R. Buijs operating under the name ProductLift (hereinafter: ProductLift) is registered at the Dutch Chamber of Commerce with number 20145923 and is located at Palmstraat 40 (3572TD) in Utrecht (The Netherlands).
1. In these general terms and conditions, the following terms are used in the following meaning, unless expressly stated otherwise.
2. Offer: any offer or quotation to the Client for the provision of Services by ProductLift
3. Company: the natural or legal person who acts within the scope of a profession or business.
4. Consumer: the natural person who does not act within the scope of a profession or business.
5. Services: the Services offered by ProductLift concern the provision of software as well as the development of customized software. There are two ways to purchase the software made available by ProductLift: 1) monthly in the form of a subscription by means of a license 2) by purchasing the Software at once.
6. ProductLift: the supplier who offers Services to the Client.
7. Client: the Company and/or the Consumer that ProductLift has appointed, has provided projects to ProductLift for Services performed by ProductLift, or to which ProductLift has made a proposal under an Agreement.
8. Agreement: any Agreement and other obligations between the Client and ProductLift, as well as proposals from ProductLift for Services that are provided by ProductLift to the Client and that are accepted by the Client and are accepted and performed by ProductLift, with which these general terms and conditions form an inseparable whole.
9. Software: the Software made available by ProductLift to the Client and/or the Software custom-made by ProductLift.
10. SaaS service: making and keeping the Software available remotely.
1. These general terms and conditions apply to every Offer from ProductLift, every Agreement between ProductLift and the Client and to every Service offered by ProductLift.
2. Before a (distance) Agreement is concluded, the Client will be provided with these general terms and conditions. If this is not reasonably possible, ProductLift will indicate to the Client how the Client can view the general terms and conditions.
3. Deviation from these general terms and conditions is not possible. In exceptional situations it is possible to deviate from the general terms and conditions, if and insofar explicitly agreed upon in writing by ProductLift.
4. These general terms and conditions also apply to additional, amended and follow-up orders from the Client.
5. The general terms and conditions of the Client are excluded.
6. If one or more provisions of these general terms and conditions are partially or wholly invalid or are annulled, the other provisions of these general terms and conditions will remain in force, and the invalid/nullified provision(s) will be replaced by a provision with the same purport as the original provision.
7. Uncertainties about the content, explanation or situations that are not regulated in these general terms and conditions must be assessed and explained in the spirit of these general terms and conditions. The agreements in the Agreement are leading and take precedence over these general terms and conditions.
8. The applicability of Articles 7:404 of the Dutch Civil Code and 7:407 paragraph 2 of the Dutch Civil Code is explicitly excluded.
9. The rights and obligations under the Agreement between the Parties cannot be transferred by the Client to a third party unless ProductLift grants the Client explicit and prior permission. ProductLift is free to attach further conditions to this.
10. If reference is made to she/her in these general terms and conditions, this should also be understood as a reference to he/him/are, if and insofar as applicable.
11. In the event that ProductLift has not always demanded compliance with these general terms and conditions, it retains its right to demand compliance with these general terms and conditions in whole or in part.
1. All offers made by ProductLift are without obligation, unless expressly indicated otherwise in writing. If the Offer is limited or valid under specific conditions, this will be explicitly stated in the Offer.
2. ProductLift is only bound by an Offer if the Client's acceptance thereof is confirmed in writing within 30 days. Nevertheless, ProductLift has the right to refuse an Agreement with a potential Client for reasons that are justified for ProductLift.
3. The Offer contains a description of the Services offered. The description is detailed in such a way that the Client is able to make a proper assessment of the Offer. Obvious mistakes or errors in the Offer cannot be binding on ProductLift. Any images and data in the Offer are only an indication and cannot be a ground for any compensation or dissolution of the Agreement. Furthermore, all offers are made on the basis of information provided by the Client. Offers lapse if the Client's details are incorrect or incomplete.
4. Offers or quotations do not automatically apply to follow-up orders.
5. Delivery times and terms in ProductLift's offer are indicative and, if they are exceeded, do not entitle the Client to dissolution or compensation, unless expressly agreed otherwise.
6. A composite quotation does not oblige ProductLift to deliver part of the goods included in the offer or quotation for a corresponding part of the stated price.
1. The Agreement is concluded at the moment that the Client has accepted an Offer or Agreement from ProductLift by agreeing to the Offer by ticking a checkbox.
