GENERAL TERMS AND CONDITIONS STOREFRONT LLC

These general terms and conditions apply to all quotations and agreements, the orders, contracts, deliveries, products and services resulting therefrom, of whatever nature, between STOREFRONT LLC and the customer.
By placing an order, the customer agrees to these terms and conditions, which always take precedence over any general terms and conditions of the customer himself.
Deviations and additions are only binding if agreed in writing between the various parties.
STOREFRONT LLC is entitled to engage third parties in the execution of its agreements, or parts thereof.

QUOTES AND PRICES

All quotations are without obligation and remain valid for 30 days, unless stated otherwise.
All prices are exclusive of VAT.
All prices on the website, quotations and other documents of STOREFRONT LLC are subject to typing errors. No liability is accepted for the consequences of typing errors.
Quotations must be considered in their entirety. STOREFRONT LLC cannot be obliged to execute part of the quotation against a corresponding part of the stated price, unless STOREFRONT LLC expressly agrees.
All administration screens and pages that do not appear in the design will be standard pages, in accordance with the platform used (CMS or other platform). STOREFRONT LLC assumes that non-described behavior or workflows follow the standard functionality of the platform used. This unless otherwise described in the quotation and/or agreement.
STOREFRONT LLC will always send its invoices to the customer by e-mail. The customer accepts this way of communication.
STOREFRONT LLC reserves the right at all times and in spite of any other price agreements to index its prices due to inflation.

WRITTEN CONFIRMATION

Quotations must be confirmed in writing by the customer by way of approval.
The customer acknowledges mutual e-mail or fax traffic as legal, valid means of proof in application of article 2281 of the Civil Code.
Any cancellation of a concluded agreement gives rise to compensation for all costs already incurred, increased by a fixed compensation of 30% of the contract price. STOREFRONT LLC reserves the right to claim a higher compensation if there is reason to do so.

SUPPLY OF DATA

The customer shall ensure that all data, which STOREFRONT LLC indicates are necessary for the execution of the assignment, are provided in a timely manner.
If this information is not provided in time, it is possible that the execution of the assignment will be postponed or suspended.
The material supplied by the customer to STOREFRONT LLC consists of directly usable text, images, sound and/or video images in a common file format, unless otherwise agreed in writing between STOREFRONT LLC and the customer.
Information provided by the customer is deemed to comply with applicable copyright and other intellectual property laws.
If the customer does not provide information or provides it too late, his project can automatically be temporarily put on hold. The project will be rescheduled as soon as the relevant information has been provided. Temporarily putting it on hold can affect the delivery time and may result in additional costs.

DELIVERY TIME

The delivery time starts on the date on which the order is received by STOREFRONT LLC.
Projects are included in the planning as soon as the project advance has been received on the account of STOREFRONT LLC.
The term stated by STOREFRONT LLC for the execution of the assignment is indicative, unless otherwise agreed in writing.
The project is delivered by STOREFRONT to the client by sending an e-mail message with a link that provides access to the website, which has been developed technically and graphically.
Delay in the execution does not under any circumstances give rise to compensation to the customer, unless otherwise agreed in writing.
If the agreement is executed in phases, STOREFRONT can suspend the execution of a phase until the client has approved the previous phase in writing.
Projects are only finally delivered if all outstanding invoices have been paid by the customer.
If a project is inactive for 60 days or more due to the customer, STOREFRONT LLC always reserves the right to invoice the remaining project budget as if the project had been completed in full.

CHANGE ORDER

All changes in the order, either on behalf of the customer or as a result of the fact that a different execution is necessary due to whatever circumstances, are considered additional work if the costs are increased and insofar as this results in a reduction of the costs arise as less work. These are invoiced to the customer accordingly.
If, due to circumstances unknown at the time of the quotation or the order confirmation, STOREFRONT LLC has to perform more work than agreed, or has to perform work under circumstances more difficult than it was aware of when the agreement was entered into, STOREFRONT LLC is entitled to charge additional costs to the customer.

