General Terms and Conditions of ForceWeb B.V.
Customer: The natural or legal person with whom ForceWeb B.V. enters into an agreement to deliver its Software.
Administration: The administration managed by the Customer through the Software.
Software: Online administration system, which is offered by www.timechimp.com/en
Agreement: The agreement between ForceWeb B.V. and the Customer to which these General Terms and Conditions apply and on the basis of which ForceWeb B.V. makes available to the Customer the software which the Customer has selected on the website www.timechimp.com/en.
ForceWeb B.V.: ForceWeb B.V., with its registered office in Amsterdam, Zekeringstraat 13b, known under the trade name TimeChimp.
1.2 These general terms and conditions apply to the delivery of all Software by ForceWeb B.V. to the Customer. Upon registration, the general terms and conditions as set out here apply.
2. Access and notification
2.1. The Customer must be 18 years of age or older.
2.2. The Software may only be used by the Customer personally or by an appointed responsible person (as described in Article 2.3.). The Customer is not permitted to allow others, with the exception of the appointed responsible party, to use the Software. The Customer is not permitted to transfer or assign the Agreement to another person or entity.
2.3. Appointed responsible persons are: the Clients, Managers and Employees of the Customer who are granted access to the Software via the invitation procedure of the Software by means of their own username and password.
2.4. In order to meet the conditions of the Agreement, each Customer must have a username and password. These are strictly private and confidential, and may not be shared with others, with the exception of appointed responsible persons. ForceWeb B.V. can under no circumstances be held liable for the loss of a user name and/or password by a Customer or appointed responsible person.
2.5. ForceWeb B.V. reserves the right to change the registration requirements of the Software and/or products offered on the website www.timechimp.com/en without prior notice.
3. Code of Conduct
3.1. The Customer shall not use, or cause to be used, ForceWeb B.V. in any way for unlawful acts, the committing of criminal offences and/or for acts that are contrary to generally applicable norms and values. This includes, among other things, the following acts: committing or infringing the intellectual property rights of third parties (including, but not limited to: copyrights, trademark rights; rights under the European Directive 96/9 on the legal protection of databases, patent rights, design rights); theft; the unlawful and/or criminal dissemination of secret or confidential information; the unlawful or criminal dissemination of texts and/or image and sound material, including racist expressions, child pornography, criminal data traffic, insulting expressions and so-called “mail bombs”; computer peace infringement (“hacking”) via Timechimp.nl or the Internet; the destruction, damage or disabling of systems or automated works and software of others; the dissemination of viruses or the otherwise intentional disruption of communication or data storage; the provision of access by means of false keys, false codes and/or false properties.
3.3. The Customer agrees to enter (personal) information into the Software in free input fields, including, but not limited to, telephone numbers, account numbers, turnover data, street addresses, surnames, URLs, email addresses or other (personally traceable) information of the Customer himself or of the Customer’s Employees and Clients, and that this information is stored online by ForceWeb B.V. The information that the Customer enters in the Software shall only be used by ForceWeb B.V. for administrative and statistical purposes.
3.4. The Customer agrees that Customer is personally responsible for interactions with the Customer’s Clients and Employees.
3.5. The Customer declares that he will not in any way personate someone other than whom the Customer truly is. This also means that the Customer will not personate another Customer nor an employee of ForceWeb B.V.
3.6. Messages sent by the Customer to the Customer’s Clients and Employees will be treated as confidential by ForceWeb B.V.
3.7. Information entered in the Software by the Customer, including, but not limited to, telephone numbers, account numbers, turnover data, street addresses, surnames, URLs, email addresses or other (personally traceable) information of the Customer himself or of the Customer’s Employees and Clients and data relating to the administration of the Customer’s Clients and Employees shall never be provided by ForceWeb B.V. to third parties without the Customer’s permission.
3.8. In some cases, ForceWeb B.V. makes use of third party Software in the implementation of its Software. These third parties have access to data only to the extent necessary for the execution their duties. They may not use this data for any other purpose.
3.9. ForceWeb B.V. occasionally sends its Customers a newsletter in which interesting news is shared, as well as new Software offered by ForceWeb B.V. The Customer can unsubscribe from this newsletter if the customer does not value the newsletter. For questions and/or unsubscription, please contact email@example.com.
3.10. In case of questions and/or comments regarding the processing of data by ForceWeb B.V., the Customer can contact our helpdesk via firstname.lastname@example.org.