2. ProductLift is not bound by an Offer if the Client could reasonably have expected or should have understood or should have understood that the Offer contains an obvious mistake or error. The Client cannot derive any rights from this mistake or error.
3. Any Agreement entered into with ProductLift or a project awarded to ProductLift by the Client rests with the Company and not with an individual person associated with ProductLift.
4. If the Client cancels an order that has already been confirmed, the costs already incurred (including the time spent) will be charged to the Client.
5. The right of withdrawal of the Client being a Company is excluded, unless otherwise agreed. The Client, being a Consumer, has the right to revocation during the statutory period of 14 days, unless ProductLift has already commenced the Services with the Client's permission. The client waives its right of withdrawal by means of this permission.
6. If the Agreement is entered into by several Clients, each Client is individually jointly and severally liable for the fulfillment of all obligations arising from the Agreement.
1. The Agreement is entered into for a definite period of time, unless the content, nature or purport of the assignment implies that it has been entered into for an indefinite period of time. The duration of the assignment also depends on external factors, including but not limited to the quality and timely delivery of the information that ProductLift obtains from the Client.
2. The Agreement for a definite period is tacitly renewed each time for the originally agreed term unless the Client or ProductLift has terminated the Agreement in writing with a notice period of one month before the end of the agreed period in question. ProductLift must confirm this cancellation in writing.
3. Both the Client and ProductLift can dissolve the Agreement on the basis of an attributable shortcoming in the performance of the Agreement if the other party has been given notice of default in writing, and it has been given a reasonable term to fulfill its obligations, and it imputably fails to do so. This also includes the payment and cooperation obligations of the Client.
4. The dissolution of the Agreement does not affect the Client's payment obligations if ProductLift has performed work or delivered services at the time of the dissolution.
5. In the event of premature termination of the Agreement, the Client will not be refunded the (subscription) fees already paid. The subscription continues until the end of the agreed period.
6. Both the Client and ProductLift can terminate the Agreement in writing in whole or in part without further notice of default with immediate effect if one of the Parties is granted a moratorium, bankruptcy has been filed or the company concerned ends due to liquidation or other than the merger or reconstruction of the company. If a situation as stated above occurs, ProductLift is never obliged to refund money already received nor pay compensation.
7. All post-contractual obligations from these terms and conditions and any other agreements (for example a License Agreement agreed between the Parties) which by their nature are intended to continue after the termination of the Agreement, will continue to exist after termination. This in any case concerns the provisions regarding confidentiality, intellectual property rights, liability and the settlement of disputes and choice of law provision.
1. ProductLift will make every effort to perform the Agreement with the greatest possible care, as may be expected of a good contractor. All Services are performed on the basis of a best-efforts obligation, unless a result has been explicitly agreed in writing which is described in detail.
2. In the performance of the Services, ProductLift is not obliged or obliged to follow the instructions of the Client if this changes the content or scope of the agreed Services. If the instructions result in additional work for ProductLift, the Client is obliged to reimburse the additional or additional costs accordingly.
3. ProductLift is entitled to engage third parties for the performance of the Services at its own discretion.
4. If ProductLift, based on a request or order from a government agency and/or a legal obligation, performs work with regard to data of the Client, the associated costs will solely be for the Client.
5. In the event of changes, ProductLift may continue to provide the Service with the amended version of the Software. ProductLift is never obliged or obliged to maintain, change, or add certain functionalities and/or specific properties.
6. The source code as well as the technical documentation of the Software is at all times excluded from the right of use or subject of a transfer to the Client.
7. Both the Client and ProductLift can make changes to the scope and/or content of the Service purchased. The additional costs associated with this will be borne by the Client. The client will be informed about this as soon as possible. If the Client does not agree with this, the Parties must consult each other. The Client can only terminate the Agreement in writing with effect from the date on which the change takes effect if the changes are not related to changes in relevant legislation or regulations or if ProductLift bears the costs of the change.
8. If ProductLift also makes a back-up of the Client's data under the Agreement, ProductLift will make a back-up at fixed times in accordance with the Agreement and keep it in accordance with the agreed term. However, the Client is itself responsible for complying with the statutory retention and administration obligations applicable to it, if and insofar as applicable.
1. The Client is obliged to provide all information requested by ProductLift as well as relevant appendices and related information and data in a timely manner and/or before the start of the work and in the desired form for the correct and efficient execution of the Agreement. In the absence of this, ProductLift may not be able to fully implement and/or deliver the relevant documents. The consequences of such a situation are at all times at the expense and risk of the Client.
