Terms & Conditions
VentaVid

ARTICLE 1. | DEFINITIONS

  1. Primary user: the natural orlegal person with whom VentaVid has concluded or intends to conclude anagreement.
  2. User: the primary user andany other natural person who is entitled to use the software under theagreement and under the responsibility of the primary user.
  3. Agreement: the agreementbetween the parties to which these general terms and conditions apply.
  4. Software: all software madeavailable to the user in the context of the agreement from which the useracquires the non-exclusive right of use..
  5. Web environment: the onlinefacility on which the software is offered and which is exclusively accessibleto the user through his password and username.

ARTICLE 2. | CONTENT OF THE AGREEMENT

  1. The agreement allows for theuse of the software at one location, the agreed prices apply per location. Useof the software is therefore only permitted at one location, unless explicitlyagreed otherwise. If the user acts contrary to the provisions of the previoussentence, VentaVid is entitled to charge the price for the use of the softwareat multiple locations, if the primary user had signed all location where thesoftware was or is being used before entering into the agreement.
  2. The provisions of theprevious paragraph do not affect the right of VentaVid to suspend and / orterminate the agreement in connection with a breach of the provisions of theprevious paragraph in accordance with Article 6.
  3. With a Venta subscription, theuser can send the predefined template, using a unique URL,with the texts,video, photos, and / or other data the user provided, to third parties as avideo message. The URL is restricted to the addressee of this message.
  4. VentaVid only makes thetemplate(s) available to the user. The user must provide the texts, videos,photos and other data (content) that must be added to the software. VentaVid isnever obliged to ascertain the content of the added content. The user is fullyliable for the legality of the content he adds to the software. The primaryuser indemnifies VentaVid against all third-party claims in this regard.
  5. VentaVid provides the primaryuser with one or more usernames and passwords for access to the webenvironment. The user is obliged to keep his username and password secret foraccess to the web environment. All actions performed on the user's account areattributed to the primary user.
  6. In the context of the "VentaLive" service, recordings of livevideos can also be made, which can be stored for later display. In the event ofsuch a recording, all individual users who participate simultaneously will beautomatically informed on the screen that a recording is in progress. Recordingcan be stopped by any individual user, in which case recording will be stoppedfor all participating users.
  7. Within the framework of the 'Approval Code' Module, work proposed by theuser can be submitted to car owners for approval. In that regard, the vehicleowner will receive a 6-digit verification code by email or SMS. By entering ornot entering this verification code, the proposal, or a subset thereof selectedand marked by the vehicle owner, is approved or rejected. VentaVid is notresponsible nor liable for unintended approvals and rejections that have takenplace through the web environment. The primary user indemnifies VentaVid againstall claims from third parties in this respect.
  8. All execution or deliveryperiods to which VentaVid has committed, are always indicative non-fatal periods.The default of VentaVid will not take effect until the primary user has given VentaVidwritten notice of the default and VentaVid has still not complied with theagreement after the expiry of the latter period. The stated implementation anddelivery dates only commence when VentaVid has received all data required forthe implementation of the agreement from the primary user.
  9. The primary user is obligedto impose the obligations from these general terms and conditions on anyone whois entitled to use the software and web environment in the context of theagreement. The primary user is liable to VentaVid for acts contrary to thesegeneral terms and conditions by the users.

ARTICLE 3. | ABUSE

  1. The user is forbidden tobreak, remove or avoid any security in the software or the web environment.
  2. The user is forbidden to useequipment or software that can disrupt the normal operation of the software orweb environment or that place a heavy burden on it, such as spreading viruses,worms etc.Het is de gebruiker verboden apparatuur of software te gebruiken die de normale werking van de programmatuur of webruimte kunnen verstoren of zwaar kunnen belasten, zoals het verspreiden van virussen, wormen et cetera.
  3. The user is prohibited fromsending unsolicited messages (SPAM) through the systems of VentaVid.
  4. The user guarantees that all contenthe adds to the web environment does not infringe the rights of third parties orany legal regulation.
  5. Videos with violence or thatincite violence, videos with hateful, discriminatory or otherwise inappropriatecontent, as well as videos with a political message may be removed by VentaVidwithout further consultation with the primary user and without the primary userclaiming any compensation. The assessment of whether a video has the abovecharacteristics lies solely with VentaVid.
  6. VentaVid is authorized at alltimes to perform any actions that may be helpful in detecting or preventingsuspected abuse.
  7. If VentaVid suffers damagesas a result of misuse by the user, this damage will be borne by the (primary)user.Indien Venta Internet Services als gevolg van misbruik door de gebruiker schade lijdt, komt deze schade voor rekening van de (hoofd)gebruiker.
  8. The primary user is obligedto take adequate action against any misuse of the software that has come to hisknowledge by users who use the software under his responsibility, in the eventof misuse to deny them access to the software. The primary user must alsonotify VentaVid of this abuse as soon as possible. VentaVid reserves the rightto immediately terminate the agreement in whole or in part if and insofar asmisuse is assumed to have taken place, without the primary user claiming arefund or remission of payments made by him or due payments.

