Terms and Conditions
Article 1. Definitions
1.1. Companyideia internet trade name of ideia internet registered with the Chamber of Commerce under number: 37118084.
1.2. Customer Any natural or legal person who has entered into an agreement with the Company or intends to enter into an agreement.
1.3 Service The specific service that the Company agrees with the customer, as stated in the agreement.
1.4 Agreement Agreement between customer and Company where one or more services and/or goods are provided.
Article 2. Agreement
2.1. These General Terms and Conditions apply to the Agreement at all times, unless expressly agreed otherwise in writing.2.2. Provisions or conditions set by the Client that deviate from, or do not appear in, these General Terms and Conditions are only binding on the Company if and insofar as they have been expressly accepted by the Company in writing.2.3. After acceptance, the Agreement may only be changed with mutual consent.2.4. The Agreement takes effect from the moment at which notification of acceptance by the Client is received by the Company.
Article 3. Execution of the Service
3.1. After the conclusion of the Agreement, the Company will perform the Service as soon as possible in accordance with the quotation, electronic order or order by letter or fax.3.2. Insofar as not agreed otherwise in writing, the Company guarantees that the Service will be performed to the best of its ability with due care and professionalism.3.3. If and insofar as the proper performance of the Service requires this, the Company has the right to have certain activities performed by third parties. Any additional costs associated with this are for the account of the Client, unless agreed otherwise.3.4. The Client is obliged to do and refrain from doing anything that is reasonably necessary and desirable to enable the timely and correct performance of the Service. In particular, the Client will ensure that all data, which the Company indicates are necessary or which the Client should reasonably understand are necessary for the performance of the Service, are provided to the Company in a timely manner.3.5. The Company is not permitted to independently make changes to the material supplied by the Client without prior permission from the Client, with the exception of changes that the Company deems necessary for the proper performance of the Service and which do not change the material content of the material. .3.6. If this is part of the Service, the Company will provide the Client with an administrative user name and password. With this data, the Client has access to an administrative account and a management tool with which the Client can manage the provision of the Service at its own discretion and manage accounts for individual users and set the possibilities and restrictions for these individual users of the Service, all within the limits specified in the Agreement.3.7. Every action that takes place through the administrative account or an account of an individual user is deemed to be carried out under the responsibility and risk of the Client. The company can therefore not be held liable for this. In the event of suspected misuse of an account, the Client must report this to the Company as soon as possible so that it can take measures.3.8. Terms of delivery stated by the Company are always indicative, unless it is expressly stated in writing that it concerns a deadline. The Company will only be in default, even with an agreed deadline, after the Client has given it written notice of default.3.9. Exceeding agreed delivery times, regardless of the cause, does not entitle to compensation, unless otherwise agreed in writing.3.10. The Company has the right to (temporarily) put products and services out of use and/or to limit their use, or not to deliver them or only to a limited extent, if the Client fails to fulfill an obligation towards the Company with regard to the Agreement or in violates these terms and conditions.
Article 4. Prices
4.1. All prices are exclusive of turnover tax (VAT) and other levies imposed by the government. On the section of the Website, which is aimed at the private market, all prices include VAT and other levies imposed by the government.4.2. All prices on the website, quotations, brochures and other Company documentation are subject to programming and typing errors. No liability is accepted for the consequences of such errors.4.3. If the Agreement is a continuing performance contract, the Company is entitled to increase the rates applied at any time. To this end, the Company will inform the Client of rate changes via website or e-mail at least thirty days in advance. In the event of a price increase, the Client has the right to terminate the Agreement, with due observance of a notice period of 5 days.4.4. Without the possibility of termination by the Client, being a company, the Company has the right to increase all prices agreed with the Client by 4% every year on 1 January.4.5. All costs ensuing from the Agreement for the Company will be borne by the Client, unless agreed otherwise.
