Clause 1 Definitions
The following terms, indicated with a capital, shall have the following meaning:
Account: a section created by you when you register for the Service containing personal data.
Applicant: the person or business submitting a Notice.
Business1.com: the private company with limited liability Business1.com B.V. having its registered office at Waalre and listed at the Chamber of Commerce under number 17223495.
Company: the business – either a legal entity or natural person - entering into an agreement with Business1.com by registering on the Websites and entering the Company Information via the Service.
Content: all material placed on the Websites or made accessible via the Service by Company including, but not limited to, Company information, company events, news, vacancies, banners, logos, pictures, photos, videos, product information and depictions, articles, advertisements, comments, blogs, messages, audio-visual material and the announcement of events.
Database: all aggregated information and Content of the companies that are registered via the Service.
Information: all material placed on the Websites or made accessible via the Service by Business1.com. For the avoidance of doubt, Content is not included in the Information.
IP-Rights: all intellectual property rights and associated rights such as copyrights, trademark rights, patents, model rights, trade name rights, database rights and neighboring rights as well as know-how and online performances.
Notice: a complete and correctly filled out form by which alleged illegal Content is reported to Business1.com in accordance with the IPR policy.
Password: the password chosen by Company during the creation of the Account.
Service: the service provided to you by Business1.com via the Websites which is described on the Websites and in Clause 3 hereof.
User Name: the name chosen by Company during the creation of the Account under which Company can log in to the Service.
Websites: the portal websites of Business1.com via which Business1.com offers the Service, including all sub domains.
Clause 3 The Service
3.1 Business1.com exploits Websites under a wide range of top level domain names. The Websites can be described as online business portals which contain contact-, product-, company- and service information of companies. The Websites serve as meeting places for companies active in specific kinds of industries. Companies can use the Websites to promote their businesses and products and visitors can use the Websites to find Content. Business1.com also offers a market place (members can post their products and post their sell and buy enquiries on the market place) and a forum.
3.2 Basic registration for the Service is free, but Business1.com also offers a premium, supreme and corporate membership with a higher ranked listing and more possibilities (e.g. adding products) in return for payment of a fee.
3.3 Business1.com itself does not sell or buy any of the products listed on the Websites.
Clause 4 Account
4.1 In order to use the Service and all options thereof optimally Company has to create an Account as described on the Websites. Company guarantees to Business1.com that the information provided when creating the Account is complete, correct and accurate. It is not allowed to create an Account in name of another person or entity. Company has to submit a User Name and Password by which Company can access the Account.
4.2 All information and data, including the Content, provided by Company during the creation of the Account will be saved in the Database. Insofar as such includes any personal data of natural persons, these will be processed in accordance with the Dutch Data Protection Act.
4.3 Company is responsible for keeping its Password confidential. Company is responsible and liable for all use made of the Service via the combination of Company’s User Name and Password. Business1.com will assume that the person signing in with Company’s User Name and Password is authorized to do so and to act on behalf of Company. As soon as Company knows or has reason to assume that Company’s User Name and/or Password have come into the hands of (a) unauthorized person(s), Company must inform Business1.com of this, notwithstanding Company’s own obligation to take immediate and effective measures such as changing its Password.
4.4 Business1.com reserves the right to change the log-in procedure, Company’s Password and/or Company’s User Name if Business1.com regards this necessary in the interest of the (correct) operation of the Service. User Names will be removed and/or revoked if they constitute an infringement on any rights of third parties or are otherwise regarded as undesirable by Business1.com.
Clause 5 Use of the Service
- be misleading;
- contain any viruses, Trojan horses, worms, bots or other software which might damage, render useless or inaccessible, delete or appropriate an automated work or data, or which are meant to bypass technical protection measures of the Websites and/or the computer systems of Business1.com;
- consist of taking a false identity or untruthfully suggest that you are affiliated with Business1.com;
- infringe on the rights of Business1.com or third parties including IP-Rights or privacy related rights;
- be otherwise unlawful in any way whatsoever; or
- harm the interests or good name of Business1.com.
5.2 Any technical facilities required in order to be able to use the Service including, but not limited to, hardware and the availability of an internet connection as well as the costs of their use, will be at your own expense.
5.3 It is not allowed to copy (parts of) the Websites, Content and/or Information on third party Websites.
5.4 Except as expressly allowed by mandatory law, you may not (i) copy, make available, sublicense or otherwise commercialize the Service, (ii) modify, translate or otherwise create a derivative work of the Service within the meaning of Article 13 of the Dutch Copyright Act (Auteurswet), or (iii) disassemble, decompile or reverse engineer the object code or source code of the Service or any part thereof.
