Article 1 : Purpose and Acceptance
These General Terms of Sale (« GTS ») govern the relationship between NTO Digital SRL (« the Service Provider ») and any natural or legal person (« the Client ») for the services offered. Any order or subscription implies the full and unconditional acceptance of these GTS.
Article 2 : Quotation and Order
2.1. No service will be undertaken without a quote or purchase order having been signed by the Client and returned to the Service Provider.
2.2. For monthly subscription plans, the first month of the subscription is due upon signature of the quote. The creation process starts upon receipt of payment.
2.3. For one-off services, a deposit of 50% of the total amount excl. VAT is required upon signature.
2.4. The quote is valid for 30 days. Any modification after signature may lead to a price adjustment.
2.5. SEO Plans (SEO Starter, SEO Pulse, SEO Boost) : the organic search optimisation plans are one-off services with a defined volume of hours (10h, 20h and 30h respectively). A deposit of 50% of the total amount excl. VAT is required upon signature of the quote. The balance is due at the end of the hours worked, upon presentation of the final invoice. The assignment schedule is drawn up jointly at the start. No additional service will be initiated without the Client's written agreement.
2.6. SEA Plans (SEA Starter, SEA Pulse, SEA Boost) : the advertising management services (Google Ads / SEA) are billed monthly according to the package subscribed to, with no minimum commitment beyond the current month. The media budgets committed directly with the advertising platforms (Google, etc.) are entirely separate from the Service Provider's fees and remain the sole responsibility of the Client. NTO Digital acts as campaign manager and cannot be held liable for the results obtained or for the platform's decisions regarding bidding or delivery.
2.7. Design Services : graphic creations (logo, visual identity, communication materials, video production) are subject to a tailor-made quote. A deposit of 50% of the total amount excl. VAT is required upon signature. The balance is due upon delivery of the final files. In the absence of written validation by the Client within 7 days of the delivery of the deliverables, these are deemed accepted without reservation.
Article 3 : Cancellation and Withdrawal
3.1. Any cancellation of a signed quote must be made in writing (email or registered letter). The Client shall be liable for an administration fee of 25% of the quote amount, subject to a minimum of 150€ excl. VAT.
3.2. If work has already commenced, the Client shall be liable for the full cost of the services provided.
3.3. Any payment already made will under no circumstances be refunded in the event of cancellation.
Article 4 : Subscription Plans
4.1. Commitment : All « WEB » subscription packages include a minimum commitment period of 12 months. At the end of this initial period, the subscription automatically renews by tacit renewal for successive periods of 12 months, unless terminated by registered letter or email with acknowledgment of receipt at least 60 days before the annual renewal date.
4.2. Early termination : During the commitment period, no early termination is possible without just cause. In the event of early termination, the Client remains liable for the full monthly payments until the end of the current commitment period.
4.3. Effects of termination : At the end of the subscription, except in the case of buy-back (see Article 5), the website will be taken offline, and the Client loses all access and rights of use. Data may be deleted after one year. The Service Provider retains intellectual property rights.
4.4. SEA Plans (monthly subscription) : the advertising management packages SEA Starter, SEA Pulse and SEA Boost are monthly subscriptions with no minimum commitment beyond the current month. The subscription may be terminated in writing (email or registered letter) with 15 calendar days' notice before the next billing date. Articles 4.1 to 4.3 concerning the WEB packages do not apply to the SEA plans.
4.5. Included support hours : the WEB Starter and WEB Boost packages include 1h and 3h of monthly support respectively, non-transferable from one month to the next. These hours cover requests for minor modifications and technical support. Any request exceeding this volume is billed at the applicable hourly rate, subject to the Client's written agreement.
Article 5 : Website Buy-back Option
5.1. After a minimum of 12 months' collaboration and regular payment, the Client may purchase full ownership of the website developed by the Service Provider.
5.2. The purchase price is equivalent to 12 months' subscription at the rate of the package subscribed to. Transfer of ownership upon full payment. Provision of source files, access rights and technical documentation.
5.3. Following the purchase, the Client becomes fully responsible for the maintenance, hosting and management of the website. The subscription ends automatically.
5.4. The purchase does not include third-party licences (themes, premium plugins, paid images, commercial fonts). A list will be provided to the Client, who must acquire their own licences or replace these elements.
Article 6 : Payment
6.1. Invoices are payable within 30 days by bank transfer, credit card or SEPA direct debit. Prices are quoted in euros excl. VAT.
6.2. For monthly subscriptions, invoicing takes place on the 1st of each month, with payment due by the 15th of the same month.
6.3. Any complaint must be received by the Service Provider within 7 days of receipt of the invoice, failing which it shall be deemed invalid.
6.4. Late payment :
- Formal notice by email with a 15-day deadline ;
- Failing this, immediate suspension of services (taking the website offline, stopping campaigns), a fixed compensation of 10% (minimum 50€), and immediate payment of all sums due ;
- Two consecutive unpaid invoices : immediate termination at the Client's expense.
6.5. The Service Provider may revise its rates once a year on the anniversary date, with 60 days' notice. If the increase exceeds 10%, the right to terminate within 30 days without penalty.
Article 7 : The Client's Obligations
7.1. The Client shall provide all necessary materials (content, access details, logos, validations) within the agreed timeframe. Any delay shall result in a postponement of the delivery date, without this constituting grounds for termination.