RIGHTS OF INTELLECTUAL PROPERTY

All intellectual property rights to all software developed or made available under the agreement, such as analyses, designs, documentation, reports, quotations, as well as preparatory material thereof, remain the property of STOREFRONT LLC at all times.

SOFTWARE DEVELOPMENT

The parties will specify in writing which software will be developed and how this will be done. STOREFRONT LLC will carry out the development with care on the basis of the data provided by the customer. The customer guarantees the correctness, completeness and consistency of this data.
The customer acquires the right to use the software in his company or organization. The ownership of ideas, concepts or designs provided by STOREFRONT LLC remains with STOREFRONT LLC, unless expressly agreed otherwise in writing.
STOREFRONT LLC has the right to use open source components.
STOREFRONT LLC is not responsible for malfunctions, bugs and updates in open source systems and external supporting systems (eg browsers, operating systems,...) or the consequences thereof on the software after delivery.
STOREFRONT LLC can, at its own discretion, propose to the customer to use existing (paid or non-paying) modules.
The operation of these modules is considered standard functionality. Changes to the operation of these modules are not foreseen in the proposal unless explicitly stated.
STOREFRONT LLC cannot be held liable for the correct functioning of these modules.
License costs for these modules will be passed on to the customer. STOREFRONT LLC will always use a group license if this is available. Where appropriate, the customer must still purchase a license when the collaboration with STOREFRONT LLC is terminated.

USE RIGHTS

STOREFRONT LLC grants the customer the non-exclusive right to use the software, analyses, graphics and all other materials supplied.
The right of use is not transferable. The customer is not permitted to sell, rent, copy, dispose of or grant limited rights to the software, analyses, graphic work and other materials and/or carriers on which they are recorded, or in any way or for any purpose. also to be made available to a third party, not even if the third party in question uses this exclusively for the benefit of the customer, unless otherwise agreed in writing.
STOREFRONT LLC has the right to mention completed projects in its portfolio, on its website and other commercial documents.

DOMAIN NAMES AND WEB HOSTING

STOREFRONT LLC only acts as an intermediary for the customer when obtaining a domain name and/or IP addresses.
Application, assignment and possible use of a domain name and/or IP addresses depend on and are subject to the applicable rules and procedures of the relevant registration authorities, including DNS. The relevant authority decides on the allocation of a domain name and/or IP addresses. STOREFRONT LLC only fulfills a mediating role in the application and does not guarantee that an application will be granted.
Domain names are registered in the customer's name and the customer is fully responsible for the use of the domain and domain name. The customer indemnifies STOREFRONT LLC against any claim by third parties in connection with the use of the domain name, even if STOREFRONT LLC has not acted as an intermediary in acquiring the domain name.
All hosting contracts offered by STOREFRONT LLC have a basic term of one year. The term starts as soon as the space is made available on a web server of STOREFRONT LLC.
If the client chooses to have the web hosting of the project run via STOREFRONT LLC, the hosting is done on an optimized server and the client is bound by the general terms and conditions and the agreements with the hosting partner that STOREFRONT LLC calls on. The client acknowledges to be aware of these terms and conditions and agreements and to accept them.
If the client chooses to have the web hosting of the project provided by another hosting partner, he is bound by the conditions set by this hosting partner. In that case, STOREFRONT LLC is not responsible for the performance and safety. Any additional work by STOREFRONT LLC as a result of the choice of the relevant hosting provider will be charged to the customer.
The client is not permitted to distribute, display or sell copyright material, pornographic, racist, anti-Semitic, negationist or hateful messages or weapons on websites hosted by or through STOREFRONT LLC.
STOREFRONT LLC is not responsible for the security of or access to the website.
Hosting is billed periodically in advance for the coming period.
The conclusion of an SLA (Service Level Agreement) is mandatory if hosting via STOREFRONT LLC is chosen.
Unless otherwise agreed, the customer is responsible for the transfer of a website in the event of termination of a hosting agreement. If the assistance of STOREFRONT LLC is requested for this, these performances will be charged on a cost-effective basis.

