the Client acknowledges and accepts these Special Terms and Conditions, which form an integral part of the Agreement.
- Article 5- Duration
- The Agreement is deemed to have been entered into for a fixed term commencing on the Commencement Date. The Agreement shall terminate upon the performance of the agreed Services, where applicable given the nature of the Services, upon the delivery of the agreed deliverables, or upon the expiry of the term.
- Article 6 - Services
- The Service Provider shall perform its Services on a time-and-materials basis, unless otherwise specified in the Agreement, and to the best of its ability. The Parties therefore declare, to the extent necessary, that the Services assigned to the Service Provider are to be classified as a best endeavours obligation.
- The Service Provider’s Services may include advice and recommendations based on the information and documentation provided by the Client. The Client is therefore obliged to provide the Service Provider with complete, accurate information in a timely manner, in accordance with Article 7 of these General Terms and Conditions.
- In the event of an abnormal delay in the performance of the Services, the Client shall be entitled to terminate the Agreement by registered letter and without judicial intervention, provided that the Service Provider has still not delivered within a period of one (1) month after the Client has given notice of default to the Service Provider by registered letter. The Client expressly waives any other possible remedy, in particular the award of any form of compensation.
- Any delay caused by a delay in the provision of necessary information or documentation by the Client or a third party falls outside the Service Provider’s responsibility. The Client waives its right to terminate the contract and acknowledges that any delivery deadlines may be amended or extended in proportion to the delay, regardless of whether the Service Provider has committed to a specific delivery deadline.
- The performance of the Services shall be entrusted to one or more Employees, taking into account, as far as possible, the nature and complexity of the Services and the experience and specialisation of the Employees concerned. The Agreement does not constitute an intuitu personae contract. The Service Provider reserves the right, without prior consultation, to assign the performance of the Services, in whole or in part, to other Employees. Such reallocation shall not affect the quality of the Services and shall not entitle the Client to object, claim damages or seek any other right of recourse.
- The Service Provider forms part of the Group. The Client acknowledges and accepts that, for the performance of (parts of) the Agreement, the Service Provider is entitled to engage other companies within the Group without the Client’s prior consent. In such cases, the Service Provider shall remain responsible to the Client for the proper performance of the Services, as set out in the General Terms and Conditions.
- Article 7 - Cooperation
- The Client shall cooperate with the Service Provider in the performance by the Service Provider of the agreed Services, including, without limitation, providing the Service Provider with reasonable facilities and timely access to the Client’s data, information and personnel. The Client is responsible for the performance of its staff and its agents, and for the accuracy, completeness and timeliness of all data and information provided to the Service Provider for the purpose of the Service Provider’s performance of the agreed Services.
- Unless otherwise stipulated, the Service Provider is under no obligation to verify the accuracy and completeness of the information provided to it by the Client or its appointed representative(s), nor the credibility/reliability of the documents, contracts, inventories, invoices and supporting documents of any kind, which are entrusted to or submitted to it by the Client as constituting evidence or as documents intended to serve as such. The Service Provider may be assisted by Staff or experts of its choice.
- The Service Provider shall not be deemed to have knowledge of information relating to other assignments whilst performing the Services, except to the extent specified in the Quotation.
- The Client is obliged to provide the Service Provider with all information, documentation and explanations in a complete, accurate and non-misleading manner, and in a timely fashion. The Client is responsible for informing the Service Provider immediately of any change relating to the information or statements provided, as soon as it is no longer possible to proceed on that basis or as soon as the information and assumptions previously submitted to the Service Provider are no longer sound.
- The Client shall indemnify and hold the Service Provider harmless against any loss or damage arising from the provision of incorrect, late or incomplete information, without prejudice to the Client’s obligation to compensate the Service Provider in full for any loss or damage suffered. The Client warrants, acknowledges and accepts the consequences of providing information that is late, incomplete or incorrect.
