1. DEFINITIONS
EFFECTIVE DATE: either the date on which Cursist learns of the acceptance of the OFFER by the PROVIDER or the date on which the performance of the OFFER commences;
OFFER: the document and its attachments, if any, describing the services offered by The Cursist to the PROVIDER, as well as the financial and any terms and conditions different from these general terms and conditions under which the services will be provided.
PROVIDER: the physical or legal person who uses the services of The Cursist and, where applicable, is listed as such in the OFFER; PURCHASE: the set of services offered by The Cursist as described in the OFFER accepted by the PROVIDER. In the absence of an OFFER, the PROVISION is the set of services offered by The Cursist at the request of the PROVIDER;
The Cursist: Ostyn BVBA, with registered office at 9030 Mariakerke, Zuidbroek 62, registered in the Crossroads Bank for Enterprises under the number 0555.755.956.
2. SCOPE
2.1. These general terms and conditions apply to any ASSIGNMENT performed by The Cursist. These general terms and conditions are an integral part of the agreement. It can only be deviated from in writing in the OFFER.
2.2. These general conditions apply to the exclusion of the general conditions appearing on the documents emanating from the PROVIDER.
2.3 Any commencement of performance of an ASSIGNMENT, without any prior express written objection, shall also constitute acceptance of these general terms and conditions.
3. PRICE
3.1. Unless expressly agreed otherwise in writing, the prices stated on the OFFER are fixed and not adjustable.
3.2. Except where expressly stated otherwise in the OFFER, all amounts quoted are deemed to be stated exclusive of Value Added Tax (VAT) in accordance with statutory rates.
3.3. Prices in the OFFER are estimates unless otherwise specified.
4. PAYMENT METHODS
4.1. Invoices are payable net cash on the due date unless otherwise specified on the invoice. Upon acceptance of the OFFER by the PROVIDER or upon commencement of performance of the PURCHASE, The Cursist will be permitted to send an advance invoice of up to 30% of the price stated in the OFFER.
4.2. If payment is not made by the due date, an interest on arrears of 1% per started month will be due by operation of law and without any prior notice of default. As well as a fixed compensation amounting to 10% of the full invoice amount with a minimum of 75 EUR and without prejudice to the right of the Cursist to claim a higher compensation provided proof of higher damage suffered. Collection costs incurred by Cursist in order to obtain payment of unpaid invoices are not included in this fixed compensation and will be charged separately.
4.3. Late payment of one invoice makes the other outstanding invoices immediately due and payable.
4.4. In case of non or late payment, The Cursist reserves the right to suspend all further performance until full payment of the outstanding invoice amount is obtained.
5. EXECUTION OF ORDER
5.1. Cursist shall perform the ASSIGNMENT in accordance with these terms and conditions.
5.2. With respect to the intended result of the ASSIGNMENT, the Cursist only enters into a resource commitment and does not promise a guaranteed result.
5.3. The Cursist determines autonomously the way in which the granted ASSIGNMENT is performed.
5.4. The Cursist has the right to have all or part of the ASSIGNMENT performed by third parties, without notice and at cost.
6. DURATION AND END OF THE AGREEMENT
6.1. The OFFER made and sent out by The Cursist is valid for thirty (30) calendar days from its date. The agreement between The Student and the PROVIDER is established by the signature and/or notification of the approval of the OFFER by the PROVIDER to The Cursist . If no OFFER has been drawn up, the contract comes into effect at the time of the start of performance of the PROVISION.
6.2. The contract shall run from the DATE OF ACCEPTANCE until and including the moment of acceptance of the results of the PURCHASE or the invoice by the PROVIDER, as defined in Article 9.
6.4. The parties undertake to report to the other party any event or circumstance that may affect the diligent performance of the PROVISION. If a party finds itself in this situation, it shall notify the other party within five (5) business days of the nature of this unforeseeable and beyond its control, and the performance of the contract shall be suspended. If the suspension exceeds twenty (20) working days, the parties will consult with a view to the appropriate amendment or termination of the agreement.
6.5. After the termination of this Agreement, the provisions that by their nature survive termination shall remain in full force and effect. The termination or end of this Agreement shall not affect the rights and obligations of the parties arising prior to the termination or end of the Agreement.
7. DATA AND INFORMATION
7.1. The Cursor is only obliged to (further) execute the PROVISION if PROVIDER has provided all data and information required by The Cursor, in the form and manner desired by The Cursor. Additional costs incurred because PROVIDER did not provide the required data or information, in time or properly, will be borne by PROVIDER.
7.2. PROVIDER is obliged to inform Cursist without delay about facts and circumstances that may be relevant in connection with the execution of the PROVISION.
