Terms and conditions

This English text is a translation of the Dutch terms and conditions. If the two differ, the Dutch text prevails.

1 Scope
1.1 By signing an agreement with Plutonian BV, the client confirms that they have read these terms and conditions, agree to them, and waive their own terms.
1.2 These terms apply to every offer by, and every agreement with, Plutonian BV.
1.3 Departures from these terms are possible only through a written agreement with Plutonian BV that lists every departure.
1.4 These terms are subject to correction of printing errors.

2 Quotes
2.1 Every quote from Plutonian BV is entirely without obligation and is not binding until both parties have signed it for agreement.
2.2 A quote remains valid for 2 months unless stated otherwise. The signed quote must be returned to Plutonian BV within those two months. Once the client exceeds that period, the amount, hourly rate, and delivery time in the quote may be changed.
2.3 Changes on top of the original agreement are valid when they are listed in an additional quote signed by both parties for agreement, or when they are carried out at the hourly rate agreed in advance.
2.4 A signed quote replaces every earlier agreement, whether written or oral.

3 Prices and performance
3.1 Prices and delivery times are not binding on Plutonian BV and may be adjusted if circumstances require it. Such changes can never give rise to damages, a return, a price reduction, or termination of the agreement.
3.2 Work set out in the quote starts at the earliest once a deposit of 30% of the total quoted amount has been received, unless the quote says otherwise.
3.3 A signed quote can be cancelled for as long as Plutonian BV has not yet carried out any work. On cancellation, compensation of 30% of the total price is due.
3.4 If it was agreed that the work will be done in phases, approval will be requested for each phase. Work on the next phase starts only once the previous phase has been approved in writing.
3.5 Plutonian BV cannot be held liable for damage caused by incorrect or incomplete input from the client.
3.6 If the quote states that certain data or documents are required from the client and they are not delivered in time, the delivery time may be affected.
3.7 Plutonian BV may have certain work carried out by third parties, whether or not as subcontractors, without the client's approval.

4 Completion
4.1 The delivery period ends at provisional acceptance or publication on the internet. That acceptance is always accompanied by a message from Plutonian BV.
4.2 Up to 15 working days after this provisional acceptance, the client may still send comments to Plutonian BV. After that period the acceptance is treated as final, and further changes are carried out at the hourly rate agreed in advance. Final acceptance happens tacitly, but may be accompanied by a message from Plutonian BV.
4.3 If agreements are ended before final acceptance, the original quoted or invoiced amount remains fully due, plus the costs Plutonian BV incurs because of that ending and a fixed compensation of 30% of the amount that would still have been invoiced.
4.4 Plutonian BV may end an agreement with the client when the client does not comply with these terms and any additional agreements.
4.5 If the client has wholly or partly lost the free management of their assets, Plutonian BV may end the agreement immediately, without notice of default or court intervention. In that case the client has no right to any compensation.

5 Complaints
5.1 The client must test delivered services thoroughly. If serious defects are found in the operation of the delivered software which thorough testing by the client could have revealed before final acceptance, Plutonian BV will remedy them at its own expense.
5.2 Complaints about delivered services must be sent to Plutonian BV in writing within 8 days of acceptance.
5.3 Complaints about an invoice must be sent to Plutonian BV in writing within 8 days of the invoice date.
5.4 A complaint must always include a clear and complete description of its cause.
5.5 If the period of 8 days is exceeded, the services and/or invoices are treated as approved and the full invoice amount is due.

6 Hosting and domain names
6.1 For website hosting and domain-name registration, Plutonian BV uses a specialist partner.
6.2 The rights attached to domain names ordered through Plutonian BV always belong to the client.
6.3 All hosting contracts are entered into on a yearly basis and can be cancelled no later than 2 months before the renewal date. If cancellation is late, the amount for the following year is due.
6.4 If one or more hosting invoices remain unpaid, Plutonian BV may deactivate the website from 8 days after the invoice date. The original invoice amount remains fully due. Plutonian BV is not responsible for damage or other consequences caused by that deactivation.
6.5 The client is responsible for transferring a website when a hosting contract with Plutonian BV ends. Any assistance with that transfer is charged at the hourly rate then in force.

7 Development
7.1 Where the delivered services consist of online services, a web application, a website, or similar work (this list is not exhaustive), Plutonian BV guarantees correct operation in the most current browsers. That means A-grade browsers (Google Chrome, Mozilla Firefox, Internet Explorer 11, Safari, Microsoft Edge) are supported. The exact supported versions can be requested from Plutonian BV before the quote is signed.

