Lawstreet general terms and conditions

Last updated: 20-01-2026

 

Article 1 - Definitions

1.1. For the interpretation of these General Terms and Conditions, the following definitions apply.

  1. General Terms and Conditions: These general terms and conditions;
  2. Commencement Date: the date on which the Agreement is concluded in accordance with Article 2.1 of these General Terms and Conditions;
  3. Services: The services that the Service Provider will provide to the Client, as described in the Quotation signed by the Client or in any other assignment that the Client gives to the Service Provider. These are always governed by these General Terms and Conditions. 
  4. Service Provider: Lawstreet BV, with registered office at 9051 Ghent, Poortakkerstraat 93, registered in the Register of Legal Entities of Ghent, Ghent division, under number 0749.591.551;
  5. External Partners: Third parties on whom the Service Provider may rely to provide the Services;
  6. 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 Belgian Code of Companies and Associations (WVV), including parent, subsidiary and sister companies;
  7. Client: The natural person or legal entity that engages the Service Provider to provide the Services and has signed the Quotation for approval for that purpose;
  8. Staff Members: Employees, employees of companies affiliated with the Service Provider, self-employed collaborators, subcontractors, consultants and any other natural persons or legal entities who are directly or indirectly involved in providing the Services;
  9. Quotation: the written document signed by the Client that sets out the Service Provider's assignment, i.e. the specific Services to be delivered;
  10. Agreement: The agreement between the Service Provider and the Client that is concluded through the Client's approval of the Quotation or through the performance of the assignment, including its annexes and these General Terms and Conditions;
  11. Parties: the Client and the Service Provider;
  12. Privacy Legislation: Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (“GDPR”), the Belgian 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;

1.2. All terms defined in the plural have the same meaning in the singular, and vice versa.

 

Article 2 - Formation of the Agreement

2.1. The Agreement is formed and takes effect on the Commencement Date, i.e.:

  1. either at the moment the Service Provider receives the Quotation signed by the Client and countersigns it;
  2. or at the moment the Service Provider begins performing the Services at the Client's request, even though there is not (yet) a signed Quotation.

2.2. From the Commencement Date, all professional relations between the Parties are governed by these General Terms and Conditions. The General Terms and Conditions automatically apply anew to every new assignment, additional request or ad hoc service requested by the Client. Such new assignments are subject to the Service Provider's rates and conditions in force at that time, as reviewed annually and communicated in advance.

 

Article 3 - Order of Precedence

3.1. The provisions of these General Terms and Conditions are always essential to, and apply in full to, every contractual relationship between the Parties, which the Client acknowledges and accepts without any reservation.

3.2. The Service Provider has the right to amend the General Terms and Conditions during the term of the Agreement and will inform the Client thereof. The General Terms and Conditions can be consulted at any time at [www.denp.be/algemene-voorwaarden](https://www.denp.be/algemene-voorwaarden) and the most recent General Terms and Conditions apply. Unless the Client objects no later than eight (8) days after being notified of the amended General Terms and Conditions, or earlier if the Client pays an invoice to which the amended General Terms and Conditions apply, the Client is deemed to agree to the most recent General Terms and Conditions.

3.3. In the event of a conflict between, or inconsistency in, the documents making up the Agreement, the following hierarchy applies, in descending order of priority:

  1. The Quotation;
  2. The General Terms and Conditions;
  3. The Service Provider's invoice terms.

In the event of a conflict, the provisions set out in the document highest in the hierarchy prevail, unless the Service Provider has expressly agreed otherwise in writing.

3.4. The Client can store the General Terms and Conditions, the Special Terms and Conditions and the invoice terms on a durable medium and will be informed of any change relating to the contractual relationship between the Parties by a means appropriate for distance communication.

 

Article 4 - Purpose

4.1. These General Terms and Conditions contain the general provisions and conditions that apply to the provision of Services to the Client by the Service Provider.

4.2. Depending on the Services the Client has subscribed to in the Quotation, Special Terms and Conditions also apply to the respective Services; these are attached as an annex to the Quotation. By signing the Quotation, the Client acknowledges and accepts these Special Terms and Conditions, which form an integral part of the Agreement.

 

Article 5 - Term

The Agreement is deemed to be entered into for a fixed term commencing on the Commencement Date. The Agreement ends upon performance of the subscribed Services (where applicable given the nature of the Services), upon delivery of the agreed services, or upon expiry of the term.