- Should the Client fail to provide the Service Provider with the relevant information and explanations necessary for the proper performance of the Agreement, this may give rise to the Service Provider making a reservation regarding the provision of any Services which it is required to provide under the Agreement. In addition, the Service Provider is entitled to suspend the Services or to terminate the Agreement at the ’Client’s expense, in accordance with Articles 17 and 20 of these General Terms and Conditions.
- Article 8 - Liability
- The Service Provider shall only be bound by documents, records, advice, analyses and calculations that are in writing, signed by an authorised person within the Service Provider and submitted to the Client.
- Documents, records, advice, analyses and calculations submitted to the Client, or verbal advice communicated to the Client, shall not be binding on the Service Provider. The Service Provider shall bear no responsibility whatsoever for the content or use of such draft documents or verbal advice, except where their content is recorded in accordance with Article 8.1 of these General Terms and Conditions.
- In exceptional circumstances, the Service Provider may decide to amend or withdraw documents, records, advice, analyses and calculations where, in its professional judgement, this appears appropriate. This is the case, amongst other things, if facts or circumstances come to light which were unknown at the time the documents, records, advice, analyses and calculations were drawn up, or which may influence their content.
- Under no circumstances may the exercising of the right to amend or withdraw as described in Article 8.3 of these General Terms and Conditions be regarded as an obligation on the part of the Service Provider or as an acknowledgement of any fault or error on the part of the Service Provider.
- Documents, records, advice, analyses and calculations are intended solely for the benefit of and for use by the Client, and, where applicable, are limited to the purpose set out in the Quotation; they may not be disclosed by the Client to any third party or used for any other purpose without the Service Provider’s prior written consent.
- The Service Provider accepts no responsibility or liability whatsoever towards any third party who may come into possession of documents, records, advice, analyses and calculations prepared for the benefit of the Client.
- Article 9 - Intellectual property rights
- The Client is granted a limited, non-exclusive, non-transferable and non-sublicensable right of use in respect of the Services performed by the Service Provider, the accompanying documentation and Confidential Information. This right of use is granted upon full payment of all amounts due.
- This right of use applies solely to the Client’s internal use, unless otherwise agreed in writing. The results may not be disclosed to third parties without the Service Provider’s prior written consent, except where this is necessary for contract negotiations, legal obligations or the normal exercise of rights.
- The Service Provider reserves the right to freely use and share general knowledge, experience and skills acquired during the performance of the Services.
- All intellectual property rights, as well as other property rights, to the material provided by the Client to the Service Provider in the context of the performance of the Services, remain the sole property of the Client. The provision of such material to the Service Provider does not imply any transfer or licence of any rights, except to the extent necessary for the performance of the agreed Services.
- Article 10 - Conflicts of interest
- The Client acknowledges and accepts that the Service Provider also provides Services to third parties, including parties operating in similar or competing sectors.
- The Service Provider takes great care to avoid conflicts of interest and undertakes not to provide assistance in any matter to Clients with directly conflicting interests, unless expressly authorised by all parties concerned.
- Should a conflict of interest arise between two of the Service Provider’s Clients, the Service Provider shall inform both Clients without delay of the conflict and, in consultation with them, endeavour to reach an agreement regarding any further assistance and the provision of Services in the matter in question. In the absence of agreement between the parties concerned, the Service Provider reserves the right not to perform the relevant Services without this giving rise to any liability on the part of the Service Provider or conferring any right to compensation on the Client.
- Article 11 - Payment of invoices and fees
- The prices of the Service Provider’s Services are exclusive of VAT, unless otherwise stipulated.
- The Service Provider’s invoices are payable by the Client in cash within fourteen (14) calendar days from the day following the date of receipt of the invoice.
- In the event of non-payment by the due date, the amount due shall automatically and without notice be increased by default interest in accordance with the Act on Late Payment in Commercial Transactions of 2 August 2002.
- Any amounts still owed to the Service Provider after the due date shall be increased by a fixed fee of 12 per cent of the unpaid invoice amount, subject to a minimum of 100.00 euros, without prejudice to the Service Provider’s right to claim higher compensation. The aforementioned fixed fee covers solely the internal operating costs and therefore does not cover any legal costs, such as, amongst other things, lawyers’ fees and charges.
