Terms and Conditions
1.1 Acceptance and application
Unless there is an express and written agreement to the contrary, all the agreements, price quotations and orders and all deliveries and contract works pursuant thereto are governed by the terms and conditions stated below. The client accepts these terms and conditions merely by the fact that he, she or it negotiates with STARDEKK NV or concludes an agreement with it. The client acknowledges having taken due note of these terms and conditions in any written and printed provisions. The client recognises that these terms and conditions constitute the integral text of the agreement that has been formed between the parties and that they replace and set aside all previous oral or written proposals or arrangements, as well as any other communication made between the parties to date. Unless there is an express and written agreement to the contrary, the contract terms and conditions below will prevail over the contract terms and conditions appearing on our co-contractor’s documents and the latter must be regarded as non-existent.
Any nullity of one or more stipulations of these general terms and conditions does or do not prejudice the application of any other clauses.
1.3 Formation of the agreement
A full and juridically valid agreement is presumed to come into force when the client signs a STARDEKK NV price quotation. The same applies where the works are performed after the price quotation was sent to the client, except if there is an immediate objection by registered post after the works have commenced. STARDEKK NV reserves the right to fully or partially perform the works under sub-contracting at its own responsibility.
Price quotations are non-committal vis-à-vis STARDEKK NV and are non-binding with regard to variable costs and prices. The deadlines during which works will be performed are given for information purposes only. Lateness will not give cause for compensation for damages. Subscriptions are always concluded for a minimum period of one year unless there is an express agreement to the contrary and are tacitly extended for the same period. The subscription is invoiced once a year, payment can be made monthly but only by way of a direct debit and additional administrative fee. Any cancellations must be made by registered letter three months before the subscription/agreement expires.
3. Ownership and intellectual property rights
STARDEKK NV continues to be the owner of all designs, studies, drawings, intellectual property rights, modules, software and configurations at all times. Under no circumstances may such be used, communicated or copied, even partially, without the written consent of STARDEKK NV. All documents, of any nature whatsoever, drawn up by STARDEKK NV remain our property and must be returned to us whenever we so request. It is forbidden to add any placed texts, representations, images, logos or other information to the websites designed by STARDEKK NV that entail any violation of third parties’ intellectual property rights. STARDEKK NV is not liable for damage arising from the violation of third parties’ intellectual property rights. STARDEKK NV reserves the right not to allow texts, pictures, images, logos and other information to be placed on, or to remove them from, the website.
4. Ownership transfer
Ownership of the goods delivered is solely and exclusively transferred when the principal sum plus any interest owed, compensation for damages and costs have been paid in full. Until such time, the client is forbidden to pledge the goods or to restrict or render impossible the free availability thereof by some or other security set to the disadvantage of STARDEKK NV. However, the client is obliged to insure the goods against any risk and to store them from the moment they are delivered. The client expressly acknowledges that STARDEKK NV has a right to recovery, which can be exercised in the broadest sense of the possibilities provided by the law and regulations.
Complaints regarding the services provided and visible defects must be made to STARDEKK NV by registered letter within three working days after such have been provided/delivered. If this is not done, any complaint will be rejected ipso jure. Own interventions by the client will annul any grounds for complaint or liability.
Prices communicated by STARDEKK NV within the context of price quotations are always non-committal, unless it was explicitly stated that they are final. The definitive prices provided in price quotations are only valid for 15 days. All prices exclude VAT. Rates for service provision communicated by STARDEKK NV are laid down within the context of services during normal working hours, which means that there may be supplements and additional works. Normal working hours are from 8:30 a.m. to 12:30 p.m. and from 1:30 p.m. to 5:30 p.m. every working day except Friday, when working hours are as follows: from 8:30 a.m. to 12:30 p.m. and from 1:30 p.m. to 3:30 p.m. Working days are weekdays, excluding public holidays.