 

Article 6 - Services

6.1. Unless otherwise provided in the Agreement, the Service Provider will perform its Services on a time-and-materials basis and to the best of its ability. The Parties therefore declare, insofar as necessary, that the Services assigned to the Service Provider are to be qualified as an obligation of means (best-efforts obligation).

6.2. The Service Provider's Services may include advice and recommendations based on the information and documentation provided by the Client. The Client is therefore required to provide the Service Provider with complete and accurate information in a timely manner, in accordance with Article 7 of these General Terms and Conditions.

6.3. In the event of an abnormal delay in the performance of the Services, the Client has the right to terminate the Agreement by registered letter and without court intervention, provided that the Service Provider has still not delivered within a period of one (1) month after the Client gave the Service Provider formal notice of default by registered letter. The Client expressly waives any other possible remedy, in particular the award of any form of damages.

6.4. 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 and acknowledges that any delivery deadlines may be amended, or at least extended in proportion to the delay, regardless of whether the Service Provider has committed to a specific delivery deadline.

6.5. Performance of the Services is entrusted to one or more Staff Members, taking into account, as far as possible, the nature and complexity of the Services and the experience and specialisation of the Staff Members concerned. The Agreement is not of an intuitu personae nature. The Service Provider reserves the right, without prior consultation, to reassign performance in whole or in part to other Staff Members. Such reassignment does not affect the quality of the Services and does not entitle the Client to object, to damages or to any other remedy.  

6.6. The Service Provider is 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 of the Group without the Client's prior consent. In that case, the Service Provider always remains responsible towards the Client for the proper performance of the Services, as set out in the General Terms and Conditions.

 

Article 7 - Cooperation

7.1. The Client will cooperate with the Service Provider in the Service Provider's performance of the agreed Services, including, without limitation, by 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 personnel and its intermediaries, 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.

7.2. Unless otherwise agreed, the Service Provider is not obliged to verify the accuracy and completeness of the information provided to it by the Client or the Client's appointee(s), nor the reliability of deeds, contracts, inventories, invoices and supporting documents of any kind entrusted to or submitted to it by the Client as evidential documents or as documents intended to serve as such. The Service Provider may be assisted by Staff Members or experts of its choice.

7.3. When performing the Services, the Service Provider is not deemed to have knowledge of information from other assignments, except to the extent provided in the Quotation.

7.4. The Client is required to communicate all information, documentation and explanations to the Service Provider completely, accurately, in a non-misleading manner and in good time. The Client is responsible for informing the Service Provider immediately of any change to the information or statements provided, as soon as it is no longer possible to rely on them or as soon as the information and assumptions previously submitted to the Service Provider are no longer justified.

7.5. The Client is liable for, and indemnifies the Service Provider against, any damage arising from incorrect, late or incomplete provision of information, without prejudice to the Client's obligation to compensate in full the damage suffered by the Service Provider. The Client is liable for, acknowledges and accepts the consequences of late, incomplete or incorrect provision of information.

7.6. If the Client fails to provide the Service Provider with the relevant information and explanations necessary for the proper performance of the Agreement, this may give rise to a reservation being made in any Services that the Service Provider must deliver under the Agreement. In addition, the Service Provider has the right 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 - Responsibility

8.1. The Service Provider can only be bound by documents, papers, advice, analyses and calculations that are in written form, signed by the person authorised to do so within the Service Provider, and submitted to the Client.

8.2. Draft documents, papers, advice, analyses and calculations submitted to the Client, or oral advice communicated to the Client, do not bind the Service Provider. The Service Provider bears no responsibility whatsoever for the content or use of such draft documents or oral advice, except where their content is recorded in accordance with Article 8.1 of these General Terms and Conditions.

8.3. In exceptional circumstances, the Service Provider may decide to amend or withdraw documents, papers, advice, analyses and calculations where, in its professional judgement, this appears appropriate. This is the case, among others, if it becomes aware of facts or circumstances that were unknown at the time the documents, papers, advice, analyses and calculations were prepared, or that may affect their content.

8.4. Under no circumstances may the exercise of the right to amend or withdraw as described in Article 8.3 of these General Terms and Conditions be regarded as an obligation of the Service Provider or as an admission of any fault or error on the part of the Service Provider.

