1. Scope

​

1.1. These Terms & Conditions apply to all quotations, proposals, assignments, services, deliveries and agreements provided or entered into by S&T Group, hereinafter referred to as “S&T Group”.

 

1.2. S&T Group’s services include, among others, strategic marketing, marketing consultancy, communication, content marketing, video and content production, graphic design, social media, business development, sales prospecting, consultancy, project management and venue rental.

 

1.3. These Terms & Conditions form an integral part of every contractual relationship between S&T Group and the client.

 

1.4. In the event of any conflict between these Terms & Conditions and specific provisions included in a quotation or agreement, the specific written agreement between the parties shall prevail.

 

1.5. By accepting a quotation, signing an agreement, making a payment or instructing S&T Group to commence work, the client confirms that they have read and accepted these Terms & Conditions.

 

2. Quotations and formation of the agreement

 

2.1. Quotations issued by S&T Group are valid for the period stated in the quotation. If no validity period is specified, the quotation remains valid for 30 calendar days.

 

2.2. An agreement is formed once the client accepts the quotation in writing or electronically, signs it, makes a payment or otherwise clearly confirms that S&T Group may commence the assignment.

 

2.3. Quotations are prepared based on the information available and provided by the client at the time of preparation.

 

2.4. Any subsequent change to the scope, content or requirements of the assignment may result in an adjustment of the price, schedule and delivery timeline.

 

3. Projects and scope of services

 

3.1. For fixed-price projects, the agreed fee is based on the scope, deliverables, timeline and services described in the quotation.

 

3.2. Any service that is not expressly included in the quotation will be considered additional work.

 

3.3. Additional work may include, without limitation:

• additional deliverables;

• additional concepts or designs;

• additional videos or content;

• additional meetings;

• additional research;

• additional prospecting activities;

• additional versions;

• changes to an already approved creative direction;

• substantial changes to the original brief;

• additional work resulting from changes requested by the client.

 

3.4. Additional work will be charged at the rate stated in the quotation or, where no specific rate has been agreed, at S&T Group’s applicable hourly rate.

 

3.5. Unless otherwise agreed, the standard rate for additional work is €75 per hour excluding VAT.

 

4. Revisions and amendments

 

4.1. For fixed-price projects, one consolidated round of revisions is included, unless otherwise stated in the quotation.

 

4.2. The client is expected to provide feedback in a consolidated and complete manner wherever reasonably possible.

 

4.3. Any second or subsequent round of revisions will be treated as additional work and charged at €75 per hour excluding VAT, unless otherwise agreed.

 

4.4. A substantial change to the original brief, strategy, creative direction, content or project scope may be treated as additional work, even where the request is made during the first revision round.

 

4.5. Corrections required due to an error attributable to S&T Group will be made without additional charge.

 

5. Deposits and project commencement

 

5.1. S&T Group may require a deposit before commencing an assignment.

 

5.2. The deposit amount will be stated in the quotation and determined based on the nature, scope, duration and anticipated start-up costs of the assignment.

 

5.3. S&T Group is not required to commence work until the agreed deposit has been received.

 

5.4. For certain assignments, S&T Group may require full payment in advance.

 

5.5. Deposits will be credited against the amounts due in accordance with the quotation or agreement.

 

6. Planning and client cooperation

 

6.1. Delivery timelines depend, among other things, on the timely provision of information, materials, feedback, approvals and other input required from the client.

 

6.2. Any delay caused by the client will result in a corresponding adjustment of the project schedule.

 

6.3. Where a client delay requires S&T Group to reschedule previously allocated resources or working time, additional costs may be charged.

 

6.4. S&T Group shall not be liable for delays resulting from late information, approvals, decisions or materials provided by the client.

 

7. Approval of materials

 

7.1. The client is responsible for reviewing and approving texts, visuals, videos, designs, figures, pricing, names, contact details and other information submitted for approval.

 

7.2. Once materials have been expressly approved by the client, S&T Group shall not be liable for errors that were visible at the time of approval and could reasonably have been identified by the client.