Article 5. Hosting and related services
5.1. If the Service (also) serves to provide services regarding the storage and/or transfer of material supplied by the Client to third parties, such as in the case of web hosting or e-mail services, the provisions of this article also apply.5.2. The Client will not publish or offer any information via (the servers of) the Company that is contrary to Dutch law. This includes in particular, but not limited to, information that is provided without the permission of the copyright holder(s), information that is defamatory, threatening, abusive, racist, hate speech or discriminatory, information that contains child pornography, and information that violates the privacy of third parties or form of stalking, as well as hyperlinks, torrents or other references to such information on third party websites anywhere in the world (even where the information would be legal in the relevant jurisdiction).5.3. The Company has a complaints procedure with which third parties (hereinafter: notifiers) can submit a complaint that they believe there is such a conflict. If, in the opinion of Company, a complaint is justified, Company is entitled to remove the material or make it inaccessible. In that case, the Company is also entitled to provide personal data of the Client to a reporter or to the competent authorities. The Company will inform the Client about the course of this procedure.5.4. In the event of potentially criminal information, the Company is entitled to report this. The Company can hereby provide all relevant information about the Client and the information to the competent authorities and perform all other actions that these authorities request the Company to perform in the context of the investigation.5.5. In the event of repeated (founded) complaints about the information provided by the Client, the Company is entitled to dissolve and/or terminate the Agreement.5.6. The Client indemnifies the Company against all damage resulting from the above. The Company is not liable for any damage suffered by the Client as a result of an intervention by the Company in the context of the complaint procedure, even if the complaint turns out to be unjustified and the information does not conflict with Dutch law.5.7. The Client shall refrain from hindering other Clients or internet users or causing damage to the servers. The Client is prohibited from starting processes or programs, whether or not via the server, of which the Client knows or can reasonably suspect that this will hinder or damage the Company, other Clients or internet users. The Company will inform the Client of any measures.5.8. The Client will adhere to the generally accepted rules of conduct on the internet as laid down in RFC1855 (ftp://ftp.ripe.net/rfc/rfc1855.txt) and any future amendments thereto.5.9. Without the Company’s permission, the Client is prohibited from transferring the user name or user names and password or passwords provided by the Company to third parties.5.10. The Company can set a maximum for the amount of storage space or data traffic per month that the Client may use in the context of the Service. If this maximum is exceeded, the Company is authorized to charge an additional amount, in accordance with the amounts for additional data traffic stated on the Website. There is no liability for the consequences of not being able to send, receive, store or change data if an agreed limit for storage space or data traffic has been reached.5.11. Client hereby grants Company an unrestricted license to distribute, store, transmit or copy all materials distributed by Client through Company’s systems in any manner deemed appropriate by Company, but only to the extent reasonably necessary for the purposes of the fulfillment of the Agreement by the Company.5.12. In addition to the obligations under the law, damage caused by incompetence or failure to act in accordance with the above points is for the account of the Client.
Article 6. Domain registration
6.1. If the Service is (partly) intended for the Company to mediate for the Client in obtaining a domain name, the provisions of this article also apply.6.2. The application, allocation and possible use of a domain name and/or IP address depend on and are subject to the applicable rules and procedures of the relevant registering authorities, including Stichting Internet Domeinregistratie Nederland and RIPE. The relevant authority decides on the allocation of a domain name and/or IP address. The company only plays an intermediary role in the application and does not guarantee that an application will also be honored.6.3. The Client can only learn the fact of registration from the confirmation by e-mail from the Company, which states that the requested domain name has been registered. An invoice for registration costs is not a confirmation of registration. 6.4. The Client indemnifies and holds the Company harmless against all damage related to (the use of) a domain name on behalf of or by the Client.6.5. The Company is not liable for the loss by the Client of its right(s) to a domain name or for the fact that the domain name is requested and/or acquired by a third party in the meantime, except in the event of intent or gross negligence on the part of the Company.6.6. If the Company registers a domain name in its name on behalf of the Client, the Company will cooperate with requests from the Client to move, transfer or cancel this domain name.6.7. The Client must comply with the rules set by registering authorities for the application, allocation or use of a domain name.6.8. The Company has the right to make the domain name inaccessible or unusable, or to place it in its own name if the Client demonstrably fails to comply with the Agreement, but only for the duration that the Client is in default and only after expiry of a reasonable term for compliance stated in a written notice of default.6.9. In the event of dissolution of the Agreement due to non-performance by the Client, the Company is entitled to cancel the domain name.