8.5. Documents, papers, advice, analyses and calculations are intended exclusively for the benefit and use of the Client, limited where applicable to the purpose described in the Quotation, and may not be passed on by the Client to any third party or used for any other purpose without the Service Provider's prior written consent.

8.6. The Service Provider bears no responsibility or liability whatsoever towards any third party that comes into possession of documents, papers, advice, analyses and calculations prepared for the Client's benefit.

 

Article 9 - Intellectual Property Rights

9.1. The Client is granted a limited, non-exclusive, non-transferable and non-sublicensable right of use to the Services performed by the Service Provider, the related documentation and Confidential Information. This right of use is granted upon full payment of all amounts due.  

9.2. This right of use applies only to internal use by the Client, unless otherwise agreed in writing. The results may not be provided 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. 

9.3. The Service Provider reserves the right to freely use and share general knowledge, experience and skills acquired during the performance of the Services. 

9.4. All intellectual property rights, as well as other property rights, in the material provided by the Client to the Service Provider in the context of the performance of the Services remain the full property of the Client. The provision of such material to the Service Provider does not imply any transfer or licence of any right, except insofar as necessary for the performance of the agreed Services.

 

Article 10 - Conflicts of Interest

10.1. The Client acknowledges and accepts that the Service Provider also provides Services to third parties, including parties operating in similar or competing sectors. 

10.2. The Service Provider takes great care to avoid conflicts of interest and undertakes not to assist Clients with directly conflicting interests in a matter, unless all parties concerned have given their express consent. 

10.3. If a conflict of interest arises between two Clients of the Service Provider, the Service Provider will inform both Clients of the conflict without delay and, in consultation with them, endeavour to reach an arrangement regarding any further assistance and the provision of Services in the matter concerned. If the parties concerned fail to reach agreement, the Service Provider reserves the right not to perform the Services in question, without this giving rise to any liability on the part of the Service Provider or granting the Client any right to damages. 

 

Article 11 - Payment of Invoices and Rates

11.1. The prices of the Service Provider's Services are exclusive of VAT, unless stipulated otherwise.

11.2. The Service Provider's invoices are owed by the Client and payable in cash within fourteen (14) calendar days from the day following the date of receipt of the invoice.

11.3. In the event of non-payment on the due date, the amount owed will automatically and without notice be increased by late-payment interest in accordance with the Belgian Act of 2 August 2002 on combating late payment in commercial transactions. 

Amounts still owed to the Service Provider after the due date will be increased by a fixed compensation of 12% of the unpaid invoice amount, with a minimum of EUR 100.00, without prejudice to the Service Provider's right to claim higher compensation. The aforementioned fixed compensation covers solely the internal operating costs and therefore does not cover any legal costs, such as lawyers' fees and costs.

11.4. If the Client is a consumer and fails to meet its payment obligation as described in Article 11.2 within the payment term, the Service Provider will be entitled, after the expiry of fourteen (14) calendar days following the sending of a first free-of-charge reminder, to charge fixed compensation in accordance with Article XIX.4 of the Belgian Code of Economic Law (WER): (i) EUR 20.00 for debts up to and including EUR 150.00; (ii) EUR 30.00 plus 10% of the amount owed above EUR 150.00 for debts between EUR 150.00 and EUR 500.00; and EUR 65.00 plus 5% of the amount owed above EUR 500.00, with a maximum of EUR 200.00.

In addition, default interest will be charged at the statutory interest rate in accordance with the Belgian Act of 2 August 2002 on combating late payment in commercial transactions, calculated from the day following the expiry of fourteen (14) calendar days after the sending of the first free-of-charge reminder, up to and including the day of full payment. 

11.5. If the full invoice is not paid on the due date, all other claims against the Client that have not yet fallen due will become due and payable by operation of law and without prior formal notice of default. 

11.6. Partial payments are always accepted under all reservations and without any prejudicial admission, and are allocated first to any legal costs incurred, then to accrued interest, then to the penalty clause, and finally to the principal amount. Each invoice is payable in full without discount, set-off or compensation.

11.7. The Service Provider may request one or more advance payments. These advance payments will then be settled in the final statement of costs and fees.

