Terms and conditions of sale and hosting

1. Provider and scope

Ouibel is the trade name of:

Trade name

Ouibel

Operator

Jordan Lallemand, sole proprietorship, company and VAT number BE 0784.435.238, establishment unit « JL Prod » no. 2.329.543.387, registered with the Crossroads Bank for Enterprises since 1 April 2022.

Address

Rue d'Eghezée 82, 5060 Sambreville (Auvelais), Belgium

Phone

+32 471 87 28 60, by call or WhatsApp

E-mail

info@ouibel.com · jordan@ouibel.com · valentin@ouibel.com

VAT

Registered for Belgian VAT.

The provider contracting with you and issuing the invoice is Jordan Lallemand, who may entrust all or part of the work to independent collaborators or subcontractors of his choice, under his sole responsibility, without creating any contractual relationship between them and the customer. These terms apply to all our offers, quotes, orders, subscriptions and sales, whatever the channel. Any order implies their acceptance; they prevail over the customer's own terms unless we accepted those in writing. Specific terms in a signed quote or contract prevail over these terms. Mandatory consumer protection rules always apply.

2. Client area

You guarantee the accuracy of your information and keep your access credentials secret. Any action from your area is deemed to be yours unless you promptly reported fraudulent use. We may suspend an account in case of false information, abuse or security risk.

3. Quotes, orders and prices

Quotes are valid for 30 days unless stated otherwise. An order becomes binding upon acceptance of the quote (electronic or handwritten signature, written agreement by e-mail or payment). Prices are in euros, excluding and including VAT (21 % in Belgium). Work not included in the quote is subject to an additional quote or billed at the communicated hourly rate. A deposit may be requested; it is not refundable once work has started, except in case of our fault or a statutory right of withdrawal.

4. Invoicing and payment

Invoices are made available in the client area and sent by e-mail; you accept electronic invoicing, including via Peppol for businesses. They are payable by the due date by bank transfer, card or direct debit via Stripe. A business customer must dispute an invoice in writing, with reasons, within 8 days of receipt; otherwise it is deemed accepted. A complaint does not suspend payment of undisputed amounts, and business customers may not set off amounts without our written consent.

5. Subscriptions

Hosting, e-mail, maintenance, software licences and recurring services are monthly or annual subscriptions, payable in advance, without minimum term unless stated in the quote, and renewed tacitly for the same period. You may cancel at any time from your client area or by e-mail; cancellation takes effect at the end of the paid period, without pro rata refund. Files remain retrievable for 30 days after the end of the service, then are permanently deleted. We may change prices or plans with at least 30 days' notice; you may then cancel free of charge. Domain names must be renewed and paid before expiry; otherwise they may be lost.

6. Late payment

Business customers: unpaid amounts bear, automatically and without notice, late interest at the rate set by the Belgian Act of 2 August 2002 on late payment, plus a fixed indemnity of 10 % of the unpaid amount, with a minimum of €125, which includes the statutory €40 recovery fee. Bailiff and legal costs are borne by the defaulting customer. Partial payments are allocated first to costs, then interest, then principal. Non-payment of one invoice makes all other amounts immediately due.

Consumers: you receive a first free reminder giving you at least 14 days to pay (Code of Economic Law, Book XIX). Thereafter, statutory interest and a fixed fee may be claimed within legal limits: €20 for amounts up to €150; €30 plus 10 % between €150.01 and €500; €65 plus 5 % above €500, capped at €2,000.

After an unanswered reminder we may suspend the services concerned and then terminate the contract. Reactivation may be charged.

7. Right of withdrawal (consumers)

For distance or off-premises contracts, consumers have 14 days to withdraw without giving reasons (Code of Economic Law, Art. VI.47 ff.): from the conclusion of the contract for services, from receipt for goods. Send us a clear statement by e-mail or from your client area. We refund within 14 days using the same payment method; for goods, after their return at your expense, complete and in good condition. If you asked the service to start during the withdrawal period, you owe the amount proportional to what was already provided.

