Renovaweb

Subscription contract

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RENOVAWEB

COMMERCIAL AGREEMENT

 

BETWEEN THE UNDERSIGNED:

Mr Nathan MAZY, trading under the business name “RENOVAWEB” or “ASTORIIA”,

whose registered office is located at Avenue Louise 287, 1050 Ixelles, Belgium,

and registered with the Belgian Crossroads Bank for Enterprises (CBE) under number 1023.594.280 (not subject to VAT);

HEREINAFTER REFERRED TO AS THE “FIRST PARTY”,

AND

Mr/Ms XXXXXXXXXX,

director of XXXXXXXXXX,

whose registered office is located at XXXXXXXXXX,

and registered with the Belgian Crossroads Bank for Enterprises (CBE) under number XXXXXXXXX;

HEREINAFTER REFERRED TO AS THE “SECOND PARTY”,

WHEREAS:

“RENOVAWEB” aims to connect individuals seeking contractors/suppliers in specific fields with qualified self-employed professionals and companies.

Customers may, at their discretion, contact such contractors/suppliers directly through the “RENOVAWEB” platform, with a view to finding competent and professional service providers.

This service is made available to customers, who may obtain the contractor’s information directly through the “RENOVAWEB.BE” website.

The purpose of “RENOVAWEB” is to provide customers with an optimal service by enabling them to obtain information through the website and to establish contact with a contractor/supplier, with a view to finding a suitable and competent company or self-employed professional for their renovation or repair works.

Customers may also choose to submit details of their project in order to be contacted directly by contractors/suppliers interested in carrying out that type of work.

In order to benefit from such visibility or obtain access to customer information, the contractor/supplier shall pay a monthly or annual subscription fee to “RENOVAWEB”, a business name also associated with “ASTORIIA” in the Belgian Crossroads Bank for Enterprises.

The Parties therefore wish to formalise, under this Agreement, the terms and conditions governing their respective rights and obligations.

IT IS HEREBY AGREED AS FOLLOWS:

ARTICLE 1 – PURPOSE AND PRESENTATION

Customers may contact contractors directly through the “RENOVAWEB” platform or may choose to be contacted by contractors in the manner made available through the Platform.

The customer shall subsequently be free to select whichever contractor they consider most suitable for the performance of the works, taking into account, among other factors, the contractor’s professional expertise and geographical area of operation.

The purpose of this Agreement is to define the contractual, technical and financial terms and conditions under which the subscriber, i.e. the contractor/supplier, subscribes to the services offered by the “RENOVAWEB” platform through its website RENOVAWEB.BE, which lists contractors/suppliers by business sector and geographical area and provides them with online visibility.

The Platform acts exclusively as an intermediary providing visibility and facilitating connections. Under no circumstances shall the Platform become a party to, or intervene in, the commercial relationship between a contractor/supplier and its own customers.

ARTICLE 2 – FEES AND PAYMENT

2.1. In consideration for its customer referral services, facilitation of contacts, increased visibility for the contractor’s business on the Platform and any additional services offered, “RENOVAWEB”, represented by Mr Nathan MAZY, shall be entitled, from the contractor/supplier’s registration, to receive the amount corresponding to the subscription plan selected by the contractor.

Payment shall be made by invoice and/or direct debit, as applicable.

2.2. All amounts payable to “RENOVAWEB”, and consequently to Mr Nathan MAZY, pursuant to this Agreement shall become due upon signature of the Agreement or upon digital acceptance through the “RENOVAWEB” platform.

Depending on the subscription plan and payment method selected by the contractor/supplier, such amounts shall be collected either monthly by direct debit or annually.

“RENOVAWEB” shall issue a monthly or annual invoice, depending on the subscription plan selected by the contractor.

All subscription fees shall remain payable even if the contractor does not approve or sign any quotation as a result of contacts obtained through the Platform, or if the contractor is dissatisfied with the services provided by the Platform. The Platform cannot be held responsible for any failure, conduct or future decision of the contractor/supplier.

In the event of failure to pay any amount due to “RENOVAWEB”, and consequently to Mr Nathan MAZY, within the stipulated time limits and under the agreed conditions, the outstanding invoice amount shall automatically be increased by a contractual penalty of 20% and shall bear interest at a rate of 12% per annum.

“RENOVAWEB” shall furthermore reserve the right to remove the contractor/supplier’s information from its website and to retain all amounts already received.

The amounts payable are made known to the contractor/supplier upon signature of this Agreement or digital acceptance through the “RENOVAWEB.BE” website. The contractor/supplier shall select the desired subscription plan and the applicable payment frequency, either monthly or annually.