4. Intellectual property
4.1. The design and content, including trademarks, logos, images and photo text on the website(s) of ForceWeb B.V. are the intellectual property of ForceWeb B.V. and may not be reproduced, used or displayed without the express, written consent of ForceWeb B.V.
4.2. The rights of use granted by ForceWeb B.V. to the Customer are strictly limited to the use of the Software for business purposes within the framework of and during the term of the Subscription to ForceWeb B.V. All other use by the Customer without the consent of ForceWeb B.V. is strictly prohibited.
4.3. In particular, the Customer is prohibited from editing, copying, duplicating or downloading (for the purpose of editing, copying, duplicating, commercially using and/or distributing) or broadcasting, forwarding, commercially using and/or distributing the Software, web pages of ForceWeb B.V. and the computer codes or elements from which the Software is composed, in any way whatsoever.
5.1. ForceWeb B.V. is obliged to make every effort to ensure proper security of the software. ForceWeb B.V. is not liable for any damage on the part of the Customer or third parties, which is the result of inadequate security.
5.2. ForceWeb B.V. does not guarantee that the software is error-free and unable to be interrupted by malfunctions. ForceWeb B.V. accepts no liability for direct and/or indirect damage to the Customer as a result of a failure to comply with any agreement or any other obligation of ForceWeb B.V. towards the Customer, which is not due to intent or gross negligence on the part of ForceWeb B.V. Liability is in any case limited to direct damage to property and personal injury and to a maximum amount equal to the amount received by ForceWeb B.V. for the Software delivered, to a maximum of four thousand euros.
5.3. ForceWeb B.V. accepts no liability for any indirect damage, including consequential damage, nor is ForceWeb B.V. obliged to compensate business damage, loss of profit, damage as a result of a failure and/or unavailability of the Internet, damage caused by confidential data leakage, damage caused by electronic malfunctions or damage arising from claims by third parties against the Customer.
5.4. ForceWeb B.V. accepts no liability for damage on the part of the Customer caused by third parties, whether or not they make use of the software.
5.5. The Customer shall indemnify ForceWeb B.V. against all third-party claims relating to the Customer’s use of the Software and/or inadequate compliance by the Customer with any obligation towards ForceWeb B.V., whether or not arising from these general terms and conditions.
6. Force majeure
6.1. ForceWeb B.V. accepts no liability if a shortcoming is the result of circumstances that are not attributable to ForceWeb B.V., such as (but not limited to) international conflicts, violent or armed actions, measures taken by any government, industrial unrest by ForceWeb B.V. personnel or by the personnel of any third party that delivers Software to ForceWeb B.V., boycotts, delays or other deficiencies on the part of third parties upon whom ForceWeb B.V. depends in any way, malfunctions in the power supply, malfunctions in Internet connections, malfunctions in the telephone network of the telecommunications company/ies concerned, complete occupation of telephone lines, electricity failure and other malfunctions that are beyond our control, malfunctions in our communication connections or in our equipment or in the communication connections or equipment of any third party that delivers Software to ForceWeb B.V.
6.2. If ForceWeb B.V. is unable to fulfil its obligations for a period of more than two consecutive months due to a non-culpableable shortcoming, both ForceWeb B.V. and the Customer are authorised to terminate the agreement by means of a written statement.
6.3. The consequences of a shortcoming in the fulfilment of ForceWeb B.V. ‘s obligations towards third parties, which are caused by or due to the Customer’s conduct, will always be at the expense and risk of the Customer.
7. Technical failure of the website
7.1. ForceWeb B.V. does not guarantee that the software is error-free and unable to be interrupted by malfunctions. ForceWeb B.V. endeavours to remedy defects in the Software as quickly as possible.
7.2. ForceWeb B.V. accepts no liability for the dissemination of any virus-infected information.
7.3. ForceWeb B.V. accepts no liability for the consequences of actions of third parties who gain access to the Customer’s Software, email messages or information and make changes to them.
7.4. ForceWeb B.V. strives for the highest possible uptime. In the event of force majeure, ForceWeb B.V. cannot be held liable for this. ForceWeb B.V. uses Software (hardware, software, network, data storage, etc.) from third parties to deliver its Software.
7.5. You shall not attempt to hack the Software and/or disrupt websites that exist as part of ForceWeb B.V.
7.6. You will not reproduce, copy, duplicate, sell or resell any part of the Software or the Software in its entirety without the express permission of ForceWeb B.V.
