General Terms

Article 1. Application of General Terms and Conditions

1.1. These general terms and conditions apply to all offers from and all agreements with Gert-Jan Peeters (ESY8641406K), hereinafter referred to as Frontier, even if conflicting provisions are stated on documents of the customer. By placing an order, the customer accepts the general terms and conditions of Frontier.

Article 2. Offers and Quotations - Order Confirmation

2.1. All offers and quotations from Frontier are non-binding until the moment of acceptance by the customer. The agreement is established when the customer signs and returns the quotation unchanged to Frontier for approval within eight days. Any order or order confirmation by the customer binds the customer to the agreement. The agreement replaces all previously concluded oral and/or written agreements. The execution of the order starts upon receipt of the advance payment.

2.2. All changes in scope/functionalities during and/or after the project will be executed on a time and materials basis at the hourly rate applicable at that time, unless agreed otherwise.

2.3. Travel and displacement costs are always to be borne by the customer, unless expressly agreed otherwise.

Article 3. Cancellation of the Order

3.1. The cancellation of an order by the customer is possible as long as Frontier has not yet commenced its work and subject to the payment of compensation of 30% of the agreed price, with a minimum of 1000 EUR.Article

4. Delivery

4.1. The delivery date is given as an indication only and does not bind Frontier. Delay in delivery does not entitle the customer to compensation or a price reduction, nor to dissolution of the agreement.

4.2. If the parties have explicitly agreed on a binding delivery period, this period shall be extended if the customer fails to provide information, documents, originals, or images (in a timely manner) and to accept the corrected proofs (in a timely manner), or if the customer places additional orders.

Article 5. Risk

5.1. All goods belonging to the customer that are located at Frontier are stored there at the risk of the customer.

Article 6. Payment Terms

6.1. Unless agreed otherwise, Frontier's invoices are payable in cash. Disputes must be made known to Frontier by registered letter within seven working days after the invoice has been sent. A dispute can under no circumstances justify a deferral or suspension of payment.

6.2. All invoices are payable on their due date by bank transfer to Frontier's account number. Each payment will be allocated to the oldest overdue invoice, and first to the interest and costs due. Allowed discounts expire if the general terms and conditions of sale are not respected.

6.3. If the customer does not proceed to payment within 8 days after receiving a notice of default to this effect from Frontier, the customer owes Frontier late payment interest at the interest rate determined in Article 5 of the Law of 02/08/2002 on Combating Payment Delay in Commercial Transactions. A fixed compensation of 10% of the invoice amount with a minimum of 125 EUR will also be charged. The interest due is calculated from the date of the notice of default until full payment. Furthermore, Frontier reserves the right to suspend the further execution of its obligations until the customer has paid the overdue invoices. Any delay in payment by the customer makes all outstanding sums immediately due and payable. In that case, the customer may not use the creations made by Frontier.

6.4. Delivery of executed works can only take place after payment of 90% of the invoices. The transfer of the source code and the intellectual property rights associated with the visual design of the website can only take place after the customer has paid the full sum of the contract.

6.5. Web projects that are put on hold by the customer do not give rise to a suspension of payment. For projects that are paused for longer than 4 weeks, a restart fee will be charged pro rata to the time required to restart the project. Online marketing tracks cannot be suspended for planning reasons.

6.6. Frontier is entitled to terminate the agreement with immediate effect and/or to block access to the Services (e.g., website) in whole or in part, and whether or not temporarily, if the customer completely or partially fails to comply with one or more of their obligations arising from this agreement (such as non-payment of the invoice) without the customer being entitled to a refund of prepaid fees or any compensation. Frontier will inform the customer of this in any case. Furthermore, Frontier is entitled to terminate the agreement legally with immediate effect and without further notice of default in the event that the Customer is declared bankrupt, the Customer has requested or accepted a judicial reorganization, or more generally, the Customer is in cessation of payment.

Article 7. Liability – General

7.1. Frontier undertakes to execute all services to be provided with care. All performances of Frontier are obligations of means (best-effort obligations). Frontier is not liable for errors in execution due to insufficient or incorrect input by the customer. After development of a website, we provide a transparent transfer and installation. We also provide a warranty period of 4 weeks after the test delivery for processing technical bugs. The test delivery counts as provisional acceptance by the customer. Without written notice to the contrary, this provisional acceptance becomes final after 4 weeks.

7.2. Frontier cannot be held liable for any error (even a gross error) of itself or its appointees, except in case of fraud. Frontier will, whatever the cause, form, or object of the claim in which liability is invoked, under no circumstances be held liable for any consequential damages such as, for example, loss of expected profit, decrease in turnover, increased operational costs, or loss of clientele, which the customer or third parties would suffer as a result of any error or negligence of Frontier or an appointee.