- If the Client is a consumer and fails to fulfil their payment obligation as set out in Article 11.2 within the due date, the Service Provider shall be entitled, upon the expiry of fourteen (14) calendar days following the dispatch of an initial reminder free of charge, to charge a fixed compensation in accordance with Article XIX.4 of the Code of Economic Law: (i) EUR 20.00 for debts up to and including EUR 150.00; (ii) EUR 30.00 plus 10 per cent of the amount due in excess of EUR 150.00 for debts between EUR 150.00 and EUR 500.00; and EUR 65.00 plus 5 per cent of the amount due in excess of EUR 500.00, subject to a maximum of EUR 200.00.
- In addition, default interest shall be charged at the statutory rate in accordance with the Act on Late Payment in Commercial Transactions of 2 August 2002, calculated from the day following the expiry of the fourteen (14) calendar days after dispatch of the first reminder (free of charge), up to and including the day of full payment.
- In the event of failure to pay the full invoice by the due date, all other claims against the Client that have not yet fallen due shall become due and payable by operation of law and without prior notice of default.
- Partial payments are always accepted without prejudice, and shall be applied first to any legal costs incurred, then to the interest due, next to the liquidated damages clause, and finally to the principal sum. Each invoice is payable in full without any discount, set-off or compensation.
- The Service Provider may request one or more advance payments. These advance payments will then be set off against the final statement of costs and fees.
- Unless expressly agreed otherwise, the Service Provider is entitled to amend the rates once a year (namely on 1 January of each year) on the basis of the change in labour costs in the digital sector applicable for the month of November preceding the amendment, as published by Agoria (Agoria Digital Index). The Agoria Digital Index is always available at: https://www.agoria.be/system/files/general/digital-index-referteloonkost.xlsx.
- The revision in accordance with the preceding paragraph is calculated using the following formula:
- PN = PO × [0.80 × (SN/SO) + 0.20], where
- PN = adjusted remuneration
- PO = remuneration at the start
- SO = Agoria Digital Index on which the remuneration is based
-
SN = Agoria Digital Index valid at the time of revision
- In addition to indexation, the Service Provider is entitled to amend prices on the basis of objective changes in prevailing market conditions, including, but not limited to, a general increase in the price of software licences, telecommunications facilities, electricity and price increases resulting from government decisions. The Service Provider shall, where reasonably possible, notify the Client of any price changes at least one (1) month before they come into effect.
- If the Client does not accept the changes in accordance with the preceding paragraph, the Client must terminate the Agreement within eight (8) days of the aforementioned notification, by registered letter. If the Client does not exercise the aforementioned right of termination within this period or has paid any invoice or fees from the Service Provider at the adjusted prices, the Client shall be deemed to have agreed to the change or adjustment and to be continuing the Agreement by tacit consent.
- All disputes regarding costs and fees must be submitted to the Service Provider in writing, by registered post, within fourteen (14) days of receipt of the invoice, stating the grounds for the dispute. If no (timely) dispute is received by the Service Provider, the Client shall be deemed to have agreed to the invoiced Services.
- Article 12 - Confidentiality
- Confidential information (hereinafter “Confidential Information”) means all information disclosed by the Service Provider to the Client in the context of the performance of the Agreement, which the Client knows to be designated as confidential or ought reasonably to know to be of a confidential nature, with the exception of information in respect of which the Client can prove that it:
- was made public without breaching the provisions of the Agreement;
- was lawfully obtained from a third party who is not bound by any obligation of confidentiality in respect of such information;
- was developed or discovered by the Client in a wholly independent manner.
- The Client undertakes the following in respect of the Confidential Information:
- to use it solely in the context of the performance of the Agreement;
- not to disclose or make it available, in whole or in part, either orally or in writing;
- not to disclose or make it available to third parties, unless with the prior written consent of the Service Provider, or unless in accordance with the terms of these General Terms and Conditions, except where disclosure is required by law or by court order.
