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Terms and conditions

Clear agreements, in plain language. They apply to every quote and assignment, and to Collisa Care.

This is a translation for your convenience. If it differs from the Dutch version, the Dutch version prevails.

These terms apply to every quote and assignment of Odin Europe BV, trading as Collisa (“Collisa”), to a business client (“the client”).

1. Scope

  1. In case of conflict, the signed quote comes first, then the specific terms (such as those of Collisa Care), then these general terms.
  2. The client's own terms and conditions do not apply, unless Collisa accepts them in writing.

2. Quotes and assignment

  1. A quote is valid for 30 days.
  2. The assignment starts as soon as the client accepts the quote in writing or by email, and once the deposit has been paid.
  3. The quote describes what Collisa will build. Anything not included in it is extra work.

3. Execution and extra work

  1. Collisa carries out the assignment in line with good professional practice. This is an obligation of means: Collisa does everything it can to achieve the agreed result, but software is never entirely free of bugs.
  2. The client provides the content, access and feedback needed in good time. Delays on that side shift the planning.
  3. Extra work is only carried out after the client approves it by email, at the hourly rate applicable at that time or for a separate price.
  4. Hourly work is billed per started quarter of an hour and added up per month. The first quarter of an hour each month is not billed.
  5. Collisa may engage subcontractors for parts of the work, under its own responsibility.

4. Delivery

  1. The client tests the delivery within 10 working days and reports errors in writing.
  2. Without a report within that period, or as soon as the client starts using the work, it counts as accepted.
  3. Errors that appear within 3 months of acceptance and are caused by Collisa's work are fixed free of charge.

5. Prices and payment

  1. All prices exclude VAT.
  2. For projects above € 2,500, a deposit of 30% is invoiced at the start.
  3. Invoices are payable within 14 days of the invoice date.
  4. In case of late payment, interest is due without notice of default under the Belgian Act of 2 August 2002 on combating late payment in commercial transactions, plus a fixed compensation of € 40 for recovery costs.
  5. If an invoice remains unpaid after a reminder, Collisa may suspend the work and services (such as hosting) until payment is received.

6. Ownership of the code

  1. After full payment, the client becomes the owner of the custom code and design made specifically for them.
  2. Collisa remains the owner of what it already had or makes reusable (its own libraries, components and know-how) and grants the client a perpetual right to use it.
  3. Open-source software (such as Laravel) and paid third-party licences are subject to their own licence terms.
  4. Collisa may mention the project as a reference, without confidential information, unless the client refuses this in writing.

7. Liability

  1. Collisa's liability per claim is limited to the amount the client paid for that assignment in the 12 months before the damage occurred, and in any case to what Collisa's insurance pays out.
  2. Collisa is not liable for indirect damage, such as loss of profit or loss of data the client had no backup of.
  3. These limitations do not apply in case of intent or gross negligence by Collisa.
  4. Collisa is not liable for outages at third parties, such as hosting providers, payment services or external APIs.

8. Force majeure

In case of force majeure (for example illness, an outage of a major external service, or a cyberattack), obligations are suspended for as long as the force majeure lasts. If it lasts longer than 2 months, either party may end the assignment free of charge; work already delivered is paid for.

9. Confidentiality and data

  1. Both parties keep each other's confidential information secret, also after the collaboration ends.
  2. If Collisa processes personal data for the client, the data processing agreement in the annex to these terms applies.

10. Termination

Either party may end the assignment in case of a serious breach that has not been remedied within 15 days of a written notice. Work already delivered and costs incurred remain payable.

11. Applicable law and disputes

Belgian law applies. The parties first try to find a solution together. If that fails, the Enterprise Court of Antwerp, Turnhout division, has jurisdiction.

Collisa Care

Specific terms for Collisa Care

Collisa Care is a monthly subscription for hosting, maintenance and improvements. These terms supplement the general terms.

Care Basic € 59 /month Hosting and SSL certificate, Security updates, Backups, Error tracking, Reply within 1 working day
Care Plus € 199 /month Everything in Basic, 2 hours of changes per month, Uptime monitoring, Priority support
Care Growth € 444 /month Everything in Plus, 5 hours of development per month, Monthly roadmap meeting, A quarterly AI check

Prices exclude VAT.

Hours

  1. Included hours are tracked per quarter of an hour.
  2. Unused hours roll over for 1 month and expire after that.
  3. Work beyond the included hours is carried out after approval, at the applicable hourly rate, per started quarter of an hour.
  4. Larger new features or a redesign fall outside Care and get a separate quote.

Response time

  1. Collisa responds within 1 working day (Monday to Friday, except Belgian public holidays).
  2. That is the time for a first response, not for the solution. Collisa then lets you know when the problem will be fixed.
  3. With Plus and Growth, questions from Care clients are handled before other work.