Article 7. Uptime guarantees
7.1. The Company will make every effort to realize uninterrupted availability of its systems and networks, and to realize access to data stored by the Company, but offers no guarantees in this respect unless otherwise agreed in the quotation or the electronic ordering procedure by means of a Service Level designated as such. Agreement (SLA). Insofar as not otherwise stipulated in such an SLA, the provisions of this article apply to availability.7.2. The Company does not make backup copies (back-ups) available to the Client, unless the Client has purchased an additional SLA for this. It is therefore the Client’s responsibility to make backup copies of the data stored at the Company.7.3. The Company will endeavor to keep the software it uses up-to-date. However, the Company is dependent on its supplier(s) for this. The Company is entitled not to install certain updates or patches if, in its opinion, this does not benefit the correct delivery of the Service.7.4. The Company will make every effort to ensure that the Client can use the networks that are directly or indirectly connected to the Company’s network. However, Company cannot guarantee that these networks will be available at any time.7.5. If, in the opinion of the Company, a danger arises for the functioning of the computer systems or the network of the Company or third parties and/or the services via a network, in particular due to excessive sending of e-mail or other data, poorly secured systems or activities of viruses, Trojans and similar software, the Company is entitled to take all measures it reasonably deems necessary to avert or prevent this danger.
Article 8. Liability
8.1. The liability of the Company for direct damage suffered by the Client as a result of an attributable failure by the Company to fulfill its obligations under this Agreement, or due to an unlawful act by the Company, its employees or third parties engaged by it, is per event or a series of related events limited to an amount equal to the fees that the Client owes per year under this Agreement (excluding VAT). However, in no case will the total compensation for direct damage exceed EUR 1,000 (excluding VAT).8.2. Liability of the Company for indirect damage, including consequential damage, lost profit, missed savings, loss of (company) data and damage due to business interruption, is excluded.8.3. Apart from the cases referred to in Article 8 paragraph 1, the Company has no liability whatsoever for compensation, regardless of the grounds on which an action for compensation would be based. However, the maximum amounts referred to in Article 8 paragraph 1 will lapse if and insofar as the damage is the result of intent or gross negligence on the part of management personnel of the Company.8.4. The liability of the Company due to an attributable shortcoming in the fulfillment of the Agreement only arises if the Client immediately and properly declares the Company in default in writing, stating a reasonable term to remedy the shortcoming, and the Company is also attributable in the fulfillment of its obligations after that term. continues to fall short. The notice of default must contain as detailed a description as possible of the shortcoming, so that the Company is able to respond adequately.8.5. The Company is never liable for damage caused by force majeure.8.6. A condition for the existence of any right to compensation is always that the Client reports the damage to the Company in writing within 30 days of its occurrence.8.7. The Client indemnifies the Company against all third-party claims for liability as a result of a defect in the Service provided by the Client to a third party and which also consisted of goods, materials or results supplied by the Company.
