Terms and Conditions Movers
Article 1: Definitions
In these General Terms and Conditions, the following definitions apply:
General Terms and Conditions: these general terms and conditions, regardless of the form in which they are made known.
GDPR: the General Data Protection Regulation (EU 2016/679).
Contracting Party: the legal entity or natural person acting in the exercise of a profession or business with whom IMR has concluded an Agreement.
Service: all work and activities that are the subject of the Agreement. This includes services relating to the (online) presentation and promotion of the Contracting Party, its company, its services and/or website and all materials and results produced thereby that are intended for the Contracting Party.
International Moving Reviews: International Moving Reviews. is legally owned by Blue Space Capital, registered with the Chamber of Commerce under number 74605518
Intellectual rights: all rights of intellectual property and related property rights: rights, such as copyright, trademark right, design right, trade name right, database right and rights to know-how.
Agreement: the agreement between Contracting Party and IMR on the basis of which IMR provides Services to Contracting Party.
Personal data: the meaning given to it in the GDPR.
Guideline: additional terms and conditions that apply to a specific Service in addition to the General Terms and Conditions.
Malfunction: the Service does not meet the functional specifications laid down in the Agreement in a material sense.
Processing agreement: the processing agreement between IMR as processor and Contractor as controller, which agreement forms an integral part of these General Terms and Conditions, including the definitions used therein.
Article 2: General
2.1 These General Terms and Conditions apply to all quotations and Agreements regarding the delivery by IMR to the Contracting Party, regardless of whether these are made or have been concluded orally, in writing, electronically or in any other form. By using the IMR Services, these General Terms and Conditions apply and the Contracting Party expressly agrees to these General Terms and Conditions, including the Processor Agreement, which is an integral part of these General Terms and Conditions.
2.2 If any of the provisions of these Terms and Conditions is void or voided, the remaining provisions of these Terms and Conditions will remain in full force and effect.
2.3 Once these General Terms and Conditions have applied to a legal relationship between IMR and the Contracting Party, the Contracting Party is deemed to have agreed in advance to the applicability of the General Terms and Conditions to Agreements concluded and to be concluded afterwards.
2.4 Deviations from the General Terms and Conditions are only valid if they have been expressly agreed in writing by IMR and the Contracting Party. In the event of a conflict between provisions from the various documents of the Agreement, the following order of precedence shall apply:
1. the quotation/agreement form;
2. the Guidelines;
3. the General Terms and Conditions;
2.5 IMR expressly rejects the applicability of any general (purchase) conditions of the Contracting Party.
2.6 IMR is entitled to change the General Terms and Conditions. The change will be made known to the Contracting Party via the IMR website or in some other way. If the Contracting Party does not wish to accept the change, the Contracting Party is entitled to terminate the Agreement in writing, within 14 days of the announcement, as of the date on which the change takes effect.
Article 3: Conclusion of the Agreement
3.1 All offers and quotations from IMR are without obligation, unless expressly stated otherwise in writing.
3.2 All requests from the Contracting Party are binding and cannot be revoked. The Agreement is concluded when a request from the Contracting Party is accepted by IMR ing or, whichever is earlier, because IMR implements the request.
3.3 IMR is at all times entitled to refuse a request (for example if it has reasonable doubts about the creditworthiness of the Contracting Party), without this creating any right of the Contracting Party to compensation against IMR. IMR is not obliged to state its reasons in this regard.
Article 4: Performance of services
4.1 IMR will do its best to promote and present the services, website and/or company of Contractor in the agreed manner.
4.2 IMR will make every effort to deliver the Service within the agreed term and according to the agreed specifications. However, all specified terms serve only as a guideline and are therefore never final, unless expressly agreed otherwise in writing.
4.3 IMR cannot guarantee that there will be no Faults. IMR does its utmost to resolve the Malfunctions as soon as possible with due observance of the provisions of the Agreement.
