General Conditions

KANTAR INSIGHTS (BE 0781.463.375), member of FEBELMAR, guarantees as much as possible, that the study will be carried out in a professional, confidential, objective and independent way.

KANTAR INSIGHTS operates under different brand names such as Kantar TNS, Kantar Millward Brown, Kantar Public, Kantar Media, KANTAR INSIGHTS.

Deontological code

Both parties, i.e. the client and KANTAR INSIGHTS, commit themselves to comply with the deontological code “ICC/ESOMAR International Code of Marketing and Social Research Practice”, which is available for consultation on the following website: http://www.esomar.org

This code is applicable to every agreement regarding the execution of a market research study. It guarantees, amongst other things, the anonymous processing of personal data.

Privacy

Both parties, i.e. the client and KANTAR INSIGHTS, proceed in conformance with the legal provisions (such as the law dated 8th December 1992) concerning the protection of privacy.

No data whatsoever, enabling the identification of the respondent, will be transmitted to the client or to any third party, unless the respondent has given his explicit consent.

Any personal data supplied by the client to KANTAR INSIGHTS, member of FEBELMAR, are to be used solely within the framework of the research study concerned. After confidential use of these data in the framework of the study, these will be returned to the client and all possible copies will be destroyed.

KANTAR INSIGHTS also ensures that the protection of privacy is guaranteed when the client is present during one or other phase of the study.

Publication

The client is entitled to make the results public, on the explicit condition that their source is mentioned, and taking into account any other legal provisions which are applicable and valid (such as the provisions related to comparative advertising, as provided by Book VI Market Practices from the Code on Economic Law and possible criminal laws).

KANTAR INSIGHTS also reserves the right of veto as far as the format of publication is concerned. In case of multi-client studies, KANTAR INSIGHTS retains the right of property in any event.  The client commits to demand the approval of KANTAR INSIGHTS prior to any publication.

 

1. The agreement comes into being further to the acceptation of the client’s order by KANTAR INSIGHTS. The client can terminate the agreement early in case of an assignment that expires and in case of an agreement for a fixed period with ongoing successive performances, on condition that:

• a notice is given, which is sent at least one month in advance by registered letter to KANTAR INSIGHTS and
• on condition that a termination fee is paid to KANTAR INSIGHTS:
  • in case of an assignment that expires: equal to 50% of the price for the performances still to be executed, and 
  • in case of an agreement for a fixed period with ongoing successive performances: 50% of the price for the remaining period of the agreement,
• without prejudice to the full price for the performances already executed or for the expired period.

2. Delivery dates for surveys are merely indicative. Should a delay in delivery to the client occur, this shall by no means entitle the client to payment of any form of compensation, nor shall it entitle the client to refuse to pay the price.

3. Any type of damage inflicted upon, related to or caused by testing material, specimens, test products or any other material, which has been made available to the research agency by the client, is on account of the client, who herewith indemnifies the research agency and its permanent or temporary co-workers against any possible claims formulated by third parties. The client will use the survey results in good faith and will at any rate protect KANTAR INSIGHTS from any possible claims by third parties.

4. Except where explicitly stated otherwise, 50% of the price will be invoiced and paid at the time of the order confirmation. The balance will be invoiced and paid upon delivery of the survey.

5. All invoices are payable in cash, i.e. within 30 days after the postage date of the invoice, in Brussels.

6. In case the invoice is not paid on the due date a legal interest of 1% per month will be due by right and without prior notice. Furthermore a lump sum of 10% of the total unpaid amount will be due by right and without need of prior notice for breach on the total unpaid amount by the due date with a minimum of 125 € without prejudice to any collection, reminder and legal costs.  

7. Any complaints regarding the invoice / the survey conducted must be made in writing within 7 days after the invoice has been sent in order to be acknowledged, and this by means of a registered letter addressed to the research agency. In case of absence of any such notification, this shall be interpreted as silent consent of the client. Any partial use of the surveys delivered implies the acceptance of the entire survey as such.

KANTAR INSIGHTS’s liability is limited to part of the survey that was not executed in conformity with the assignment. The client needs to prove that KANTAR INSIGHTS committed an error or did not execute the assignment in the correct manner. Any compensation to be paid by KANTAR INSIGHTS to the client is limited to a maximum of the invoiced amount. S.A. Dimarso cannot be held liable to pay indirect damages or consequential damages suffered by the client.

