General terms and conditions Equi Elite Marketing
Celen-Henderickx Group BV, with registered office at Lange Nieuwstraat 1H, 2260 Westerlo, company number BE0753.851.138, hereinafter referred to as Kemp Graphics / Marketing ( KG ) and Equi Elite Marketing ( EEM ).
Definitions:
a. Offer: all quotations and proposals given by KG and EEM, through its website, email, quotations and social media.
b. Client: the person or company that wishes to call upon the services of KG and EEM and enters into an agreement for that purpose to which these general terms and conditions apply;
c. Services: the services KG and EEM offers you: web design, website maintenance, graphic design, branding, strategy, copywriting, social media, SEA, SEO, email marketing and other marketing strategies;
d. Agreement: any agreement referred to in Articles 1 and 2 of these general terms and conditions, and to which these general terms and conditions apply;
e. Effective date: the day on which the customer accepts the offer of KG and EEM and the agreement is concluded.
f. Written: any communication via e-mail, regular letter and registered mail;
g. Website: www.kempgraphics.be, www.kemp.marketing.be and www.equielitemarketing.be
1. General provisions
1.1. When signing or accepting the quotation or offer of KG and EEM, the Customer chooses a well-defined predefined package of services, as defined in the quotation.
1.2. Upon acceptance of the offer or quotation and the conclusion of the contract, the customer accepts to have taken cognizance of these general terms and conditions in due time and thus accepts to be bound by them in its contractual relationship with KG and EEM.
1.3. Every agreement with KG and EEM is subject to these general terms and conditions, with the exception of the customer’s general terms and conditions, as well as, if applicable, to all prior legal acts.
1.4. KG and EEM will perform the services in accordance with the best standards of the profession, with the understanding that KG and EEM enters into a resource commitment.
1.5. In particular, both parties accept that these general terms and conditions are balanced and not unfair and fully comply with the rules on tortious clauses of the Economic Law Code.
1.6. The fact that a specific agreement deviates from one of the provisions of these general terms and conditions does not exclude the application of the remaining provisions.
2. Quotation, price and payment
2.1. Quotes are valid for 30 days.
2.2. KG and EEM will provide an indicative estimate of the number of expected work hours via quotation for offers for which a project price cannot be prepared.
2.3. Other items not explicitly included in the quotation are not included in the price. For quotes for which a project price was established, 2 rounds of feedback are included. Additional adjustments or work will be billed at hourly rates. Additional work hours that exceed the indicative estimate of the expected number of work hours will also be billed at hourly rate.
2.4. KG and EEM cannot be held to the quotation if the customer could reasonably assume that it contains a material error (e.g. typing error).
2.5. The client provides all information necessary to realize the order. The price quotation and informative delivery deadlines shall be provided on the basis of this information. If this information is found to be incomplete or if the order is still changed after the quotation confirmation, the price quotation and delivery deadlines may be revised.
2.6. Unless otherwise specified in the offer, invoices shall be paid within a period of 8 days from the invoice date. In case of non-payment of the balance on the due date, an interest equal to 12% per year, until full payment, and a fixed compensation of 10% will be due on this amount by right and without prior notice.
2.7. If the customer is a consumer within the meaning of the Economic Law Code, if payment is not made by the due date, a first free reminder will be sent. In the event of non-payment within 14 calendar days, the term of which commences as stipulated in Article XIX.2 WER, KG and EEM will be entitled to claim negligence interest and damages, as stipulated in Article XIX.4 WER, and this from the day after the sending of the first free reminder, in accordance with Article XIX.2§4 WER.
2.8. Complaints regarding invoices must be made in writing to KG and EEM within 5 days of the invoice date. Payment of an invoice without a valid protest within the stipulated period shall also be regarded as acceptance of the services rendered.
2.9. Social media packages are billed monthly, other services are billed upon completion, subject to the right for KG and EEM to bill a 30% retainer.
2.10. In case of non-payment by the customer, KG and EEM also reserves the right to suspend further services. Also, non-payment shall be considered a severe default, which entitles KG and EEM to terminate the contract at the customer’s expense, at the applicable compensation rates (see Article 5).
3. Duration and termination
3.1 The agreements for social media packages are entered into for a period of 1 year, which are tacitly renewed each time for the same period as the initial term, except for written notice of termination 3 months before the end of the initial term.
3.2 Maintenance package agreements are entered into for a period of 1 year, which are tacitly renewed each time for the same period as the initial term, unless written notice of termination is given 3 months before the end of the initial term.
4. Privacy
4.1. KG and EEM will always ensure the proper processing of the data provided to him by the Customer in accordance with the GDPR of 25.05.2018 of privacy with respect to the processing of personal data. More information on data processing can be found in our privacy statement, as found at www.kempgraphics.be, www.kemp.marketing and www.equielitemarketing.be.
4.2. KG and EEM undertakes to keep confidential information secret from third parties.
4.3. KG and EEM also takes the necessary measures to keep passwords secure and secret.
5. Termination/cancellation of the agreement
5.1. In case of cancellation of the order before the performance has commenced or termination of the contract after the performance has commenced, KG and EEM shall be entitled to compensation for damages in the amount of 30% of the tender amount, more payment for the performance already performed, without prejudice to the right to prove higher damages.
5.2. Point a. above does not apply to social media packages. These can only be cancelled up to 3 months before the end of the term, which then ends when the term expires.