Article 9. Malfunctions and force majeure
9.1. Company has the right to temporarily decommission its systems, including the Website, or parts thereof for the purpose of maintenance, adjustment or improvement thereof. The Company will try to have such a decommissioning take place outside office hours as much as possible and will endeavor to inform the Client in a timely manner of the planned decommissioning. However, the Company is never liable for compensation for damage in connection with such decommissioning.9.2. Company has the right to modify its systems, including the Website, or portions thereof from time to time to improve functionality and correct errors. If an adjustment leads to a significant change in the functionality, the Company will endeavor to inform the Client thereof. In the case of adjustments that are relevant to several clients, it is not possible to waive a certain adjustment for the Client alone. Company is not obliged to pay any compensation for damage caused by such an adjustment.9.3. The Company will endeavor to inform the Client of the nature and expected duration of the interruption in the event of the Service being unavailable due to malfunctions, maintenance or other causes.9.4. In the event of force majeure, which in any case includes disruptions or failures of the internet, the telecommunications infrastructure, synflood, network attack, DoS or DDoS attacks, power failures, internal disturbances, mobilization, war, transport disruption, strike, lockout, business disruptions, stagnation in supply, fire, flood, import and export restrictions and in the event that the Company is not enabled to deliver by its own suppliers, regardless of the reason, as a result of which compliance with the Agreement cannot reasonably be expected from the Company, the performance of the Agreement will be suspended or the Agreement will be terminated if the force majeure situation has lasted longer than ninety days, all without any obligation to pay compensation.
Article 10. Duration and cancellation
10.1. If the Service extends to the periodic provision of services for a certain period of time, the Agreement is deemed to have been entered into for a minimum period of twelve months, unless otherwise indicated on the Website or otherwise agreed. In the absence of a cancellation, which takes place via the administrative account on My Company, the Agreement will always be tacitly extended for the same period in time for a notice period of one month, unless agreed otherwise.10.2. If the Client is a natural person who does not act in the exercise of a profession or business, the Client may cancel on any day after tacit renewal. The cancellation will take effect one month after receipt of the cancellation. ‘One month’ notice period is understood to mean no later than the day with the same number in the following month.10.3. In the event of cancellation, termination or dissolution for whatever reason, the Company is entitled to immediately delete all stored data or make it inaccessible and to cancel all accounts of the Client. In that case, the Company is not obliged to provide the Client with a copy of this data.10.4. The Client can give notice of termination via the same channel as through which the Agreement was entered into. The Client may also cancel in writing via My Enterprises.10.5. If the Client is a natural person who is not acting in the exercise of a profession or business, the Client has the right, without stating reasons, to dissolve the Agreement within fourteen working days after the conclusion, unless the Company has already done so within this period with the consent of the Client. has started the implementation of the Agreement. Domain names are excluded from the fourteen working day cooling-off period, because domain names are personal in nature and then the cooling-off period does not apply.10.6. If the Client fails to fulfill any obligation under the Agreement, the Company has the right to terminate all Agreements concluded with the relevant Client without any notice of default or judicial intervention being required and without prejudice to the Company’s right to compensation for damage, loss of profit and interest. .
Article 11. Terms of payment
11.1. The payment obligation of the Client commences at the moment the agreement is concluded. The payment relates to the period commencing on the day the Company’s products and services are actually made available.11.2. The Company will send an invoice to the Client for the amount owed by the Client. The payment term of this invoice is 14 days after the date of the invoice, unless stated otherwise on the invoice or otherwise agreed in the Agreement.11.3. The Client agrees to electronic invoicing by the Company.11.4. Contrary to the previous paragraph, the Company is not obliged to send an invoice if the Agreement is a continuing performance contract. The Client will pay the amount due for that period to the Company monthly or another agreed term in advance.11.5. Depending on the term for which the agreement has been entered into, the costs due will be charged in advance and must be paid in advance, otherwise the Company reserves the right to (temporarily) suspend the services.11.6. If the Client has not paid on time, this will be communicated to the Client and a further term of payment will be set. If payment is also not made within that period, the Client will be in default without further notice of default. After the last reminder, the Company is entitled to take the Client’s website offline.11.7. If amounts due cannot be collected or received due to the actions of the Client, the Company will in any case charge 25 euros for administration costs. The aforementioned administration costs will be increased to a maximum of 10% of the invoice if the Client remains negligent in paying the Company’s claim and the Company is forced to hand over its claim. In the latter case, the Client is also obliged to pay reasonable compensation for extrajudicial costs, including all costs as referred to in Section 6:96 of the Dutch Civil Code.11.8. If the Company has had to incur additional (other than the above) costs in order to collect the amount due, these will be recovered from the Client.11.9. If the Client is of the opinion that the costs charged are incorrect, the Client can make the objections known to the Company within two weeks after the invoice date. After receipt of the objection, the Company will conduct an investigation into the correctness of the invoice amount.11.10. The claim for payment is immediately due and payable in the event that the Client is declared bankrupt, applies for suspension of payment or if the Client’s assets are seized in full, the Client dies and furthermore, if it goes into liquidation or is dissolved.11.11. In the above cases, the Company also has the right to terminate or suspend performance of the Agreement or any part thereof that has not yet been performed, without notice of default or judicial intervention, and without the right to compensation for damage for the Client that may arise as a result.
