Terms of Service

General terms and conditions governing our services

Last updated: February 9, 2026

These General Terms of Service ("Terms") govern the business relationship between OOND Dev Consultant ("OOND", "we", "us", or "our") and the client ("Client", "you", or "your"). By engaging our services, you agree to be bound by these Terms. These Terms are subject to Belgian law and applicable European Union regulations.

1. Identity of the Service Provider

OOND Dev Consultant
Besloten Vennootschap (BV)
Schoolstraat 48
1880 Kapelle-Op-Den-Bos
Belgium
VAT: BE 0791.395.482
Peppol ID: 0208:0791395482
Email: service@oond.be

2. Scope of Services

OOND provides development consulting, IT advisory, and training services, including but not limited to:

  • Software development consulting and advisory
  • Web application development and architecture
  • SharePoint and Microsoft Teams training
  • Technical project guidance and code review
  • Digital strategy consulting

The specific scope, deliverables, timeline, and fees for each engagement are defined in a separate written agreement, proposal, or statement of work ("Project Agreement") between OOND and the Client. In the event of any conflict between these Terms and a Project Agreement, the Project Agreement shall prevail.

3. Formation of Contract

A binding agreement is formed when:

  • The Client accepts a written proposal or quotation issued by OOND; or
  • Both parties sign a Project Agreement; or
  • The Client explicitly confirms acceptance of the engagement by email or other written communication.

Quotations issued by OOND are valid for 30 days from the date of issue, unless otherwise stated. Quotations are non-binding until formally accepted by the Client.

4. Obligations of OOND

OOND commits to:

  • Perform the agreed services with reasonable care and professional skill (obligation de moyens / best-efforts obligation), in accordance with Article 1147 of the Belgian Civil Code.
  • Deliver the agreed services within the agreed timeframe, to the extent reasonably possible.
  • Maintain confidentiality of all Client information as set forth in Section 11.
  • Communicate proactively about project progress, risks, or delays.

Important: Unless explicitly agreed otherwise in writing, OOND's obligations are best-efforts obligations (obligation de moyens), not result obligations (obligation de résultat). OOND does not guarantee specific outcomes, results, or performance metrics unless expressly stipulated in a Project Agreement.

5. Obligations of the Client

The Client commits to:

  • Provide OOND with all necessary information, access, and resources required to perform the services in a timely manner.
  • Designate a contact person who is authorised to make decisions and provide approvals on behalf of the Client.
  • Review and provide feedback on deliverables within the timeframes agreed in the Project Agreement.
  • Pay invoices in accordance with the payment terms set forth in Section 7.

Delays caused by the Client's failure to fulfil these obligations may result in adjustments to the project timeline and/or additional charges, which will be communicated in advance.

6. Pricing and Quotations

All prices quoted by OOND are:

  • Expressed in Euros (€)
  • Exclusive of VAT (BTW), unless explicitly stated otherwise
  • Based on the information provided by the Client at the time of the quotation

OOND reserves the right to adjust pricing if the scope of work changes materially from the original quotation. Any price adjustments will be communicated to the Client in writing and require the Client's approval before additional work commences.

For time-and-materials engagements, OOND will provide regular time reports. The applicable hourly or daily rates are specified in the Project Agreement.

7. Payment Terms

Unless otherwise agreed in writing in the Project Agreement or an addendum thereto:

  • Invoices are payable within 14 calendar days from the date of invoice.
  • Payment shall be made by bank transfer to the account specified on the invoice.
  • For larger projects, OOND may require a deposit or milestone-based payment schedule, as specified in the Project Agreement.

7.1 Electronic Invoicing (Peppol)

In accordance with Belgian law (effective 1 January 2026), all B2B invoices issued by OOND are sent as structured electronic invoices via the Peppol network. The Client is required to be reachable on the Peppol network in order to receive invoices. OOND's Peppol identifier is 0208:0791395482. If the Client is not yet registered on the Peppol network, the Client shall take the necessary steps to enable Peppol e-invoicing before the first invoice is due.