The right of withdrawal does not apply (Art. VI.53) to services fully performed with your express consent and acknowledgement of losing this right; to goods or works made to your specifications or clearly personalised (custom website, logo, app, software, printing); to digital content not supplied on a tangible medium once performance has begun with your consent; to unsealed software or goods not suitable for return for hygiene reasons. It never applies to business customers.

8. Websites, applications and software

Timelines are indicative and run from receipt of the deposit and of all required material. Delays caused by the customer or third parties postpone them and give no right to penalties or cancellation. You supply lawful content for which you hold the rights and indemnify us against third-party claims. You have 8 days after delivery of a version to comment; otherwise, or upon going live, the work is deemed accepted. After full payment you receive the right to use and operate the delivered work; until then we keep all rights and may suspend publication. We keep ownership of our tools, know-how and generic components. Source code is handed over only if the quote provides for it.

9. Sale of hardware

Hardware remains our property until full payment (retention of title). Risk passes to consumers when they take physical possession, and to businesses upon handover to the carrier or collection. Report visible damage within 48 hours. Consumers enjoy the two-year statutory conformity guarantee (Belgian Civil Code, Art. 1649bis ff.); a defect appearing within one year of delivery is presumed to have existed at delivery and must be notified within two months of discovery. Business customers receive the manufacturer's warranty only. Normal wear, misuse, drops, moisture and third-party interventions are not covered.

10. Digital content and services

For consumers, digital content and services are covered by the statutory conformity guarantee (Civil Code, Art. 1701/1 ff.) for the whole supply period of a continuous service and for two years for a one-off supply, including the updates required to keep them in conformity.

11. Acceptable use

You alone are responsible for the content of your website, app and mailboxes and for compliance with the laws applicable to your business. Illegal, hateful, infringing or child abuse content, phishing, malware, spam, cryptocurrency mining, attacks and network scans and any use endangering our servers, other customers or third parties are prohibited. In case of breach, serious report or authority request, we may suspend the service immediately without compensation. You indemnify us against any claim, fine or cost (including legal fees) arising from your content or use. Resources are limited according to the chosen plan.

12. Our commitments

We use reasonable efforts to ensure availability, security and backups (obligation of means, not of result). Interruptions may occur for maintenance or incidents; service status is available at statut.ouibel.com. Our backups do not replace yours. We may use subcontractors of our choice.

13. Liability

Our liability is limited to direct, personal and foreseeable damage resulting from a proven fault. We are not liable for indirect or consequential loss (loss of turnover, profit, customers, data or reputation, business interruption, third-party claims), nor for failures of suppliers (network, power, data centre, registry, Stripe, Odoo), cyberattacks despite our security measures, misuse, changes made by the customer or third parties, or customer content. For business customers, our total liability is capped at the amount excluding VAT paid for the service concerned during the 12 months preceding the event, and any claim must be brought within one year. Business customers insure their own risks (business interruption, cyberattack, data). These limits do not apply to fraud, intentional or gross misconduct, nor to mandatory consumer rights.

14. Personal data

See our privacy policy. For personal data you entrust to us within our services (website files, apps, POS, mailboxes, your own customers' data), you are the controller and we act as processor under Art. 28 GDPR: we process them only on your instructions, under confidentiality, with appropriate security, using sub-processors offering the same guarantees; we assist you with data subject requests, notify you of any breach without undue delay and delete or return the data at the end of the contract. A detailed data processing agreement is available on request.

15. Credit and references

Unless you object in writing, we may display a discreet « made by Ouibel » credit on websites and apps we create and mention your name, logo and project in our references.

16. Partner programme

Approved referral partners receive a commission according to the rate, duration and conditions communicated upon approval, only on invoices actually paid by referred customers. Partners act independently and cannot bind Ouibel. We may end a participation in case of abuse.

17. Force majeure

Neither party is liable for a failure caused by an unforeseeable, irresistible event beyond its control (general power or network outage, failure of a data centre or essential supplier, major cyberattack, natural disaster, fire, epidemic, war, general strike, government decision). If it lasts more than 30 days, either party may terminate without compensation.