7.2. The Client warrants that they hold all rights to the materials provided.
7.3. The Client shall approve the deliverables within 7 days. Failing this, acceptance shall be deemed unconditional.
7.4. The Client undertakes to use the deliverables in a manner that complies with the law, public decency and the rights of third parties. Illegal, defamatory or fraudulent content is prohibited.
Article 8 : The Service Provider's Obligations
8.1. The Service Provider undertakes to use all necessary means in accordance with best practice. This is an obligation of means, not of result, particularly with regard to SEO, SEA, traffic or conversions.
8.2. Availability : 99% on an annual basis (excluding maintenance and force majeure). Weekly backups (WEB Starter) or daily (WEB Boost). Restoration : 1 free per year, then 250€.
8.3. Security : SSL certificate, security updates, anti-malware protection, GDPR compliance.
8.4. Support : By email (helpdesk@nto-digital.com) or WhatsApp. Response time of 72h (Starter) or 12h (Pulse/Boost).
Article 9 : Intellectual Property
9.1. Unless purchased (Article 5), the website remains the exclusive property of the Service Provider. During the subscription period, a non-exclusive and non-transferable right of use is granted to the Client.
9.2. The content provided by the Client remains the Client's property. The Client grants a licence for use limited to the requirements of the service.
9.3. Unless otherwise specified in writing, the Service Provider may mention the Client in its references and include a discreet signature in the footer of the website.
9.4. Graphic creation and design : NTO Digital assumes full responsibility for the quality of deliverables for graphic creation services (logos, visual identity, communication materials, video production, motion design). Intellectual property of the creations is fully transferred to the Client after full payment. Before this transfer, no commercial right of use is granted.
9.5. Third-party licences in graphic creations : creations may include elements subject to commercial licences (typographic fonts, stock illustrations, iconographic elements). These licences are acquired by NTO Digital on behalf of the Client as part of the service. In the event of termination before full delivery, the costs of licences already incurred and non-refundable remain entirely the Client's responsibility, in addition to the cancellation fees set out in Article 3.
Article 10 : Limitation of Liability
10.1. Liability is limited to direct and foreseeable damages. Excluded : indirect damages, loss of business, loss of turnover, loss of customers or damage to reputation.
10.2. Limit : the last 12 months' subscription fee (recurring plans) or the total amount of the service (one-off services).
10.3. The Service Provider shall not be liable for :
- Content provided by the Client and its lawfulness ;
- The absence of commercial results (traffic, conversions, search engine rankings) ;
- Changes to search engine algorithms or third-party platforms ;
- Malfunctions of third-party services (Google, hosting providers) ;
- Security breaches resulting from the Client's negligence ;
- Data loss attributable to the Client.
10.4. Liability claims shall be time-barred one year after the event giving rise to the claim.
Article 11 : Data Protection (GDPR)
11.1. The Service Provider, acting as a data processor, undertakes to process personal data solely on the instructions of the Client (data controller) and in accordance with the GDPR.
11.2. Security measures : SSL/TLS encryption, secure backups, access control, regular updates.
11.3. In the event of a data breach, notification to the Client within 24h.
11.4. Termination of the contract : deletion or return of data (unless there is a legal obligation to retain it).
Article 12 : Delivery Timeframes
12.1. The timeframes provided are indicative (WEB Starter : 2 weeks, WEB Boost : 2 months, SEO/SEA depending on the package). They commence upon receipt of the necessary materials and payment.
12.2. Delays caused by the Client, substantial changes or force majeure shall extend the timeframes without giving rise to a right of termination or compensation.
12.3. Force majeure : natural disasters, fire, war, general strike, epidemic, major cyberattack, widespread infrastructure failure. Notice to be given within 7 days. Suspension of obligations. Termination possible if duration exceeds 60 days, without compensation.
12.4. SEO timeframes : for the SEO Starter, SEO Pulse and SEO Boost plans, delivery timeframes are expressed in volume of hours worked and not in a fixed calendar duration. The start is conditional upon receipt of the deposit (Article 2.5) and of the necessary access (Google Search Console, Analytics, CMS access).
12.5. Design timeframes : for graphic creation services, a delivery schedule is communicated at the start, conditional upon receipt of the deposit and the Client's complete brief. Any request for a substantial modification not provided for in the initial quote may lead to an adjustment of the timeframe and the rate, subject to the written agreement of the parties.
Article 13 : Confidentiality
13.1. Each party undertakes to keep all technical, commercial and strategic information confidential for the duration of the contract and for a minimum of 3 years after its end.
13.2. Non-solicitation : it is prohibited to solicit the other party's staff during the contract and for 12 months thereafter.
Article 14 : Disputes
14.1. In the event of a dispute, an amicable solution will be sought as a priority. Complaint in writing within 30 days. A 60-day period for mediation.
14.2. Applicable law : Belgian law.
14.3. Jurisdiction : the French-speaking Business Court of Brussels.
Article 15 : Performance of Services
15.1. NTO Digital freely organises the performance of the services ordered and remains the Client's sole point of contact. NTO Digital assumes full responsibility for the coordination and quality of the deliverables provided to the Client.
15.2. The internal organisational arrangements of NTO Digital for the performance of the services are confidential in nature and are not disclosed to the Client, unless otherwise required by law.
15.3. Any person involved in the performance of the services is subject to the same confidentiality obligations as those set out in Article 13. Access to the Client's data is limited to what is strictly necessary to carry out the assignment.
Last updated on 18 April 2026