4.4 IMR is entitled to (temporarily) put the Service out of use (for example in the context of maintenance) and to continuously improve it and adapt it to the current state of the art and developments in the market, without the Contracting Party being entitled to any compensation or dissolution.
4.5 IMR is entitled to use the services of third parties for the execution of the Service.
4.6 If the execution of the Agreement, according to the Client, entails additional work, or if the Contracting Party or any third parties on the instructions of the Contracting Party, requests or causes additional work (for example, because the Contracting Party provides incomplete/incorrect information), IMR is entitled to all additional time and costs, where appropriate also those of third parties, to charge the Contracting Party.
Article 5: Cooperation by the Contracting Party
5.1 The Contracting Party will, insofar as this is reasonably necessary, cooperate in the execution of the Agreement. The Contracting Party will, among other things, provide all necessary data and materials for the delivery of the Services in a manner announced by IMR and in accordance with the (technical) specifications announced by it. IMR has the right to change the requirements and (technical) specifications during the term of the Agreement. IMR will inform the Contracting Party of such a change by e-mail.
5.2 The Contracting Party guarantees that the information and materials referred to in 5.1 are correct and complete. He guarantees that the use of this data and materials by Clients is in accordance with the agreed purposes, does not infringe (intellectual property) rights of third parties or is otherwise not unlawful or contrary to the legislation applicable in the Netherlands. The Contracting Party also guarantees that its own use of the Service is in accordance with the Agreement, including these General Terms and Conditions, and that it is not unlawful or contrary to the legislation applicable in the Netherlands. The Contracting Party will refrain from any action that could damage the reputation of IMR and its Services. The Contracting Party fully indemnifies IMR against any claims and claims for compensation from third parties in this regard, and also indemnifies IMR against all costs incurred by it in connection with these claims and claims.
5.3 The Contracting Party is not entitled to transfer its rights or obligations under the Agreement to third parties or to allow them to be used by third parties, unless IMR has given explicit written permission for this.
5.4 The Contracting Party will always adhere to all Guidelines for the use of the Service provided by IMR or published on the website.
5.5 If login details are used in the context of the Service, the Contracting Party must use and store them carefully. In the event of, or suspicion of, misuse or theft of the login details, the Contracting Party must immediately inform IMR so that IMR can block access to the Service or take other appropriate measures. The Contracting Party is liable for the use of the Service via its login details.
5.6 The Contracting Party will always ensure an active e-mail address and undertakes to inform IMR in writing in a timely manner in the event of any change. If invoices are not paid (in time) by the Contracting Party due to an incorrect email address or because the email with the invoice from IMR has bounced, the Contracting Party is liable for this. If the registered office or billing address and/or telephone number of the Contracting Party changes, the Contracting Party must communicate its new details in writing to IMR as soon as possible in advance.
Article 6: Compensation and payment
6.1 The Contracting Party owes the agreed fees for the use of the Service. Unless expressly stated otherwise, all fees owed are stated in euros, exclusive of VAT and other levies.
6.2 The fees may consist of one-off amounts, annual or other periodic amounts and amounts that depend on the use of the Service. IMR is entitled to demand that (part of) the fees owed by the Contracting Party have been paid prior to the delivery of the Service.
6.3 IMR is entitled to increase the fees during the term of the Agreement. The Contracting Party is entitled to terminate the Agreement within 14 days after invoicing if and insofar as (i) the increase in the total value of the Agreement amounts to 10% or more and (ii) the content of the Agreement does not change further. Termination must take place in writing and take effect on the date on which the increase takes effect. This right to terminate does not apply if the increase in the total value of the Agreement is less than 10%.
6.4 IMR is at all times entitled to demand an additional advance payment from the Contracting Party.
6.5 Payment must be made in the manner indicated by IMR. Payment must be made prior to the delivery of the Service or in any case within 14 days of the invoice date, unless a different payment term has been expressly agreed in writing. For determining the amount of the invoice, the data from the IMRadministration is leading.
