1. Rights and obligations of HOUSE OF WEDDINGS
1. HOUSE OF WEDDINGS creates on the online platform a partner page (and optional advertising space) dedicated to the WEDDING PROFESSIONAL, and this on the basis of the information and documentation submitted by the WEDDING PROFESSIONAL, in accordance with the template provided by HOUSE OF WEDDINGS. HOUSE OF WEDDINGS aims to put the partner page online as soon as possible after the online partner page has been created and after payment of the invoice by the WEDDING PROFESSIONAL.
HOUSE OF WEDDINGS respects the options chosen by the WEDDING PROFESSIONAL, and takes into account the other wishes of the WEDDING PROFESSIONAL as much as possible, but the insertion in a certain place on the online platform, or an exclusivity in a specific category are not guaranteed, unless agreed otherwise. Failure to comply with these wishes or specifications can therefore not give rise to any compensation or price reduction.
2. HOUSE OF WEDDINGS alone retains the final right of decision regarding the layout and content of the online platform, the graphic design and the presentation of the WEDDING PROFESSIONAL on the website. HOUSE OF WEDDINGS also reserves the right to refuse the publication of unsound or unaesthetic material, or material that conflicts with the formal and/or content line of the HOUSE OF WEDDINGS house style.
3. During the term of the Agreement, HOUSE OF WEDDINGS grants to the WEDDING PROFESSIONAL the right to use the HOUSE OF WEDDINGS brand and logo, within the limits of the rights granted in this Agreement, and therefore for the purpose of referring to its listing on the HOUSE OF WEDDINGS online platform.
4. This Agreement is tacitly renewed each time by right for a new term of twelve (12) months, unless terminated by one of the Parties by registered letter or by e-mail at the latest three (3) months before the annual expiry date.
2. Rights and duties of the WEDDING PROFESSIONAL
1. The WEDDING PROFESSIONAL undertakes to provide all requested information to HOUSE OF WEDDINGS, in accordance with the template provided by HOUSE OF WEDDINGS, within a period of fourteen (14) days from the date of signing the Agreement. The WEDDING PROFESSIONAL undertakes to provide HOUSE OF WEDDINGS with all (most recent) images and/or photographs in a timely manner for adaptation of the partner page on the online platform. Accordingly, failure to comply with this request in due time may not give rise to any compensation or price reduction.
2. The parties expressly acknowledge that the WEDDING PROFESSIONAL was selected by HOUSE OF WEDDINGS because of the high level of its services and/or products at the time of the conclusion of this Agreement. The WEDDING PROFESSIONAL undertakes to maintain the high level of its service and/or products throughout the duration of the Agreement. In any event, the WEDDING PROFESSIONAL undertakes to inform HOUSE OF WEDDINGS of any change concerning its operation and/or its management.
3. The WEDDING PROFESSIONAL undertakes to process the requests received via HOUSE OF WEDDINGS as a matter of priority and to provide the applicant with a personalised quote within two (2) working days of receiving the request.
4. The WEDDING PROFESSIONAL expressly undertakes vis-à-vis HOUSE OF WEDDINGS that all intellectual property rights over the transmitted information and documents, including any copyrights (including portrait rights), trademark rights, etc. on the transmitted texts, images and/or photographs, belong to the WEDDING PROFESSIONAL.
5. The WEDDING PROFESSIONAL expressly guarantees to HOUSE OF WEDDINGS that he is covered by Civil Liability insurance during the entire term of the Agreement.
3. Rates and payment
1. HOUSE OF WEDDINGS reserves the right to make annually any changes to the General Terms and Conditions, including the rate for the WEDDING PROFESSIONAL's annual fee. HOUSE OF WEDDINGS shall notify the WEDDING PROFESSIONAL of these planned changes, including any price change, in writing in advance and at the latest four (4) months before the annual due date of the Agreement.
2. With a view to the payment of the first annual fee, HOUSE OF WEDDINGS shall send the WEDDING PROFESSIONAL an invoice within three (3) days of the conclusion of the Contract. In the event of renewal of the Agreement, HOUSE OF WEDDINGS shall send an invoice to the WEDDING PROFESSIONAL for the payment of the subsequent annual contribution at the latest fifteen (15) days before the annual due date.
3. HOUSE OF WEDDINGS reserves the right to apply an annual indexation to the base rate of its partnerships, in accordance with the health index or a comparable reference index. This indexation applies automatically and separately from any price changes, and does not require separate consent from the WEDDING PROFESSIONAL.
4. All invoices of HOUSE OF WEDDINGS shall be payable at the registered office within a period of fifteen (15) days from invoice date.
In the event of full or partial non-payment on the due date, interest shall be charged ipso jure and without notice of default in accordance with the Act on Late Payment in Commercial Transactions. In addition, in the event of full or partial non-payment on the due date, each amount due will be increased, ipso jure and after prior written notice of default, by 10% by way of a conventional penalty clause, as fixed compensation for extrajudicial costs. This compensation shall automatically accrue the same conventional interest as stipulated above.
