This document describes the General Terms and Conditions and Agreement (as defined below) for use of the Service (as defined below) provided by the private company Ixor BV, having its registered office in Mechelen, at Schuttersvest 75, VAT number BE 0478.493.179) (Ixor).General
1. In these general terms and conditions, the following definitions have the following meaning: General Terms and Conditions: These general terms and conditions; Third Party Software: The Third Party Software packages for which a link with the Platform is available; Source: A medium on which Documents are made available to the Customer by one or more partners of a Customer, or by the Customer itself, including but not limited to websites or Third Party Software; Destination: A medium to which Documents are send to including but not limited to websites or Third Party Software; Service: Collecting, Transforming, and Sending Documents from Source to Destination; Documents: (new) Documents that are available via a Source; Login Details: The login details provided by Ixor to the Client, with which the Client has access to the Platform and the Service; Customer: Any legal person with whom Ixor has concluded an Agreement; Agreement: An agreement to use the Service; Platform: The software platform developed by Ixor, with which the Service is made available to the Customer by Ixor; Ixor: The private limited liability company Ixor BV, having its registered office in Mechelen, at Schuttersvest 75, VAT number BE 0478.493.179; Access data: The data created or obtained by the Customer and with which the Customer is able to access the Platform, Source and Destination.
2. Headings above the articles in these Terms and Conditions are intended for ease of reading and do not affect the operation of these Terms and Conditions.Applicability
3. These General Terms and Conditions apply to any use of the Service.
4. The applicability of other general terms and conditions, including, but not limited to, the general terms and conditions of the Customer, are expressly rejected and do not form part of any use of the Service.
5. If any provision of these Terms and Conditions is not valid, the remaining provisions of these terms and conditions will remain in full force. In that case, the parties will consult on the content of a new provision that approximates the content of the original provision as closely as possible.
6. Any deviations from these General Terms and Conditions are only valid if agreed in writing.
7. Ixor reserves the right to change or supplement these terms and conditions, of which Ixor will inform Customers prior to the change coming into effect.
8. If a Customer does not wish to accept a change to these General Terms and Conditions, he can terminate the use of the Service once the new terms and conditions take effect.Use of the Service 9. A Client will receive Login Details via registration on the Ixor website. IxorDocs - Terms and Conditions Page of 1 4
10. By using the Login Details, the Customer will be given the opportunity to use the Service.
11. The Client will only be able to use the Service in respect of each Source after the Client has correctly and completely provided and stored the Access Data for such Source on the Platform and always if and as long as such Access Data remains unchanged.
12. The Customer's use of the Service is at their own expense and risk.
13. Ixor will endeavour to keep the Platform and the Service available, but does not guarantee the full and permanent availability of the Platform and / or the Service and / or that all Documents are collected (in time) at all times. More specifically, Ixor does not guarantee, nor does it accept liability for, the required availability of third-party telecommunications facilities for the correct, complete and unhindered functioning of the Platform and the Service.
14. The Client is responsible for compliance with any general terms and conditions of third parties that apply to Source and / or Third Party Software, or that apply to the agreements that form the basis of Documents.
15. The Login Details provided by Ixor to the Customer are strictly personal and must be kept secret by the Customer. The Customer is responsible for the misuse of Login Details and will immediately inform Ixor of any loss, theft and / or misuse.
16. Ixor uses all data made available to it by the Customer (including any personal data) only to the extent necessary for the performance of its services. Duration and end of the Agreement
17. An Agreement is entered into for an indefinite period.
18. The Client has the right to cancel an agreement to use the Service in writing by giving a notice period of at least three (3) months.
19. Ixor has the right to cancel an agreement to use the Service in writing by giving a notice period of at least three (3) months.
20. Contrary to Article 19, Ixor has the right to terminate the agreement to use the Service with immediate effect if: (i) the Client acts contrary to applicable laws or regulations; or (ii) the Client acts contrary to the Agreement or these General Terms and Conditions; or (iii) the Client is declared bankrupt, or requests suspension of payment; or (iv) the Customer is dissolved.
21. In a situation referred to in Article 20, Ixor will at all times be free to limit or impede the Customer's access to the Service and the Platform with immediate effect.
22. Termination of the agreement to use the Service will always be in writing - including by e-mail.
23. If and as soon as the agreement to use the Service ends, the Customer will no longer have access to the Platform and Ixor will prevent further use of the Service.