SUPPORT

The customer agrees to the support operation of STOREFRONT LLC: Support questions or issues that are estimated to take less than 4 hours are immediately executed. These services are always invoiced at the end of the month.
Work and hours estimates are always non-binding and can only be considered indicative. These assignments are always carried out in coordination.

SERVICE LEVEL AGREEMENT (SLA)

SLAs are communicated in the quotation to the customer or at the request of the customer.
SLAs are activated and invoiced at the start of the project.
SLAs are invoiced periodically in advance for the coming period.

SUBSCRIPTIONS

Subscriptions typically include operational and advisory consultancy. It is always a best efforts obligation and expressly not an obligation of result. Advice is always made to the best of our ability and on the basis of the available information, but is in no way binding. The customer bears full responsibility for the implementation of such advice and indemnifies STOREFRONT LLC from any responsibility or liability for the direct or indirect consequences of the relevant advice.
Subscriptions are activated and invoiced at the start of the project.
Subscriptions are invoiced periodically in advance for the coming period.

RETENTION OF TITLE

As long as the customer has not made full payment for the entire agreed amount, all goods/services delivered remain the property of STOREFRONT LLC. In the event that the customer fails to fulfill any obligations under the agreement towards STOREFRONT LLC, STOREFRONT LLC is entitled to take back the delivered goods or make them unavailable without any notice of default, in which case the agreement is dissolved without judicial intervention, without prejudice to the right of STOREFRONT LLC to compensation for damage, lost profit and interest.

TERMS OF PAYMENT

An advance of 30% is invoiced at the time of signing the agreement. The remaining balance to be invoiced (70% of the original budget, plus any additional costs) will be settled per month according to the performance delivered on the project in the relevant month.
All invoices must be paid no later than 30 days after the invoice date. In the event of late payment, on top of the amount owed, late payment interest equal to the statutory interest rate plus 3% will be charged. In addition, a fixed fee of 10% on the outstanding amount with a minimum of €75.00 is due. These default interests and compensation are due by operation of law from the due date of the invoices and without prior notice of default.
All delivery costs and travel costs are for the account of the customer at €1,- per kilometer, calculated from the head office of STOREFRONT LLC
In order to be admissible, any protest of an invoice must be communicated in writing to STOREFRONT LLC within 8 working days of the invoice date.
Non-payment of the invoice on the due date can be regarded by STOREFRONT LLC as a termination of the agreement by the client.
Protest, of whatever nature, by the client does not suspend the client's obligations (including payment obligations).
From the moment the client exceeds the payment term and/or fails to comply with other provisions of the agreement and/or general terms and conditions, STOREFRONT LLC has the right to take the website or parts of it offline.

