1. The Content Hive BV, having its registered office at Cornelis De Schepperestraat 13, 9810 Eke, registered in the Crossroads Bank for Enterprises under the number 1002758680 (hereinafter "The Content Hive”)
Emailaddress: hello@thecontenthive.be
1.2. In these general terms and conditions, the following definitions shall apply:
(1) Terms and conditions: Current general terms and conditions
(2) Service(s): Content creation, online marketing, content management, content strategy, etc.
(3) Service Provider: The Content Hive and any appointee of The Content Hive
(4) Client: Any one-man business or legal entity that enters into an agreement with the Service Provider and thereby accepts the general terms and conditions
(5) Offer(s): An offer or quotation issued by the Service Provider (via website, social media or email)
(6) Online Dienst: online cursus, online workshop, e-book, etc. (i.e. digitale inhoud conform artikel 1701/1,1° O. BW)
(7) Agreement: the service agreement between Service Provider and Client following acceptance of the Quotation by the Client (including these General Terms and Conditions)
(8) Parties: the Service Provider and the Client together
(9) Written: the written communication such as e-mail or by registered letter where necessary
(10) Website: www.thecontenthive.be
2.1 Every agreement, of whatever nature, between The Content Hive and the Client is subject to the following general terms and conditions. Deviations from these general terms and conditions are only valid if expressly agreed in advance and in writing.
2.2 By accepting the Quotation and the General Terms and Conditions, the Client expressly waives its own general terms and conditions.
3.1 In fulfilling the Service, The Content Hive will call upon the services of third parties if it deems it necessary or useful.
4.1 Quotations are only valid and binding within the time period indicated on the Quotation or, if nothing has been specified, for a period of 14 calendar days following the date of the Quotation. After this period, the Offer can no longer be accepted. Quotations apply only to the Services expressly included herein.
5.1 The Content Hive shall perform the requested Services at the lump sum price or the price on a cost-plus basis as indicated in the Quotation or as included in the Agreement. The Quotation is always exclusive of VAT and costs.
5.2 Any changes to the requested Services and/or additional Services will be invoiced additionally in accordance with the rates in force at the time the changes/additional Services are ordered/purchased. The Client may at any time request the applicable rates from The Content Hive on the understanding that if nothing has been stipulated these additional Services/modifications will be carried out on a direction basis at an hourly rate of EUR 65.00 (ex. VAT).
5.3 If the Client does not agree with an invoice, he/she must protest it in writing within a period of 14 calendar days from receipt of the invoice.
5.4 In the event of late payment or non-payment, the Client shall automatically and without prior notice of default owe interest in accordance with the Act of 2 August 2002 on combating late payment in commercial transactions, as well as fixed compensation of 10% of the outstanding amount, without prejudice to The Content Hive's right to additionally claim the damage actually suffered and without prejudice to the extrajudicial and judicial costs. The costs for collecting an unpaid invoice shall always be borne by the Client.
In addition, in the event of non-payment or late payment, The Content Hive shall be entitled to suspend all services for the Client, without being liable for any damage that may arise as a result.
6.1 The agreement between The Content Hive and the Client is of a definite duration unless expressly agreed otherwise in writing. A fixed-term agreement cannot be terminated prematurely by the Client, except by payment of a fixed termination fee equal to the fixed price determined in the Offer and the Agreement. An open-ended agreement can be terminated monthly by sending an email to hello@thecontenthive.be. The notice period of 1 month starts from the second month following the notice of termination.
6.2 If either Party materially fails in the fulfilment of its obligations and, after having been expressly pointed this out in writing by the other Party, still fails to fulfil this obligation within a reasonable period of time, the other Party shall be entitled to terminate the Agreement without judicial intervention and without owing any compensation. If the Client is the Party that fails to fulfil its obligations and The Content Hive terminates the cooperation for that reason, the total lump sum price as included in the Quotation and the Agreement must still be paid by the Client.
7.1 The delivery period for the Services as well as all arrangements regarding timing will be included in the Quotation or an annex to the Quotation. If an advance payment is required, the Services will only commence after payment of said advance payment.
7.2 The same appointment can only be rescheduled once if this is communicated within 72 hours before the start of the appointment. The parties will fix a new date by mutual agreement. If the Client reschedules the same appointment more than once or fails to do so in time, EUR 65 (ex. VAT) will still be due.