7. Delivery, payment and objection deadlines
The delivery deadlines provided by STARDEKK NV are indicative and not binding unless this has been expressly agreed otherwise. The deadlines are always formulated in terms of working days. Under no circumstances can delay in delivery generate any right to the cancellation of an order or to compensation for damages. The client must report to STARDEKK NV by registered letter any complaint of any nature whatsoever regarding delivery within 8 working days from the delivery of the goods or the commencement date of the service provision. Any complaints regarding the service provision cannot be used as a pretext to suspend or delay invoice payment. The fact that no objection is made to an invoice by registered letter within 7 working days from the date on which the invoice was sent, entails the irrevocable acceptance of the invoice and the amounts, products and services stated therein. Invoices are payable within 8 days after invoice date. If the invoice is not paid on the due and payable date, then contractual interest of 1% per month will be owed ipso jure and without any notice of default, in which case every commenced month counts as a full month. In the case of late payment, a fixed amount of 15% of the outstanding invoice sum, with a minimum of EUR 50 and a maximum of EUR 2,500, will also be owed for compensation for damages, ipso jure and without any notice of default. Notice of subscription termination must be given at least 3 months in advance by registered letter sent to STARDEKK NV. STARDEKK NV reserves the right to suspend its services and to unilaterally terminate the agreement if payment remains outstanding and can in no case whatsoever by held liable for whatever damage.
8. Software delivery
By signing the price quotation, the client acknowledges having been adequately informed by STARDEKK NV in advance of the possibilities of the software delivered. The client will comply with the user terms and conditions of standard software that is not developed by STARDEKK NV but that is given to the client under licence within the scope of the agreement. The client realises that it will use the software for own internal company processes only. Third parties are not allowed to use the software for the client’s company processes. Any breach of these terms and conditions can in no way whatsoever lead to any liability for STARDEKK NV. No agreement whatsoever with STARDEKK NV is accompanied by a transfer of any intellectual property rights relating to any software unless there is an explicit agreement to the contrary. STARDEKK NV or its licensor, as the case may be, remains the full and exclusive owner of the software.
9. Registration of domain names
The ccTLD.be domain names will be registered in accordance with the regulations of VZW DNS BELGIUM. The client has taken due note of and accepts the general terms and conditions for registering the domain name, which are available on the DNS.be website or at URL www.dns.be, and declares that STARDEKK NV has informed him, her or it regarding such general terms and conditions. The client accepts the rules set out on the .NL URL, subject to the same terms and conditions for the registration of domain names with the ccTLD.nl. http://www.nic.nl/sidn/flat/_shared_resources_Downloads/Vrijwaringverklaring_Bedrijfsdomeinna am_tekst_/vrijwverklbedr.txt Domain names having .com / .org/ .biz/ .net ./ nu/ .info/ .tv/, etc. TLDs are registered in accordance with the rules of the respective TLD. The client has taken due note of and accepts these terms and conditions. STARDEKK NV does not in any way whatsoever bear any liability for any third party registering domain names in bad faith or for registering domain names at the client’s request that might violate third parties’ rights. The client will indemnify STARDEKK NV for any third-party claims pursuant to the registration of a domain name.
10. Unauthorised use
The client must use the services, software and facilities offered with due care and diligence. The client may not in any manner whatsoever use the services, software or facilities offered, including the storage space offered, to commit violations of, cause damage or hindrance to STARDEKK NV or third parties. Neither may the client’s activities cause such violation, damage or hindrance. The client ensures at all times that there are no criminal and/or infringing data, files, programs, meta-tags, hyperlinks, deeplinks or comparable references or information on the equipment made available by STARDEKK NV. Whenever STARDEKK NV so requests, the client will indemnify STARDEKK NV for this (including lawyers’ fees) and will, at his, her or its own expense, intervene in any proceedings filed against STARDEKK NV and relating hereto. It is forbidden to use illegal documents such as Warez, MP3 and other sites containing illegal software. This list is not exhaustive. Spamming is prohibited on all the equipment and systems made available by STARDEKK NV and will lead to immediate disconnection. The client gives his, her or its assurance that he, she or it will immediately follow up any request by STARDEKK NV, as well as any reasonable request by a third party to remove and/or adjust own content. The client waives his, her or its right to claim any compensation for damages from STARDEKK NV. For example, STARDEKK NV does not allow any pornographic material on its servers, nor any illegal MP3 websites or websites from where matters can be offered that are in conflict with the public order or morality, or that constitute an unlawful practice; neither may any activities be performed that constitute any violations of protected works or that are punishable in terms of the Act on Computer Crime.
11. Web hosting activity
The client declares that he, she or it expressly agrees to the specific provisions regarding hosting and of which the client has been able to take due note via the website at URL www.stardekk.be, as well as on the web hosting purchase order.
