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Terms and Conditions

Art. 1 Application

  1. These terms and conditions apply to all quotations, agreements and (legal) acts between YourBI and its Client (hereinafter: "the Client").

  2. Deviations from these general terms and conditions are only valid if they have been expressly laid down in writing.

 

Art. 2 Quotations and offers

  1. All quotations are without obligation and are valid for a maximum of 1 month.

  2. YourBI cannot be held to an offer if the Client can reasonably understand that the offer contains an obvious mistake or clerical error.

  3. Quotations do not automatically apply to future and/or follow-up assignments.

 

Art. 3 Implementation

  1. YourBI will make every effort to the best of its knowledge and ability to provide its services optimally and in accordance with the requirements of good craftsmanship. All this on the basis of the state of science and technology known at that time. Execution times of YourBI are indicative.

  2. YourBI is allowed to execute the agreement in phases and invoice these phases separately. YourBI may suspend the execution of the parts that belong to a subsequent phase until the Client has paid the partial invoice for the part already delivered or the advance invoice relating to it.

  3. YourBI is not liable for shortcomings of third parties engaged by it and is entitled to accept any limitation of liability of that third party on behalf of the Client.

  4. Only if YourBI receives all relevant and correct information in a timely manner can it fulfil its best-efforts obligation. In the event of incorrect and/or late and/or incomplete delivery of this information, YourBI may suspend its activities without being liable for any damage and costs. Any additional work caused by this will be at the expense of the Client.

  5. The Client is obliged to ensure that the applicable regulations regarding information security are complied with. The Client undertakes to give its personnel or third parties hired by it correct and complete instructions to ensure that these regulations are correctly complied with.

  6. The Client shall make every effort to ensure that the use of the Dashboards is secure. The Client is responsible for data entered by its employees and, if applicable, by YourBI at the Client's request.

 

Art. 4 Liability

  1. Any liability on the part of YourBI is limited to the payment to be provided by the insurer of YourBI. If the liability of YourBI is not or not fully covered by the insurer, the liability of YourBI is limited to a maximum of the invoice value of the service in question, whereby in the case of a continuing performance agreement a maximum of the invoice amount over a period of 12 months will apply. At all times, YourBI's liability is limited to a maximum amount of € 15,000,-.

  2. YourBI is never liable for any damage caused to the third parties engaged by it.

  3. Upon first request, the Client shall indemnify YourBI against all claims by third parties with regard to the processing of data provided by the Client or on behalf of the Client, including personal data. The Client is responsible for the content of the data.

  4. YourBI is never liable for indirect damage, such as consequential damage, loss of turnover, loss of data and/or production capacity and damage due to business interruption.

 

Art. 5 Invoicing, prices and payment

  1. Prices and rates do not include VAT.

  2. Payment of the one-off costs and the subscription costs, as agreed in the service agreement, must be made in advance by direct debit per month in the first week of the month in question.

  3. If an invoice is not paid on time, YourBI is entitled to suspend its services, also for assignments from the Client other than those to which the unpaid invoices relate. YourBI is not liable for any damage resulting from such a suspension.

  4. In the event of liquidation, bankruptcy, statutory debt restructuring or suspension of payment of the Client, YourBI has the right to dissolve the agreement. All obligations, including payment obligations, of the Client are then immediately due and payable. 

  5. After the expiry of the payment term, the Client is in default by operation of law and will then owe the statutory commercial interest on the amount due.

  6. All costs incurred by YourBI in order to settle the claim in and out of court will be borne by the Client. The extrajudicial collection costs are calculated according to the Graduated Extrajudicial Collection Costs, with a minimum of € 150,-.

 

Art. 6 Force majeure

  1. YourBI is not liable if it is unable or has not been able to fulfil its obligations due to force majeure or unforeseen circumstances.

  2. Force majeure is understood to mean: any circumstance beyond the control of YourBI, as well as, insofar as it does not already include, internet failures, telecommunications failures/malfunctions in electronic messaging, the unexpected failure of third parties, business disruption, technical defects, the consequences of natural disasters, strikes, etc.

  3. All this also if these difficulties arise with third parties who are involved by YourBI in the execution of the agreement. During the period that the force majeure continues, the parties may suspend the obligations under the agreement. If this period lasts longer than two months, each of the parties is entitled to dissolve the agreement, without obligation to compensate the other party for damages.

  4. Work already carried out will then be invoiced at the usual rates.

 

Art. 7 Intellectual property

  1. All intellectual property rights that YourBI develops or uses in the execution of the agreement, including but not limited to software, updates, new versions of the software, advice and documents, belong to YourBI and/or its licensors.

 

Art. 8 Confidentiality

  1. The parties are mutually obliged to maintain confidentiality with regard to the data provided by or on behalf of the other Party and to keep information secret from third parties who are not involved in the execution of the agreement, unless a legal obligation to disclose such data is required.

  2. The parties are also obliged to impose this confidentiality on the third parties engaged by them.

 

Art. 9 Applicable law and dispute resolution

  1. The agreement between YourBI and the Client is exclusively governed by Dutch law.

  2. Disputes will be adjudicated in the first instance by the competent court of YourBI's place of business. Nevertheless, YourBI has the right to submit the matter to the competent court in Amsterdam.

 

Art. 10 Miscellaneous

  1. YourBI is entitled to change its prices and tariffs at any time, and will in any case change its rates annually in accordance with the price index figure of the CBS for business services.

  2. If any provision of these terms and conditions subsequently turns out to be non-binding, that provision will be replaced by a provision that is as much as possible in line with them and the other provisions will continue to apply in full.

  3. The most recent version of these terms and conditions, as can be found on the website www.yourbi.nl will apply.

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