6.6 Any appeal by the Contracting Party to suspension, set-off or deduction is not permitted.
6.7 If the Contracting Party has not made the payment within the payment term, the Contracting Party is in default without further notice of default. From the date of default, the Contracting Party owes interest on the outstanding amount of 1% per month, unless the statutory commercial interest on a monthly basis is higher than 1% per month, in which case the statutory commercial interest is due until the date of the overall satisfaction. When calculating the interest, part of a month is counted as a whole month. IMR is also entitled to (temporarily) pause the Service until IMR has received full payment. See also article 10.
6.8 From the date of default, the Contracting Party is obliged to pay, in addition to payment of the principal sum and the interest due thereon, all extrajudicial and possibly judicial costs, expressly in addition to any costs determined in court. The amount of the extrajudicial costs is at least 15% of the principal sum, with a minimum amount of €50 (fifty euros).
6.9 IMR is entitled to investigate the creditworthiness of the Contracting Party. If desired, the Contracting Party must provide sufficient security for compliance with existing and future obligations towards IMRing, at the first request of IMR. In such a case, IMRis entitled to deliver the Service, or a part thereof, only after the desired security has been obtained.
6.10 IMR may always set off all claims against the Contracting Party against all claims of the Contracting Party, even if a claim from IMR and/or the Contracting Party is not due and payable.
Article 7: Cancelation & Refund Subscription Policy
7.1 The Contracting Party can cancel its subscription at any time. IMR requires maximum 14 days to process your cancelation.
7.2 The Contracting Party acknowledges that all subscription fees are charged automatically on a recurring basis until the Client cancels their subscripiton. The Contracting Party may cancel their subscription by logging into their account or by sending an email to info@international-movers-reviews.com. A confirmation email is send within 14 days of the cancelation.
7.3 After activation and the first payment, the chosen plan is billed in advance on a monthly or yearly basis and is non-refundable.; no refunds will be issued.
Article 8: Intellectual Property Rights
8.1 The Intellectual Property Rights with regard to the Service, and all results thereof, remain with IMR or with the third party from whom IMR has obtained the right to make (a part of) these Services available to Contractor. During the Agreement, IMRgrants Contractor a non-exclusive and non-transferable right to use the Service within its own company and for the agreed purpose.
8.2 The Intellectual Property Rights to all materials that the Contracting Party makes available to Customers in the context of the Agreement will remain with the Contracting Party or with the third party from whom the Contracting Party has obtained the right to make these materials available to Customers. The Contracting Party grants Clients the unlimited right to use these materials in the context of the implementation of the Agreement (this includes, but is not limited to, to reproduce, change or make public).
8.3 The Contracting Party guarantees that the materials made available by it do not infringe any rights of third parties and that it is entitled to make these materials available to IMR. The Contracting Party fully indemnifies IMR against any claims and claims for compensation from third parties in this regard, and also indemnifies IMR against all costs incurred by it in connection with these claims and claims.
8.4 The Contracting Party is not permitted to remove or change any designation regarding copyrights, brands, trade names or other intellectual property rights of IMR or its licensors.
8.5 All rights of use provided by Customers pursuant to the Agreement will lapse by operation of law at the end of the Agreement.
Article 9: Privacy and Confidentiality
9.1 In order to be able to offer the Service, IMR processes personal data. IMR ensures that the processing of the Personal Data complies with the GDPR and the Privacy Statement included on the website.
9.2 IMR and the Contractor undertake to ensure that the processing of Personal Data complies with applicable data protection legislation, such as the European Union GDPR (EU 2016/679).
9.3 Unless otherwise agreed in the applicable Guidelines, the Contractor acts as a data controller in accordance with the GDPR and authorizes IMR by agreeing to these Terms and Conditions to process Personal Data on behalf of the Contractor in the role of Processor, to the extent the Service is required. The processing of Personal Data is agreed in more detail in a separate Processor Agreement which is an integral part of these General Terms and Conditions.
9.4 To the extent IMRis the Data Controller, IMR has the right, but not the obligation, to publish general instructions (including in the applicable Guidelines) with regard to the processing of Personal Data that the Contracting Party undertakes in order to obtain the Service.