7.3. The liability of Frontier with regard to services delivered to the customer is in any case limited to either the reimbursement of the price paid by the customer, or the re-execution of the services, at Frontier's choice. The total liability of Frontier will never exceed the price paid by the customer to Frontier for the services that gave rise to the damage case.

7.4. As far as services originating from third-party suppliers are concerned, Frontier accepts no liability beyond or other than the liability that the third-party suppliers are willing to accept for their products or services.

7.5. Frontier cannot be held liable for the use of photos or fonts delivered and/or approved by the customer.

7.6. The customer recognizes mutual email as a legal, valid means of proof.

7.7. If and insofar as a proper execution of the agreement requires this, Frontier has the right to have certain tasks performed by third parties.

7.8. As far as services originating from third-party suppliers are concerned, Frontier accepts no liability beyond or other than the liability that the third-party suppliers are willing to accept for their products or services.

Article 8. Software Liability

8.1. Without prejudice to Article 7, the following applies regarding software: the flawless operation of a computer configuration (the entirety of hardware and software) can never be fully guaranteed, both due to external factors (power outage or failure, lightning strike, etc.) and due to factors inherent to the computer configuration (defects, network disturbances, undiscovered errors in system and application software, etc.), so that, among other things, unexpected loss of (even all) programs and/or data may occur. The customer undertakes to install appropriate mechanisms for the security, preservation, and recovery of data.

Article 9. Intellectual Property Rights

9.1. Intellectual Property Rights shall mean: all intellectual, industrial, and other property rights (regardless of whether they are registered or not), including, but not limited to, copyrights, neighboring rights, trademarks, trade names, logos, drawings, models, or applications for registration as a drawing or model, patents, patent applications, domain names, know-how, as well as rights to databases, computer programs, and semiconductors.

9.2. Both parties accept that the concept of a website (specifically the structure of the website screens, main navigation) will, in principle, not be protected by Intellectual Property Rights. The Customer may therefore find a similar structure in other sites developed by Frontier.

9.3. The Intellectual Property Rights associated with the visual design of the website created by Frontier are transferred to the customer after payment (Art. 6.4). This transfer applies to the fullest extent, for all modes and forms of exploitation, for the entire duration of the respective right, and worldwide. In addition, the customer receives a non-exclusive user license for all codes used for the website. This user license applies for the duration of the protection of the code by copyright and worldwide. However, if the website contains photos or drawings that were not provided by the customer but were obtained by Frontier from a website that makes online photos and illustrations available, whether or not for a fee, then the user license that the customer obtains for these photos and drawings is subject to the terms and conditions specified on the website of this online library. As a rule, this user license will be non-exclusive. Frontier provides no warranty whatsoever with respect to these photos and illustrations.

9.4. The Intellectual Property Rights associated with the CMS (i.e., the software required to manage the content of the website) belong exclusively to Frontier or a third party with whom Frontier has concluded an agreement to this effect. Subject to the payment of an annual license fee, specified in Frontier's quotation, and under the suspensive condition of full payment of this fee, the customer obtains a non-exclusive, non-transferable user license for this software. The customer is prohibited from granting sublicenses to third parties, or from making the software available to third parties in any way, communicating it, using it for the benefit of third parties, or commercializing it.

9.5. The customer will respect the Intellectual Property Rights of Frontier at all times and make reasonable efforts to protect those rights. The customer will immediately notify Frontier of any infringement by third parties of Frontier's Intellectual Property Rights of which they become aware.

Article 10. Hosting Services

10.1. Hosting services are provided by Frontier to the customer per calendar year, subject to payment of the due fee by the customer. The current price list can be requested on Frontier's website and is adjusted annually. If the customer wishes to terminate this service, they must submit their termination notice to Frontier by registered letter no later than December 1st. In the event of late termination, the customer will owe the fee for the following calendar year.

10.2. All hosting contracts offered by Frontier have a basic term of one year. When the client chooses to have the web hosting of the project run through Frontier, the hosting takes place on an optimized server and the client is bound by the general terms and conditions and agreements with the hosting partner invoked by Frontier. The client acknowledges being aware of and accepting these terms and conditions and agreements.

10.3. When the client chooses to have the web hosting of the project handled by another hosting partner, they are bound by the terms and conditions set by that hosting partner. Frontier is not responsible for performance and security. Any additional work by Frontier resulting from the choice of the respective hosting provider will be charged to the customer.

10.4. The client is not permitted to distribute, display, or sell copyrighted material, pornographic, racist, anti-Semitic, negationist, or hateful messages, or weapons on websites hosted through Frontier.

10.5. Frontier is not responsible for the security of or access to the website.

10.6. Hosting is periodically invoiced in advance for the upcoming period.

10.7. Unless agreed otherwise, the customer is responsible for the transfer of a website in the event of termination of a hosting agreement. If Frontier's assistance is requested for this purpose, these services will be charged on a time and materials basis.