2. ProductLift is not obliged to check the correctness and/or completeness of the information provided to it or to update the Client with regard to the information if it has changed over time, nor is ProductLift responsible for the correctness and completeness of the information compiled by ProductLift for third parties and/or provided to third parties in the context of the Agreement.
3. If necessary for the performance of the Agreement, ProductLift may request additional information. Failing this, ProductLift is entitled to suspend its activities until the information has been received, without being obliged to pay any compensation for whatever reason towards the Client. In the event of changed circumstances, the Client must notify ProductLift of this immediately or no later than 5 working days after the change has become known.
4. The Client is obliged to protect all technical protections and other facilities of the Software of ProductLift, and to respect the intellectual property rights resting on the Software.
5. The Client is responsible for suitable equipment and a user environment.
6. The Client is not permitted to make his login details available to persons outside his company. The Client is liable for all behavior of persons performed under his login details.
7. The Client is not permitted to use the Software for purposes other than those agreed upon. The Software may not be unlawfully distributed and/or placed on your own or other website.
8. The Client forfeits an immediately due and payable fine of € 25,000 to ProductLift, if the Client does not comply with the prohibitions referred to in paragraphs 6 and 7 of this article.
1. ProductLift will, in the manner specified in the Agreement, deliver the Software or make it available online to the Client for delivery. Any agreed user documentation will be provided to the Client in writing or digitally.
2. The Client accepts the Software in the condition it is in at the time of delivery ('as is'), i.e., with all visible and invisible defects.
3. If the commencement, progress or delivery of the Services is delayed because, for example, the Client has not provided all the requested information or has not provided it on time, does not provide sufficient cooperation, the advance has not been received in time by ProductLift or due to other circumstances that At the expense and risk of the Client, ProductLift is entitled to a reasonable extension of the delivery or completion period. Under no circumstances are the specified terms strict deadlines, nor can ProductLift be held liable for exceeding the agreed term.
4. All damage and additional costs as a result of delay due to a cause referred to in paragraph 1 are for the account and risk of the Client and will be charged by ProductLift to the Client.
5. If the Client is required to give approval, ProductLift is entitled to suspend the performance of the Agreement until the Client has given its approval.
6. ProductLift makes every effort to realize the service within the agreed term, insofar as this can reasonably be expected of it. In the event of urgency, the Client is obliged to reimburse ProductLift for the additional costs involved.
7. ProductLift makes every effort to provide the Service in accordance with the Offer as much as possible.
8. If the Parties agree on a partial delivery of the Software to be developed, ProductLift will further develop the Software as soon as the Client has shared its comments and comments in writing and ProductLift has confirmed these changes. These changes may affect the delivery date as well as the budget that has already been agreed.
The risk of theft and loss, misappropriation or damage of data, documents, software, data files and/or items that are used, made or delivered in the context of the execution of the Agreement, is transferred to the Client on the moment at which these are actually made available to the Client, or at the time of the first moment of use of the Software.
1. ProductLift performs the Services in accordance with the standards applicable in the industry. If any guarantee is given, this is limited to what has been expressly agreed in writing. During the warranty period, ProductLift guarantees a sound and customary quality of the delivered or completed goods.
2. The Client can only invoke the guarantee provided by ProductLift if the Client has fully complied with its payment obligations.
3. If the Client rightly invokes the guarantee, ProductLift is obliged to carry out a repair or replacement free of charge. In addition, if there is any additional damage, the applicable liability provisions of these general terms and conditions will be adhered to.
4. ProductLift does not guarantee that the Software will function without errors and/or interruptions. ProductLift makes every effort to correct errors in the Software within a reasonable period of time. ProductLift is entitled to postpone the repair until a new version of the Software is put into use. Defects in Software not developed by ProductLift can be repaired in consultation at the expense and risk of the Client.
5. Client accepts the Software 'AS IS'.
6. The Client must immediately and in writing report any defects found to ProductLift in such a way that ProductLift is able to reproduce and repair the defects. The defect is reported the moment the Client of ProductLift provides a confirmation of the report to the Client.
7. Recovery also includes the provision of temporary solutions. The warranty never covers the recovery of corrupted or lost data. ProductLift is under no obligation to restore this data. If agreed, ProductLift can reasonably cooperate, but is never responsible or obliged to restore any mutilated and/or lost data. The Client must at all times take measures to prevent and limit malfunctions, defects, mutilation and/or loss of data, whether or not on the basis of information provided by ProductLift.