9.5 In some Services, information about the use of the Services by visitors visiting the Contractor's website is collected by means of cookies and other similar techniques. The cookies that are used by (the partners of) IMR to provide the Service are stated in the Disclaimer & Privacy and Cookie Statement and/or the relevant Guidelines of the Service.
9.6 The Contractor grants IMRthe right to collect and process anonymous, statistical information about the use of the Services for the analysis and development of the Services.
9.7 The parties undertake to keep confidential all data received from the other party that they know or should know to be of a confidential nature, unless a legal obligation requires disclosure of that data. The party that receives confidential information will only use it for the purpose for which it was provided.
9.8 The parties also impose the obligation referred to in 8.7 on their employees and on third parties engaged by them for the implementation of the Agreement.
Article 10: Warranties and liability
10.1 IMR will always make every effort to provide the Service in accordance with the agreed functional specifications, with the exclusion of any express or implied guarantees, undertakings or indemnities of any kind, including (but not limited to) the exclusion of guarantees with regard to eligibility to (property) rights, sufficient quality or fitness for a particular purpose. In particular, IMRdoes not guarantee that:
– the Service will work uninterrupted, will be free of viruses and defects and/or Malfunctions, and that defects or Malfunctions can be remedied (timely);
– The Contracting Party generates certain turnovers, customers or traffic with the help of the Service;
– third parties do not (will) unlawfully use the systems required for the Service.
10.2 IMR is not liable for damage suffered by the Contracting Party, unless this damage is caused by intent or gross negligence on the part of IMR, in which case IMR is only liable for the direct damage.
10.3 The total liability of IMR never exceeds the total of the fee to be paid by the Contracting Party for the relevant Service. If there is an Agreement with a term of more than one year, the compensation will be determined at the total compensation for the current year at the time the shortcoming occurs. In no event shall the total compensation exceed
€2,000 per event. A series of events is considered as one event.
10.4 Direct damage is exclusively understood to mean:
– the costs reasonably incurred by the Contracting Party to rectify or eliminate the shortcoming of IMR, so that the performance of IMR does comply with the Agreement;
– reasonable costs for keeping the old system of the Contracting party operational for longer, less the savings;
– reasonable costs to prevent or limit such damage and reasonable costs to determine the cause and extent thereof.
10.5 Any liability of IMRfor indirect damage, including but not limited to consequential damage, loss of profit and loss of turnover, is excluded.
10.6 IMR is in no way liable for damage on the part of the Contracting Party that is caused by third parties, who may or may not use the Service.
10.7 Any right to compensation pursuant to this article will lapse if a legal claim to that effect has not been instituted by or on behalf of the Contracting Party within 6 (six) months after the time at which the damage occurred.
Article 11: Suspension
11.1 IMR is entitled to suspend the performance of the Agreement, in whole or in part, if the Contracting Party fails to fulfill its obligations under the Agreement, or if Clients suspects that the Contracting Party is acting in violation of Article 5, 7.3 or 7.4. , or has a well-founded fear that the Contracting Party cannot meet its payment obligation, without prejudice to any other right accruing to IMRs. During the period of suspension, the obligation to pay the compensation remains in full force.
11.2 As soon as the Contracting Party still fulfills the Agreement and/or provides sufficient security to fulfill its obligations, IMRwill cancel the suspension. IMR is entitled to charge a reasonable fee for the lifting of the suspension.
Article 12: Term of the Agreement
12.1 Unless expressly agreed otherwise, the Agreement is entered into for an initial period of one (1) year. After the end of this initial period, the Agreement is tacitly renewed for periods of one (1) year, unless the Agreement is terminated in writing by one of the Parties at the latest one (1) month before the end of the contract period.
12.2 Without prejudice to all other rights, the Parties are entitled to dissolve the Agreement in whole or in part with immediate effect without judicial intervention and without notice of default if the other party:
– has applied for or has been granted a moratorium;
– has been declared bankrupt or a bankruptcy petition has been filed.