- The Client undertakes to inform its officers, employees and subcontractors of the confidentiality obligations under this Agreement.
- Upon termination of the Agreement, the Client shall destroy or return to the Service Provider all Confidential Information received pursuant to the Agreement, subject to any statutory obligation on the Client to retain the information for a longer period.
- The Parties hereby agree that a sum of EUR 5,000.00 shall be payable for each breach of this Article 12 of the General Terms and Conditions by the Client, without prejudice to the Service Provider’s right to claim compensation for the actual loss suffered.
- Article 13 - Non-solicitation clause
- The Client undertakes, for the duration of the Agreement and for a period of thirty-six (36) months following its termination, not to enter into any direct or indirect collaboration with the Service Provider’s Employees, unless the Service Provider has given its prior written consent.
- Where the cooperation between the Parties involves multiple agreements, the longest-running Agreement shall be taken into account for the purposes of this Article 12.
- In the event of a breach of this Article 12, the Client shall owe the Service Provider compensation amounting to at least the total gross remuneration (excluding any employer’s contributions) of the poached Employee over the past eighteen (18) months. If the Employee in question was employed by the Service Provider for less than eighteen (18) months, the basis shall be the last gross remuneration multiplied by eighteen (18). This is without prejudice to the Service Provider’s right to claim any further damages suffered.
- Article 14 - Processing of personal data
- The Client confirms that they are aware of the Service Provider’s privacy policy (available at all times at: www.denp.be/privacy-en-cookies). In the aforementioned privacy policy, the Client will find further information regarding the processing of personal data by the Service Provider, the purposes of the processing, the categories of personal data involved, the method of data collection, the retention period for the personal data, and the manner in which the data subject may exercise their rights and make their privacy choices.
- Where the Parties process personal data (for example, identification or contact details), this is done in compliance with all legal obligations, including data protection legislation.
- The Client is responsible for the personal data it provides to the Service Provider and declares and guarantees that all personal data provided to the Service Provider by or on behalf of the Client has been collected in accordance with the Data Protection Legislation. The Client shall indemnify and hold the Service Provider harmless against any claim or other loss, of whatever nature, which the Service Provider may suffer as a result of the Client’s failure to comply with one or more obligations under the Data Protection Legislation incumbent upon the Client.
- The Client declares that it has obtained all necessary consents from the data subjects or that the processing of personal data is lawfully based on the appropriate legal grounds for processing, thereby ensuring that the use and processing of personal data in the performance of the Agreement is lawful and does not infringe the rights of any data subject or third party. The Client declares that it has all appropriate technical and organisational measures in place. Finally, the Client acknowledges that it will comply with the fundamental principles governing the processing of personal data, as defined in the GDPR.
- The Parties undertake, in principle and expressly, to comply with the General Data Protection Regulation (GDPR), which entered into force on 24 May 2016 and became effectively applicable from 25 May 2018, and have, where necessary, entered into a data processing agreement for this purpose in accordance with Article 28 of the GDPR.
- Article 15 - Force majeure
- The Service Provider shall not be liable for any delay resulting from circumstances or causes beyond its reasonable control, including, but not limited to, acts or omissions or a failure by the other Party to cooperate (including, but not limited to, entities or persons under its control, or any of their respective directors, officers, employees, other staff members and representatives), fire or other accident, epidemic (such as a pandemic flu outbreak), strike or industrial dispute, war or other acts of violence, acts of state, power cuts, disruptions to the internet or other communication networks, the unavailability of one or more of the Service Provider’s Staff, defects in the Client’s goods, infrastructure, equipment, software or materials, and delays or breaches of contract by the Client’s or the Service Provider’s suppliers.
- If the force majeure situation lasts for more than sixty (60) days, the Service Provider shall be entitled to terminate the Agreement without prior judicial intervention or further notice and without the Service Provider being liable for any compensation.