18. Cancellation of an order

An accepted order may only be cancelled by a business customer with our written consent. The deposit is retained, work done and costs incurred are invoiced, and a fixed indemnity of 30 % of the remaining amount is due, without prejudice to proof of greater damage. The same indemnity applies to consumers outside the right of withdrawal; conversely, if we cancel a consumer's order without legitimate reason, we pay the same indemnity.

19. Suspension and termination for breach

We may suspend our services immediately and then terminate the contract by operation of law, without court intervention or compensation, in case of serious breach: invoice unpaid more than 15 days after a reminder, unlawful use, fraud, insults, threats or harassment towards us or our collaborators, bankruptcy or insolvency. Amounts due and work done remain payable. For fixed-term business contracts, the remaining instalments until the end of the term are due as compensation.

20. Non-solicitation

During the relationship and for 12 months after it ends, business customers shall not solicit, hire or engage, directly or indirectly, without our written consent, any person (employee, freelancer or subcontractor) who took part in performing their orders. In case of breach, a fixed indemnity equal to six months of the amounts invoiced for the services concerned is due, with a minimum of €5,000 excluding VAT.

21. Confidentiality

Each party keeps confidential the non-public information of the other received under the contract, during the contract and for five years after. Our quotes, proposals, mock-ups and methods may not be disclosed to third parties or used to have the work done by another provider.

22. Technical access and transfer

We keep administrator access to the services we host for security and maintenance. Any intervention by the customer or a third party on the code, server or configuration without our consent ends our warranties for those elements, and restoration is billed. After full payment, the customer may request an export of files and data; migration to another provider is billed.

23. No guarantee of results

We do not guarantee search engine rankings, traffic, leads or sales, nor the lasting operation of third-party services (search engines, social networks, payment tools, APIs, future browsers). Content produced with AI tools is a working basis that the customer reviews and approves under their own responsibility before publication.

24. Customer's own obligations

The customer alone is responsible for the obligations of their business: tax and social obligations, cash register system and declarations, displayed prices, legal notice and privacy policy of their own website, visitor cookie consent, rights to texts, images, fonts and trademarks supplied or chosen, and third-party software licences. Unless our fault is proven, we are not liable for resulting fines or claims.

25. Printing and custom items

Production starts after written approval of the proof, which binds the customer as to texts, spelling, colours and layout. Colour variations due to screens and materials and a quantity tolerance of plus or minus 5 % are not defects. The customer guarantees holding the rights to supplied logos and visuals.

26. Fixes after going live

Defects reported in writing within 30 days of going live and attributable to our work are fixed free of charge. Thereafter, fixes and changes fall under a maintenance contract or are billed, without prejudice to statutory consumer guarantees.

27. Electronic signature, evidence and notices

Acceptance by electronic signature, click in the client area or e-mail has the same value as a handwritten signature (eIDAS Regulation and Belgian Civil Code, Book 8). Time-stamped logs, IP addresses and system records prove acceptance and exchanges. Communications sent to the customer's e-mail address are deemed received.

28. Assignment

We may assign or transfer the contract, in whole or in part, to any company we incorporate or control or to a successor taking over the business, provided services continue on the same terms. The customer is informed; consumers may then terminate free of charge. The customer may not assign the contract without our written consent.

29. General provisions

We may amend these terms; the version in force at the time of the order applies, and for subscriptions a new version applies after 30 days' notice. If a clause is held invalid, the others remain in force. Failure to enforce a clause is not a waiver. The accepted quote and these terms form the entire agreement. Clauses that by nature survive termination (payment, intellectual property, confidentiality, non-solicitation, liability, disputes) remain in force. Headings are for convenience only. E-mails, client area logs and system records are evidence between the parties unless proven otherwise. In case of translation, the French version prevails.

30. Complaints, mediation and governing law

Complaints may be sent to info@ouibel.com or +32 471 87 28 60. Consumers may contact the Consumer Mediation Service free of charge (mediationconsommateur.be). Belgian law applies. Disputes fall under the exclusive jurisdiction of the courts of the judicial district of Namur, without prejudice to consumers' right to bring proceedings before the court of their domicile and other mandatory protective rules.