1. Scope
These terms apply to every offer, quotation and agreement between Upsights and its customers, and to any use of Upsights' websites and applications. Deviations are only valid if agreed in writing.
2. Definitions
Upsights: the company as stated in section 3. Customer: any natural or legal person entering into an agreement with Upsights or using the website. Services: including but not limited to web design, e-commerce, TV apps, Android and iOS development, wearables and digital signage. Agreement: any arrangement between Upsights and the Customer regarding the delivery of Services or Products.
3. Company details
Upsights
Ooststraat 73/301, 8400 Ostend, Belgium
VAT BE 1029.892.253
Phone: +32 497 54 46 45
Email: info@upsights.be
Website: upsights.be
4. Offers and quotations
All offers and quotations are non-binding and valid for the period stated in the quotation. If no period is stated, validity is thirty days. Obvious errors or mistakes do not bind Upsights.
5. Prices and invoicing
Prices are listed exclusive of VAT and other charges. Upsights invoices according to the quotation or price agreement. Unless stated otherwise, payments are due within fourteen days of the invoice date. In case of late payment, default interest may be due under Belgian law and a fixed indemnity may be charged.
6. Performance and delivery
Upsights performs the Services on a best-efforts basis. Delivery times are indicative. Exceeding them does not entitle the Customer to damages or termination, unless otherwise agreed in writing.
7. Customer cooperation
The Customer provides all necessary information, access and approvals in time. If required input is missing, Upsights may adjust delivery dates and charge additional costs.
8. Intellectual property
All IP rights in designs, code, documentation and materials delivered by Upsights remain with Upsights or its licensors, unless agreed otherwise in writing. The Customer obtains a non-exclusive, non-transferable licence for the purpose described in the agreement and after full payment.
9. Customer content and licences
The Customer warrants that materials supplied do not infringe third-party rights and indemnifies Upsights against any related claims.
10. Personal data processing
Upsights processes personal data in accordance with the Privacy Notice and applicable law, including the GDPR. A data processing agreement will be concluded where required.
12. Confidentiality
Both parties shall treat all confidential information strictly confidential. Information is confidential if stated as such or if its nature implies confidentiality.
13. Service levels and support
Unless expressly agreed in an SLA, Upsights provides support during regular business hours. Incidents are handled on a best-efforts basis.
14. Warranties and exclusions
Upsights provides the Services “as is”. No warranties are given regarding error-free or uninterrupted availability, except as required by mandatory law or set out in an SLA.
15. Liability
Upsights’ total liability is limited to the amount paid out by its professional liability insurer or, in the absence thereof, to the fees invoiced and paid by the Customer for the relevant assignment during the three months preceding the incident. Upsights is not liable for consequential damages, lost profits, lost savings, data loss or business interruption.
16. Force majeure
In case of force majeure, Upsights is not obliged to perform for as long as the force majeure persists. Force majeure includes, among other things, third-party outages, power or network failures, epidemics, fire and government measures.
17. Term and termination
Contracts run for the agreed term. Either party may terminate with immediate effect in case of a material breach not remedied within a reasonable period, or in case of bankruptcy or cessation of the other party. Upon termination, payment obligations and provisions on IP, confidentiality and liability remain in force.
18. Third parties and subcontractors
Upsights may engage third parties for performance. Upsights remains responsible for their careful selection.
19. Changes to these terms
Upsights may amend these terms. The most recent version is always available on the website. For ongoing agreements, material changes will be communicated in time. If you object, you may terminate the agreement before the effective date, as permitted by law.
20. Governing law and jurisdiction
These terms are governed by Belgian law. Disputes fall under the exclusive jurisdiction of the courts of the district of West Flanders, division Ostend, unless mandatory law provides otherwise.
21. Contact
For questions or complaints, contact info@upsights.be or use the address and phone number stated in section 3. Complaints must be reported within a reasonable time after arising, with a clear description.
22. Final provisions
If any provision is invalid, the remaining provisions shall remain in full force. Failure to enforce a right does not constitute a waiver.