11.8. Unless expressly agreed otherwise, the Service Provider has the right to adjust its rates once a year (i.e. on 1 January of the year) based on the evolution of labour costs in the digital sector applicable for the month of November preceding the adjustment, as published by Agoria (Agoria Digital Index). The Agoria Digital Index can be consulted at any time at: https://www.agoria.be/system/files/general/digital-index-referteloonkost.xlsx.

The adjustment pursuant to the preceding paragraph is made using the formula: PN=PO x [0.80 x (SN/SO) + 0.20], where

  • PN = adjusted fee
  • PO = initial fee
  • SO = Agoria Digital Index on which the fee is based
  • SN = Agoria Digital Index applicable at the time of adjustment

11.9. In addition to indexation, the Service Provider has the right to change its prices on the basis of objective changes in the prevailing market conditions, including, but not limited to, a general increase in the prices of software licences, telecommunication resources and electricity, and price increases resulting from government decisions. Where reasonably possible, the Service Provider will notify the Client at least one (1) month before the price change takes effect.

11.10. If the Client does not accept the changes pursuant to the preceding paragraph, the Client must terminate the Agreement by registered letter within eight (8) days of the aforementioned notification. If the Client does not exercise the aforementioned right of termination within this period, or has paid any invoice/fees of the Service Provider at the adjusted prices, the Client is deemed to agree to the change or adjustment and to tacitly continue the Agreement.

11.11. Any dispute regarding costs and fees must be submitted to the Service Provider, with reasons, by registered letter within fourteen (14) days of receipt of the  invoice. If no (timely) dispute reaches the Service Provider, the Client is deemed to agree to the invoiced Services.

 

Article 12 - Confidentiality

12.1. Confidential information (hereinafter “Confidential Information”) means all information communicated 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 reasonably ought to know to be of a confidential nature, with the exception of information that the Client can prove: 

  • was made public without breach of the provisions of the Agreement;
  • was lawfully obtained from a third party that is not bound by an obligation of confidentiality with respect to this information;
  • was developed or discovered by the Client entirely independently.

12.2. The Client undertakes to:

  • use the Confidential Information solely in the context of the performance of the Agreement;
  • not disclose or make available the Confidential Information, in whole or in part, orally or in writing.
  • not disclose or make available the Confidential Information to third parties, except with the Service Provider's prior written consent or under the conditions of these General Terms and Conditions, save for compelled disclosure pursuant to statutory regulations or by court order. 

12.3. The Client undertakes to inform its appointees, Staff Members and subcontractors of the confidentiality obligations under this Agreement.

12.4. Upon termination of the Agreement, the Client will destroy or return to the Service Provider all Confidential Information received pursuant to the Agreement, save where the Client is legally obliged to retain the information for longer.

12.5. The Parties hereby agree that an amount of EUR 5,000.00 is due 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 damage suffered.

 

Article 13 - Non-Solicitation

13.1. The Client undertakes, during the term of the Agreement and for a period of thirty-six (36) months after its termination, not to enter into any direct or indirect collaboration with the Service Provider's Staff Members, except with the Service Provider's prior written consent.

13.2. If the collaboration between the Parties covers several agreements, the longest-running Agreement will be taken into account for the application of this Article 13.

13.3. In the event of a breach of this Article 13, the Client owes the Service Provider damages at least equal to the total gross remuneration (excluding any employer's social security contributions)  of the solicited Staff Member over the past eighteen (18) months. If the Staff Member concerned has worked for the Service Provider for less than eighteen (18) months, the last gross remuneration multiplied by eighteen (18) will be taken as the basis. This is without prejudice to the Service Provider's right to claim any further damage suffered.

 

Article 14 - Processing of Personal Data

14.1. The Client confirms that it is aware of the Service Provider's privacy policy (which can be consulted at any time at: [www.denp.be/privacy-en-cookies](https://www.denp.be/privacy-en-cookies). In the aforementioned privacy policy, the Client will find further information on 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 of the personal data, and the way in which data subjects can exercise their rights and make their privacy choices.

14.2. Where the Parties process personal data (for example, identification data or contact details), they do so in compliance with all legal obligations, including the Privacy Legislation.

14.3. The Client is responsible for the personal data it communicates to the Service Provider and declares and warrants that all personal data provided to the Service Provider by or on behalf of the Client has been collected in compliance with the Privacy Legislation. The Client will indemnify and hold the Service Provider harmless against any claim or other damage of any kind that the Service Provider may suffer as a result of the Client's failure to comply with one or more of the obligations incumbent on it under the Privacy Legislation.