8. ProductLift is not responsible for errors and/or irregularities in the functionality of the Software and is not liable for the unavailability of the Software for whatever reason
9. ProductLift does not guarantee that the Software developed by it works in conjunction with all types or new versions of web browsers and any other Software and/or equipment/hardware.
10. ProductLift's liability for (the functioning of) third-party plug-ins is excluded. ProductLift is not liable for damage arising as a result of or in connection with changes made or work performed in or to ProductLift's Software that took place without ProductLift's explicit permission.
11. ProductLift does not guarantee that the Software will be kept up-to-date, in the context of the SaaS service, in time with changes in relevant legislation and regulations, but will make every effort to realize this as soon as possible.
1. ProductLift provides the Client with the agreed Software on the basis of a user license during the term of the Agreement. The right to use the Software is non-exclusive, non-transferable, non-pledgeable, non-sublicensable and limited to these terms, unless otherwise agreed.
2. The use of the Software by the Client may be subject to further restrictions and may be adjusted by ProductLift.
3. ProductLift is at all times entitled to take measures against unlawful use and/or unauthorized use of the Software by the Client. The Client shall refrain from acting that renders the aforementioned measures undone or ineffective.
4. The Client may only use the Software in and for the benefit of its own company and only for its intended use.
5. The Client is never permitted to sell, rent, or dispose of the Software, grant limited rights thereto or make it available to a third party, unless this has been expressly agreed in writing. Nor is the Client permitted to provide a third party with access to the Software, or to place the Software with a third party for hosting purposes, regardless of whether this third party uses the Software exclusively for the benefit of the Client.
6. The Client is never entitled to change the Software in whole or in part without the prior written consent of ProductLift. ProductLift is never obliged to give the aforementioned permission and is entitled to attach conditions to the granting of its permission.
7. If requested, the Client will provide full cooperation on first request to an investigation to be carried out by ProductLift regarding compliance with the agreed rights, obligations and restrictions on use.
8. ProductLift performs maintenance on the Software. Even if this has not been explicitly agreed, ProductLift may carry out maintenance work or interrupt the performance of its Services if it deems this necessary for the purpose of being able to perform maintenance. Carrying out maintenance can also cause interruptions in the performance of the services, which does not justify the Client's right to compensation.
9. The Client is obliged to report any defects, errors or other malfunctions in the Software in writing to ProductLift, after which ProductLift will repair the errors to the best of its ability and/or make improvements in accordance with its usual procedures. If desired, ProductLift is entitled to first apply temporary solutions, after which a structural solution can be devised and implemented in consultation with the Client.
10. The Client is obliged to cooperate with ProductLift on first request.
11. Despite the agreed maintenance obligations of ProductLift, the Client has an independent responsibility for the management and use of the Software
12. For the purpose of maintenance, ProductLift is authorized to check (data) files for, among other things, computer attacks, computer viruses and unsafe and/or perform illegal acts, as well as other acts that are necessary for the purpose of maintenance. The Client is also responsible for the instruction on and use of the Software by third parties engaged by the Client.
13. In principle, the maintenance includes the following Services (i) corrective, (ii) preventive and (iii) adaptive maintenance. In the event of corrective, preventive and/or adaptive maintenance, ProductLift is entitled to (temporarily) decommission the SaaS service in whole or in part. The Client is not entitled to any compensation during this interruption. ProductLift will have the interruption take place outside office hours as much as possible and no longer than is necessary for maintenance.
14. ProductLift is entitled to make changes to the technology of the data network or telecommunications network and other changes to the services offered by ProductLift. These changes may affect the peripheral equipment used by the Client, for which ProductLift cannot be held to pay any compensation.
1. ProductLift will perform the necessary maintenance on the Software. ProductLift strives to make an effort to provide the Services and access to the Software to the Client without interruption as far as possible.
2. ProductLift will try to inform the Client of this maintenance as much as possible but is not obliged to do so. ProductLift is never liable to pay compensation in connection with the maintenance and unavailability of the Service.
3. ProductLift is entitled, if in its sole judgment there is a danger to the correct functioning of the Software, to (temporarily) suspend the use of the Service by the Client. ProductLift is furthermore entitled to take measures that it deems reasonably necessary to guarantee the proper functioning of the Software.