ARTICLE 4. | MAINTENANCE OF THE SOFTWARE

  1. VentaVid is at all timesauthorized to temporarily (partially) take the software and / or web space outof use, if this is desirable with regard to maintenance, adjustment orimprovement of the services, software, web space or servers of VentaVid, orthird parties.
  2. The primary user can neverclaim compensation for any damage as a result of accessibility limitations ofthe software or web space.
  3. Non-urgent maintenance workwill be carried out as much as possible at times when the user will experiencethe least disturbance. VentaVid can never offer any guarantee in this respect.

ARTIKEL 5. | OVERMACHT

  1. VentaVid is not obliged tofulfill their obligations under the agreement if and insofar as they arehindered by a circumstance that is beyond their control, nor by law, legal actor generally accepted standards
  2. If the force majeuresituation continues or will continue for more than three months, both the primaryuser and VentaVid are entitled to terminate the agreement with immediateeffect.
  3. The primary user never claimscompensation for damage that has occurred as a result of force majeure. The primaryuser is only entitled to a proportional refund of payments already made withregard to the period where force majeure was applicable and the primary userwas unable to use the software.

ARTICLE 6. | SUSPENSION AND TERMINATION

  1. An infringement of the provisions of these generalterms and conditions gives VentaVid the right to terminate the agreement withimmediate effect, unless the infringement does not justify termination of theagreement due to its minor significance.
  2. Furthermore,VentaVid is authorized to suspend the execution of the agreement or to dissolvethe agreement with immediate effect, if after the signing of the agreement VentaVidlearns of circumstances that provide grounds to fear that the primary user willnot fulfil his obligations.
  3. If the primary user is in a state of bankruptcy, any seizure of his goods has beenmade or in cases where the primary user cannot freely access his assets, VentaVidis entitled to terminate the agreement with immediate effect, unless the primaryuser has already has provided adequate security for (due) payments.
  4. Furthermore,VentaVid is entitled to terminate the agreement if circumstances arise that areof such nature that fulfilment of the agreement is impossible or unaltered upkeep cannot be expected.
  5. The primary user can never claim any form of compensation in connection with the right of suspension and termination exercised by VentaVid on the basis of thisarticle.
  6. If VentaVidterminates the agreement on the basis of this article, all claims against the primary user are immediately due and payable.
  7. In the case that the software is unavailable for use, or does not for the most part function correctly, for the majority of VentaVid customers for a period ofat least 15 business days, the primary user may terminate this agreement with immediate effect, giving written notice.

ARTICLE 7. | PRICESAND PAYMENTS

  1. Allprices stated by VentaVid are exclusive of Value Added Tax / Sales Tax.
  2. Withevery extension of the agreement, VentaVid is entitled to change the agreedprices. In such a case, VentaVid will notify the primary user of this inwriting at the latest one month before the extension of the agreement. In that case, the primary user is entitled to terminate the agreement, by means of written cancellation, up until the day that the agreement is tacitly extended. The provisions in this agreement regarding notice periods do not apply to thecase as referred to in this paragraph.
  3. Unless explicitly agreed otherwise, the primary user owes the setup fees and subscription costs, including the agreed fixed monthly amounts per location, monthly in advance. VentaVid is not obliged to implement the agreement before the advance payment has been paid in full. In the case of a Venta50 subscription, the price per message produced by the user beyond the 50 included, is payable monthly in arrears. In the case of the SMS Module, Approval Code Module and VentaLive, over usage beyond that included in the monthly subscription of each service is payable monthly in arrears.
  4. Payments are made by bank transfer or direct debit. If a transfer has been agreed, payments must be made within fourteen (14) days after the invoice date in the manner prescribed by VentaVid.
  5. If direct debit has been agreed and one or more payments due cannot be collected automatically several times, the primary user is obliged to pay the amount due by bank transfer in the manner prescribed by VentaVid. In that case, VentaVid is authorized to pass on reasonable administration costs to the primary user.
  6. If timely payment is not made, the default of the primary user will be legally effective. From the moment that the default occurs, the primary user owes an interest of 1% per month on the outstanding amount, with part of a month being considered as a whole month. This interest is calculated up to and including the day that the outstanding amount, including interest, is paid in full.
  7. All reasonable costs for obtaining amounts owed by the primary user are for his account. The extrajudicial collection costs are calculated in accordance with the Collection Costs Act, in Dutch known as the Wet Incassokosten (WIK).

