Terms
of Sale

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.

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 30% 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.

3.1. Any cancellation of a signed quotation must be made in writing (by email or registered letter). The 
Client shall be liable for an administration fee of 25% of the quotation amount, subject to a minimum of €150 
excluding 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.

4.1. Commitment: All ‘WEB’ subscription packages include a 
minimum commitment period of 12 months.
4.2. Early termination: During the commitment period, early termination is not 
permitted without just cause. In the event of early termination, the Customer remains liable for the full amount of monthly payments until the end of the term.
4.3. Effects of termination: At the end of the subscription, unless the site is purchased (see Article 5), the site will be taken offline, and the Customer loses all access and rights of use. The data may be deleted after one year. The Service Provider retains intellectual property rights

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.
5.4. Following the purchase, the Client becomes fully responsible for the maintenance, hosting and 
management of the website. The subscription ends automatically.
5.5. 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.

6.1. Invoices are payable within 30 days by bank transfer, credit card or SEPA direct debit. 
Prices are quoted in euros excluding 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 (removal of the website, cessation of 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 Client has the right to terminate the contract within 30 days without penalty.

7.1. The Client shall provide all necessary materials (content, access details, logos, 
approvals) 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.

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 72 hours 
(Starter) or 12 hours (Pulse/Boost).

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.

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.

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 24 hours.
11.4. Termination of the contract: deletion or return of data (unless there is a legal obligation to retain it).

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.

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 three years after its termination.
13.2. Non-solicitation: it is prohibited to solicit the other party’s staff during the term of the contract and for 12 months thereafter.

14.1. In case of dispute, priority is given to seeking an amicable solution. Written claim within 30 days. 60-day period for mediation.
14.2. Applicable law: Belgian law.
14.3. Jurisdiction: French-speaking Business Court of Brussels.