5.5 Business1.com may take technological measures to protect the Service and individual parts of the Service. Company may not remove or circumvent such technological measures.
Clause 6 Content
6.1 Notwithstanding the provisions set out in Clause 5, Company guarantees that it will not make available and/or transmit any Content via the Service which
1. is discriminating or otherwise offensive;
2. incites to violence and/or harassment of others;
3. leads to or is the consequence of exploitation or abuse of others;
4. which, in the opinion of Business1.com, is contrary to good morals or good taste, is violent or which includes (a link to)pornographic or erotic material;
5. includes a request for the personal details of minors and/or which provides the personal details of others; or
6. involves chain letters, junk mail or spamming and/or asks for passwords or other information which can be traced back to persons, including by using automated software or methods.
6.2 Company retains all IP-Rights to Content it submits. Company acknowledges and agrees that by making Content available Company automatically grants to Business1.com a royalty-free, unencumbered, world-wide, sub-licensable, non-exclusive license to use, reproduce, circulate and make public the Content in connection with the Service and to use the Content for marketing and/or promotional purposes in connection with the Service.
6.4 Company acknowledges and understands that other companies determine the contents of the Content offered by them. Business1.com is not aware of the contents of any Content. Therefore Business1.com cannot give any guarantees and does not accept any liability for the Content offered on the Websites of via the Service.
6.5 If Company or any third party is of the opinion that any Content on the Websites is unlawful, you can report this to Business1.com. You can find more information about Notices in the IPR policy.
6.6 Business1.com reserves the right to change or remove Content for any reason and without any further notice and without having to pay any compensation. In particularly Business1.com may do so in, but not limited to, cases in which Company violates Clause 5.1 and/or Clause 6.1. This paragraph does not withstand the right to take further legal action including, but not limited to, providing Company details to third parties.
Clause 7 Third Party Content
7.1 Third parties’ software applications, content and services and/or links to third party Websites (“Third Party Content”) is available on the Service or the Websites. The availability of such Third Party Content on the Service does not imply that Business1.com has approved or checked this content. Business1.com does therefore not accept any responsibility or liability for Third Party Content nor for any use of Third Party Content.
7.2 Third party terms or conditions may apply to Third Party Content.
Clause 8 Prices and Payment
8.1 Some parts of the Service can only be used against payment. The prices charged for using these parts are indicated on the Websites. Unless expressly provided otherwise, all prices mentioned are exclusive of VAT, levies imposed by government and administrative costs.
8.2 Payment must always be made in full and in advance. Company can therefore only use these parts of the Service after having paid the due amount in full.
8.3 Payment for these parts of the Service takes place via a secure payment environment of a third party, such as PayPal or a credit card company. Business1.com has no influence on this and is therefore not responsible or liable for the use of or inability to use this payment environment.
8.4 Business1.com reserves the right to change the prices for these parts of the Service at any time. No rights can be derived from any price changes.
Clause 9 Interruption of the Service
9.1 Business1.com is entitled to put the Websites and/or the Service (temporarily) out of Service and/or to reduce the use of it without any prior notice and without being obliged to pay compensation to Company, if to the discretion of Business1.com this is necessary for instance in connection with the reasonably required maintenance of the Websites and/or the Service.
9.2 Business1.com is entitled without any prior notice, to apply procedural and technological changes and/or improvements to the Websites and/or the Service.
Clause 10 Refund Policy
10.1 Payments of parts of the Service are paid in advance on a yearly basis and are non-refundable. The only exception is when the Service is unavailable for 90% of the time on a yearly basis.
10.2 In case the Service is unavailable for 90% of the time on a yearly basis, you can send a Notice to Business1.com as set forth in the IPR policy and you should provide an explanation why the Service is unavailable for 90% of the time. In case the agreement is terminated, the right of refund shall lapse.
Clause 11 IP-Rights
11.1 All IP-Rights with regard to the Websites, the Service and the Information, including the IP-Rights to the Database, texts, images, designs, photographs, software, audio-visual material and other materials are vested in Business1.com and/or its licensors.
11.4 It is not allowed to remove, make illegible, hide or change notifications with regard to IP-Rights.
Clause 12 Privacy
12.1 During the creation of the Account and during the provision of the Service, Company may supply Business1.com with personal data of natural persons. These personal data will be saved and processed according to the Business1.com Privacy Statement and the applicable legislation and regulations.
Clause 13 Database
Clause 14 Liability and guarantees
14.1 Company accepts that Business1.com will act as an intermediary between Company and visitors of the Websites. Business.1com has no interest in and is not liable and/or accountable for content that is supplied via the Service or the Websites or for any other information that is supplied by third parties via the Service or the Website.