LIABILITY

The client indemnifies STOREFRONT LLC in principal, interests and costs against any claims from third parties who have suffered or have suffered damage in connection with the execution of the agreement.
Insofar as STOREFRONT LLC is dependent in its activities on the cooperation, services and/or deliveries of third parties, STOREFRONT LLC can in no way be held liable for any damage resulting from these relationships.
In the event of an attributable shortcoming in the fulfillment of the agreement, STOREFRONT LLC can only be liable for compensation that is limited to the invoice amount agreed between STOREFRONT LLC and the client.
The liability of STOREFRONT LLC due to attributable shortcoming in the fulfillment of an agreement only arises if the customer gives STOREFRONT LLC immediate and proper written notice of default within 48 hours after the damage has occurred, stating a reasonable term to remedy the shortcoming, and STOREFRONT LLC continues to fail imputably in the fulfillment of its obligations even after that period. The notice of default must contain as detailed a description as possible of the shortcoming, so that STOREFRONT LLC is able to respond adequately.
Any liability of STOREFRONT LLC for any other form of damage is excluded, including compensation for indirect damage, consequential damage or damage due to lost turnover or profit.
Any liability of STOREFRONT LLC for any other form of damage is excluded, including compensation for indirect damage, consequential damage or damage due to lost turnover or profit.
STOREFRONT LLC shall not be responsible or liable for any loss or damage, whether direct, indirect or consequential, including loss of profits, arising from any claim or event.
With a view to providing the service, STOREFRONT LLC may deem it expedient to transfer information about the client to third parties outside Europe, who do not have data protection laws comparable to those in Europe. The client accepts this risk entirely at its own expense.
The client must take into account that information sent via the internet can be intercepted by third parties.
STOREFRONT LLC cannot be held liable for damage in any form whatsoever caused by sending confidential or secret information.
STOREFRONT LLC is not responsible or liable for the content of the material supplied by the client and which is placed on the website of the client.
The content of the data dissemination and publication remains the client's own responsibility in all cases. STOREFRONT LLC is not deemed to limit or monitor these, nor can STOREFRONT LLC be held liable for the content or the spelling (including language errors) of the publication. All copyrights, fees, expenses or fines are for the account of the client.
Since the client owns/becomes the owner of the website, he can also perform unsafe actions. STOREFRONT LLC cannot guarantee security in any way if the client (or a third party on behalf of the client) makes configurations himself outside of creating content for the website. STOREFRONT LLC bears no liability in these cases.
STOREFRONT LLC makes every effort to guarantee the security of its systems. However, no data storage or transfer can be guaranteed 100% secure. The client accepts this risk entirely at its own expense.
The client accepts that, in view of the large number of possible operating systems and browser combinations, STOREFRONT LLC cannot guarantee that the website will function on every system.

FORCE MAJEURE

In the event of force majeure, which in any case includes internal disturbances, mobilization, war, transport disruption, strike, lockout, business disruption, supply disruption, fire, flooding, import and export barriers and in the event that STOREFRONT LLC is its own suppliers, for whatever reason, is not enabled to deliver as a result of which fulfillment of the agreement cannot reasonably be expected from STOREFRONT LLC, the execution of the agreement will be suspended or the agreement will be terminated, all without any obligation to compensation.
Any performances already delivered by STOREFRONT LLC up to the moment of force majeure will still be invoiced.

DURATION AND TERMINATION

The agreement for hosting services, subscriptions, SLAs and user licenses is entered into for a minimum term of twelve months. Unless otherwise agreed in writing, in the absence of written cancellation, the agreement will always be tacitly extended for a period of twelve months.
All agreements for (web) applications or other services are entered into for the duration of the project, unless otherwise agreed.
The agreement for hosting services and user licenses can only be canceled in writing, subject to a notice period of 1 month.
If the customer does not comply with any obligation under the agreement or on the basis of these terms and conditions, STOREFRONT LLC has the right to dissolve all agreements concluded with the customer concerned without a notice of default or judicial intervention being required and without prejudice to the right of STOREFRONT LLC compensation for damage, lost profit and interest.

CONFIDENTIALITY

The parties undertake to maintain confidentiality with regard to all confidential information that they receive about the company from the other party. The parties also impose this obligation on their employees as well as on third parties engaged by them for the implementation of the agreement between the parties.
Information is in any case considered confidential if it is designated as such by one of the parties.
STOREFRONT LLC is entitled to include the services provided in its own website as soon as the project is available to the outside world. STOREFRONT LLC can use the delivered project in its own commercial communication.

STAFF

The customer will provide employees of STOREFRONT LLC who perform work at the customer's offices for the delivery of products and/or services, with all necessary support in function of this.

NON-RECORDING

The client is not allowed to establish relationships, directly or indirectly, with employees or independent employees of STOREFRONT until 3 years after the date of this agreement. Violation of this will be punished with a fixed penalty of € 75,000 per claim. If STOREFRONT thinks that the damage is higher, it will reserve the right to demand it.

