ja_mageia

1.        Agreements regarding subscriptions

1.1       Unless agreed otherwise, these general terms and conditions apply to all agreements regarding subscriptions with Eurowet. Eurowet rejects any terms and conditions of the customer/subscriber, unless explicitly agreed otherwise.

1.2       Agreements are concluded by the acceptance by Eurowet of an oral or written order or subscription request placed by the customer. The customer accepts these terms and conditions by placing its order or subscription request.  A subscription request is deemed to be accepted by Eurowet if and when Eurowet has sent a written acceptance by Eurowet together with the access codes.

1.3.     Any offer made by Eurowet is without engagement unless explicitly indicated otherwise. The offer price is valid for a period of thirty days, unless indicated otherwise.

1.4.      Personal data as provided by the customer in an order or request will be stored in Eurowet's client database. The personal data which have been provided will be used by Eurowet to inform the customer about amendments on the website of Eurowet and for the sending of invoices.

2.         Payment

2.1       Unless agreed otherwise in writing, any payments of invoices shall be made within fourteen days from the invoice date without any deductions, in the way and in the currency as indicated on the invoice.

2.2       The payment term of fourteen days is a firm date. In case of untimely payment, the customer will be in default de jure.

2.3       In case of untimely payment, Eurowet will be entitled to compensation of extrajudicial collection costs fixed at 15% of the principal amount with a minimum of Euro 34 (including VAT), without prejudice to the consequences of default pursuant to the Netherlands Civil Code.

2.4       Any payments made by the customer shall firstly serve to settle any accrued interest and costs and secondly to settle the longest outstanding invoice, even if the customer should indicate otherwise.

2.5       The customer is not entitled to set-off any payment due with any claim on Eurowet.

2.6          Eurowet reserves the right to require security for a payment or to require payment in advance and is entitled to suspend performance of any of its obligations until the required security has been provided.

2.7          Eurowet retains the ownership of any goods delivered to the customers until all fees and costs have been fully paid, including the costs mentioned in clause 2.3 above.

3.            Objections

Any objections against invoices must be presented to Eurowet in writing within fourteen days from the invoice date. The filing of a complaint or objection does not suspend the customer's payment obligations.

4.            Prices of subscriptions

4.1          Subscriptions shall, unless otherwise agreed be invoiced yearly in the month preceding the effective date of the subscription.

4.2          Subscriptions are entered into for an unlimited period of time, with a minimum term of one year. Each party may terminate the subscription in writing as from the end of the initial term or at any time thereafter, always subject to one month notice.

4.3          Trial subscriptions are subscriptions which are offered to the customer in order to enable the customer to acknowledge itself with one or more Eurowet products for a limited period of time and for a reduced price. The customer shall not apply for another trial subscription regarding one and the same Eurowet product within a term of six months after expiry of a trial subscription. Eurowet is entitled to terminate a trial subscription with immediate effect if the customer should not comply with the above condition. The amount paid for the trial subscription will be subtracted when the subscriber decides to change the subscription in a subscription on a yearly basis.

4.4          Eurowet is entitled to raise the prices of subscriptions and other Eurowet products and services on a yearly basis following the Consumer Price Index ("CPI") of the Netherlands Central Bureau of Statistics ("CBS"), series "all households".

4.5          In addition to the above indexation, Eurowet reserves the right to raise its prices from time to time. If possible Eurowet shall inform the customer of any such changes in price in writing at least one month before such increase in price is passed on.

4.6          In case of price increases as mentioned in clause 4.5. above, the customer may terminate a subscription with immediate effect at any moment before the increased prices enter into force.

4.7          Eurowet may terminate a subscription or other supply with immediate effect if the customer is in default of any of its obligations, has filed for bankruptcy, has been declared bankrupt, has requested suspension of payments, or  if the customer's business is wholly or partially dissolved or discontinued.

4.8          The subscriber may not, without prior written consent of Eurowet, transfer any rights and/or obligations under an agreement to a third party. Eurowet is entitled to transfer the agreement or any of its rights and/or obligations thereunder to a third party. In such case, the customer shall be entitled to terminate a subscription with immediate effect.

5.            Liability

5.1          Eurowet does not accept any liability for damage which is suffered by the customer pursuant to a nonperformance of Eurowet (or a person for which it is responsible) of its obligations under an agreement or an unlawful act connected with the performance of its obligations under such agreement, including but not limited to damage caused by inaccurate, unlawful, incomplete or outdated information (in the broadest sense of those terms) as published by Eurowet.

5.2          The limitation of liability in clause 5.1 above does not apply to damage which is caused by the willful misconduct or gross negligence of Eurowet or any person for which it is liable pursuant to the law. In such case, Eurowet's liability shall be limited to compensation of direct damage to property (including software and data files) and direct damage caused by death or personal injury and shall be further limited to the invoice amount or, in the case of an agreement for an indefinite period of time, the payments made by the customer over the month preceding the occurrence of the damage.

5.3          The information mentioned in clause 5.1 above includes, but it is not limited to, the content of advertisements and/or publications legally prescribed to natural or legal persons which have not been published by Eurowet.

5.4          Notwithstanding the preceding, the liability of Eurowet and the persons for which Eurowet is responsible, shall never exceed the invoice amount (pro rata) of the (part of the) agreement from which the liability arises.

6.             Intellectual property

6.1.        All intellectual property rights with respect to the publications of Eurowet, including copyright, trademarks and database rights pursuant to EC Directive 96/9/EC, are vested in Eurowet. Unless explicitly and unambiguously allowed by Eurowet or the law, nothing contained in Eurowet's publications may be published or copied in any way, including storage in an electronic data file. Without prejudice to the liability towards Eurowet for damage caused by a violation of its obligations, the customer shall impose the same conditions as mentioned in this clause 6 to any person or party to which it grants access to Eurowet's publications in whichever way and whether or not on a temporary basis to accept these conditions and to impose these on any third parties by way of an automatic transfer provision ("kettingbeding").

6.2          Copyright notices, trademarks, trade names or other indications of intellectual property may not be altered or deleted.

6.3          The subscriber is obligated to use the data and the access codes for its own use exclusively. The subsriber is not allowed to share this with any third parties.

7.            Prescription/limitation of claims

All claims and causes of actions towards Eurowet, including claims for compensation of damage, shall prescribe and lapse one year after such claim or cause of action has arisen.

8.            Changes

8.1          Changes, amendments or annexes to an agreement and the general terms and conditions are valid only if agreed in writing and signed by both parties.

9.            Partial invalidity

9.1          If a clause in an agreement or in the general terms and conditions is or will become invalid, this will not affect the validity of the entire agreement. The parties shall replace such invalid clause by another clause which to the extent possible expresses the original intention of the parties.

10.          Disputes and applicable law

10.1       Any disputes in connection with the formation, interpretation or performance of an agreement with Eurowet shall be brought before the competent court in Alkmaar. If he parties have agreed on another form of dispute settlement, the customer shall be granted a term of one month from the date Eurowet has invoked such a clause to choose for dispute settlement by the competent court instead. The customer shall inform Eurowet in writing.

10.2       All agreements with Eurowet, including the interpretation and performance thereof, are subject to Netherlands law.

10.3       The customer indemnifies Eurowet against any claims of third parties in connection with an agreement. This indemnification includes any damage and costs that Eurowet should suffer in connection with a claim.

10.4       In the event of disputes concerning the interpretation of these general terms and conditions, the Netherlands text shall take precedence.