4. In all other cases of the unavailability of the Service, including but not limited to malfunctions or force majeure, ProductLift will also endeavor to inform the Client as much as possible about the nature and duration of the interruption of the Service. Services.
5. If the agreed service provision extends to the storage and/or transfer of material supplied by the Client to third parties in the context of (web) hosting, the following applies. The Client must refrain from inflicting any damage or actions of which he/she can reasonably suspect that damage will be caused to others or to ProductLift's servers.
6. The Client indemnifies ProductLift against all damage as a result of the above. ProductLift is not liable for any damage suffered by the Client as a result of its actions. The Client is prohibited from reselling and/or renting out the services, unless explicitly agreed otherwise.
7. In the event of extremely high data traffic, ProductLift is entitled to temporarily take the Software off the air at its own discretion. This includes DDoS attacks, brute force attacks, overloading the server or if the Client causes nuisance to ProductLift's server in some other way.
8. In addition to the obligations under the law, damage caused by incompetence or failure to act in accordance with the above points is at the expense and risk of the Client.
If and insofar as there is an infringement of the rights of ProductLift or third parties and/or unlawful acts by the Client, ProductLift is entitled to close that part of the Service with immediate effect or to exclude the Client from the use. ProductLift will immediately remove any infringing/harmful information. As a result, the Client may not be able to make full or no use of the ProductLift Service. Under no circumstances is ProductLift liable for damage of any nature whatsoever as a result of the (temporary) shutdown of the Service and/or the removal or passing on of the data posted by the Client.
1. If during the execution of the Agreement it appears that the Agreement needs to be adjusted, or if further work is required at the Client's request to achieve the desired result for the Client, the Client is obliged to pay for work in accordance with the agreed rate. ProductLift is not obliged to comply with this request and may require the Client to conclude a separate Agreement for this purpose.
2. The Client can make changes or have changes made to the scope and/or content of the SaaS service. The additional costs associated with this will be borne by the Client. The client will be informed about this as soon as possible. If the Client does not agree with this, the Parties must consult each other. The Client can only terminate the Agreement in writing with effect from the date on which the change takes effect if the changes are not related to changes in relevant legislation or regulations or if ProductLift bears the costs of the change.
1. All prices are shown exclusive of turnover tax (VAT), unless otherwise agreed.
2. ProductLift provides its services in accordance with the agreed rate.
3. If the Agreement is entered into for one year, this fee can be paid in advance either in advance per year or per month.
4. The Software made available can be purchased through a third party, after which the Client obtains a license code. If the Client purchases the Software directly from ProductLift, the Client must first create an account, after which the payment is automatically debited using the indicated payment method. ProductLift can also invoice and pay the Client on the basis of separate invoices.
5. If ProductLift does not receive payment from the Client, access to the Software will be immediately terminated by ProductLift.
6. It is also possible for the Client to buy off the Software at once.
7. The Client is obliged to fully reimburse the costs of third parties deployed by ProductLift after the Client's approval, unless expressly agreed otherwise.
8. The parties can agree that the Client must pay an advance. If an advance has been agreed, the Client must pay the advance in its entirety before the service is started.
9. The Client cannot derive any rights or expectations from a budget issued in advance, unless the Parties have expressly agreed otherwise.
10. ProductLift is entitled to increase the applicable prices and rates during the term of the Agreement.
11. The Client must pay these costs at once, without settlement or suspension, within the specified payment term as stated on the invoice to the account number and details of ProductLift made known to it.
12. In the event of liquidation, insolvency, bankruptcy, involuntary liquidation, or request for payment towards the Client, the payment and all other obligations of the Client under the Agreement will become immediately due and payable.
1. ProductLift handles the (personal) data of the Client and the Clients of the website with care and will only use them in accordance with the privacy statement. If requested, ProductLift will inform the data subject about this.
2. The Client itself is responsible for the processing of data that are processed using a ProductLift Service. The Client also guarantees that the content of the data is not unlawful and does not infringe any rights of third parties. In this context, the Client indemnifies ProductLift against any (legal) claim related to this data or the execution of the Agreement.
3. If ProductLift is required to provide information security on the basis of the Agreement, this security shall comply with the agreed specifications and a security level that, in view of the state of the art, the sensitivity of the data and the associated costs, is not unreasonable.
4. Resellers of the Software have their own responsibility to draw their customers' attention to the processing of personal data by means of their own privacy statement.