In any event, the contractual and non-contractual liability of KANTAR INSIGHTS and any obligation it may have relating to the indemnification of the client against claims and demands by third parties can never exceed the coverage allocated in accordance with its liability insurance at maximum and within the limitation of its coverage.

KANTAR INSIGHTS shall provide proof of the insurance and coverage whenever the client requests it to do so.

8. In case of a dispute, the courts of Brussels are solely competent. This agreement is governed exclusively by Belgian legislation.

9. Force majeure such as war, mobilisation, uprising, strike, lock-out, epidemics, defect machines, atmospheric conditions, fire, explosions , and, in general, any external unforeseeable incident that renders the execution of the agreement impossible or negatively influences it, and any event of imprevision i.e. an abnormal and reasonably unforeseen circumstance, gives KANTAR INSIGHTS the right, without any compensation or prior notice, to cancel the present agreement in whole or in part, or to postpone its implementation.

10. The obligations of our research agency are, unless otherwise specified in writing, obligations of means.

11. Research results shall be accepted in the condition that they come in. The nature of the research itself means that it is impossible to guarantee 100% accuracy and completeness.

12. Unless explicitly agreed otherwise in a written agreement, the results of the survey are an original piece of work to which KANTAR INSIGHTS reserves the rights of property. The client obtains the property right of the research results after all invoices and indemnities to KANTAR INSIGHTS have been paid, with the exception of multi-client studies, as provided in the above-mentioned article Publication. Hence, based on the purchasing act, the client is entitled to the full rights of communication, but only to the copyrights in as much as is necessary to communicate the results. The client however commits himself to employ the results of the survey solely for his own personal use (within the restriction of his/her own company) and to abstain from selling them further to any third party. In case any unlawful reproduction or copying of these results takes place, an amount equaling 5x the amount of the invoice is due as compensation, without prejudice to the right of KANTAR INSIGHTS to recover its effective damages.

13. In any case the questionnaires, the research instruments and all of the techniques and methods which have been developed or employed by KANTAR INSIGHTS remain the exclusive property of KANTAR INSIGHTS; this implies that no rights or licenses are supplied, unless explicitly agreed otherwise in a written agreement.

The client shall not use the aforementioned questionnaires, research instruments, techniques and methods to carry out any other surveys, nor shall he sell them to other third parties nor disclose them to any other departments within the company or to any third parties.

Nothing in this agreement can lead to the client being supplied with any right or license whatsoever on any questionnaire, research instrument, technique or method which is used or held by KANTAR INSIGHTS.

The client shall be responsible for informing his deputies and staff members about the terms of the property rights as outlined above.

14. In general, all parties involved will undertake to the best of their abilities, for the entire duration of the agreement and for a period of five years after it has been terminated, to treat all confidential information, whether oral or written, of a commercial, financial or personal nature, as such and not to disclose information of this nature to any other party whatsoever.

Confidential Information” is understood to mean the following:

• the existence and contents of the agreement;
• any information regarding one of the Parties, which the other Party has in his, her or its possession or can obtain within the scope of preparing and executing the agreement;
• any information which a Party indicates as confidential before or during the execution of the agreement;
• and any information that relates to or was received by a Party and which the Party can reasonably presume that it is confidential.

The Parties can only disclose Confidential Information to their directors, managing directors, employees, contractors and affiliated companies who or which are involved in the execution of the agreement, in respect of whom or which the disclosure is strictly necessary for the purpose or the execution of this agreement.

The Parties undertake to appropriately notify their directors, managing directors, employees, contractors and affiliated companies who or which are involved in the execution of the agreement that the disclosure is made in confidence and that, in accordance with this agreement, the confidential nature must be retained.

When such a disclosure is made to a person or entity who or which is not in the employ of the disclosing party, said party nonetheless remains liable for any unlawful disclosure.

A party does not have any obligation whatsoever to keep confidential the Confidential Information that:

• said party already possessed non-confidentially;
• lawfully came into the possession of said party without any action on the part of the disclosing party;
• from a legal point of view, is information that party must submit to a judicial or administrative authority, on condition that such party informs the other party far in advance of such mandatory disclosure, so that the other party has a reasonable chance of objecting to the disclosure.