The subscription plans available on “RENOVAWEB” are presented as follows:

Where monthly payment is selected, the contractor shall pay, each month by bank direct debit, the amount corresponding to the selected subscription plan.

Where annual payment is selected, the contractor shall pay the equivalent of twelve (12) months in one single payment, i.e. twelve (12) times the monthly amount corresponding to the selected subscription plan. In such case, the contractor shall benefit from a 10% discount.

ARTICLE 3 – SPECIFIC OBLIGATIONS OF THE CONTRACTOR AND THE PLATFORM

The contractor undertakes to honour its subscription and to make all monthly or annual payments corresponding to the selected subscription plan.

The contractor shall comply with the rules of the “RENOVAWEB” platform in accordance with this Agreement and with the applicable general terms and conditions, as communicated to the contractor in advance, including in particular the applicable rates, deadlines and payment terms.

Any payment delay exceeding fifteen (15) days shall result in the immediate suspension of the services, without the subscriber, i.e. the contractor, being entitled to claim any compensation whatsoever.

Following thirty (30) days of non-payment, the “RENOVAWEB” platform reserves the right to terminate this Agreement automatically, while retaining all amounts due and pursuing recovery of any outstanding sums.

The contractor undertakes to:

  • comply with all applicable Belgian social security, tax and commercial legislation;
  • maintain valid professional liability insurance;
  • not be subject to bankruptcy or judicial reorganisation proceedings;
  • provide, upon simple request, any supporting documents required, including social security (NSSO/ONSS/RSZ), VAT and CBE registration certificates, insurance policies and any other relevant documents.

In the event of falsification of documents or non-compliance with the above requirements, the “RENOVAWEB” platform may terminate this Agreement without notice and without compensation.

The contractor shall exercise all necessary and customary care and diligence in making payments relating to its subscription and in complying with its obligations under the Platform’s rules.

The contractor also undertakes to provide Mr Nathan MAZY, and therefore the “RENOVAWEB” platform, with all necessary supporting information and documentation in the event of any issue affecting its business or in the event of bankruptcy.

“RENOVAWEB”, and consequently Mr Nathan MAZY, reserves the right to carry out any appropriate verification and, where necessary, to take any measures reasonably required to maintain the reliability and quality of the Platform and to ensure that competent and professional service providers are presented to customers and visitors to the website.

The “RENOVAWEB” platform reserves the right, without prior justification, to remove any information relating to the contractor that it considers non-compliant or unnecessary and, consequently, to modify the contractor’s profile, shared information, contact details or visibility on “RENOVAWEB”.

The “RENOVAWEB” platform also reserves the right, without prior justification, to remove the contractor’s profile, refuse its registration or terminate its subscription.

The “RENOVAWEB” platform undertakes to:

  • activate the Subscriber’s account within a maximum of seventy-two (72) business hours following approval of the application, completion of internal checks and receipt of payment, except where additional verification reasonably requires a longer period;
  • provide online visibility in accordance with the subscription plan selected;
  • maintain the confidentiality of information provided by the contractor.

The “RENOVAWEB” platform is subject solely to a best-efforts obligation and not an obligation to achieve a specific result.

Under no circumstances shall the “RENOVAWEB” platform be held liable for:

  • the volume or quality of enquiries generated through the Platform;
  • contractual commitments entered into between the contractor and its private customers;
  • defective workmanship, delays, disputes, claims, incidents, losses or deficiencies in insurance attributable to the contractor.

The contractor acknowledges that it is solely responsible for the services provided to its own customers and waives any claim or recourse against the “RENOVAWEB” platform in this respect.

ARTICLE 4 – NON-COMPETITION AND INTELLECTUAL PROPERTY

The contractor undertakes to comply with the rules and general terms and conditions of the “RENOVAWEB” platform.

The contractor also undertakes to inform “RENOVAWEB”, and consequently Mr Nathan MAZY, of any change to its contact details or any other change relating to its business or personal details that may be relevant to the performance of this Agreement.

The contractor undertakes not to establish or operate a business in Belgium carrying out the same activity as “RENOVAWEB” for a period of five (5) years from the date of signature of this Agreement.

For the avoidance of doubt, “RENOVAWEB” is a platform accessible through RENOVAWEB.BE, which enables contractors to register for the purpose of increasing their visibility, obtaining contact details of customers seeking to carry out specific or general works and being informed of potential projects in their selected sectors, depending on the subscription plan selected.

All content made available online by the “RENOVAWEB” Platform, including its design, logo, texts and website structure, shall remain the exclusive property of RENOVAWEB.