5. Parties must act in accordance with the General Data Protection Regulation and comply with the obligations arising from it, as well as other applicable laws and regulations. The parties must conclude a processing agreement for this.
6. The Client has obligations towards third parties under the General Data Protection Regulation. This includes, but is not limited to, the obligation to provide information, provide access to, correct, and delete personal data of data subjects. The Client is solely and fully responsible for the correct fulfillment of these obligations. ProductLift is a "Processor" within the meaning of the GDPR with regard to these personal data. ProductLift will provide as much support as is technically possible.
1. ProductLift has the right to retain the data, data files, software and more that it has received or realized by it if the Client has not yet (fully) fulfilled its payment obligations, even if it had been paid, obliged to do so. would be.
2. ProductLift is authorized to suspend the fulfillment of its obligations as soon as the Client is in default with the fulfillment of any obligation arising from the Agreement, including late payment of its invoices. The suspension will be immediately confirmed in writing to the Client. In that case, ProductLift is not liable for damage, in whatever form, as a result of the suspension of its activities.
1. ProductLift is not liable if it is unable to fulfill its obligations under the Agreement as a result of a force majeure situation.
2. Force majeure on the part of ProductLift in any case includes, but is not limited to: (i) force majeure of suppliers of ProductLift, (ii) failure to properly fulfill obligations of suppliers prescribed by Customer to ProductLift or recommended, (iii) defective goods, equipment, software or materials of third parties, (iv) government measures, (v) electricity failure, (vi) failure of the internet, data network and telecommunications facilities (for example due to: cybercrime, hacking and DDoS attacks), (vii) natural disasters, (viii) war and terrorist attacks, (ix) general transport problems and (x) other situations that, in the opinion of ProductLift, are beyond its control that temporarily or permanently prevent the fulfillment of its obligations.
3. If a force majeure situation lasts longer than two months, the Agreement can be dissolved by each of the Parties in writing. If any performance has already been performed on the basis of the Agreement, in such a case settlement will be made on a pro rata basis without any liability on the part of each party to each other.
4. If ProductLift has already partially fulfilled its obligations at the commencement of the force majeure, or can only partially fulfill its obligations, it is entitled to invoice the part already delivered or the part that can be delivered separately and the Client is obliged to pay this invoice. However, this does not apply if the part already delivered or to be delivered has no independent value.
1. In the event of an attributable shortcoming on the part of ProductLift, ProductLift is only obliged to pay any compensation if the Client has given ProductLift notice of default within 14 days of discovery of the shortcoming, and ProductLift subsequently fails to report this shortcoming within the within a reasonable period stated in the notice of default. The notice of default must be submitted in writing and must contain such a precise description of the shortcoming or defect that ProductLift is able to respond adequately.
2. If the performance of Services by ProductLift leads to liability on the part of ProductLift, that liability is limited to the costs charged in connection with the (SaaS) service (but maximum over a period of 12 months prior to the notice of default) with regard to of direct damage. Direct damage is understood to mean: reasonable costs incurred to limit or prevent direct damage, determining the cause of damage, direct damage, liability and the method of repair as well as the costs of emergency provisions.
3. ProductLift is not liable for consequential damage, indirect damage, trading loss, loss of profit and/or loss suffered, lost savings, damage due to business interruption and damage as a result of the use of Services provided by ProductLift, damage due to loss of data, damage due to exceeding delivery times, consequential and delay damages and interest damages.
4. ProductLift is not liable for damage that is or may be the result of any act or omission as a result of (incomplete and/or incorrect) information on the website or that of linked websites.
5. ProductLift is not responsible for errors and/or irregularities in the functionality of the Software, malfunctions, or the unavailability of the Software for any reason whatsoever.
6. ProductLift's liability for (the functioning of) third-party plug-ins is excluded. Furthermore, ProductLift is not liable for damage arising as a result of or in connection with changes made or work performed in or to ProductLift's Software that took place without ProductLift's explicit permission.
7. The Client indemnifies ProductLift against all third-party claims as a result of a defect as a result of a service provided by the Client to a third party and which also consisted of Services provided by ProductLift, unless the Client can demonstrate that the damage was solely caused by the service from Buoy.
8. The Client is responsible for the correct security of its own computer, the security of passwords and more. Under no circumstances is ProductLift liable for this.
9. ProductLift does not guarantee a correct and complete transmission of the content of e-mails sent by/on behalf of ProductLift, nor for the timely receipt thereof.
