General conditions of sale of VIPCONN B.V.
Article 1 – Definitions
In these general terms and conditions, the following terms have the following meanings:
- Client: any natural person or legal entity with which Vipconn concludes an Agreement.
- Service(s): the services to be supplied by Vipconn to the Client, including the making available of personal assistance for usage of the Product;
- Data: all personal data and other information, including telephone data which the Client makes available to Vipconn in connection with the execution of the Agreement.
- Agreement: the Agreement between Vipconn and the Client with regard to the delivery of Products and Services;
- Product(s): the goods to be delivered by Vipconn to the Client, including the making available of an app.
- Vipconn: the private company with limited liability VIPCONN B.V., established in Zwolle.
Article 2 – General
8013 RP Zwolle (Netherlands)
Telephone: (038) 20 22 329
Chamber of Commerce number: 60713992
VAT number: NL 8540.28.316.B01
These general conditions of sale apply to all proposals, offers and Agreements of Vipconn which relate to Products and Services to be delivered by Vipconn to the Client.
These general conditions of sale can only be deviated from if the parties explicitly agree such with each other in writing.
Vipconn is authorised to make changes to these general conditions of sale. Such changes will come into effect at the indicated time. Vipconn well give notice of the amended general conditions of sale on time.
If any provision in these general conditions of sale becomes invalid or null and void, the other provisions will continue to apply and the parties will consult in order to agree a new provision to replace the invalid or null and void provision, whereby the goal and purport of the invalid or null and void provision will be observed wherever possible.
If provisions in the Agreement contradict provisions in these general conditions of sale, the provisions which are most favourable for Vipconn will take precedence.
Article 3 – Agreement
All proposals and offers by Vipconn are without obligation, unless otherwise agreed in writing.
If the acceptance differs from the proposition in Vipconn’s proposal or offer, Vipconn will not be bound thereto unless Vipconn indicates otherwise in writing.
An Agreement is formed after the Client has completed the necessary forms on the Vipconn website and after the payable amount has been received by Vipconn.
All actions which the Client performs prior to the formation of the Agreement are for the Client’s account and risk.
The Agreement is entered into for a period of one (1) year, unless otherwise agreed in writing. The agreement cannot be terminated prematurely. The Agreement will be tacitly renewed at the end of the term, on each occasion by a period of one (1) year, unless the Client or Vipconn cancels the Agreement before the end of the term with due regard for a period of notice of one (1) month.
If – for whatever reason – the Agreement ends, usage of the Products and Services will also end immediately. Any payments already made will not be refunded to the Client.
Article 4 – Consumer’s right of withdrawal
If the agreement is entered into with a consumer, being a natural person who does not perform a profession or operate a company, this consumer will be entitled to dissolve the agreement, without stating reasons, during a period of 14 days. The 14 day deadline commences on the day following the day on which the agreement is concluded.
If the consumer wishes to invoke the right of withdrawal, as referred to in paragraph 1, the consumer will report this to Vipconn within the 14 day deadline referred to in paragraph 1, using the model form or by e-mail. After receipt of the notification, Vipconn will immediately send a confirmation of receipt to the consumer and the service to the consumer will be immediately terminated.
Vipconn will reimburse all payments by a consumer who has invoked its right of withdrawal. Vipconn will use the same payment method for repayment as the consumer used, unless the consumer agrees to a different method. The consumer will not be charged for any repayments.
If the consumer has used the services during the 14 day deadline referred to in paragraph 1, the consumer will owe Vipconn a reasonable fee of € 25.00.
Article 5 – Prices
The prices referred to in the Agreement do not include VAT.
The payment to be made by the Client to Vipconn will be paid per year in advance.
Vipconn is entitled to change the price of the Products and/or Services as from 1 January of each year. If the price rises by more than 10%, the Client will be entitled to terminate the Agreement.
Article 6 – Right of use
After formation of the Agreement, Vipconn will make the Product available to the Client, including any new versions or releases of the Product.
The Product is to be made available to the Client by means of an app. Only one (1) account can be created per Product.
The login details relating to the account are strictly personal and may not be made available to third parties. The Client will inform Vipconn immediately if the Client suspects unauthorised use of the login details. If misuse is suspected, Vipconn will be entitled to block the account.
The right to use the Product is always non-transferable, non-exclusive and cannot be sublicensed. This non-transferability has an effect from the point of view of property law as referred to in Article 3:83, paragraph 2 of the Dutch Civil Code (BW).
The Client is not permitted to rent out, alienate or encumber the Product, or make it available to a third party in any way or for any purpose.
Article 7 – Vipconn’s rights and obligations
Vipconn will make every effort to make the Products and Services available to the Client.
Vipconn does not guarantee that the Products and Services are available without interruption or completely at all times. Similarly Vipconn does not guarantee that the Products are free of errors, defects or viruses nor that any errors or defects have been resolved.
Vipconn does not guarantee that the Products and Services are suitable for the actual and/or intended use by the Client.