In no case whatsoever is STARDEKK NV liable for direct or indirect damage such as commercial or financial loss, loss of data or reputation, of profit or turnover, loss of clients and loss pursuant to judicial actions that third parties file against the client, for example. This means that STARDEKK NV cannot in any manner whatsoever by held liable for any Internet connection outage due to technical or other malfunctioning, both within and outside the STARDEKK NV network. The client is the sole person liable for the proper and legitimate use of the product, services or software, taking into account the STARDEKK NV specifications, documentation and instructions. STARDEKK NV will be liable vis-à-vis the client only for the damage actually suffered and proven and arising from the obligations listed in the agreements concluded with STARDEKK NV, to the exclusion of any other implicit or unwritten obligations. Per claim or per series of claims arising from the same incident or cause, the liability of STARDEKK NV pursuant to or regarding an agreement concluded with STARDEKK NV will in any event not exceed the total of the sum invoiced to and paid by the client for the purchase price or the recurring costs (i.e. excluding the installation costs) of the service provision of a period of three (3) months preceding the incident and concerning the specific project related to the claim.
12.2 PCI COMPLIANCE
STARDEKK NV is a PCI compliant company and when it acts within the scope of processing payment data, it does so in accordance with the PCI COMPLIANCE guidelines. You can find more information at: https://www.pcicomplianceguide.org/ STARDEKK NV can in no case whatsoever be held liable for stealing payment data or for any acts in contravention of the PCI COMPLIANCE guidelines.
This component applies exclusively to all agreements relating to E-commerce, including the web shop, for example. If the partner of STARDEKK NV discovers any disruption, he, she or it will immediately notify STARDEKK NV of this by telephone or email. STARDEKK NV undertakes that, if that happens, it will then do its utmost to remedy this, yet STARDEKK NV could never be held liable for any compensation for damages and/or other consequential damage. If there are any occasional disruptions, which may or may not be pursuant to a situation of force majeure, the partner will immediately inform STARDEKK NV of this in writing. In such a case, STARDEKK NV will do its utmost to make the application operational and put it on line again within a reasonable period after having received the notification of the disruption. However, STARDEKK NV can never be held liable for any compensation for damages and/or any consequential damage in the case of such a disruption. Neither can STARDEKK NV ever be held liable for any compensation for damages if a sale is delayed or cancelled, if there is a double sale, if the goods are not available because they have been sold, because there is a case of force majeure, or for any other reason. Neither can STARDEKK NV be obliged to pay for any consequential damage.
13. Processing personal data
To be able to execute its agreements, STARDEKK NV, as data controller, collects personal data from the client. STARDEKK NV can also use such personal data for direct marketing purposes. This enables STARDEKK NV to regularly inform the client of its activities. If the client does not want his, her or its data to be used for this purpose, he, she or it can notify us accordingly at the following address: administratie@Stardekk.be. The client can consult, correct or change his, her or its personal data by addressing a dated and signed letter to administratie@Stardekk.be. Under no condition whatsoever are such personal data transmitted to third parties. STARDEKK NV reserves the right to adjust this privacy regulation at all times in accordance with the Act of 8 December 1992 on the Protection of Privacy in relation to the Processing of Personal Data.
14. E-mailing list
The client is the person who is exclusively liable for properly using the e-mailing list, taking into account the STARDEKK NV specifications, documentation and instructions. Spamming by means of the e-mailing list is strictly prohibited and will lead to immediate disconnection. STARDEKK NV can never be held liable for the fact that a client uses any third party's personal data unlawfully.
Neither all nor part of the client’s rights and obligations arising from the agreements concluded with STARDEKK NV can be transferred to third parties without the advance and written consent of STARDEKK NV. If a provision of an agreement concluded with STARDEKK NV or the application thereof were to become or to be non-enforceable at any level for any party or circumstance whatsoever, such fact will not prejudice the rest of the agreement.
16. Applicable law and exclusive jurisdiction
STARDEKK NV can only be called to account before the Court having jurisdiction where the registered office of STARDEKK BVBA is established. In cases where STARDEKK NV acts as claimant, the Justice of the Peace for the First Canton in Bruges, the Commercial Court in Ghent, Division of Bruges and the Court of First Instance of West Flanders, Division of Bruges, have exclusive jurisdiction. Belgian law applies exclusively.