7.2 Late Payment

In the event of late payment, and in accordance with the Belgian Act of 2 August 2002 on combating late payment in commercial transactions (implementing EU Directive 2011/7/EU):

  • Late payment interest shall be due automatically and without prior notice, calculated at the interest rate set by the European Central Bank for its most recent main refinancing operation, increased by 8 percentage points, as provided for by Belgian law.
  • A flat-rate compensation of €40 for recovery costs shall be due automatically, without prejudice to OOND's right to claim higher actual recovery costs where justified.
  • OOND reserves the right to suspend all ongoing services until all outstanding invoices have been settled in full.

7.3 Disputes on Invoices

Any dispute regarding an invoice must be communicated to OOND in writing, with detailed reasons, within 14 calendar days of the invoice date. After this period, the invoice is deemed accepted. Disputed amounts do not suspend the obligation to pay undisputed portions of the invoice.

8. Delivery and Acceptance

Delivery timelines are agreed upon in the Project Agreement and are indicative unless explicitly stated as binding deadlines. OOND will make reasonable efforts to meet all agreed timelines.

Upon delivery of a deliverable, the Client has 14 calendar days to review and either accept the deliverable or provide written notice of specific deficiencies ("Acceptance Period"). If the Client does not respond within the Acceptance Period, the deliverable is deemed accepted.

If deficiencies are identified, OOND will remedy them within a reasonable timeframe at no additional cost, provided the deficiencies fall within the original scope of the agreed specifications.

9. Intellectual Property

9.1 Client Deliverables

Upon full payment of all related invoices, all intellectual property rights in the deliverables specifically created for the Client under a Project Agreement shall transfer to the Client, unless otherwise agreed in writing.

9.2 Pre-Existing and Reusable Materials

OOND retains all intellectual property rights in:

  • Pre-existing tools, frameworks, libraries, methodologies, and know-how used or developed by OOND prior to or independently of the engagement.
  • Generic or reusable components (such as utility functions, templates, or architectural patterns) that are not specific to the Client's project.

The Client is granted a non-exclusive, perpetual, royalty-free licence to use such pre-existing and reusable materials as part of the delivered project, for the Client's own business purposes.

9.3 Third-Party Components

Where deliverables include third-party software, libraries, or open-source components, the applicable third-party licence terms shall govern those components. OOND will inform the Client of any relevant third-party licences.

10. Limitation of Liability

To the maximum extent permitted by Belgian law:

  • OOND's total aggregate liability for any and all claims arising out of or in connection with an engagement shall not exceed the total fees actually paid by the Client to OOND under the relevant Project Agreement during the 12 months preceding the claim.
  • OOND shall not be liable for any indirect, incidental, consequential, or special damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of business opportunities, business interruption, or reputational damage, even if OOND has been advised of the possibility of such damages.
  • OOND shall not be liable for damages resulting from:
    • Information, materials, or instructions provided by the Client that are incorrect, incomplete, or misleading.
    • The Client's failure to fulfil its obligations under these Terms or the Project Agreement.
    • Modifications made by the Client or third parties to deliverables without OOND's written consent.
    • The use of deliverables for purposes other than those agreed upon.
    • Force majeure events as described in Section 14.

Nothing in these Terms shall exclude or limit OOND's liability for fraud, wilful misconduct (opzettelijke fout), or gross negligence (grove nalatigheid), or any other liability that cannot be excluded or limited under mandatory Belgian law.

11. Confidentiality

Both parties agree to treat all confidential information received from the other party as strictly confidential and not to disclose it to any third party without prior written consent, except:

  • To professional advisors bound by professional secrecy obligations.
  • When required by law, regulation, or competent court order.
  • Information that is or becomes publicly available through no fault of the receiving party.

This confidentiality obligation shall survive the termination or expiration of the engagement for a period of 3 years.

12. Data Protection

OOND processes personal data in accordance with the General Data Protection Regulation (EU) 2016/679, the Belgian Data Protection Act of 30 July 2018, and our Privacy Policy.

Where OOND processes personal data on behalf of the Client (as a data processor), the parties shall enter into a separate Data Processing Agreement in accordance with Article 28 of the GDPR.

13. Termination

13.1 Termination by Mutual Agreement

Either party may terminate an engagement at any time by mutual written agreement.