12.3 Without prejudice to its other rights and without being liable for compensation, IMR is entitled to terminate the Agreement with immediate effect or to dissolve it extrajudicially if the Contracting Party:
– does not meet its obligations under Article 5, 7.3 or 7.4;
– otherwise imputably fails to fulfill an obligation under the Agreement and does not remedy such shortcomings within a reasonable period of time after having been properly notified in writing.
12.4 Termination or dissolution of the Agreement never releases the Contracting Party from any payment obligation with regard to Services already provided by Customers. Amounts invoiced to Customers before termination in connection with what it has already performed or delivered in execution of the Agreement will become immediately due and payable at the time of termination.
12.5 Immediately after termination of the Agreement, the Contracting Party will return all that IMR has made available to the Contracting Party under the Agreement and the Contracting Party will cease using the Service.
12.6 The provisions which by their nature are intended to survive termination of the Agreement shall remain in full force and effect even after such termination.
Article 13: Final provisions
13.1 IMR is entitled to transfer the rights and obligations under the Agreement (in whole or in part) without prior (written) permission from the Contracting Party to its subsidiaries or group companies, to a third party (for example in the event of a transfer of undertaking) or under to outsource the contract. Dutch law applies to the Agreement.
13.2 All disputes that may arise from the Agreement will be submitted to the competent court in Amsterdam.
End Terms & Conditions
Processing Agreement Moving Companies
This processor agreement applies to all forms of processing of personal data that IMR registered with the Chamber of Commerce under number 65878892, (hereinafter: Processor) performs for the benefit of a counterparty ({{company}}) to whom it provides services ( hereinafter: Controller). Together, the Controller and Processor are referred to as the “Parties”.
Definitions
In this Processor Agreement, the following definitions apply:
Personal data: Any data concerning an identified or identifiable natural person;
Processing or Processing: any act or set of acts relating to personal data, including in any case the collection, recording, organization, storage, updating, modification, retrieval, consultation, use, disclosure by transmission, dissemination or any other form of making available, bringing together, relating to each other, as well as blocking, erasing or destroying data;
Sub-processor: any party engaged by the Processor to Process Personal Data on behalf of the Processor, without being subject to the Processor's direct authority.
Data breach: a breach of the security of Personal Data that accidentally or unlawfully leads to - or where it cannot reasonably be ruled out that it could lead to - the destruction, loss, alteration or unauthorized disclosure of or access to Personal Data transmitted, stored or otherwise processed;
Data Subject: the person to whom a Personal Data relates;
AP: the Dutch Data Protection Authority, the independent administrative body that has been appointed by law in the Netherlands as a supervisor for the supervision of the Processing of Personal Data;
Processing agreement: this processing agreement.
Personal data Overview: Specification personal data of data subjects
1. Purposes of processing
1.1. The Processor undertakes to provide and process personal data on behalf of the Controller under the conditions of this Processor Agreement. Processing will only take place in the context of the services provided by the Processor to the Processing Manager and associated online services, plus those purposes that are reasonably related thereto or that are determined with further consent in the General Terms and Conditions to which the Processing Manager has agreed and the Privacy Statement.
1.2. The personal data that are processed by the Processor in the context of the activities as referred to in the previous paragraph and the categories of the data subjects from whom they originate are included in the Personal Data Overview.
1.3 Processor and Controller will not process the personal data for any other purpose and will keep it longer than included in the Processor's Privacy Policy and General Terms and Conditions. The Controller will inform the Processor of the processing purposes insofar as they have not already been mentioned in this Processor Agreement.
1.4. The personal data to be Processed on behalf of the Controller remain the property of the Controller and/or the relevant data subjects. An exception to this is the data that is used for purposes shown in the Privacy Policy by the Processor.
2. Obligations of the Processor
2.1. With regard to the processing operations referred to in Article 1, Processor will ensure compliance with applicable laws and regulations.