Article 12. Intellectual property rights
12.1. All intellectual property rights to all materials, software, analyses, designs, documentation, advice, reports, quotations, as well as preparatory material thereof developed or made available in the context of the Service, are vested exclusively in the Company or its licensors.12.2. The Client will only acquire the rights of use and powers arising from the purport of the Agreement or which are granted in writing, and the Client will otherwise not reproduce or publish the software or other materials.12.3. The Client is not permitted to remove or change any indication regarding copyrights, brands, trade names or other intellectual property rights from the materials, including indications regarding the confidential nature and secrecy of the materials.12.4. The Company is permitted to take technical measures to protect the materials. If the Company has secured the materials by means of technical protection, the Client is not permitted to remove or evade this protection.12.5. Any use, reproduction or disclosure of the materials that falls outside the scope of the Agreement or granted usage rights is considered a violation of copyright. The Client will pay an immediately due and payable fine of EUR 2,000 per infringing act to the Company, which is not subject to judicial moderation, without prejudice to the right of the Company to obtain compensation for its damage as a result of the infringement or to take other legal measures in order to end the infringement.
Article 13. Confidentiality
13.1. Parties will treat information that they provide to each other before, during or after the performance of the Agreement confidential if this information is marked as confidential or if the receiving party knows or should reasonably suspect that the information was intended to be confidential. Parties also impose this obligation on their employees as well as on third parties engaged by them for the implementation of the Agreement.13.2. The Company will not take cognizance of data that the Client stores and/or distributes via the Company’s systems, unless this is necessary for the proper performance of the Agreement or the Company is obliged to do so pursuant to a statutory provision or court order. In that case, the Company will make every effort to limit the knowledge of the data as much as possible, insofar as this is within its power.
Article 14. Changes to General Terms and Conditions
14.1. Company reserves the right to change or supplement these terms and conditions.14.2. Changes also apply to agreements already concluded, with due observance of a period of 30 days after the announcement of the change on the Company’s website or by electronic notification. Changes of minor importance can be made at any time.14.3. If the Client does not wish to accept an amendment to these terms and conditions, it can terminate the agreement by this date until the date on which the new terms and conditions come into force.
Article 15. Final provisions
15.1. Dutch law applies to this agreement.15.2. Insofar as not dictated otherwise by mandatory law, all disputes that may arise as a result of this agreement will be submitted to the competent Dutch court in Amsterdam.15.3. If any provision of this agreement proves to be null and void, this will not affect the validity of the entire agreement. In that case, the parties will adopt (a) new provision(s) as a replacement, which will give shape to the intention of the original Agreement and General Terms and Conditions as far as legally possible.15.4. In these terms and conditions, “in writing” also includes e-mail and communication by fax, provided that the identity and integrity of the e-mail or fax is sufficiently established.15.5. The version of any communication, measurement (monitoring) received or stored by the Company is considered authentic, unless the Client provides evidence to the contrary.