COMPLAINTS

Complaints regarding deliveries or the execution of the agreement in general must reach STOREFRONT LLC in writing within 8 working days after execution/delivery. After this period, the order is deemed to have been definitively delivered and accepted by the customer.
In case of timely and well-founded objections, STOREFRONT LLC will make every effort to make a free repair within a reasonable period of time. This does not in any way create any right to compensation for the customer.
The customer's own interventions remove any ground for complaint.
A complaint does not suspend the customer's obligations.

WARRANTY

The guarantee is that STOREFRONT LLC, at its discretion, will make every effort to try to repair or provide for reported defects.
SaaS (Software as a service): STOREFRONT LLC grants no warranty, either express or implicit, regarding - including, but not limited to - the quality or the suitability and/or appropriateness for a particular application. STOREFRONT LLC also does not guarantee that the application of the license software will be error-free or error-free.
Modules (paying or not): STOREFRONT LLC grants no warranty, either express or implied, regarding - inter alia, but not limited to - the quality or the suitability and/or appropriateness for a particular application. STOREFRONT LLC also does not guarantee that the application of the software will be error-free or error-free.
Customized web projects: After the delivery of the project, the customer can enjoy 30 calendar days during which the bugs are solved for free. Delivery is understood to mean the moment at which the project (in whole or in part) can be seen for the first time on the domain name for the outside world, or was taken into use if it concerns a non-public project. Any warranty lapses if the customer has had repairs or other work carried out by third parties, unless STOREFRONT LLC has given its prior written consent.
Consultancy assignments: Executive and advisory consultancy assignments are carried out in the form of a best efforts obligation and expressly not as a result obligation. Advice is always made to the best of our ability and on the basis of the available information, but is in no way binding. The customer bears full responsibility for the implementation of such advice and indemnifies STOREFRONT LLC from any responsibility or liability for the direct or indirect consequences of the relevant advice.
During the warranty period, bugs will be fixed at no additional cost. Bugs cause technical conflicts and have a negative effect on the functioning of the website. There is no bug when:
a new functionality is requested;
adjustments to the design are required/requested;
it concerns a visual adjustment that does not impede functioning;
it concerns errors caused by incorrect administration of the website by the client;
it concerns incorrect use of the application by the client;
it is the incorrect information provided by the client that leads to defects.
If no defects/bugs are reported to STOREFRONT LLC within the stated term, any possibility of protest lapses. After this period of 20 days, defects and bugs will be resolved by STOREFRONT LLC if possible and on condition that STOREFRONT LLC wishes to accept this assignment, and will be charged in the direction.
If the customer makes adjustments to the software himself or through third parties, installs new software, removes or adjusts crucial settings on his own initiative, the warranty lapses immediately and additional costs may be charged for consultation, finding and repairing these adjustments.
If the software is hacked (eg due to failure to update the software in time, use of our own outdated servers, use of insecure passwords or access rights, and other poor management), all warranties will also lapse.

PROCESSING AGREEMENT

The processing agreement under the GDPR (appendix A) is inextricably linked to our general terms and conditions. It will only take precedence if a separate processing agreement has been concluded.

NUMBERS

The nullity or invalidity of a specific provision of the General Terms and Conditions does not result in the nullity of the entire agreement.
The invalid provision will be replaced by a valid provision with the same scope in mutual consultation between the parties and will be as close as possible in content to the content and intention of the original provision.

APPLICABLE LAW AND COMPETENT COURT

All obligations under this agreement are exclusively governed by Belgian law.
All disputes fall under the jurisdiction of the Court of Kortrijk.