13.2 Termination for Convenience

Either party may terminate an ongoing engagement by providing 30 days' written notice to the other party. In the event of termination for convenience:

  • The Client shall pay for all services rendered and costs incurred by OOND up to the effective date of termination.
  • OOND shall deliver all work completed up to the date of termination.

13.3 Termination for Breach

Either party may terminate the engagement with immediate effect by written notice if the other party:

  • Commits a material breach of these Terms or the Project Agreement and fails to remedy such breach within 14 calendar days of receiving written notice specifying the breach; or
  • Becomes insolvent, enters into liquidation, or is subject to bankruptcy proceedings.

13.4 Consequences of Termination

Upon termination, for any reason:

  • All outstanding invoices become immediately due and payable.
  • Each party shall return or destroy all confidential information of the other party.
  • Intellectual property rights in completed and paid-for deliverables transfer as described in Section 9.
  • Sections 7, 9, 10, 11, 12, 15, and 16 shall survive termination.

14. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from circumstances beyond its reasonable control, including but not limited to: natural disasters, pandemic, epidemic, war, terrorism, strikes, government actions, internet or telecommunications failures, cyberattacks, or power outages ("Force Majeure Event").

The affected party shall notify the other party as soon as reasonably practicable and shall use reasonable efforts to mitigate the effects of the Force Majeure Event. If the Force Majeure Event continues for more than 60 days, either party may terminate the affected engagement by written notice.

15. Governing Law and Dispute Resolution

These Terms and all engagements between OOND and the Client shall be governed by and construed in accordance with the laws of Belgium, without regard to its conflict of laws provisions.

In the event of a dispute, the parties shall first attempt to resolve the matter amicably through good-faith negotiations within a period of 30 days.

If the dispute cannot be resolved amicably, it shall be submitted to the exclusive jurisdiction of the competent courts of Brussels, Belgium (Tribunal de l'entreprise francophone de Bruxelles), without prejudice to the Client's rights under mandatory consumer protection legislation, if applicable.

16. Applicable Legislation

These Terms have been drafted in accordance with, and are subject to, the following Belgian and European legislation, as amended from time to time:

  • The Belgian Code of Economic Law (Wetboek van economisch recht), in particular Book VI (Market Practices and Consumer Protection) and Book III (Freedom of Establishment, Services, and General Obligations of Undertakings).
  • The Belgian Civil Code and the new Book 5 on obligations (Verbintenissenrecht).
  • The Belgian Act of 2 August 2002 on combating late payment in commercial transactions, implementing EU Directive 2011/7/EU.
  • The EU Services Directive 2006/123/EC on services in the internal market.
  • The General Data Protection Regulation (EU) 2016/679 and the Belgian Data Protection Act of 30 July 2018.
  • The EU AI Act (EU) 2024/1689, where applicable to the services provided.
  • The NIS2 Directive (EU) 2022/2555 on cybersecurity, where applicable.

17. Miscellaneous

17.1 Entire Agreement

These Terms, together with the applicable Project Agreement, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior negotiations, representations, and agreements.

17.2 Amendments

OOND reserves the right to amend these Terms at any time. The amended Terms shall be published on this page with an updated revision date. For ongoing engagements, the Client will be notified of material changes and the Terms in effect at the time of entering into the Project Agreement shall apply, unless both parties agree in writing to the updated Terms.

17.3 Severability

If any provision of these Terms is found to be invalid or unenforceable by a competent court, the remaining provisions shall continue in full force and effect. The invalid provision shall be replaced by a valid provision that most closely reflects the original intent.

17.4 No Waiver

The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

17.5 Assignment

Neither party may assign or transfer its rights or obligations under these Terms without the prior written consent of the other party, except that OOND may subcontract specific tasks, provided it remains responsible for the performance of such tasks.

17.6 Language

These Terms are available in English, French, and Dutch. In the event of any discrepancy between the language versions, the French version shall prevail, as the native language of the business owner.

18. Contact

For questions regarding these Terms of Service, please contact us:

OOND Dev Consultant
Schoolstraat 48
1880 Kapelle-Op-Den-Bos, Belgium
Email: service@oond.be