Hosting and backups

  1. Hosting is provided by an external provider in the EU. Collisa aims for maximum availability, but cannot guarantee against outages at the provider.
  2. Backups are kept for 14 days. Restoring a backup after a mistake by the client falls under the included hours or is extra work.

Term, cancellation and prices

  1. Care starts when the site or app goes live, or for a site Collisa did not build, on the agreed takeover date.
  2. Care runs per month and is invoiced monthly in advance.
  3. You can cancel by email, effective at the end of the current month.
  4. Collisa may adjust its prices once a year, with at least 1 month's notice. The client may then cancel free of charge.
  5. After cancellation, Collisa provides the code, a database export and help moving to other hosting within 30 days. Extensive migration work is extra work.

Websites Collisa did not build

For a site or app Collisa did not build itself, a technical check comes first, at a fixed price agreed in advance: from € 250 for a website and from € 500 for a web app or integration. If the client starts a Care plan within 30 days of the check, its price is credited against the first months of Care. Based on that check, Collisa may decline Care or first propose necessary repairs.

Annex: data processing agreement

This annex applies as soon as Collisa processes personal data for the client, for example with hosting or Care. The client is then the controller and Collisa the processor (art. 28 GDPR). The annex is part of the general terms and applies from the acceptance of the quote. For the protection of personal data, it prevails over the rest of the terms.

What Collisa processes

  1. Purpose and nature: carrying out the service in the quote, such as hosting, maintenance and support. That means storing, backing up, accessing for support, and deleting.
  2. Data and data subjects: the personal data that the client or its visitors, customers and staff enter in the website or app, such as name, email address, phone number, messages and IP addresses in server logs. Server logs are kept for at most 30 days.
  3. Special categories of data, such as health data, only if the quote says so. The quote may supplement or specify this description.
  4. Duration: as long as the service runs, and until the data has been returned or deleted.

What Collisa does

  1. Collisa processes the data only on the client's instructions. The quote and this annex are those instructions. If the law requires Collisa to process data, it tells the client before processing, unless that law forbids it. If Collisa considers an instruction to infringe privacy law, it says so.
  2. Collisa does not use the data for its own purposes. Anyone with access to it is bound by confidentiality.
  3. Collisa secures the data in proportion to the risk (art. 32 GDPR): access only for those who need it, encrypted connections (HTTPS), regular security updates and backups.
  4. Collisa helps the client, as far as reasonable, with requests from data subjects, data breaches, data protection impact assessments and prior consultation of the supervisory authority. If Collisa receives such a request itself, it forwards it to the client.
  5. On request, Collisa provides the information needed to show compliance and cooperates with an audit. The client announces it at least 30 days in advance, at most once a year and during office hours, except after a data breach. The client bears the costs, unless a serious failure is found.
  6. Personal data is not exchanged by email. The client uses the secure channel that Collisa designates.

Subprocessors and location

  1. Collisa processes the data in the European Economic Area (EEA), unless a subprocessor processes it outside the EEA with appropriate safeguards (see below). The client gives general authorisation for subprocessors in these categories: hosting (in the EU), sending emails from the site or app, error monitoring (with storage in the EU) and server management. The client receives the names on simple request.
  2. A subprocessor may process data outside the EEA, for example in the United States, only with appropriate safeguards, such as the EU-US Data Privacy Framework or the European Commission's standard contractual clauses.
  3. Collisa announces a new or replacement subprocessor by email at least 30 days in advance. The client may object on reasoned grounds within that period. If the parties cannot agree, the client may cancel the service concerned free of charge.
  4. Collisa imposes the same obligations on each subprocessor and remains responsible towards the client.

Data breaches

  1. Collisa reports a data breach without undue delay and at the latest 48 hours after it becomes aware of it. That is shorter than the 72 hours the client itself has to report it.
  2. The report contains, as far as known, what happened, which data and data subjects are affected, the consequences and the measures taken. What is not yet known follows as soon as it is known.
  3. Collisa limits the breach as quickly as possible and documents it. The client decides whether it is reported to the supervisory authority and the data subjects.

End of the service

  1. When the service ends, Collisa returns the data in a common format, such as a database export, or deletes it, as the client chooses. The client chooses within 30 days. Without a choice, Collisa deletes the data after that. On request, Collisa confirms the deletion in writing.
  2. Copies in backups disappear automatically, at most 14 days after the deletion. Until then, this annex continues to apply.
  3. Collisa keeps data longer only if the law requires it.

Liability

Article 7 of the general terms applies to liability, as far as the law allows. Article 7.4 (outages at third parties) does not apply to subprocessors that Collisa engages under this annex: for their failures, Collisa is liable to the client as if it had caused them itself, subject to the other provisions of article 7. Liability towards data subjects (art. 82 GDPR) remains unaffected.