APPENDIX A: DATA PROCESSING AGREEMENT ON GDPR

The customer (hereinafter: Controller),

and
Storefront LLC, with VAT number BE 0837.434.751 (hereinafter: Processor),
taking into account that

the Controller wishes to have certain forms of processing performed by the Processor, whereby the Controller designates the purpose and means,
the Processor is prepared to do so and is also prepared to comply with obligations regarding security and other aspects of the Personal Data Protection Act (hereinafter: Wbp), insofar as this is within its power,
Parties, also in view of the requirement from Article 14 paragraph 5 of the Personal Data Protection Act, wish to record their rights and obligations in writing,
where in this Processor Agreement reference is made to provisions from the Wbp, as of May 25, 2018, the corresponding provisions from the General Data Protection Regulation are meant.
have agreed as follows:

Article 1. Purposes of processing

1.1. Processor undertakes to process personal data on behalf of Controller under the conditions of this Processor Agreement. Processing will only take place in the context of storing data of the Controller in the 'cloud', and associated online services, Website development/maintenance, plus those purposes that are reasonably related thereto or that are determined with further consent.
1.2. The personal data that are processed by the Processor in the context of the activities referred to in the previous paragraph and the categories of the data subjects from whom they originate are included in Appendix 1. The Processor will not process the personal data for any other purpose than as specified by Controller has been determined. The Controller will inform the Processor of the processing purposes insofar as they have not already been mentioned in this Processor Agreement.
1.3. The personal data to be Processed on behalf of the Controller remain the property of the Controller and/or the relevant data subjects.

Article 2. Obligations of the Processor

2.1. With regard to the processing operations referred to in Article 1, the Processor will ensure compliance with the applicable laws and regulations, including in any case the laws and regulations in the field of the protection of personal data, such as the Personal Data Protection Act.
2.2. Processor will inform Controller, at its first request, about the measures it has taken with regard to its obligations under this Processor Agreement.
2.3. The obligations of the Processor arising from this Processor Agreement also apply to those who process personal data under the authority of the Processor, including but not limited to employees, in the broadest sense of the word.
2.4. The Processor will immediately inform the Controller if, in its opinion, an instruction from the Controller is contrary to the legislation referred to in paragraph 1.
2.5. Processor will, insofar as it is within its power, provide assistance to the Controller for the purpose of carrying out data protection impact assessments (PIAs).

Article 3. Transfer of personal data

3.1. Processor may process the personal data in countries within the European Union. Transfer to countries outside the European Union is prohibited.
3.2. Processor will notify Controller of the country or countries concerned.

Article 4. Division of responsibility

4.1. The permitted processing operations will be performed manually by employees of the Processor.
4.2. Processor is solely responsible for the processing of the personal data under this Processor Agreement, in accordance with the instructions of the Controller and under the explicit (final) responsibility of the Controller. For other processing of personal data, including in any case, but not limited to, the collection of the personal data by the Processing Manager, processing for purposes that have not been reported by the Controller to the Processor, processing by third parties and/or for other purposes, Processor expressly not responsible.
4.3. The controller guarantees that the content, use and the assignment to process the personal data as referred to in this processing agreement are not unlawful and do not infringe any rights of third parties.

Article 5. Engaging third parties or subcontractors

5.1. Processor may not make use of a third party in the context of this processor agreement without prior written permission from Controller, which permission may be subject to further conditions.
5.2. Processor will in any case ensure that these third parties assume in writing at least the same obligations as agreed between Controller and Processor. The controller has the right to inspect the agreements that may be involved.
5.3. The Processor guarantees correct compliance with the obligations under this Processor Agreement by these third parties and in the event of errors by these third parties is itself liable for all damage as if it had committed the error(s) itself.

Article 6. Security

6.1. Processor will make every effort to take sufficient technical and organizational measures with regard to the processing of personal data to be carried out, against loss or against any form of unlawful processing (such as unauthorized access, impairment, change or provision of the personal data).

6.2. The Processor does not guarantee that the security is effective under all circumstances. If an explicitly described security is missing in the Processor Agreement, the Processor will make every effort to ensure that the security meets a level that is not unreasonable in view of the state of the art, the sensitivity of the personal data and the costs associated with taking the security. is.
6.3. The Controller will only make personal data available to the Processor for processing if it has ensured that the required security measures have been taken. The Controller is responsible for compliance with the measures agreed by the Parties.