Additional provisions on content creation
7.3 The fixed price as included in the Offer and the Agreement is always payable in full by the Client, notwithstanding whether or not the Client provides feedback on time. The Client is obliged to provide the necessary feedback, as mutually agreed by the Parties, to The Content Hive, but failure to do so in a timely manner within the term set by The Content Hive does not mean that the entire fixed price is not due in full by the Client.
7.4 The possible inability to finalise the Services due to a lack of feedback from the Client shall not result in any liability on the part of The Content Hive nor in any price reduction. Any consequences that may result from this shall therefore remain entirely the responsibility of the Client. If the Client fails to make the necessary information available or fails to do so on time, fails to carry out the preparatory work that was agreed upon or fails to provide the necessary feedback within the deadline set by The Content Hive and the performance of the Service is delayed as a result, the resulting additional costs shall be borne by the Client.
Additional provisions regarding Online Services
7.5 Account access, account details and login data must not be shared with third parties.
7.6 In case of suspicion of sharing the account data to third parties, access to the account will be blocked indefinitely, without the Service Provider owing the Client any compensation or payment.
7.7 If the Client should act in breach of these General Terms and Conditions, the Client fails to fulfil his payment obligations or otherwise acts unlawfully or causes damage to the Service Provider, the Service Provider shall be entitled to deny access to the account, without being liable for any compensation.
7.8 The Service Provider will always communicate separately for each purchased Online Service how long the purchased Online Service is available.
7.9 The Content Hive cannot be held liable if the online content or online course should be temporarily unavailable due to a technical defect.
8.1 The Content Hive reserves the right to suspend all ongoing services if it determines that the Client fails to comply with its obligations as set out in the Quotation and these general terms and conditions, or if the Client fails to fulfil its payment obligations.
9.1 In the event that a Party was affected by a force majeure situation, the affected Party shall notify the other Party within a reasonable time (and with a maximum of 5 working days) after becoming aware of the force majeure situation and provide proof thereof. The Party invoking Force Majeure cannot be held contractually or extra-contractually liable for non-performance of its obligations for the duration of the Force Majeure.
9.2 However, the Client remains obliged to pay for costs already incurred and services already rendered.
9.3 If the force majeure is only temporary in nature, The Content Hive will still try to provide the Services as soon as this is reasonably possible again. In any case, the performance of the Agreement shall remain suspended for the duration of the temporary force majeure.
However, if it appears that it is permanently impossible to complete or continue the Services, the Agreement will be revised or terminated by mutual agreement.
10.1 The Service Provider is obliged to keep confidential all information and data that comes to its knowledge during the performance of the Service. The Service Provider shall take all possible precautions to protect the interests of the Client. The Client, in turn, shall not disclose to third parties without the Service Provider's consent any information about its approach, working methods or (the contents of) the Quotation.
10.2 The Parties shall not disclose this information to third parties in any way whatsoever unless with the prior express written consent of the other Party or if they are required to do so by law.
On Online Services
11.1 Therefore, by purchasing a Service, the Client expressly accepts that all course or workshop content, techniques used, materials, diagrams, examples, modules, images and videos ("Intellectual Property") are owned by The Content Hive and these are protected by Intellectual Property rights. The Client may therefore not distribute or commercialise and thus sell this Intellectual Property itself. The Intellectual Property may only be used by the Client for private purposes and within its own company.
11.2 These intellectual property rights include, but are not limited to, patent, copyright, trademark, design or model rights and/or other (intellectual property) rights, such as patentable or non-patentable technical and/or commercial know-how, methods and concepts.
In respect of all other Services
11.3The parties expressly agree that all intellectual property rights (including but not limited to copyright, design rights and know-how) obtained or developed under the Agreement (the "Intellectual Property"), will continue to belong to The Content Hive.
11.4 The Content Hive grants the Client permission (i.e. a usage licence) to exploit the final delivered images and content, in whole or in part, as follows:
Website
Social media
National advertising campaigns
11.5 The Content Hive retains all other rights.
11.6 This user licence is transferred on an exclusive basis for Belgium. The Client may exploit these rights but may not transfer them to a third party. Termination of the Agreement, for whatever reason, shall not affect the licence to use the Intellectual Rights thus granted. The Client receives this licence for the full duration of the protection of the Intellectual Property and only after it has paid all its invoices (i.e. Quotation and additional costs) to The Content Hive.
