Terms and conditions

Terms and conditions for Dealsuite


C365 B.V. (registered with trade register number 32121643, trade name Dealsuite) provides access via the internet to the software developed by it. These are the terms and conditions applicable to the use of the services offered by C365 B.V. (the “Services”), including the use of ‘Dealsuite’, an online platform that serves as a communication tool for sharing information with other parties.

By using the Website, the Platform or any other Service, you agree that these terms and conditions apply to them. If you do not agree with these Terms, you are advised not to use the Services.

Article 1. definitions

1.1 The following definitions and rules of interpretation apply to these terms and conditions:

Employees

the employees of User or a natural person authorized by User to perform work on behalf of and under responsibility of User

Log-in Data

user code(s) intended for the User only, which give access to the Platform

Log-in Procedure

the procedure that User must follow to gain access to the Platform

Platform

the online platform Dealsuite, a communication tool for sharing information with other parties

Registration

the completion of a form that captures data from a prospective user via the Website

Services

all services offered by Supplier or one of its subsidiaries

Supplier

C365 B.V. (trade name Dealsuite) or one of its subsidiaries

Terms

these terms and conditions for the Platform

User

any natural or legal person who has completed the Registration

User Agreement

the agreement between User and Supplier for the use of the Platform or any other Service. This can be a signed contract between User and Supplier or an email sent from Supplier to User, which states what is agreed upon between Supplier and User

Website

the website https://www.dealsuite.com

Article 2. use of dealsuite

2.1 User and Supplier have entered into a User Agreement granting User the non-exclusive right to use the Platform for the duration of the User Agreement. User shall only use the Services in accordance with these Terms and the stipulations of the User Agreement.

2.2 User shall not allow the Services to be used by or for any other (legal) person than User or its Employees. User shall not make improper use of the Services.

2.3 User cannot transfer its rights or obligations arising from the User Agreement or these Terms to third parties.

2.4 User shall not cause inconvenience or damage in any way to Supplier or customers of Supplier when using the Services, all this at the discretion of the Supplier. User shall not perform any action that is or is likely to be damaging to the systems of Supplier or customers of Supplier.

2.5 The Platform is a standard solution and the software is provided 'as is' as shown in the latest available version.

2.6 The Platform and other Services of Supplier do not imply any brokerage or intermediary activities of Supplier for the realization of deals or agreements between Users.

2.7 Communication by parties on the Platform does not construe an agreement between the communica­ting parties for which Supplier can be held responsible or liable. Supplier does not check any information or data entered by User in using the Services. Supplier is not liable for any mistakes, typo’s or other errors in the information or data entered by User and shown on the Platform.

Article 3. fees, prices and payment

3.1 User owes Supplier a subscription fee for the Services as agreed upon in the User Agreement. Invoicing of the fee takes place annually, unless agreed otherwise in the User Agreement.

3.2 The subscription fee referred to in article 3.1 is payable regardless of whether or not User uses the Services.

3.3 Other than the subscription fee, Supplier receives no payment for the information shared on the Platform or any matches made as a result thereof.

3.4 Supplier reserves the right to amend the subscription fee for the Services from time to time. Any changes in the subscription fee will be communicated to User in a timely fashion via the Platform or otherwise.

3.5 Use of the Platform after the date the change of the subscription fee takes effect shall constitute acceptance by User of the amended subscription fee.

3.6 If the User does not pay the subscription fee, Supplier has the right to limit the functionality of the Services for User or completely block the access of User to the Services.

Article 4. obligations user

4.1 User is responsible and liable for its use (including the Log-in Data) of the Services and for the accuracy of all information and (personal) data User enters and stores when using the Services.

4.2 User indemnifies Supplier for any damages, including third-party claims, and including all costs and expenses of Supplier pursuant to the improper use by User of the Services, including but not limited to entering inaccurate information or data on the Platform, or any other violation of these Terms or the terms of the User Agreement.

4.3 User is obliged to follow the Registration and Log-in Procedure. Supplier is entitled to adjust the Log-in Procedure at its discretion, of which change Supplier shall notify User in time.

4.4 User must protect its Log-in Data. User is responsible for using and storing the Log-in Data carefully. The Log-in Data are not transferable and may not be used outside the organization of User. User shall observe strict confidentiality in respect of the Log-in Data and any other information made available on the Platform.

4.5 Supplier may assume that all actions undertaken from the account of User after logging in with the Log-in Data of User are authorized and supervised by User. User is liable for any (unauthorized) use of its Log-in Data, unless and until User has notified Supplier that a non-User has its Log-in Data.