7.3. PROVIDER guarantees the accuracy, completeness and reliability of the data and information provided by or on behalf of him to The Cursist.
8. INTELLECTUAL PROPERTY
Unless otherwise agreed upon in writing between the parties, the following agreements shall apply with respect to copyrights:
8.1. At the moment when the PROVIDER has paid the invoice relating to the PROVIDER in full, The Cursist transfers to the PROVIDER the exclusive right to the exploitation of the work, which was created in the context of the execution of the PROVIDER (hereinafter “the Work”). This includes the rights necessary for such exploitation. This assignment applies to the modes of exploitation defined in Art. 8.2, for the entire duration of the copyright and for Belgium (for exploitation on the Internet, the right applies worldwide).
8.2. By the assignment of the copyrights to the Work granted in Article 8.1, the PROVIDER acquires the right to exploit them in the context of its activities in the following manner:
(i) The right to reproduce the Work for purpose for which it was created;
(ii) The right to distribute and communicate the Work to the public in accordance with the purpose for which it was created and by all techniques, including cable, satellite, Internet and all forms of computer networks;
8.3. The fee for the assignment of the rights defined above and for each of the modes of exploitation listed above is included in the fee paid for the performance of the PROVISION.
8.4. The Cursor shall acquire from the individuals creating the Work the necessary rights to the Work so that The Cursor can fulfill its obligations of this Article to PROVIDER.
8.5. PROVIDER guarantees to obtain the necessary permissions to use the works of third parties that would be used in the Work.
8.6 The Cursist does not stand for obtaining the permission of the persons portrayed in the Work to use his/her image, the so-called portrait right. It is up to the PROVIDER to obtain the consent of these persons.
8.7 The Cursist may continue to use all Works for their own publicity on the website and in social media.
9. DELIVERY AND ACCEPTANCE
9.1. Upon completion of the ASSIGNMENT, The Cursist will submit a detailed invoice to the PROVIDER. The invoice will be sent by email only in .pdf format.
9.2. The PROVIDER shall have the opportunity to express its comments regarding the execution of the PROVISION to The Cursist within a period of ten (10) working days; after the expiry of this period, the invoice shall be deemed to be accepted.
9.3. The acceptance of the invoice also immediately implies the recognition by the PROVIDER of the proper performance of the PROJECT in accordance with all agreements made.
9.4. Complaints regarding the invoice can only be accepted if they are received within ten (10) working days after the date of posting of the invoice by registered mail to the address of The Cursist. Each protest must also be accompanied by a detailed justification failing which the protest will be considered non-existent.
9.5. If the ASSIGNMENT involves video, The Cursist will provide the client with a finished file. The original video files (rushes) are not delivered to the customer. The customer who requests it may obtain the rushes upon payment of the cost.
9.6. The Cursist does not guarantee the safekeeping of the rushes and assumes no obligation in this regard.
10. IMPLEMENTATION DEADLINES
10.1. Performance dates are provided for indicative purposes only. The timescales communicated are only approximate and not explicit.
10.2. Subject to prior express and written agreement, any delay in the performance of the PURCHASE may never give rise to a breach of the contract, nor entitle it to compensation.
11. WARRANTIES AND LIABILITIES.
11.1. The Cursist makes no guarantees as to the originality, completeness or suitability of the RESULTS for any specific purpose.
11.2 The PROVIDER assumes full responsibility for the use, misuse or unfitness for use of the results.
11.3. Under no circumstances will the Cursist be liable for damages on the part of the PROVIDER in that regard. The PROVIDER shall indemnify The Cursist at its first request against third party claims in this regard.
11.4. The CURRENT cannot be held liable by the PROVIDER for any damage that would have arisen in the performance of the agreement if it is shown that The Cursist performed the PROVIDER in accordance with the rules of the art and in accordance with the PROVIDER.
11.5. Except in cases of intentional or gross negligence on the part of The Cursist, The Cursist’s total liability for damages allegedly arising out of or as a result of the performance of the agreement shall in any event be limited to the price received by The Cursist for the performance of the ASSIGNMENT from which or as a result of which the damages allegedly arose.
11.6. The PROVIDER indemnifies the Cursist against all claims of third parties directly or indirectly, directly or indirectly related to the execution of the agreement.
12. VOID CLAUSES
If one of the clauses included in these general terms and conditions is found to be void or invalid, this shall not affect the existence and validity of the remaining clauses.
13. APPLICABLE LAW AND DISPUTES.
13.1. Belgian law, with the exception of its provisions of private international law, applies to this agreement.
13.2. All disputes that would arise from the execution of this agreement and all disputes regarding the interpretation of this agreement should be submitted to the courts of the district of Ghent.