Vipconn is entitled to change the Products as it sees fit or to take them out of use for maintenance or changes, without Vipconn being liable in this respect.
Vipconn is entitled to take technical measures to protect the Products against unlawful use. The Client will accept these technical measures.
At Vipconn’s first request, the Client will cooperate completely with an investigation to be carried out by or on behalf of Vipconn with regard to the (unlawful) use of the Product.
Article 8 – The Client’s obligations
The Client indemnifies Vipconn against all third-party claims in connection with usage of the Products and/or Services.
Article 9 – Payment
Vipconn’s invoices must be paid within fourteen (14) days after the invoice date, without any entitlement to set-off, suspension or discount.
If the Client does not pay the invoice by the deadline referred to in Article 8.1, the Client will be legally in default and will then owe Vipconn interest at a rate of 1.5% per month.
The Client must pay all judicial and extrajudicial costs, including costs of legal aid, which Vipconn has to incur as a consequence of non-fulfilment by the Client, up to a maximum of € 750.00.
Article 10 – Intellectual property
All intellectual property rights relating to the Products and Services are vested in Vipconn.
The Products and/or Services may not be copied or imitated in any way by the Client, nor used in any way which causes damage to Vipconn.
Article 11 – Privacy
Vipconn will process the Data which is necessary for the execution of the Agreement.
The Client grants permission to process the Data and to make it available to third parties, but only in so far as such is necessary for the execution of the Agreement.
The Client grants permission to use the Data in connection with advertising and/or other commercial purposes on behalf of Vipconn.
Article 12 – Complaints
The Client must communicate complaints relating to the Products and Services to Vipconn within eight (8) days after they have been discovered, and no later than within one (1) month after delivery of the Products and/or Services, including a description of the failure observed, with failure to do so meaning that Vipconn is no longer liable for any failure.
Article 13 – Liability
Vipconn is not liable for direct or indirect damage to the Client, on any account, unless the damage was caused by intent or deliberate recklessness on the part of Vipconn.
Without prejudice to the above, Vipconn’s liability is limited, in all cases, to the purchase amount that the Client paid to Vipconn in the year in which the incident of liability occurred, up to a maximum of € 500.
A condition for the applicability of any right to compensation of the Client is always that the Client reports the damage to Vipconn in writing as soon as possible after it has occurred. Any claim for compensation against Vipconn will lapse simply by the passage of two (2) months after the claim arose.
Article 14 – Force majeure
Vipconn is not obliged to fulfil any obligation if it is hindered from doing so as a consequence of force majeure. Force majeure is, in any event, taken to mean interruptions or malfunctions in the electricity and/or telecommunications provisions, unauthorised access by third parties (such as hacking), viruses and shortcomings by third parties engaged by Vipconn.
Article 15 Termination of the Agreement
Vipconn is entitled to terminate or dissolve the Agreement with immediate effect, without any additional notice of default or legal intervention being required, in the event of:
- (a request for a declaration of) bankruptcy, a suspension of payments or debt rescheduling on the part of the Client;
- an attachment instigated by Vipconn at the Client’s expense;
- default by the Client pursuant to Article 8.2 of these general conditions;
- actions by the Client which are contrary to the provisions relating to the right to use the Products and Services;
In the instances referred to in Article 15.1, Vipconn is authorised to suspend the further execution of the Agreement and all claims against the Client will, in those cases, be immediately due and payable. What is more, the client’s right to use the Products and Services will also lapse in the aforementioned instances. Any payments already made will not be refunded to the Client.
Article 16 – Applicable law and competent court
All agreements are governed by Dutch law. Any disputes between Vipconn and Client will be submitted to the court in Overijssel.
Both mobile applications Android and iOS are requesting access to the following private areas of your mobile:
- Contacts – are necessary to be sent to Vipconn server for your personal assistant to be able to start a call for you with a desired contact. Also the last missed calls will be transferred to Vipconn server so your personal assistant will be able to tell you who tried to call you and when.
- SMS – because you can ask your personal assistant to send somebody a sms message the application will require access to this service. Your existing sms messages are not transferred to Vipconn server.
- Agenda events – your personal assistant can schedule for you meetings and other events that you desire when you are driving for this the access to your events agenda it’s required. The application will not send your existing events to Vipconn server, but only register new event at your request.
- Bluetooth – when you enter the car and probably sometime you forget to open the application the Bluetooth service it’s announcing the application to start because it detected a car kit connection on your mobile. The application does not send any information regarding to your Bluetooth connection.
- Light sensor (only for Android) – the application gets the information from your device light sensor to adapt the theme of the application when you are in dark spots so it will not distract you. No information regarding the light sensor will be stored or transmitted by the application.
- GPS Location – it is used to identify your position by your personal assistant at your request only. When a personal assistant want to know your position you will have to confirm the action on your phone else the GPS coordinates will not be sent. This feature is used for navigation purposes when you want to be guided to your destination using the map application on your phone.
VIPCONN B.V. 2019