7.7. You will not use the Software to post or send unsolicited content / email (spam).
7.8. You will not place worms and/or viruses and/or other forms of destructive code in the Software.
7.9. ForceWeb B.V. strives to ensure, but does not guarantee, that 1) the Software meets your specific requirements, 2) the Software functions correctly and 3) errors in the Software are corrected.
8. Rates and Payment
8.1. All prices are exclusive of value added tax (BTW/VAT) and other levies imposed by the government, and are listed on the website www.timechimp.com/en/prijzen/.
8.2. When registering, the Customer declares that he will pay by direct debit. When paying by direct debit, the amounts will always be charged one month in advance, regardless of the payment term that applies.
8.3. The monthly or annual amount to be paid for the use of the Software is determined on the basis of the Agreement that the Customer has selected himself on the website www.timechimp.com/en, or on the basis of an agreed quotation.
8.4. If the Customer authorises ForceWeb B.V. to collect by direct debit, the Customer shall ensure that there are sufficient funds in the specified account at the time of registration.
8.5. ForceWeb B.V. reserves the right to change the rates for its Software. ForceWeb B.V. must send the Customer an announcement by email at least 1 month in advance.
8.6. When you convert a free account into a paid account, the free account is immediately converted into a paid account and you terminate the free account automatically. Payment shall also commence on the day of conversion.
9. Late payment
9.1. If the Customer wrongly has a deducted amount reversed or if the Customer has not paid the amount due as described in Article 8.2, the Customer is in default, without further notice of default.
9.2. From the date on which the Customer is in default, ForceWeb B.V. may charge a one-off administration fee of €5.00. This may be supplemented by the (extrajudicial) collection costs amounting to fifteen percent of the outstanding amount, with a minimum of €35. From the due date of the account, ForceWeb B.V. may charge the Customer one percent interest per month, or the statutory interest rate if higher.
9.3. If there is a delay in payment of two (2) invoices, the Customer’s account will be temporarily suspended. The Customer shall receive instructions by email about how to pay the invoices and when the Customer’s account will be reactivated.
9.4. All judicial and extrajudicial collection costs, including the costs for lawyers, bailiffs and collection agencies, arising from overdue payments by the Customer, shall be borne by the Customer. The extrajudicial collection costs are in accordance with the graduated rates of the jurisdiction.
10. Duration and termination of the Agreement
10.1. The Agreement lasts at least 1 month before the end of the contract and is tacitly extended for the same period as the agreed period prior thereto. Information about this can be found under the “Licence” option in the Software. In the event of termination, the Customer must observe the notice period in Article 10.2.
10.2. The notice period lasts at least one calendar month and can be requested via the Software or shall be made in writing by registered letter. Other methods of termination are not accepted.
10.3. ForceWeb B.V. is entitled to terminate the agreement with immediate effect without further notice of default or judicial intervention and/or to block access to the Software in whole or in part and temporarily or not, if the Customer fails to fulfil one or more of the obligations towards ForceWeb B.V., fails to do so properly, or does not fully, or acts contrary to statutory regulations. The agreement can be terminated with immediate effect, among other things, as a result of a; repeated, apparently well-founded complaints about annoying/unacceptable behaviour, b; attempts by the Client to transfer the agreement, c; if the Client has not paid the account within the period set by ForceWeb B.V., d; if the Client withdraws the authorisation for direct debit and/or reverses the transfer, e; in the event of bankruptcy, (provisional) suspension of payment, debt restructuring or being placed under guardianship. Upon termination of the Agreement, the Customer is obliged to pay the costs of the remaining minimum term of the Agreement.
10.4. All Customer data will be deleted 3 months after the termination of the Customer’s account.
10.5. The Customer is at all times responsible for the statutory administration retention obligation. This also applies after cancelling the account.
11. Final provisions
11.1. If ForceWeb B.V. is acquired, merged or otherwise developed into another legal entity, all rights and obligations that exist between the Customer and ForceWeb B.V. shall pass to this other legal entity.
11.2. If a provision of these general terms and conditions or of any agreement proves to be null and void, this shall not affect the validity of the entire general terms and conditions and/or Agreement. The parties shall replace the condition(s) with (a) new condition(s) to which the intent of the original agreement is given to the extent that is legally possible.
11.3. The relationship between the Customer and ForceWeb B.V. is governed by Dutch law. Disputes between ForceWeb B.V. and the Customer will be brought before the competent court in Amsterdam; or, at the discretion of ForceWeb B.V., before the competent court of the Client’s place of residence.