14.4. 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, so that the use and processing of personal data in 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 principles relating to the processing of personal data as defined in the GDPR.

14.5. The Parties expressly undertake, as a matter of principle, to comply with the General Data Protection Regulation (GDPR), which entered into force on 24/05/2016 and has applied since 25/05/2018, and have, where necessary, concluded a data processing agreement for this purpose in accordance with Article 28 GDPR.

 

Article 15 - Force Majeure

15.1. The Service Provider will not be liable for any delay resulting from circumstances or causes beyond its reasonable control, including, but not limited to, acts or omissions of, or failure to cooperate by, the other Party (including, but not limited to, entities or persons under its supervision, or any of their respective directors, managers, employees, other staff and representatives), fire or other accident, epidemic (such as a pandemic influenza outbreak), strike or labour dispute, war or other acts of violence, fait du prince, power failures, failures of the internet or other communication networks, unavailability of one or more Staff Members at the Service Provider, defects in the Client's goods, infrastructure,  equipment, software or materials, and delay or non-performance by the suppliers of the Client or the Service Provider.

15.2. If the force majeure situation lasts longer than sixty (60) days, the Service Provider has the right to terminate the Agreement without prior court intervention or further notice and without any damages being owed by the Service Provider.

15.3. Force majeure on the part of the Client does not give rise to a suspension of the Client's payment obligation. 

 

Article 16 - Liability

16.1. Any complaints regarding the Service Provider's Services must be reported to the Service Provider in writing no later than ten (10) working days after the defect or incorrect performance of the Services should have been discovered, failing which the Client can no longer assert any right or remedy in that respect.

16.2. The Service Provider's liability for damage resulting from defective Services is limited to the Service Provider's obligation to perform 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-delivering (the relevant part of) the defective Services at no additional cost; (3) remedying the defective Services at no additional cost.

16.3. The Service Provider's liability towards the Client for damage resulting from defective Services is in any event (per year) limited to an amount equal to the amount the Service Provider invoiced to and received from the Client during the three (3) months preceding the event giving rise to the damage.

16.4. The non-contractual (extra-contractual) liability of the Service Provider, its Staff Members and auxiliaries is excluded with regard to shortcomings during the performance of the agreed Services.

16.5. Without prejudice to Article 16.3 of these General Terms and Conditions, the Service Provider's liability is in any event limited to the items and amounts for which the Service Provider is insured and which are included in its Professional Liability and Civil Liability insurance policies. The full policies are available for inspection at any time 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 Service Provider's maximum liability will be limited to EUR 25,000.00.

16.6. The Service Provider's liability for damage resulting from a defective Service never includes indirect or consequential damage, such as, among others but not limited to, loss of profit, reputational damage and loss of data.

 

Article 17 - Suspension

17.1. If the Client fails to meet its contractual obligations, the Service Provider may, after formal notice of default and without incurring any liability, suspend, block, restrict, revoke or cancel the Client's right to further performance of the Agreement. Before suspending its obligations, the Service Provider will give the Client formal notice of default by registered letter and allow a period of fifteen (15) days to remedy the contractual breach.

17.2. All costs and charges (fines and interest) arising from the suspension of the Agreement pursuant to Article 17 of these General Terms and Conditions are borne by the Client. The Service Provider is in all circumstances entitled to payment of the fees and costs relating to Services already performed.

17.3. The suspension entails the unavailability of the Services. The Client acknowledges and accepts all consequences and damage resulting from the suspension. The aforementioned suspension of the Agreement ends when the Client has remedied the breach or resumes compliance with its contractual obligations.

 

Article 18 - Termination by Notice

18.1. If the Client terminates the Agreement prematurely, without any breach by the Service Provider of its obligations, the Client owes the Service Provider, in addition to the outstanding invoice amounts (increased by interest and costs where applicable), a termination fee equal to 25% of the total fees that the Service Provider would have invoiced to 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 damage exceeds this amount. 

18.2. The aforementioned termination fee is owed as mandatory consideration for the exercise of the Client's (immediate) right of termination.

18.3. Services already performed or costs already incurred must be paid at the agreed price and are not included in the termination fee referred to above.