Article 11. Domain Name

11.1. If the customer orders a domain name through Frontier, the rights associated with this domain name belong exclusively to the customer. Frontier acts as an agent for the management of the domain name, provided that the customer pays the due annual fee to Frontier. This management agreement is for an indefinite period and can be terminated by registered letter no later than one month before the anniversary of the domain name registration.

11.2. Frontier only acts as a mediator for the customer in obtaining a domain name and/or IP addresses and providing web hosting.

11.3. Application, allocation, and possible use of a domain name and/or IP addresses depend on and are subject to the applicable rules and procedures of the relevant registration authorities. The relevant authority decides on the allocation of a domain name and/or IP addresses. Frontier only fulfills a mediating role in the application and gives no guarantee that an application will actually be honored.

11.4. Domain names are registered in the name of the customer, and the customer is fully responsible for the use of the domain and the domain name. The customer indemnifies Frontier against any claim from third parties in connection with the use of the domain name, even if Frontier did not provide mediation in obtaining the domain name.

Article 12. Maintenance Contract

12.1. After the contractual warranty period of 4 weeks, we continue to work under a maintenance contract/service contract. Such a maintenance contract allows us to reserve a fixed number of hours in the schedule to deliver changes and support at a fixed cost. The contract is valid for 1 year, unless agreed otherwise.

Article 13. Termination of the Agreement

13.1. If the customer commits a serious breach of contract that the customer does not remedy within 8 days after receipt of a notice of default sent by registered mail, Frontier has the right to either (i) suspend the agreement until the customer has fulfilled their obligations, or (ii) terminate the agreement with immediate effect. Non-payment of one or more invoices on their due date will always be considered a serious breach of contract.

13.2. Upon termination of the agreement, the customer shall pay for all services rendered by Frontier, as well as the costs Frontier must incur as a result of this termination, increased by a flat-rate compensation of 30% of the amount that Frontier could have still invoiced to the customer if the agreement had been fully executed. Any advance payment made remains, in any case, acquired by Frontier. Furthermore, Frontier retains the right to claim higher compensation if it proves that its actual damage suffered is greater than the flat-rate damage determined above.

13.3. Nevertheless, each party accepts to grant the other party a reasonable period to remedy any shortcomings, and to always first seek an amicable settlement.Article

14. Non-Solicitation (Poaching)

14.1. The customer undertakes, from the start date of the collaboration until 24 months after its termination, not to directly or indirectly employ, nor to hire on any other basis whatsoever, whether full-time or part-time, or attempt to do so, any personnel of Frontier. The term "personnel" includes all permanent and freelance staff of Frontier.

14.2. If the customer violates this article, the customer is obliged to pay compensation equal to the gross annual salary of the person concerned.Article

15. Confidentiality Obligation

15.1. The parties undertake to keep confidential the commercial and technical information and trade secrets they learn from the other party, even after the termination of the agreement, and to use them solely for the execution of the agreement.

Article 16. Processing of Personal Data

16.1. Insofar as the customer processes personal data on Frontier's server, Frontier has the capacity of processor. The customer has the capacity of data controller for the processing of personal data within the meaning of the Personal Data Processing Act. The customer declares to fully comply with the obligations resting on the data controller as included in this law.

16.2. Within the framework of the services for the customer, Frontier processes personal data of the contact persons specified by the customer. The contact details of these persons are processed for the purpose of 'customer management', i.e., to contact the customer regarding the services. The contact persons have a right of access and correction regarding their data.

Article 17. Execution of the Services

17.1. The customer agrees that the work executed by Frontier for the customer will be included in Frontier's reference portfolio.

17.2. In general, when executing the services, Frontier is only bound to an obligation of means (best-effort obligation) and not an obligation of result.

17.3. In general, Frontier is always entitled to call upon third-party subcontractors to execute all or part of the services.

17.4. The services provided by Frontier may be deployed by Frontier at any time for assignments for third parties, unless an express written waiver to that effect has been made.

17.5. The services provided by Frontier can always be used as a reference with third parties.

Article 18. Force Majeure

18.1. Force majeure situations such as strikes, public unrest, administrative measures, and other unexpected events over which Frontier has no control, release Frontier from its obligations for the duration of the hindrance and to the extent of its scope, without giving the customer any right to a price reduction or compensation.

18.2. If, in the above situation, it is concluded that it is no longer possible to reasonably fulfill the obligations, the agreement will be revised or dissolved in mutual consultation. Any performances already delivered by Frontier up to the moment of force majeure will still be invoiced.

Article 19. Severability (Nullity)

19.1. If any provision of these general terms and conditions is void, the remaining provisions shall remain fully in force, and Frontier and the customer will replace the void provision with another provision that approaches the purpose and scope of the void provision as closely as possible.

Article 20. Applicable Law – Competent Court

20.1. Belgian law applies to the agreements of Frontier. Any dispute regarding the conclusion, validity, execution, and/or termination of this agreement will be settled by the competent court in Ghent.