5.3. In case of serious breach of contract by one of the parties, the other party reserves the right to terminate the contract, at the same applicable compensation as stipulated in point a, of this article, without prejudice to the right to prove higher damages suffered. Serious default shall include, but not be limited to, failure to pay the invoices issued, unwillingness to cooperate in the usual manner of KG and EEM,
5.4. KG and EEM is further entitled to cancel or terminate the contract with immediate effect without being liable for compensation: (a) in case of bankruptcy of the client, as well as in case of dissolution or liquidation of the client, (b) in case of custodial or executive seizure of the movable or immovable property of the client, (c) in case of any non-performance or non-compliance by the client with any of the provisions of these general terms and conditions after a notice of default with a regularization period of fifteen (15) calendar days (d) in case of serious indications of fraud and/or fraudulent or unlawful use of the services and/or products provided.
6. Liability
6.1. The commitments made by KG and EEM are resource commitments.
6.2. KG and EEM cannot be held liable for any error (even a grave error) of its or its appointees except in case of an intentional error or the errors affecting the life or physical integrity of persons. Thus, in accordance with Article 5.89§1NBW, and KG and EEM is not liable for its gross error or a gross error of its appointees.
6.3. The customer waives all non-contractual claims against directors and employees of KG and EEM unless:
- The breach is not solely related to the performance of this contract and the damages are not related to the failure to perform the obligations set forth in this contract; and
- in case of an impairment of physical or psychological integrity or of an error committed with the intent to cause harm.
6.4. The customer is responsible for the correct and timely delivery of the necessary information and input in order for KG and EEM to perform its services correctly. KG and EEM shall thus not be liable for errors and other damages of any kind if the customer provides incorrect and/or incomplete information or provides the information and feedback late.
6.5. KG and EEM cannot be held liable under any circumstances if the services provided do not result in the desired revenue or results.
6.6. KG and EEM cannot be held liable over intellectual property rights to source materials or data provided by the customer for the execution of the agreement.
6.7. Should the liability of Kemp Grap KG and EEM hics nevertheless be compromised, it shall be limited solely to direct damages and shall in no event be liable for indirect or consequential damages, such as, among others, loss of sales, loss of reputation, loss of customers,….
6.8. In addition, the liability of KG and EEM shall be limited to the value of the invoice amount and shall only consist of a reduction of the price, or where appropriate and at the most, to a waiver of the outstanding payment, which compensation the parties shall then accept as a final settlement to close all accounts. Any reduction in price shall be determined on the basis of the seriousness of the errors proved to the satisfaction of the law.
6.9. Any complaint regarding the delivered products or services must be sent in writing or by mail to KG and EEM within five (5) working days from the date of service performance. After this period, the performance and/or the delivered product will be considered as definitively accepted by the Client and no complaint will be considered.
7. Intellectual property rights
7.1. Our website, logos, texts, photographs, strategies, names and in general all of our communications are protected by intellectual property rights that belong either to us or to our suppliers or other rights holders.
7.2. Intellectual property rights mean patent, copyright, trademark, design and model rights and/or other (intellectual property) rights, including patentable or non-patentable technical and/or commercial know-how, methods and concepts.
7.3. KG and EEM grants the customer an unrestricted, personal, non-exclusive, and irrevocable right to use the products for personal purposes. In case of website design, the site management rights are transferred to the customer, the intellectual property rights to the website itself remain the property of KG and EEM.
7.4. Also, the client guarantees the models’ permission to be in the picture, regarding portrait rights.
8. Agreements with third parties
8.1. For some services, KG and EEM cooperates with third parties ( domain name, website hosting, printer,…). In agreements with these third parties, KG and EEM is only to be considered as an intermediary. Payments remain to be made directly to KG and EEM.
8.2. In case of damage, due to an error on the part of these third parties and for which KG and EEM does not bear any liability, the liability is therefore limited to the liability that KG and EEM can assert with respect to the third party.
9. Force Majeure
9.1. KG and/or EEM cannot be held liable if it finds itself unable to perform the contract due to force majeure.
9.2. If KG and EEM is not in a position to perform the contract due to force majeure, KG and EEM reserves the right to terminate the contract without the customer being able to claim compensation. In this case, however, the customer shall be obliged to pay for the works and services already performed.
10. Non-recruitment
10.1. During the term and for 24 months after the termination of the agreement, the Customer shall not employ, recruit or directly or indirectly approach any employees, consultants, representatives or subcontractors of KG and EEM or their personnel, involved in the performance of the agreement, regardless of their status, for the purpose of recruitment or direct or indirect cooperation under any form.
10.2. This under penalty of paying non-reducible damages of EUR 30,000.00 per affected employee or occurrence without prejudice to our right to claim higher damages if necessary. The parties consider this as an estimate of reasonable damages resulting from a violation of this article.
11. Applicable law and jurisdiction
11.1. The agreement between the Customer and KG and EEM is governed by Belgian law. In case of disputes regarding the agreement and its execution, only the courts of the place of the registered office of KG and EEM shall be competent, unless otherwise provided by mandatory law.
12. Other provisions
12.1. If any provision of the Agreement or any part thereof is declared invalid, illegal or unenforceable:
- Shall not in any way affect or impair the validity, legality and enforceability of the remainder of the Agreement or the remaining provision; and
- The parties undertake to negotiate in good faith to arrive at a provision that most closely approximates the purpose and intent of the invalid, illegal or unenforceable provision or portion thereof.
12.2. Any failure by KG and EEM to enforce its rights under this Agreement shall not be deemed a waiver of such right and shall in no way expand or modify the rights of the other party.
12.3. An amendment to the agreement is only binding if there is a written agreement between the parties.
12.4. In case of changing circumstances that make the performance of the contract more onerous, the parties undertake to renegotiate the contract with a view to its adjustment or termination, this in accordance with Article 5.74 NBW.
Version 19/02/2026