 

Article 19 – Provisions for Consumers

19.1. If the Client qualifies as a consumer within the meaning of Article I.1, 2° of the Belgian Code of Economic Law (WER) and the Agreement was concluded at a distance, the Client has the right to withdraw from the Agreement within fourteen (14) days of the Commencement Date without giving any reason.

19.2. The Client must exercise its right of withdrawal unambiguously and notify the Service Provider thereof in writing by post or by e-mail.

19.3. In the case referred to in Article 19.1 of these General Terms and Conditions, the Service Provider will only start providing the Services after the fourteen (14) day withdrawal period has expired, except where the Client expressly consents in writing to the immediate commencement of the performance of the Services.

19.4. If the Client has requested the Service Provider to begin performing 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 required to pay for all services provided by the Service Provider up to the withdrawal, without prejudice to the Service Provider's right to a termination fee as stipulated in Article 18 of the General Terms and Conditions.

19.5. With respect to a Client who is a natural person, the termination and dissolution fees apply reciprocally between the Parties.

 

Article 20 - Dissolution

20.1. The Service Provider has the right to dissolve the Agreement with the Client at any time, with immediate effect, without court authorisation, after prior formal notice of default and without payment of any damages, in the following cases:

  • If the Client, despite the aforementioned written notice of default allowing a period of fifteen (15) calendar days, fails to (timely and properly) perform one or more substantial obligations arising from the Agreement (whether explicitly or implicitly as a result of performance in good faith);
  • If the Client is found to be bankrupt or has filed for bankruptcy itself;
  • If the Client is subject to judicial reorganisation proceedings;
  • If the Client is subject to liquidation or dissolution proceedings;
  • If the Client has ceased its activities;
  • If control, within the meaning of Article 1:14 of the Belgian Code of Companies and Associations (WVV), over the Client changes ;
  • If (part of) the Client's assets are seized.

20.2. If the Agreement is dissolved at the Client's expense, all of the Service Provider's claims against the Client become due and payable and the Service Provider is entitled to damages equal to at least 35% of the fees that the Service Provider invoiced to the Client in the performance of the Agreement during the twelve (12) months preceding the dissolution, 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 damage exceeds this amount. 

 

Article 21 – Consequences of Termination

The arrangements and obligations of the Client set out in the Agreement, in particular Articles 8, 9, 11, 14 and 16 of these General Terms and Conditions, will survive the expiry or termination of the longest-running Agreement for a period of ten (10) years from the expiry or termination of the Agreement.

 

Article 22 - General Provisions

22.1. The Service Provider reserves the right to transfer its rights and obligations to third parties without the Client's consent. The Client may only transfer its rights and obligations arising from the Agreement with the Service Provider's prior written consent.

22.2. If any provision (or part thereof) of the Agreement is unenforceable or contrary to a mandatory provision of law, this will not affect the validity and enforceability of the other provisions of this Agreement, nor the validity and enforceability of that part of the provision concerned that is not unenforceable or contrary to a mandatory provision of law. In such a case, the Parties will negotiate in good faith to replace the unenforceable or conflicting provision with an enforceable and legally valid provision that corresponds as closely as possible to the purpose and intent of the original provision.

22.3. 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 grants the other Party a period to fulfil its obligations under the Agreement, does not constitute a waiver of the right concerned or a relinquishment on the part of that Party.

22.4. It is understood and agreed that each of the Parties is an independent contracting party and that neither Party is, or is presumed to be, an intermediary, distributor or representative of the other. Neither Party will act or present itself, directly or indirectly, as an intermediary of the other, nor assume or create any obligation in any respect for the benefit of or in the name of the other.

22.5. The amounts referred to in Articles 11.3, 12.5, 18.1 and 20.2 of these General Terms and Conditions may be indexed in accordance with Article 11.8 of these General Terms and Conditions.

22.6. Unless expressly provided otherwise, all remedies, compensation and sanctions provided for in the Agreement are cumulative and non-exclusive, and do not exclude the application of remedies, compensation or sanctions under general law. 

 

Article 23 - Applicable Law and Jurisdiction

23.1. The interpretation and performance of the Agreement are governed by Belgian law.

23.2. The courts and tribunals of the judicial district in which the Service Provider's registered office is located have jurisdiction. Insofar as the Client qualifies as a consumer, the court of the consumer's place of residence also has jurisdiction.

 

View the general terms and conditions - legal & tax in PDF here.