The subscriber, i.e. the contractor, shall refrain from using any element of the Platform for purposes other than those expressly provided for under this Agreement.

ARTICLE 5 – MUTUAL INDEPENDENCE

The Parties declare and acknowledge that, throughout the term of this Agreement, they are and shall remain independent commercial and professional partners, each bearing the risks and assuming the responsibilities associated with its own business activities.

The contractor declares, in particular, that it holds all qualifications, authorisations, registrations and professional requirements necessary for the lawful performance of its activities in connection with any projects it accepts.

The contractor shall inform the “RENOVAWEB” platform, and consequently Mr Nathan MAZY, directly of any relevant professional activity or authorisation added to its registration with the Belgian Crossroads Bank for Enterprises (CBE).

Nothing in this Agreement shall be construed as creating an employment relationship, partnership, joint venture or agency relationship between the Parties.

ARTICLE 6 – GOOD FAITH AND FAIR DEALING

The Parties undertake at all times to act towards one another as loyal commercial partners and in good faith.

In particular, they undertake to inform each other of any difficulty that may arise in connection with the performance of this Agreement.

ARTICLE 7 – CONFIDENTIALITY

The Parties undertake to treat as strictly confidential all information disclosed to them as confidential by the other Party in connection with the performance of this Agreement.

Accordingly, the Parties shall refrain from disclosing such information to third parties throughout the term of this Agreement and following its termination.

This confidentiality obligation shall remain in force for a period of ten (10) years following termination or expiry of this Agreement.

ARTICLE 8 – TERM AND TERMINATION

This Agreement shall take effect from the date of registration on the “RENOVAWEB.BE” website and shall be entered into for an indefinite term, subject to the minimum subscription commitment and termination provisions set out below.

This Agreement shall be deemed validly accepted and the subscriber, i.e. the contractor/supplier, expressly acknowledges that ticking the box:

☑ “I have read and accept the General Subscription Terms and Conditions”

and subsequently clicking:

“Confirm my subscription”

constitutes the subscriber’s full, unconditional, free, informed and irrevocable acceptance of these General Terms and Conditions.

Where the Platform provides for an electronic signature, such electronic signature shall have the same legal effect as a handwritten signature.

This Agreement may be updated in the event of changes to the general terms and conditions of the “RENOVAWEB” platform. Where applicable, the subscriber, i.e. the contractor/supplier, shall be informed of such changes through its “RENOVAWEB” account.

“RENOVAWEB”, and consequently Mr Nathan MAZY, may terminate this Agreement without being required to provide justification where it considers such termination necessary in the interests of the Platform or its business.

The contractor may terminate the Agreement in accordance with the conditions signed and accepted through the Platform.

The subscription is irrevocable during the initial twelve (12)-month period. No early termination shall be permitted, even on legitimate grounds, including bankruptcy, cessation of business activities or force majeure.

Upon expiry of the initial period, the subscriber, i.e. the contractor/supplier, may terminate the subscription by registered letter with acknowledgement of receipt, subject to three (3) months’ prior notice before the end of the current subscription period.

The subscriber shall in all cases be required to complete the current subscription period, which shall have a minimum duration of one (1) year.

This period shall be calculated from the date of signature of this Agreement.

Any failure to comply with the applicable notice period or formal termination requirements shall render the termination invalid, and the Agreement shall automatically be renewed for an additional period of twelve (12) months.

ARTICLE 9 – GOVERNING LAW AND JURISDICTION

The Parties expressly agree that this Agreement shall be governed by and construed in accordance with Belgian law.

Any dispute arising out of or in connection with this Agreement, including any dispute concerning its validity, interpretation, performance, termination or the consequences thereof, shall be submitted to the French-speaking courts of the judicial district of Brussels, Belgium.

SUBSCRIBER ACKNOWLEDGEMENT

The Subscriber acknowledges that it has:

  • read these General Terms and Conditions in their entirety;
  • understood all provisions contained herein;
  • had the opportunity to download or print them before subscribing;
  • had the opportunity to ask any relevant questions before entering into the subscription.

The Subscriber expressly acknowledges that ticking the box:

☑ “I have read and accept the General Subscription Terms and Conditions”

and subsequently clicking:

“Confirm my subscription”

constitutes full, unconditional, free, informed and irrevocable acceptance of these General Terms and Conditions.

Where the Platform provides for an electronic signature, such electronic signature shall have the same legal effect as a handwritten signature.

For any additional information regarding collaboration agreements, subscription agreements or other contractual matters, please contact us by email at [email protected] or refer to the sections of the Platform dedicated to self-employed professionals, contractors and suppliers.

The Renovaweb Team