Article 7. Notification obligation

7.1. The controller is at all times responsible for reporting a security breach and/or data breach (which is understood to mean: a breach of the security of personal data that leads to a chance of adverse consequences, or has adverse consequences for the protection of personal data) to the supervisor and/or those involved. In order to enable the Controller to comply with this legal obligation, the Processor shall immediately inform the Controller of the security breach and/or the data breach.
7.2. A report should always be made, but only if the event actually occurred.
7.3. The obligation to report in any case includes reporting the fact that there has been a leak. In addition, the notification obligation includes:

the nature of the personal data breach, specifying where possible the categories of data subjects and personal data registries concerned and, approximately, the number of data subjects and personal data registries concerned; 
the name and contact details of the data protection officer or other contact point where more information can be obtained; 
the likely consequences of the personal data breach; 
the measures proposed or taken by the Processor to address the personal data breach, including, where appropriate, measures to limit any adverse consequences thereof. 
Article 8. Handling requests from data subjects

8.1. In the event that a data subject submits a request to the Processor to exercise his/her legal rights, the Parties will handle the data subject's request in mutual consultation. In that case, the controller remains ultimately responsible for the processing.

Article 9. Confidentiality and confidentiality

9.1. All personal data that the Processor receives from the Controller and/or collects itself in the context of this Processor Agreement is subject to a duty of confidentiality towards third parties. Processor will not use this information for a purpose other than that for which it obtained it, even when it has been put in such a form that it cannot be traced back to data subjects.
9.2. This duty of confidentiality does not apply insofar as the Controller has given explicit permission to provide the information to third parties, if the provision of the information to third parties is logically necessary in view of the nature of the assignment and the execution of this Processor Agreement, or if there is a there is a legal obligation to provide the information to a third party.

Article 10. Audit

10.1. The Controller has the right to perform audits to check compliance with all points from the Processor Agreement, and everything directly related to it.
10.2. This audit may take place in the event of a concrete suspicion of misuse of personal data.
10.3. Processor will cooperate with the audit and make all information reasonably relevant to the audit, including supporting data such as system logs, and employees available as soon as possible.
10.4. The findings as a result of the audit performed will be implemented by the Processor as soon as possible.
10.5. The costs of the audit will be borne by the Processor if it appears that work has not been done in accordance with the Processor Agreement, and/or errors are found in the findings, which must be attributed to the Processor. In any other case, the costs of the Audit will be borne by the Controller.

Article 11. Liability

11.1. The parties expressly agree that the normal statutory regulations apply with regard to liability.

Article 12. Duration and termination

12.1. This Processor Agreement is concluded by signing the Parties and on the date of the last signature.
12.2. This Processor Agreement has been entered into for the duration as determined in the main agreement between the Parties and in the absence thereof in any case for the duration of the cooperation.
12.3. As soon as the Processor Agreement has been terminated for any reason and in any way whatsoever, the Processor – at the discretion of the Controller – will return all personal data that it holds in original or copy form to the Processing Manager, and/or this original personal data and any copies thereof. remove and/or destroy.
12.4. Parties may only change this agreement by mutual consent.

Article 13. Applicable law and dispute resolution

13.1. All disputes that may arise between the Parties in connection with the Processor Agreement will be submitted to the competent court for the district in which the Processor is established.

Appendix 1: Specification of personal data and data subjects

In the context of Article 1.1 of the Processor Agreement, the Processor will process the following (special) personal data on behalf of the Controller:

Name and address details
telephone number
E-mail address
Visiting behavior
IP address
social media accounts
Dates of Birth
From the categories of data subjects:

Customers
Account holders
Potential customers
The Controller guarantees that the personal data and categories of data subjects described in this Appendix 1 are complete and correct, and indemnifies the Processor against any defects and claims that result from an incorrect representation by the Controller.