 

7.3. Any changes requested after approval may be treated as additional work.

 

8. Marketing and business-development results

 

8.1. S&T Group provides its services on a professional best-efforts basis.

 

8.2. Unless expressly agreed otherwise in writing, S&T Group does not guarantee any specific commercial or marketing result.

 

8.3. This includes, without limitation, the number of leads, meetings, sales, revenue, conversions, reach, engagement, followers or other commercial or marketing KPIs.

 

8.4. Results may depend on factors outside S&T Group’s reasonable control, including market conditions, competition, pricing, product or service quality, availability, the client’s commercial follow-up and decisions made by prospects.

 

9. Invoicing and payment

 

9.1. Invoices are payable within the payment period stated on the invoice or agreed in the contract.

 

9.2. Unless otherwise agreed, the payment period starts on the invoice date.

 

9.3. Any dispute concerning an invoice must be submitted in writing and with reasons within eight calendar days of receipt.

 

9.4. A dispute does not suspend the client’s obligation to pay any undisputed amount by its due date.

 

9.5. All amounts are exclusive of VAT unless expressly stated otherwise.

 

10. Late payment

 

10.1. If an invoice is not paid by its due date, the applicable statutory late-payment interest and fixed compensation shall become due automatically and without prior notice, to the extent permitted by applicable law.

 

10.2. Where one or more invoices remain overdue and unpaid, S&T Group may suspend all or part of its ongoing services until payment has been received.

 

10.3. Such suspension may result in a revised project schedule and shall not give the client any right to compensation from S&T Group.

 

10.4. Reasonable costs incurred in connection with the collection of overdue amounts may be claimed to the extent permitted by law.

 

11. Intellectual property

 

11.1. Unless otherwise agreed in writing, all copyrights, intellectual property rights, concepts, strategies, methodologies, formats, templates, processes and know-how developed or used by S&T Group remain the property of S&T Group or its respective rights holders.

 

11.2. Any licence or transfer of rights relating to deliverables specifically created for the client will be determined in the quotation or agreement.

 

11.3. Unless otherwise agreed, no transfer of intellectual property rights shall take place until all amounts due have been paid in full.

 

11.4. S&T Group’s general methodologies, working processes, tools, templates, frameworks and know-how are not transferred to the client.

 

12. Portfolio and promotional use

 

12.1. Unless otherwise agreed in writing, S&T Group may present completed projects as professional references on its website, social media channels, portfolio, presentations and other commercial communications.

 

12.2. If the client requires certain information or materials to remain confidential, this must be communicated to S&T Group in writing in advance.

 

13. External suppliers and partners

 

13.1. S&T Group may engage external professionals, freelancers, suppliers or specialised partners where appropriate for the execution of an assignment.

 

13.2. External costs reasonably required for the execution of an assignment may be charged separately to the client.

 

13.3. Where external costs can no longer be cancelled due to a change or cancellation requested by the client, those costs may be passed on to the client.

 

14. Liability

 

14.1. S&T Group shall perform its services with the level of care reasonably expected from a professional service provider.

 

14.2. S&T Group shall only be liable for direct damage resulting from an actual contractual failure attributable to S&T Group.

 

14.3. To the extent permitted by law, S&T Group shall not be liable for indirect or consequential losses, loss of profit, loss of revenue, missed business opportunities or damage caused by third parties.

 

14.4. To the extent permitted by applicable law, S&T Group’s liability shall be limited to the amount actually paid for the assignment concerned.

 

15. Confidentiality

 

15.1. Each party agrees to keep confidential any confidential information received in connection with the collaboration and not to disclose such information to third parties without authorisation.

 

15.2. This obligation shall continue after the termination of the collaboration for as long as the relevant information remains confidential.

 

16. Personal data

 

16.1. S&T Group processes personal data in accordance with applicable data protection legislation.

 

16.2. Where S&T Group processes personal data on behalf of the client, additional contractual arrangements or a separate data processing agreement may be required.

 

17. Termination of the collaboration

 

17.1. Where a collaboration is entered into for a fixed or indefinite period, the termination provisions set out in the relevant quotation or agreement shall apply.

