Entering into an agreement with Bisnode Belgium NV/SA (hereafter “Bisnode”) implies a formal acceptance of the current terms and conditions, to the exclusion of the application of those of the customer. Any derogation from these terms must be agreed to in writing and signed by both parties.
Prices are set based on volume and information supplied by the customer at the time of entering the agreement and will be revised if any of these elements or the size of work changes. Prices do not include VAT, or any other tax, or transportation. Prices shall be indexed annually, in January, depending on contract anniversary date, to the amount of 80%, with the reference index being the evolution of salaries for the joint committee on which Bisnode depends (committee n° 200) according to following formula:
Price after indexation: BP x 0,8 x NI + BP x 0,2 BI
- BP= basic price of the contract
- BI= index for year and month of signing of contract
- NI= new index for the new year and month preceding the indexation of contract
Bisnode invoices are due 30 days end of month following the invoice date. If payment is not received by the due date the amount due will automatically be increased with late payment interest of 1% per month. Moreover, the amount due will also be increased with 10% with a minimum of € 50,00. If the customer requests that Bisnode invoices are addressed to a third party, the customer will guarantee payment. Customers who work with an internal order system, must hand over the purchase order to Bisnode prior to delivery. In case the purchase order has not been received at the moment of delivery, Bisnode is entitled to invoice without having received the corresponding purchase order.
Bisnode ’s contractual obligations are obligations of means. Bisnode agrees to take every precaution to respect delivery terms. However, apart from serious fault, no violation of the delivery terms will result in a claim for damages or termination of the agreement. Bisnode commits to take maximum care of the execution of her services and where appropriate, the update of the by Bisnode Belgium delivered data. Except otherwise indicated in writing, Bisnode does not warrant the delivered data to be complete or free of error nor does Bisnode warrant the delivered data to fit for the realisation of a defined objective or the achievement of a result. Bisnode cannot be held responsible for error, fault or concealment in the information supplied by the customer. Compensations at the expense of Bisnode will not exceed the price of the disputed service. In case of consecutive services, the compensation is limited to the disputed services that were performed within the three last months. All complaints regarding the delivery or the rendered services shall be notified in writing to Bisnode within 15 days after delivery or rendering of services. For complaints regarding invoices, a term of 1 month after invoice date shall apply. Every shortcoming which could not be detected at the moment of the delivery or the rendering of the service must be notified within 15 days starting from the detection and at the latest within 4 months after delivery or the rendering of the service. Any complaints after the expiry of above terms will not be handled. Bisnode has the right to refuse or subcontract any order.
Data and software delivered by Bisnode are the exclusive property of the latter for which the customer obtains a non-exclusive user license. The customer is not allowed to use the data provided by Bisnode, for payment or free of charge, to transfer it to third parties or to make it available for issuing guides or providing information services in any form (electronic, printed , spoken etc.) or to use for activities competitive to the activities of Bisnode.
The data provided by Bisnode are intended for the customer's own use for marketing purposes. Unless otherwise agreed in writing, it is forbidden to communicate the information provided to third parties and the customer undertakes to take the necessary useful measures in order to avoid any unlawful use or distribution. The customer may not store the supplied data for a duration longer than required for the processing. The customer undertakes not to use the data supplied by Bisnode Belgium at the expiry of the user license and to completely and irrevocably remove these data from all files and all other carriers. In the case of a user license for single use, the customer may use the data once and this within a period of 3 months from delivery. In case of a user license for multiple use, the customer may use the data provided up to four times and this within a period of 12 months from the delivery. Any failure to observe the obligations in the paragraph above shall result in a fixed compensation equal to ten times the invoice price, without prejudice to Bisnode rights to prove higher damage and ask for corresponding indemnity. Evidence of unlawful use of one single piece of information (including by means of control addresses) is sufficient evidence for the unlawful use of the data in its entirety or the software of Bisnode. The customer must present a copy of the advertising message to Bisnode for control and approval and agree to use the message unaltered. The burden of proof of the communication to Bisnode and the approval of the message rest with the customer.
In case of non-compliance by the customer of one of its obligations, Bisnode has the right to suspend the execution of its proper contractual obligations and may obtain a lien as the occasion arises. If the non-compliance sustains for a term of 30 days after notice of default, Bisnode can consider the agreement to be dissolved at the expense of the customer. In case of serious breach, Bisnode may terminate the agreement with immediate effect. In case of multiple agreements between parties, this clause will apply to all agreements and not just the one to which the violation pertains.
Any disputes fall under the jurisdiction of the Courts of Brussels, which will apply Belgian law as well as the international treaties with regard to intellectual property rights and the protection of databases.