1. Standard sales conditions
These are the standard sales conditions for website design, web development, and digital consulting and they apply to all contracts and all work undertaken by One More Pixel SCS (hereafter: “OMP” or “the company”) for its clients.
2. Fee, and deposit
A 30% deposit of the total fee payable under OMP’s proposal is due immediately upon the client instructing OMP to proceed with the website design and development work. The remaining 70% shall become due when the work is completed to the client reasonable satisfaction but subject to the terms of the “approval of work” and “rejected work” clauses. OMP reserves the right not to commence any work until the deposit has been paid in full.
OMP is committed to executing the project within a reasonable timeframe. OMP reserves the right to ask the client another deposit of 50% if the project exceeds 3 months after the kickoff to cover the company’s expenses.
The 30% deposit is only refundable if the company has not fulfilled the obligations to deliver the work required under the agreement. The deposit is not refundable if the development work has been started and the client terminate the contract through no fault of the company.
A deposit is generally not required for consulting, but certain circumstances may require it. If so, the payment is due immediately.
3. Supply of materials
The client must supply all materials and information required by the company to complete the work in accordance with any agreed specification. Such materials may include but are not limited to, photographs, written copy, logos and other digital material. Where there is any delay in supplying these materials to OMP which leads to a delay in the completion of work, the company has the right to extend any previously agreed deadlines by a reasonable amount.
Where the client fails to supply materials, and that prevents the progress of the work, OMP has the right to invoice the client for any part or parts of the work already completed.
OMP is pleased to offer its client the opportunity to make revisions to the design. However, the company has the right to limit the number of design proposals to a reasonable amount and may charge for additional designs if the client makes a change to the original design specifications.
OMP’s website development phase is flexible and allows certain variations to the original specification. However, any major deviation from the specification will be charged at the rate of €95.00 per hour.
5. Project delays and client liability
Any time frames or estimates that OMP gives are contingent upon the client full co-operation and complete and final content in photography for the work pages. During development, there is a certain amount of feedback required in order to progress to subsequent phases. It is required that a single point of contact be appointed from the client side and be made available on a daily basis in order to expedite the feedback process.
6. Approval of work
On completion of the work, the client will be notified and have the opportunity to review it. the client must notify OMP in writing of any unsatisfactory points within 7 days of such notification. Any of the work which has not been reported in writing to OMP as unsatisfactory within the 7-day review period will be deemed to have been approved. Once approved, or deemed approved, work cannot subsequently be rejected and the contract will be deemed to have been completed and the 70% balance of the project price will become due.
7. Rejected work
If the client rejects any of OMP’s work within the 7-day review period, or not approve subsequent work performed by the company to remedy any points recorded as being unsatisfactory, and OMP, acting reasonably, consider that the client has been unreasonable in any rejection of the work, OMP can elect to treat this contract as at an end and take measures to recover payment for the completed work.
Upon completion of the 7-day review period, OMP will invoice the client for the 70% balance of the project.
The company invoices the consulting activity per hour or per day. Each hour started must be paid in full. Additional fees may apply if the client requires extra travels. An invoice is sent every last day of the month with a payment due period of 15 days to cover the work done the concerned month.
9. Warranty by the client as to ownership of intellectual property rights
The client must obtain all necessary permissions and authorities in respect of the use of all copy, graphic images, registered company logos, names, and trademarks, or any other material that the client supply to OMP to include in the his website or web applications.
The client must indemnify OMP and hold OMP harmless from any claims or legal actions related to the content of the website.
Once the client has paid the company in full for the work, OMP grants to the client a license to use the website and its related software and contents for the life of the website.
11. Search engines
OMP do not guarantee any specific position in search engine results for the client website. OMP performs basic technical search engine optimization according to current best practice. The client understands that the search engine results are directly linked to the quality and the optimization of the content.
12. Consequential loss
OMP shall not be liable for any loss or damage which the client may suffer which is in any way attributable to any delay in performance or completion of OMP’s contract, however that delay arises.
To the full extent permitted by law, all terms, conditions, warranties, undertakings, inducements or representations whether express, implied, statutory or otherwise (other than the express provisions of these terms and conditions) relating in any way to the services OMP provides to the client are excluded. Without limiting the above, to the extent permitted by law, any liability of One More Pixel SCS under any term, condition, warranty or representation that by law cannot be excluded is, where permitted by law, limited at our option to the replacement, re-repair or re-supply of the services or the payment of the cost of the services that the company was contracted to perform.
OMP reserves the right to subcontract any services that the company has agreed to perform for the client as the OMP sees fit.
OMP (and any subcontractors engaged) agrees that it will not at any time disclose any of the client confidential information to any third party.
16. Additional expenses
The client agrees to reimburse the company for any requested expenses which do not form part of OMP proposal including but not limited to the purchase of templates, third party software, stock photographs, fonts, domain name registration, web hosting or comparable expenses.
OMP proposes a non-mandatory backup solution with an extra cost. If the client refuses it, he becomes responsible for maintaining his own backups with respect to the website specificity and OMP will not be liable for restoring any data or web sites except to the extent that such data loss arises out of a negligent act or omission by the company.
18. Ownership of domain names and web hosting
OMP will supply to the client the account credentials for domain name registration and/or web hosting that the company purchased on the client’s behalf when he reimburses the company for any expenses that it has incurred.
19. Governing law
The agreement constituted by these terms and conditions and any proposal will be construed according to and is governed by the laws of Belgium. The client and One More Pixel SCS submit to the non-exclusive jurisdiction of the courts in and of Belgium in relation to any dispute arising under these terms and conditions or in relation to any services OMP performs for the client.
20. Cross browser compatibility
By using current versions of well-supported content management systems such as “Wordpress”, “Drupal”, the company endeavor to ensure that the websites it creates are compatible with all current modern web browsers such as the most recent versions of Edge, Firefox, Google Chrome, and Safari. Third party extensions, where used, may not have the same level of support for all browsers. Where appropriate OMP will substitute alternative extensions or implement other solutions, on a best effort basis, where any incompatibilities are found.
The client is responsible for complying with all relevant laws relating to e-commerce, and to the full extent permitted by law will hold harmless, protect, and defend and indemnify One More Pixel SCS and its subcontractors from any claim, penalty, tax, tariff loss or damage arising from the client or his clients’ use of Internet electronic commerce.