14.2 Company accepts and agrees that the Service is provided on an “as is basis”. Business1.com excludes any explicit and tacit guarantees, undertakings and warranties of any nature whatsoever including, but not limited to, guarantees, undertakings and warranties with regard to the quality, safety, lawfulness, integrity or accuracy of the Service.
14.3 Business1.com does not guarantee that the Service will be accessible at all times and without any interruptions or failures, for instance as a result of failures in the internet or phone connection, by viruses, faults/defects or caused by third parties whom Business1.com uses in rendering the Service. Business1.com is not liable or obliged to Company to pay compensation in any way whatsoever for any damage resulting or arising from the Service being (temporarily) unavailable or (temporarily) broken down.
14.4 Any and all liability of Business1.com, whether based upon attributable failure, tort or otherwise, is fully excluded, including but not limited to damage resulting from or in connection with the use of the Websites and/or the Service or the impossibility of using it or pursuant to an unlawful act or otherwise, insofar as such exclusion is allowed under mandatory law.
14.5 Company’s only remedy for allegedly suffered damages is to discontinue the use of the Service and to cancel its Account.
14.6 To the extent that Business1.com may, despite of the above, still be liable for damage of whatsoever nature, then it shall only be liable for the compensation of direct damage. Direct damage is understood exclusively to mean material damage to property, reasonable costs incurred to prevent or limit direct damages and reasonable costs incurred to determine the cause of damage, the liability, the direct damage and the method of repair.
14.7 If and to the extent that Business1.com may be liable for damage of whatever nature, its liability is in any event limited to an amount of € 5,000,- (five thousand euro).
14.8 This Article does not limit Business1.coms’ liability for damages caused by gross negligence or wilful intent by the board of directors or the executive management of Business1.com.
Clause 15 Indemnification
15.1 Company fully indemnifies and holds harmlessBusiness1.com against any and all claims by third parties based on the allegation that any activities performed by Company in using the Service, such as the making available of Content, are in any way unlawful. This includes, without limitation, any activities that are in violation of Clauses 5.1 and 6.1hereof or that constitute an infringement on any IP-Rights.
Clause 16 Term and termination
16.1 Free registration memberships are entered into for an indefinite period. Paid registration memberships are entered into for one year, with a silent renewal for additional one-year periods unless you provide notice of cancellation at least one month prior to the end of the period.
16.2 Business1.com or Company may terminate the agreement with Company or Business1.com at any time by giving timely notice. For free memberships the notice must be given 5 days in advance. For paid memberships the notice must be given at least one month prior to the end of the annual period.
Clause 17 Notice of Alleged Illegal Content
17.1 In order to terminate infringements of the rights of third parties as soon as possible, Business1.com has developed a procedure for reporting infringing Content. Submitting such a notice is subject to the Conditions for a Notice, see IPR policy.
17.2 Business1.com is not liable for any damage whatsoever, either direct or indirect, suffered or caused by any unlawful use of the Services. Business1.com can only be held to remove or make unavailable any unlawful Content or to discontinue any unlawful activities, after it has received a Notice.
17.3 Business1.com reserves the right not to grant are quest for removing any content or halting an activity if it has good reason to doubt the accuracy of the Notice or the lawfulness of the evidence supplied or if a balance of interests requires Business1.com not to grant such a request. In that context Business1.com may for instance require a ruling by a competent court in the Netherlands demonstrating that the relevant Content is manifestly unlawful.
17.4 Business1.com will in no way whatsoever be a party to any dispute between Company and any third party who submits a Notice.
17.5 If Company submits a Notice, Company indemnifies Business1.com and all its affiliated enterprises as well as its board of directors, managers, employees, representatives and successors in title against any claim by third parties in connection with the blocking or removal of content. The indemnity also relates to all damage and costs which Business1.com may incur in connection to such claim, including – but not limited to –compensation for costs of legal assistance.
17.6 Business1.com respects and protects the privacy of third parties who submit Notices. All information disclosed to it in the context of a Notice will always be treated in confidence and will only be used for purposes of dealing with the Notice.
Clause 18 Contact
18.1 For any general queries, Business1.com can be contacted via the following contact details:
Laan van Diepenvoorde 29
5582 LA Waalre, the Netherlands
Telephone: 00 31 (0)40 2233536
Email: [email protected]
Clause 19 Miscellaneous, applicable law and competent court
19.5 Notwithstanding any legislative or legal obligations applicable to Business1.com, in relation to Company Business1.com will not be obliged to keep any archived agreement accessible.