10. The client guarantees the correctness and completeness of the information provided by him.
11. All claims by the Client due to shortcomings on the part of ProductLift will lapse if these have not been reported to ProductLift in writing and with reasons. with the facts on which he bases his claims. ProductLift's liability shall in any event end one year after termination of the Agreement between the Parties.
1. ProductLift and the Client undertake to maintain the confidentiality of all (confidential) information obtained in the context of an Agreement. Confidentiality arises from the Agreement or from which one can reasonably expect to be confidential information. The parties will observe strict confidentiality with regard to all information they obtain about each other and from each other. All information and data carriers of the other Party will not be made available to third parties and must remain strictly confidential unless the other Party has given prior express written permission to do so.
2. The Client is obliged to keep all Website and other materials provided by ProductLift secret, not to disclose it to third parties or to allow it to be used, unless ProductLift has given its explicit permission to do so.
3. If ProductLift is obliged to provide the confidential information to the law or competent court or a designated third party on the basis of a statutory provision or a court decision, and ProductLift cannot invoke a right of nondisclosure, ProductLift is not obliged to any compensation and the Client is not entitled to dissolve the Agreement.
4. ProductLift and the Client also impose the confidentiality obligation on third parties to be engaged by them.
Rights 1. All intellectual property rights of ProductLift, including Software, data files, software, equipment and/or other materials made available and/or developed to the Client, including but not limited to designs, analyses, reports, documentation, and quotations, as well as all the preparatory material thereof, are exclusively held by ProductLift, and/or third parties or suppliers if these rights already belonged to parties other than ProductLift.
2. The Client is prohibited from disclosing and/or multiplying, changing, or making available to third parties all documents and software to which ProductLift's IP rights and copyrights rest without the express prior written consent of ProductLift and an agreed monetary compensation. If the Client wishes to make changes to items delivered by ProductLift, ProductLift must explicitly agree to the intended changes.
3. The Client is prohibited from using the products to which ProductLift's intellectual property rights rest other than as agreed in the Agreement. The Client only acquires a non-exclusive non-transferable right of use of the Software, unless expressly agreed otherwise.
4. Furthermore, the Client is not permitted to change or remove any indication regarding the confidential nature, copyrights, trade names, brands, or any other intellectual property right from the Website, Documentation and/or other materials.
5. The parties will inform each other and act jointly against any infringement of ProductLift's IP rights.
6. The Client indemnifies ProductLift against claims by third parties with regard to (possible) infringements and/or claims by third parties with regard to what has been made available to the Client in the context of the Agreement. The Client will immediately inform ProductLift about these infringements and/or claims.
7. Any infringement by the Client of ProductLift.'s IP rights (and copyrights) will be punished with a one-off fine of EUR 10,000 (in words: ten thousand euros) and a fine of EUR 500 (in words: five hundred euros) for each day that the infringement continues.
1. The Client is itself responsible for the correctness, reliability and completeness of all data, information, documents and/or documents that it provides to ProductLift in the context of the Agreement. The Client is also responsible for this if this data comes from third parties.
2. The Client indemnifies ProductLift against any liability as a result of failure to fulfill the obligations from the previous paragraph or to do so on time.
3. The Client indemnifies ProductLift against claims by third parties with regard to intellectual property rights on the data and information provided by the Client, which can be used in the performance of the Agreement, as well as with regard to the content of advice and reports drawn up by ProductLift.
4. If the Client provides ProductLift with electronic files, Website or information carriers, the Client guarantees that these are free of viruses and defects.
1. If the Client is not satisfied with the service or products of ProductLift or has any other complaints about the implementation of the Agreement, the Client is obliged to report these complaints as soon as possible, but no later than 14 days after the relevant reason for led to the complaint. Complaints can be reported verbally or in writing via email@example.com with the subject "Complaint".
2. The complaint must be sufficiently substantiated and/or explained by the Client if ProductLift is to be able to handle the complaint.
3. ProductLift will respond substantively to the complaint as soon as possible, but no later than 14 days after receipt of the complaint.
4. The parties will try to reach a solution together.
1. The legal relationship between ProductLift and the Client is governed by Dutch law.
2. ProductLift can unilaterally change these general terms and conditions. The most current version can be found on the website.
3. All disputes arising from or as a result of the Agreement between ProductLift and the Client will be settled by the competent court of the District Court of Midden-Nederland (location Utrecht, The Netherlands), unless mandatory provisions designate another competent court.