- Force majeure on the part of the Client shall not give rise to a suspension of the Client’s payment obligation.
- Article 16 - Liability
- Any complaints regarding the Service Provider’s Services must be reported to the Service Provider in writing within ten (10) working days of the date on which the defect or incorrect performance of the Services should have been identified; failing this, the Client may no longer assert any rights or claims in this regard.
- The Service Provider’s liability for damage resulting from defective Services is limited to the Service Provider’s obligation to provide one or more of the following options, at the Service Provider’s discretion: (1) crediting the relevant (partial) invoices relating to (the relevant part of) the defective Services; (2) re-supplying (the relevant part of) the defective Services at no extra cost; (3) rectifying the defective Services at no extra cost.
- The Service Provider’s liability to the Client for damage resulting from defective Services is in any event limited (per year) to an amount equal to the sum invoiced and received by the Service Provider from the Client during the three (3) months preceding the event giving rise to the damage.
- The non-contractual liability of the Service Provider, its Employees and agents is excluded in respect of any failings during the performance of the agreed Services.
- Without prejudice to the provisions of Article 16.3 of these General Terms and Conditions, the Service Provider’s liability shall in any event be limited to the items and amounts for which the Service Provider is insured and which are included in its Professional and Public Liability insurance policies. The full policies are available for inspection at all times at the Service Provider’s registered office and a copy will be provided to the Client upon first request. If no insurance cover is provided, the amount of the Service Provider’s maximum liability shall be limited to EUR 25,000.00.
- The Service Provider’s liability for damage resulting from a defective Service shall never include indirect or consequential damage, such as, but not limited to, damage arising from loss of profit, damage to reputation and loss of data.
- Article 17 - Suspension
- If the Client fails to fulfil its contractual obligations, the Service Provider may, following a notice of default and without the Service Provider being held liable for this, suspend, block, restrict, terminate or cancel the Client’s right to the further performance of the Agreement. Before suspending its obligations, the Service Provider shall give the Client notice of default by registered letter and allow a period of fifteen (15) days to remedy the breach of contract.
- All costs and charges (penalties and interest) arising from the suspension of the Agreement pursuant to Article 17 of these General Terms and Conditions shall be borne by the Client. The Service Provider shall, in all circumstances, be entitled to payment of the fees and costs relating to the Services already provided.
- The suspension entails the unavailability of the Services. The Client acknowledges and accepts all consequences and damages resulting from the suspension. The aforementioned suspension of the Agreement shall end when the Client has remedied the breach or is once again fulfilling its contractual obligations.
- Article 18 - Termination
- If the Client terminates the Agreement prematurely, without there having been any breach by the Service Provider of its obligations, the Client shall owe the Service Provider, in addition to the outstanding invoice amounts (where applicable, plus interest and costs), a termination fee equal to 25 per cent of the total fees that the Service Provider would have invoiced the Client in the performance of the Agreement, with a minimum of EUR 2,500.00 and without prejudice to the Service Provider’s right to claim higher compensation if the Service Provider demonstrates that its actual loss exceeds this amount.
- The aforementioned termination fee is payable as a mandatory consideration for the Client’s exercise of its right to (immediate) termination.
- Services already provided or costs already incurred must be reimbursed at the agreed price and are not included in the termination fee mentioned above.
- Article 19 - Provisions for consumers
- If the Client is a consumer within the meaning of Article I.1, 2° of the Code of Economic Law and the Contract was concluded at a distance, the Client has the right to withdraw from the Contract within a period of fourteen (14) days from the Commencement Date without giving any reason.
- The Client must exercise their right of withdrawal in an unambiguous manner and notify the Service Provider in writing by post or email.
- In the case of Article 19.1 of these General Terms and Conditions, the Service Provider shall only commence the provision of the Services after the expiry of the fourteen (14)-day withdrawal period, except in those cases where the Client expressly consents in writing to the immediate commencement of the provision of the Services.