8 Invoices and payment
8.1 Every invoice is due no later than 30 days after the invoice date, unless the invoice says otherwise, by transfer to the account of Plutonian BV.
8.2 Unless agreed otherwise and stated on the quote, payment is made in 3 stages. After the quote is approved, and before work starts, a deposit invoice is issued for 30% of the agreed amount. At provisional acceptance an invoice is issued for 50% of the agreed amount. At final acceptance an invoice is issued for the remaining 20% of the agreed amount.
8.3 From the moment the client exceeds the payment term, the client is in default and owes the official interest rate under the legislation on late payment in commercial transactions on the outstanding amount. Compensation of 10% of the invoice amount is also due, with a fixed minimum of €200.00. Plutonian BV will suspend all work until the client has paid the overdue invoices and the compensation.
8.4 The client becomes the owner of the delivered goods and/or services only once every outstanding invoice relating to those goods or services has been paid.

9 Liability
9.1 Plutonian BV may engage third parties to carry out its assignments and bears liability for errors made by those third parties in performing their assignment. The same principle applies as in article 9.2.
9.2 In the event of attributable failures in the performance of an agreement, the liability of Plutonian BV is limited to repayment of the amount paid by the client or to carrying out the work again, at the choice of Plutonian BV. Plutonian BV can in no case be held liable for any indirect or consequential damage, such as a fall in turnover, loss of clientele, or an increase in costs (this list is not exhaustive).
9.3 Plutonian BV is not liable for the content of material supplied by the client and placed on the website, nor for the content of the website entered by the client through the content management system (CMS). That includes every text, image, link, setting, and similar item (this list is not exhaustive) that the client can change in the CMS.
9.4 The client remains responsible at all times for the data they collect, distribute, and publish. All required copyrights, costs, fines, or compensation are borne by the client.
9.5 The client must take into account that information sent over the internet can be intercepted by third parties. Plutonian BV therefore cannot be held liable for damage caused by sending secret or confidential information over the internet.
9.6 Plutonian BV is not responsible for loss of data when the infrastructure (hardware or software) on which the website is hosted fails. The client must protect themselves sufficiently against that.

10 Force majeure
10.1 Plutonian BV is not liable where there is force majeure. In those cases the client cannot demand compensation or a price reduction.
10.2 In cases of temporary force majeure, Plutonian BV will still try to perform the agreement, but the delivery time may be adjusted.
10.3 If the agreement can no longer be performed, all work up to the moment of force majeure will be invoiced.

11 Ownership
11.1 Material made by Plutonian BV may not be edited or reused on websites other than the website for which it was first made, unless written permission has been given.
11.2 Plutonian BV keeps the right to use knowledge gained while carrying out the assignment in other assignments, except where that would pass confidential information to third parties.
11.3 Designs, logos, drawings, and similar material (this list is not exhaustive) supplied by third parties with whom Plutonian BV has an agreement fall under that third party's terms. Those terms can be requested from Plutonian BV before the quote is signed.

12 References
12.1 The client agrees that the developed website may be included in the portfolio of Plutonian BV or used for other promotional purposes, unless the quote expressly says otherwise.

13 Processing of confidential data
13.1 The client's contact details and confidential data provided to Plutonian BV during the process will be used only internally and will in no case be given to third parties unless there is a legal obligation to do so. Both parties will never make technical information and trade secrets public or share them with third parties, even after the agreement has ended.
13.2 The client may at any time have the contact details held by Plutonian BV changed or deleted.
13.3 The client must inform Plutonian BV immediately of a change of address, contact details, email address, domain names, or similar information (this list is not exhaustive). If the client does not do so, the client is fully liable for the damage suffered by Plutonian BV as a result of that omission.

14 Severability
14.1 If one or more articles of these terms are declared void by a court, the other articles remain in force. The articles declared void will be replaced by new articles through consultation between the client and Plutonian BV.

15 Disputes and applicable law
15.1 Belgian law alone applies to every agreement concluded with Plutonian BV. In the event of disputes about the validity, performance, interpretation, applicability, cancellation, or ending of agreements with Plutonian BV, or of these terms, only the court in Ghent has jurisdiction.
15.2 In the event of disputes, excluding disputes about payment of undisputed invoices, the parties undertake to call on a recognised mediator before taking legal action, on penalty of the claim being inadmissible.