2.2. The Processor will inform the Controller, at its first request, about the measures it has taken regarding its obligations under this Processor Agreement.
2.3. The obligations of the Processor arising from this Processor Agreement also apply to those who process personal data under the authority of the Processor, including but not limited to employees, in the broadest sense of the word.
2.4. The Processor shall immediately notify the Controller if, in its opinion, an instruction from the Controller conflicts with applicable law.
3. Transfer of personal data
3.1. Processor is entitled to process the Personal Data in countries within the European Economic Area (EEA), the United States, Ukraine, the United Kingdom and Switzerland. Transfer to other countries will only take place with the prior express written consent of the Controller. Appropriate safeguards are taken into account when transferring to third countries outside the EEA.
4. Division of Responsibility
4.1. Processor and Controller guarantee that the content, use and assignment to process the personal data as referred to in this processor agreement are not unlawful and do not infringe any rights of third parties.
4.2. The Processor is solely responsible for the Processing of the Personal Data under this Processor Agreement, in accordance with the instructions of the Controller and under the explicit (final) responsibility of the Controller.
5. Sub-processors
5.1. Processor has the option to use Sub-processors, servers and/or hosting parties in the performance of the service. In the case of IMR that is Exonet.
The information about Sub-processors can be requested by the Controller on request. Processors can only refuse if there are good reasons. The Processor remains the point of contact for the Data Subject at all times.
5.2. Processor will in any case ensure that these third parties assume in writing at least the same obligations as agreed between Controller and Processor.
5.3. The Processor guarantees correct compliance with the obligations under this Processor Agreement by these third parties and in the event of errors by these third parties is itself liable for all damage as if it had committed the error(s) itself.
6. Security
6.1. The parties recognize that guaranteeing an appropriate level of security can force the taking of additional security measures on an ongoing basis. Processor takes the required appropriate technical and organizational measures to guarantee a security level appropriate to the risk so that the Processing complies with the Applicable Legislation and the rights of Data Subjects are guaranteed.
6.2. Processor applies an appropriate level of protection, taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of the Processing.
7. Notification requirement
7.1 If the Processor discovers a Data Breach, it will report this to the Data Subject without delay and at the latest within 48 hours and after it has been established. This notification is described or communicated at least as follows:.
The nature of the personal data breach, specifying where possible the categories of data subjects and the Personal Data concerned;
The likely consequences of the Data Breach in relation to personal data;
The measures that the Processor takes to tackle the Data Breach, including, where appropriate, the measures to limit any adverse consequences thereof.
7.2. The Processor also informs the Controller after a report based on the previous article about the developments regarding the established Data Breach.
7.3 Processor must assess whether it informs the AP and/or the Data Subject about the Data Breach and is responsible for this.
8. Handling requests from Data Subjects
8.1. In the event that a data subject sends a request to the Processor to exercise his/her legal rights, the Processor will forward the request to the Controller. Controller and Processor are both obliged to comply with their obligations under GDPR imposed by the AP, including the right of access, correction, opposition and oblivion. The processor must inform the data subjects thereof.
8.2. Processor assists Controller to the extent possible to answer requests from government authorities.
8.3. For the implementation of Articles 8.1 and 8.2, the costs incurred by the Processor will be reimbursed by the Controller, unless otherwise agreed.
9. Confidentiality
9.1. The Processor is obliged to observe a confidentiality obligation with regard to the Personal Data that are processed on behalf of the Controller. This confidentiality obligation applies in full to the employees of the Processor and to any Sub-processors. The confidentiality obligation continues even after the processing agreement has been terminated. The controller is bound by the obligations set out in the General Terms and Conditions and the Privacy Statement.
9.2. This obligation of confidentiality does not apply insofar as the Controller has given explicit permission to provide the information to third parties, if the provision of the information to third parties is logically necessary in view of the nature of the assignment and the execution of this Processor Agreement, or if there is a there is a legal obligation to provide the information to a third party.