 

17.2. Upon termination, all work already performed, costs incurred, external services ordered and resources already reserved remain payable to the extent that they can no longer be cancelled without cost.

 

17.3. Termination of the collaboration does not release the client from payment obligations that have already arisen.

 

18. Venue rental

 

18.1. Booking

A venue booking is only confirmed once S&T Group has provided written confirmation and the agreed payment has been received, unless otherwise agreed in writing.

 

18.2. Payment

The full rental fee must be paid before the start of the reserved period, unless otherwise agreed.

S&T Group may refuse access to the venue if payment has not been received within the agreed timeframe.

 

18.3. Cancellation by the client

Each booking is made for a specific date and time period. Once the booking has been confirmed by S&T Group, the relevant time slot is reserved for the client and is no longer available for other bookings.

If the client cancels the booking, they are not entitled to a refund of the rental fee, deposit or any other amount already paid in connection with the booking.

This also applies where the client ultimately decides not to use the reserved venue.

Cancellation does not release the client from any outstanding amounts due in connection with the booking.

S&T Group may, at its sole discretion and without being obliged to do so, exceptionally offer a full or partial refund, a credit or the possibility to reschedule the booking. Any such decision is made solely as a goodwill gesture and does not create an entitlement or precedent for future bookings.

Cancellation therefore does not automatically give the client a right to a refund.

 

18.4. No-show

If the client does not attend on the booked date and during the reserved period, this will be considered a no-show.

The full agreed rental fee remains payable and no refund will be due.

 

19. Use of the venue

 

19.1. The venue must be used in accordance with the purpose for which it was booked.

 

19.2. The client may not make structural alterations to the venue without prior approval from S&T Group.

​

19.3. Fixtures, equipment, furniture and other property at the venue may not be moved, altered or used improperly.

 

19.4. The client is responsible for its employees, visitors, guests, suppliers, contractors and any other persons granted access to the venue by the client.

 

20. Damage and incidents

 

20.1. Any damage, breakage, leak, malfunction, technical issue or other problem discovered during the rental period must be reported to S&T Group as soon as reasonably possible and immediately after it is discovered.

 

20.2. The client is responsible for damage caused during its use of the venue by the client or persons for whom the client is responsible.

 

20.3. If damage or a problem is not reported and this results in additional damage, the client may be held responsible for the consequences directly resulting from the failure to report it.

 

20.4. This may include repair costs, additional cleaning costs, loss of use of the venue or losses resulting from the inability to honour a subsequent booking, insofar as such loss can reasonably be attributed to the client.

 

21. Condition of the venue after use

 

21.1. The venue must be returned in the condition in which it was provided.

 

21.2. Waste must be removed and equipment must be returned to its original location.

 

21.3. Additional cleaning, repair or reinstatement costs resulting from the client’s use of the venue may be charged to the client.

 

22. Prohibited use

 

The venue may not be used for:

• activities that violate applicable law;

• activities likely to cause damage;

• activities presenting a risk to persons or property;

• activities causing unreasonable nuisance or disturbance;

• transferring or subletting the venue to third parties without prior approval.

S&T Group may immediately terminate access or use of the venue where the safety of persons or the integrity of the property is at risk.

 

23. Force majeure

 

23.1. S&T Group shall not be liable for delays or inability to perform its obligations resulting from circumstances beyond its reasonable control.

 

23.2. Such circumstances may include fire, flooding, exceptional weather conditions, technical failures, power outages, illness, strikes, government measures, supplier failures or other unforeseen circumstances that reasonably prevent performance.

 

23.3. Where possible, the parties will seek a reasonable solution in such circumstances.

 

24. Amendments to these Terms & Conditions

 

S&T Group reserves the right to amend these Terms & Conditions.

For agreements already concluded, the version applicable at the time the agreement was entered into shall remain applicable, unless otherwise required by law.

 

25. Governing law and jurisdiction

 

All contractual relationships between S&T Group and its clients shall be governed by Belgian law.

Subject to mandatory applicable law, any dispute shall be submitted to the competent courts of the judicial district in which S&T Group’s registered office is located.