FASTBACK – GENERAL CONDITIONS
1. Each time these general conditions mention « written » it refers to a document, signed by both acting parties, delivered by registered letter, by fax, by email or any other way the two parties have agreed upon.
2. By placing his order, the client confirms full and unreserved acceptance of the here mentioned conditions, without the possibility of prioritizing his own general conditions or payment terms even if they are mentioned in his order confirmation or any other document.
3. FASTBACK always needs to be read as FASTBACK Ltd, with registered office situated rue Emerée 6 Mag1 – 5150 Floriffoux and registered company number 0524.702.296.
Products and services
4. The products and services allow the dealerships and auto shops to gather, modify and delete information and send emails to prospects as well as to their own clients.
5. FASTBACK can offer the same kind of solutions for more specific vehicles (such as tractor-trailers, utility vehicles, busses, construction vehicles, etc.) and consequently reserves the right to adopt its conditions of use and price rate.
6. Any service not explicitly mentioned in the contract is subject to additional billing. No work will be carried out without prior written consent by the client.
7. The FASTBACK applications are compatible with the following browsers : Internet Explorer 9+, FireFox 3+, Safari 3+ and Chrome 9+. However, FASTBACK recommends version 9+ when using Internet Explorer.
8. In return for the client’s compliance to all of his obligations mentioned in this contract, FASTBACK commits to ensuring (themselves or any third party even outsourced) the set-up of the tool and the training of the user’s responsible staff member as well as the maintenance and proper storage of all products and services mentioned in this contract. FASTBACK guarantees the installation of the platform in the shortest possible term. However, FASTBACK reserves the right to take the necessary time to put the different products and services into service in particular the creation of the internet site, model newsletter etc.
9. The start-up includes a half-day complimentary training. Any additional time needed is subject to billing per minimum half-day period. On the other hand, all support by email or telephone is fully complimentary throughout the duration of the subscription.
10. FASTBACK commits to installing all solutions mentioned in this contract on its platform. The platform server is accessible through internet connection. Taking into account the particularities of the internet network, FASTBACK does not guarantee uninterrupted access to the application by internet users, neither the connection speed. FASTBACK cannot be held accountable in case of force majeure, more specifically any telecommunications interruption, regardless of what equipment or network is the causing effect, as these cannot be controlled by FASTBACK.
11. At the client’s demand, FASTBACK will take charge on his behalf of all formalities necessary to register the domain name of his choice. For this purpose, the client needs to supply FASTBACK, at its request, with all necessary documents and information. In any event, FASTBACK does not give guarantees the client will be granted the domain name of his choice as this decision lies with the accredited organizations. The client is responsible for the choice of domain name and will make sure that it does not affect the rights of third parties.
12. FASTBACK offers its clients an internet gateway that is designed to publish their second-hand vehicles on different third party sites (autoscoot24, autovlan and moniteurAutomobile). The client needs to be signed up with one or several of these third party sites before being able to use the gateway. At no point FASTBACK intervenes in the subscription to publication on one of those sites and can in no way be held responsible for litigation between the client and these third party sites. FASTBACK solely offers this gateway service. Publication delay can occur and is beyond FASTBACK’s competencies.
Payment.
13. Unless otherwise specified, bills are to be paid in cash from the date of issue and before any implementation of the different services and products. A 30% deposit is required prior to the installation and implementation of any service
14. In case a bill remains unpaid at its due date the client will, without formal notice, be liable for a late payment interest of 10 % per annum as well as, for non payment with a delay of 15 days past the due date, a penalty clause equal to 10% of the invoice amount.
15. In case of late payment, FASTBACK shall have the right, after written notice to the client, to suspend execution of the contract until the payment is received.
16. If, within two months, the client has failed to pay the amount owed FASTBACK shall be entitled, by written notification to the client, to terminate the contract and to seek compensation for losses incurred.
17. If the rate of the annual contract exceeds 6.000 EUR, the client will be allowed quarterly instalments as determined when signing the order. The first payment is to be carried out before implementation of the different services.
18. Any objection to the bill needs to be addressed in written form within 8 days after reception.
19 FastbackVIN – Accuracy of or omission in the submitted data
FASTBACK is vigilant over the accuracy of the data the users dispose of via FastbackVIN. However, this data mainly consists of data forwarded by third parties (constructors, manufacturers, producers and importers) of which Fastback lacks the means to check out the reliability. Therefore, Fastback cannot be held accountable for any inaccuracy and/or omission regarding this data nor for any errors resulting from FastbackVIN’s functionalities. Submitted data needs to be checked at all times.
Duration of the contract
20. The contract is effective from the day of signing by the client for a period of 12 months. At expiration of the contract, the latter shall automatically be renewed for a period of 12 months unless one of the contracting parties gives cancellation notice by registered letter to the other party at least 2 months before the expiration date.
Intellectual property
21. Nevertheless, FASTBACK reserves the right to refuse renewal of the contract at the expiration date without the two-month notice in case a client used the services improperly, for example by not following the procedure of offer acceptation and confirmation according to the FASTBACK TRADE platform and by not responding to offers submitted by the platform’s users.
22. Moreover, the client needs to know that confirmation of the offers received by the users of the FASTBACK TRADE platform implies the conclusion of a sales contract with these users and obliges the client to deliver the vehicle that was sold to the user/buyer.
Therefore, FASTBACK reserves the right to immediately terminate the present contract, without notice nor compensation, should the client have sold a vehicle to a third party or should he refuse to sell the vehicle after having accepted and confirmed the offer by a FASTBACK TRADE platform user and this without prejudice for FASTBACK or the user to seek compensation for losses incurred by the non-fulfilment of the sale.
23. The client guarantees ownership of all necessary rights and/or authorizations and guarantees protection for FASTBACK against protest by any third party that would claim to have intellectual or industrial rights to any element, in particular any text, image, logo, graphic design, photo, audio or video fragment, file, program or database the client instructed FASTBACK to incorporate in the site or to use it for its conception. This applies to all use by FASTBACK of these elements as provided in the contract.
24. FASTBACK retains ownership of the knowledge developed or put to use during the execution of the contract and has the liberty to use it to any other means, notably for the realisation of other websites. For this purpose, FASTBACK could, among others use at will all program elements and codes that were developed specifically for the client.
Force majeure.
25. Both parties have the right to suspend execution of their contractual obligations to the extent that this execution was hindered or rendered unreasonably expensive due to the following circumstances : labour conflict or any other circumstance that lays beyond the control of both parties such as : fire, war, general mobilization, insurrection, requisition, seizure, embargo, power restrictions, etc.
Litigation and applicable law.
26 Unless otherwise specifically and in written agreed upon by the contracting parties, the litigation relative to the validity, the interpretation or the execution of the present agreement that cannot be resolved amicably will be submitted to the Commercial Court of Liege – Namur Division (Belgium). The conflicts resulting from the contract or in relation to it will be subject to Belgian Law.