10. Audit
10.1. The Controller has the right to conduct audits to check compliance with the security requirements, compliance with the general rules regarding the Processing of Personal Data, misuse of personal data by employees of the Processor, compliance with all points from the Processor Agreement, and everything directly related thereto. keeps up.
10.2. This audit may take place once a year.
10.3. Processor will cooperate with the audit and make all information reasonably relevant to the audit, including supporting data such as system logs, and employees available as soon as possible.
10.4. The findings as a result of the audit performed will be assessed by the Parties in mutual consultation and, as a result thereof, may or may not be implemented by one of the Parties or by both Parties jointly.
10.5. The costs of the audit are borne by the Controller.
11. Liability
11.1. The Processor's liability for damage as a result of an attributable shortcoming in the fulfillment of the Processor Agreement, or from an unlawful act or otherwise, is excluded. Insofar as the aforementioned liability cannot be excluded, it is limited per event (a series of successive events counts as one event) to compensation for direct damage, up to a maximum of the amount of the compensation received by the Processor for the work under this Processor Agreement over the month prior. to the damage-causing event. The Processor's liability for direct damage will never exceed a total of € 1000.00.
11.2. Direct damage is exclusively understood to mean all damage consisting of:
damage caused directly to material property (“property damage”);
reasonable and demonstrable costs to urge the Processor to (again) properly comply with the Processor Agreement;
reasonable costs to determine the cause and extent of the damage insofar as they relate to the direct damage as referred to here; and
reasonable and demonstrable costs incurred by the Controller to prevent or limit the direct damage as referred to in this article.
11.3. Processor's liability for indirect damage is excluded. Indirect damage is understood to mean all damage that is not direct damage and therefore in any case, but not limited to, consequential damage, loss of profit, lost savings, reduced goodwill, damage due to business interruption, damage due to failure to determine marketing objectives, damage related to the use of data or data files prescribed by the Controller, or loss, mutilation or destruction of data or data files.
11.4. The exclusions and limitations referred to in this article lapse if and insofar as the damage is the result of intent or willful recklessness on the part of the Processor or its management.
11.5. Unless fulfillment by the Processor is permanently impossible, the Processor's liability due to an attributable failure to comply with the Agreement only arises if the Controller gives the Processor written notice of default without delay, whereby a reasonable term is set for the rectification of the failure, and Processor also after that term continues to fail imputably in the fulfillment of its obligations. The notice of default must contain as complete and detailed a description as possible of the shortcoming, so that the Processor is given the opportunity to respond adequately.
11.6. Any claim for compensation by the Controller against the Processor that has not been specified and explicitly reported lapses by the mere lapse of twelve (12) months after the claim has arisen.
12. Duration and Termination
12.1. This Processor Agreement comes into effect the moment the Controller digitally agrees.
12.2. Parties cannot prematurely terminate the Processor Agreement.
12.3. Processor is entitled to revise this agreement from time to time. It will notify the Controller of the changes at least three months in advance. The controller may cancel at the end of these three months if it cannot agree to the changes.
13. Applicable Law and Dispute Resolution
13.1. The Processor Agreement and its implementation are governed by Dutch law. All disputes that may arise between the Parties in connection with the Processor Agreement will be submitted to the competent court for the district in which the Processor is established.
13.2. This Agreement supersedes any prior or existing understandings between the Parties regarding the processing of Personal Data. This Processor Agreement can only be amended in writing, after joint signature by the Parties.
Personal data Overview
Personal data
Processor will process the following (special) personal data in the context of Article 1.1 of the Processor Agreement on behalf of the Controller:
Name and address details
phone number
E-mail address
Visiting behavior (for example page and click behavior);
IP address
Unique references (e.g. order number or customer number)
Interests, preferences, categories, special wishes.
From the categories of data subjects:
Customers
Website visitors
The Controller guarantees that the personal data and categories of data subjects described in this Personal Data Overview are complete and correct. The Controller must inform the Processor of any deviations from the Personal Data Overview and indemnify the Processor against any defects and claims that result from an incorrect representation