11.7 Any fee for this user licence shall be deemed to be included in the price stipulated in the Agreement.
12.1 The Content Hive is bound by the nature of its services to an obligation of means or effort and will fulfil its assignments or provide Services to the best of its ability according to the prevailing standards of care and good workmanship, unless expressly agreed otherwise in writing.
12.2 The Client is expected to promptly inform and keep The Content Hive informed of all information that is (reasonably) useful and necessary in the performance of the Service.
12.3 At no time shall The Content Hive be liable for or be obliged to compensate any intangible, indirect or consequential damages, including (but not limited to) loss of profits, loss of turnover, loss of income, administrative or personnel costs, an increase in overheads, loss of clientele or third party claims.
The Content Hive's liability with regard to direct damages will always be limited to in-kind reparation by making improvements or re-performing the Services to be provided.
12.4 The Agreement always contains means or effort obligations for The Content Hive, but under no circumstances result obligations. Although The Content Hive undertakes to do its utmost to correctly deliver the agreed Service(s) and to pursue the best result, it also depends in this respect on the feedback it receives from the Client on the first draft. However, The Content Hive cannot be held liable if the intended result is not achieved or if the Client fails to provide the required feedback within the stipulated period.
12.5 While The Content Hive only works with the best partners and service providers, it cannot be held liable for any damages resulting from their mistake, except for their gross (or intentional) mistake.
12.6 The contractual and extra-contractual liability of The Content Hive shall in all cases be limited to 75% of the amounts invoiced and effectively paid by The Content Hive to the Client in the context of the services and/or products causing damage.
12.7. The Client shall indemnify the Service Provider against all third party claims related to the Services provided by the Service Provider.
13.1 The Content Hive is the controller for the processing of personal data which will be done in accordance with the provisions of the General Data Protection Regulation and the Law of 30 July 2018 on the protection of natural persons with regard to the processing of personal data.
13.2 By approving the Quotation and the resulting Agreement, the Client agrees to the processing of his or her personal data. These general terms and conditions should be read in conjunction with the general privacy statement accessible on the Service Provider's website.
13.3 The Client's personal data may be processed in the context of The Content Hive's customer management, for marketing purposes and serve to properly execute the agreement between The Content Hive and the Client.
13.4 The Client has the right to request The Content Hive to delete his or her personal data if he or she would no longer be a client or no longer wishes to use the services of The Content Hive. This request must be made in writing to The Content Hive and will be carried out by it within a reasonable period of time.
14.1 These terms and conditions constitute the entire agreement between the Client and The Content Hive and supersede any previous existing agreement and any previous oral or written agreement between the parties regarding the same subject matter.
The approved and accepted Quotation, together with the general terms and conditions, constitute the Agreement between the parties and thus form an indivisible whole.
14.2 If any provision (or part thereof) of the General Terms and Conditions should be unenforceable or conflict with any legal or regulatory provision, this shall not affect the validity and enforceability of the other provisions of these General Terms and Conditions, nor the validity and enforceability of that part of the relevant provision which is not unenforceable or conflicts with any legal or regulatory provision. In such a case, the Parties shall negotiate in good faith to replace the unenforceable or conflicting provision with an enforceable and legally valid provision that is as close as possible to the purpose and scope of the original provision.
15.1 The Offer, the accompanying general terms and conditions and the Agreement are governed exclusively by Belgian law. Any dispute regarding the conclusion, interpretation or execution of the agreement and its general terms and conditions as well as the resulting invoice(s) shall fall within the exclusive jurisdiction of the courts of the judicial district of Ghent.
16.1 Parties cannot transfer their rights and obligations arising from the Agreement and these general terms and conditions except with the express prior consent of the other Party.
17.1 If the Client is dissatisfied with the service provided by The Content Hive, the Client must report this in writing to The Content Hive as soon as possible, but no later than within 14 calendar days after delivery of the final Service.
17.2 After the expiry of this period, the Services provided shall be deemed to be in conformity with the Customer's requirements.
17.3 The payment of the invoice or the commissioning of the delivered Service shall constitute an implied presumption that the Client is satisfied with what has been delivered.
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