4.6 User guarantees to notify Supplier, in writing or via the Services, immediately of a change in its address and/or payment information.

4.7 If User does not fulfil its obligations under the User Agreement or these Terms, Supplier is entitled to limit the functionality of the Services for User or block the access of User to the Services

4.8 User is responsible for the operation of its hardware and software configuration, peripheral equipment and internet connection required for use of the Services.

Article 5. obligations supplier

5.1 Supplier uses its best efforts to have the Services available at all times and maximize access to the Services, but cannot however guarantee uninterrupted availability.

5.2 Supplier shall be entitled to make innovations to the Services at its discretion. Supplier shall notify User timely of the processing of updates and/or upgrades, to the extent that they are relevant for the use of the Services by User, at the discretion of Supplier.

5.3 Supplier actively maintains the software of its Services. In case maintenance is reasonably expected to negatively impact availability, Supplier carries out such maintenance at times when use of the service is relatively low. Maintenance is announced in advance whenever possible. Emergency maintenance can take place at any time and without prior announcement.

5.4 After 28 days after termination of the User Agreement, the data entered and story by User via the Services may be deleted permanently by Supplier, without giving prior notice to User.

5.5 Supplier does not share the data or information entered by User with third parties, with the exception of other Users of the Platform in the context the information was shared by User.

Article 6. Intellectual property and data protection

6.1 The Services, the accompanying software as well as all information and images on the Website, all copyrights, patent rights, trademark rights, other intellectual and industrial property rights and any similar rights to protect information related to the Services are the exclusive intellectual property of Supplier or its licensor(s). None of these items may be copied or used without prior written permission of Supplier. None of the provisions of the User Agreement or these Terms can be construed to signify a complete or partial transfer of these rights to User.

6.2 Supplier is entitled to take (and uphold) the necessary (technical) measures to protect the (intellectual property rights in the) Services and in view of the agreed restrictions on the use of the Services. User may not bypass or remove such (technical) measures of its own accord.

6.3 Information User stores or processes using the service is and remains property of User. Supplier receives a limited license to use this information for the Services. User can cancel this license by removing the information in question and terminating the User Agreement.

6.4 The Services allow the User to process personal data. Supplier acts as a processor (in Dutch: bewerker) as defined in the Dutch Data Protection Act; User is the controller (in Dutch: verantwoorde­lijke). User indemnifies and holds Supplier harmless against all claims by third parties in connection with this Act. Supplier uses and processes personal data in accordance with its privacy policy, which can be found on the Website or via the Platform.

Article 7. Limitation of liability

7.1 Supplier is not liable for any damage resulting from:

7.1.1 the temporary unavailability of (part of) the Services;

7.1.2 the (not-)functioning of any equipment, hardware or software or internet connection of User or third parties;

7.1.3 the incorrect, incomplete or untimely transfer or receipt of any data that is entered into the Platform or any other Service and stored with Supplier;

7.2 Supplier is in no event liable for indirect damages, consequential damages, lost profits, missed savings or damages through business interruption, damage due to claims of customers of User, impairment or loss of data, regardless of the nature of the act, and even if Supplier was informed of the probability of the occurrence of the damage.

7.3 In any event, the liability of Supplier for damages of User shall be limited to the amount of the subscription fee charged by Supplier to User in the 12 months before the month in which the damage occurred.

7.4 User indemnifies Supplier from third party claims arising out of or related to the User Agreement or these Terms, unless User might have made such valid claims against Supplier in accordance with the provisions of this Article 7 if the User suffered the damage itself.

7.5 Any right of User to compensation shall lapse in any case if User has failed to take measures to: 
i) limit the damage immediately after it has occurred, ii) prevent (other or further) damage before it occurs, or iii) inform Supplier as soon as reasonably possible about the damage and provide Supplier with all relevant information.

7.6 Any claim for damages against Supplier shall be extinguished by the mere lapse of 24 months after the claim arises.

Article 8. Miscellaneous

8.1 Supplier reserves the right to amend these Terms unilaterally. Supplier will communicate any change in the Terms to User as soon as possible.

8.2 Supplier is entitled to transfer its rights and obligations under this agreement to a third party.

8.3 The User Agreement and these Terms shall be exclusively governed by Dutch law.

8.4 All disputes, controversies or claims arising out of or in connection with these Terms or the User Agreement shall be brought before the competent court of Amsterdam, the Netherlands.


Terms and conditions Dealsuite
15 May 2018