ARTIKEL 8. |  AANSPRAKELIJKHEID EN VRIJWARING

  1. The user can independently add content to thesoftware. VentaVid is unable to ascertain the content. The primary user is therefore fully responsible forthe content and legitimacy of the content added by users to the software andindemnifies VentaVid from all third-party claims in this regard, includingclaims from third parties that justify the statement that the software throughor through content added on behalf of the primary user infringes the copyrightor other intellectual property rights of these third parties.
  2. VentaVid is solely responsible for the presence offunctionalities within the software that are explicitly stated in the offer.The absence of functionalities not explicitly mentioned cannot be regarded as ashortcoming of VentaVid and does not give the primary user the right toterminate the agreement or compensation.
  3. VentaVid strives to make the software work on allinternet browsers, but it is possible that the software does not work equallywell on all internet browsers. Any liability of VentaVid in this regard isexcluded.
  4. If VentaVid should be liable for any damage, thatliability is, without prejudice to the provisions of paragraph 5, limited tocompensation for direct damage suffered by the primary user. VentaVid is neverliable for indirect damage, including loss of profit, loss suffered and damageas a result of business interruption. Direct damage is exclusively understoodto mean:

    a.  the reasonable costs for determining the cause andextent of the damage, insofar as the determination relates to damage within themeaning of these conditions;
    b.  any reasonable costs incurred to have VentaVid'sdefective performance comply with the agreement, insofar as these can beattributed to VentaVid;
    c.   reasonablecosts incurred to prevent or limit damage, insofar that the primary userdemonstrates that these costs have led to the limitation of direct damage asreferred to in these general terms and conditions.
  5. The possible liability of VentaVidis, in any case, limited to the invoice value of the agreement, to that part ofthe agreement to which the liability of VentaVid relates.
  6. All claims and defensesagainst VentaVid expire after one year.
  7. Barring intent and deliberaterecklessness on the part of VentaVid, the primary user indemnifies VentaVidagainst all claims from third parties, for whatever reason, with regard tocompensation for damage, costs or interest, related to the services availableby VentaVid. software and other services provided.

ARTICLE 9. | INTELLECTUAL PROPERTY AND CONFIDENTIALITY

  1. VentaVid reserves the intellectual property at all times on the web environment and all software manufactured and / or made available by it.
  2. VentaVid will never claim ownership of the data that users have added to the software. After terminationof the agreement, VentaVid is entitled to delete data entered by the user insofar as it follows from the agreement that this data is permanently stored on the systems of VentaVid. Before proceeding with this, VentaVid will give the primary user the opportunity to appropriate this data to the extent that the primary user does not reasonably have access to this data from other sources.
  3. VentaVid is permitted to take measures at the technical level to protect the software and web environment. This protection must prevent misuse or otherwise unlawful use of the software.
  4. VentaVid will never disclose confidential information of the user to unauthorized third parties, unless the user has explicitly given his permission for the disclosure of this information. Confidential information means information that could reasonably be assumed to be confidential in nature.

ARTICLE 10. | FINAL PROVISIONS

  1. Every agreement and all legalrelationships between VentaVid and the primary user arising therefrom areexclusively governed by Dutch law.
  2. Before appealing to thecourts, the parties are obliged to make every effort to resolve the dispute inmutual consultation.
  3. Only the competent courtwithin the district of the location of VentaVid is designated to takecognizance of disputes.