In the event of non-payment on the due date, HOUSE OF WEDDINGS shall be entitled to suspend the execution of the current publication orders, and thus also to take the partner page offline pending payment, and this after a prior written notice of default and without prejudice to all its other rights.
5. No complaint shall entitle the WEDDING PROFESSIONAL to suspend its payment obligations.
6. In the event of a dispute, the invoice must be protested by reasoned registered letter sent to HOUSE OF WEDDINGS within eight (8) calendar days of the invoice date. Failing this, the invoice shall be considered as definitively accepted by the WEDDING PROFESSIONAL.
4. Complaints and limitation of liability
1. In any event, complaints must be submitted to HOUSE OF WEDDINGS by e-mail (info@houseofweddings.com) or by registered letter within eight (8) calendar days after the publication.
2. In carrying out its assignment, HOUSE OF WEDDINGS shall observe the normal care that may be expected of a reasonable advertising agency and publisher. However, the content of the partner pages, and any advertising space, appears under the sole responsibility of the WEDDING PROFESSIONAL, who must check the proofs forwarded by HOUSE OF WEDDINGS.
3. Any liability of HOUSE OF WEDDINGS towards the WEDDING PROFESSIONAL, for whatever reason, shall in any event be limited to direct and foreseeable damage, excluding any consequential damage, and shall not exceed the annual fee invoiced by HOUSE OF WEDDINGS, whereby the damage suffered must in any event be proven by the WEDDING PROFESSIONAL. Mistakes and/or shortcomings resulting from incomplete, unsound or non-compliant material or the late delivery thereof may under no circumstances give rise to the liability of HOUSE OF WEDDINGS.
4. In any event, the WEDDING PROFESSIONAL indemnifies HOUSE OF WEDDINGS against all claims of third parties regarding the information and documentation transmitted by the WEDDING PROFESSIONAL, in respect of which the WEDDING PROFESSIONAL expressly guarantees to HOUSE OF WEDDINGS, in accordance with the above provisions, that all intellectual property rights in respect thereof are vested in him.
5. Force majeure
1. In the event of force majeure (Article 1147 of the Civil Code), even if it does not lead to permanent and/or absolute impossibility of performance, the Parties shall be authorised by operation of law to suspend their commitments, after having notified the other party thereof. Under no circumstances shall they be mutually obliged to pay any damages.
Unforeseen circumstances in respect of persons and/or material that HOUSE OF WEDDINGS makes use of or tends to make use of in the performance of the Agreement, which are of such a nature that the performance of the Agreement becomes impossible, or becomes so onerous and/or disproportionately costly that prompt performance of the Agreement cannot reasonably be required of HOUSE OF WEDDINGS, are equated with strange cause. Malfunctions or interruptions of the online platform, including when these are dedicated to bugs etc., shall in any case constitute an extraneous cause on the part of HOUSE OF WEDDINGS.
2. If the strange cause lasts longer than three (3) months, both HOUSE OF WEDDINGS and the WEDDING PROFESSIONAL shall be entitled, without being obliged to pay any compensation, to terminate the Agreement by notifying the other party thereof by registered letter.
6. Immediate termination
1. The parties mutually agree that either party may terminate the Agreement with immediate effect and without observing any notice period or compensation if the other party is guilty of a serious fault. Serious misconduct is considered to be misconduct of such a serious nature as to render any further performance of the Cooperation Agreement impossible, and this because it completely and irreparably violates the trust existing between the Parties.
2. The Parties further agree that the following circumstances shall in any event be considered as exceptional circumstances justifying early termination of the Agreement with immediate effect and without observance of a notice period or compensation:
3. The party on whose behalf the Agreement is terminated shall compensate the other party for the damage it proves to have suffered.
7. Situation after the end of the Agreement
1. With the end of the Agreement for whatever reason, the rights that the WEDDING PROFESSIONAL has on the basis of this Agreement to use the HOUSE OF WEDDINGS trademark and/or logo shall also end by operation of law. The WEDDING PROFESSIONAL is prohibited from using the HOUSE OF WEDDINGS trademark and/or logo for any reason whatsoever after the end of the Agreement.
2. After the end of the Agreement, the Parties shall mutually return all documents and/or other items that they may have received from the other Party with a view to the performance of the Agreement.
8. General final provisions
1 Deviating clauses, amendments and/or additions to this Agreement shall only apply if and insofar as they have been agreed in writing between HOUSE OF WEDDINGS and the WEDDING PROFESSIONAL.
2. The nullity or unenforceability of any provision of this Agreement shall in no way affect the validity and/or enforceability of the remaining provisions of this Agreement. In such a case, the Parties shall enter into negotiations as soon as possible in order to amend this Agreement and replace the void and/or unenforceable provision with a new provision that comes closest to what the Parties sought in the said provision.
3. This Agreement contains the entire agreement between the parties and replaces all previous negotiations, understandings or agreements with the same object.
9. Applicable law and competent court
1. Only Belgian law shall apply to the legal relationship between HOUSE OF WEDDINGS and the WEDDING PROFESSIONAL.
2. All disputes relating to this Agreement fall under the exclusive jurisdiction of the courts of Ghent, Ghent division.