- If the Client has requested the Service Provider to commence the provision of Services during the withdrawal period in accordance with Article 19.3 of the General Terms and Conditions, the Client waives the right of withdrawal and is obliged to pay for all services provided by the Service Provider up to the point of withdrawal, without prejudice to the Service Provider’s right to a termination fee as stipulated in Article 18 of the General Terms and Conditions.
- With regard to the Client as a natural person, the termination and cancellation fees between the Parties apply reciprocally.
- Article 20 - Dissolution
- The Service Provider is entitled to dissolve the Agreement with the Client at any time, with immediate effect, without court authorisation, following prior notice of default and without payment of any compensation, in the following cases:
- If, despite the aforementioned written notice of default, which allows a period of fifteen (15) calendar days, the Client remains in default of the (timely and proper) fulfilment of one or more substantial obligations arising from the Agreement (whether explicit or implied as a result of performance in good faith);
- If the Client is found to be in a state of bankruptcy or has voluntarily filed for bankruptcy;
- If the Client is subject to judicial reorganisation proceedings;
- If the Client is subject to winding-up or dissolution proceedings;
- If the Client has ceased its activities;
- If control, within the meaning of Article 1:14 of the Code of Companies and Associations, over the Client changes;
- If (part of) the Client’s assets are seized.
- In the event that the Agreement is terminated at the Client’s expense, all claims of the Service Provider against the Client shall become due and payable, and the Service Provider shall be entitled to compensation equal to at least 35 per cent of the fees invoiced by the Service Provider to the Client in connection with the performance of the Agreement during the twelve (12) months preceding the termination, with a minimum of EUR 3,000 and without prejudice to the Service Provider’s right to claim higher compensation if the Service Provider demonstrates that its actual loss exceeds this amount.
- Article 21 – Consequences of termination
- The Client’s undertakings and obligations set out in the Agreement, specifically Articles 8, 9, 11, 14 and 16 of these General Terms and Conditions shall continue to apply following the expiry or termination of the longest-running Agreement for a period of ten (10) years from the date of the expiry or termination of the Agreement.
- Article 22 - General provisions
- The Service Provider reserves the right to assign its rights and obligations to third parties without the Client’s consent. The Client may only assign its rights and obligations arising from the Agreement subject to the Service Provider’s prior written consent.
- If any provision (or part thereof) of the Agreement is unenforceable or contrary to a provision of mandatory law, this shall not affect the validity and enforceability of the other provisions of this Agreement, nor the validity and enforceability of that part of the relevant provision which is not unenforceable or contrary to a provision of mandatory law. In such a case, the Parties shall negotiate in good faith to replace the unenforceable or conflicting provision with an enforceable and legally valid provision that most closely reflects the purpose and intent of the original provision.
- Any waiver of a right must be made exclusively in writing, unless expressly provided otherwise. The mere fact that a Party has not exercised, or has not immediately exercised, any right under the Agreement, or has granted the other Party a period of time to fulfil its obligations under the Agreement, shall not constitute a waiver of the right in question or a relinquishment of that right on the part of that Party.
- It is understood and agreed that each of the Parties is an independent contracting party and that neither Party is, nor is deemed to be, an agent, distributor or representative of the other. Neither Party shall act or represent itself, directly or indirectly, as an agent of the other Party, nor shall it assume or create any obligation in any respect for the benefit of or on behalf of the other Party.
- The amounts specified in clauses 10.3, 11.5, 18.1 and 20.2 of these General Terms and Conditions may be indexed in accordance with clause 10.8 of these General Terms and Conditions.
- Unless expressly provided otherwise, all remedies, compensation and penalties set out in the Agreement are cumulative, non-exclusive and do not preclude the application of remedies, compensation or penalties under ordinary law.
- Article 23 - Governing law and jurisdiction
- The interpretation and performance of the Agreement shall be governed by Belgian law.
- The courts and tribunals of the district in which the Service Provider has its registered office shall have jurisdiction. Insofar as the Client acts in the capacity of a consumer, the court of the consumer’s place of residence shall also have jurisdiction.
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