24. Upon termination of the Agreement, Ixor will, at the written request of the Client, destroy all data and data relating to the Client within two (2) weeks of receiving such a request. If the Customer does not make such a request, Ixor will retain data and data relating to the Customer for a minimum of six (6) months after termination.
25. After termination of the Agreement, Ixor will, at the request of the Customer, transfer the data as processed up to the termination of the Agreement in a PDF, XML and / or Excel format on a conventional data carrier as a 'dump' to the Customer, provided that the Customer submits such a request in writing and within two (2) weeks after termination of the Agreement to Ixor and has paid Ixor the fee due in time. The Customer accepts that such a 'dump' contains the properties that the Customer finds at the time of receipt ("as is"), and that the liability of Ixor in that respect is IxorDocs - Terms and Conditions Page of 2 4 completely excluded. Furthermore, Ixor is in no way obliged to convert the 'dump' or make it otherwise suitable for use by the Customer. Compensation
26. The Client owes Ixor a fee for making the Service available which is included in the Agreement.
27. In the event of payment via direct debit or from a credit card, the Customer will immediately pay the payment due. If the Customer chooses to pay per invoice, an Ixor invoice must be paid within fourteen (14) days after the invoice date.
28. Payment of an invoice will always be made without deduction, settlement and / or compensation.
29. If the Customer fails to pay any payment for an invoice in time and / or in full, the Customer will be in default by operation of law. Intellectual Property
30. All intellectual property rights with respect to the Service, the Platform and the related software are vested in and remain with Ixor.
31. The Customer is only granted a right of use with regard to the Service and the Platform for the duration of the agreement to use the Service and only to the extent that such right is necessary for the actual use of the Service.
32. The Customer never has the right to make any adjustment to any part of the software that forms part of the Platform and / or the Service, or to make a copy thereof, to decompile it or to use it in any other way ( try to) edit. Liability
33. If Ixor is at any time liable to the Customer for damage suffered by the Customer, Ixor will at all times only be liable for direct damage and not for indirect damage. Indirect damage includes, but is not limited to: loss of goodwill, loss of profit and lost savings.
34. A shortcoming in the fulfillment of any agreement cannot be enforced against Ixor and the third party / parties engaged by Ixor in the event of force majeure.
35. In the context of these General Terms and Conditions, force majeure should in any event, but not exclusively, be understood to mean: circumstances or events beyond the control and will of Ixor - regardless of whether these circumstances or events occurred at the time of signing any agreement or were foreseeable - as a result of which Ixor cannot reasonably be held to fulfill its obligations under the Agreement. These circumstances or events include, but are not limited to: war, fire, natural disasters, labour disputes, power outages, strikes, epidemics, government regulations and / or similar rules, embargoes, non-compliance (due to bankruptcy or otherwise) by suppliers, subcontractors or any other third party / parties engaged by Ixor for the implementation of the agreement, seizures, the unavailability of (the systems of) financial institutions and / or telecommunication services and (attempts at) the unauthorized intrusion into and / or the unauthorized use of the systems, networks and databases that belong to Ixor and / or on which Ixor depends, as well as all work performed by them unknowingly by others than Ixor or third parties engaged by it.
36. If and insofar as Ixor is liable to the Customer, this liability is in all cases limited to an amount equal to the amount that the Customer has paid to Ixor in respect of the Agreement to which the damage relates. For an Agreement with a term longer than six (6) months, the liability of Ixor is limited to a maximum of the amounts received by Ixor over the last six (6) months pursuant to the agreement, excluding VAT. IxorDocs - Terms and Conditions Page of 3 4
37. The liability of Ixor is, notwithstanding the previous articles, limited in all cases to an amount of EUR 250.
38. A series of incidents that have led to damage counts as one (1) incident.
39. Every claim against Ixor expires after the expiration of a period of three (3) months after the incident-causing incident has become known to the user, subject to the written acknowledgment of the claim by Ixor. Final provisions
40. In the event that one or more obligations of these General Terms and Conditions are / are deemed void or voidable by the competent court, the other provisions of these General Terms and Conditions will remain in full force.
41. The transfer of an Agreement or the rights and obligations contained therein by the Customer is only possible after prior written permission from Ixor, which permission can be given under certain (then to be specified) conditions.
42. This Agreement is exclusively governed by Belgian law. 43. All disputes that may arise from this Agreement or from any ensuing or related (further) agreement, will in the first instance be settled exclusively by the competent court of the Antwerp District Court. IxorDocs - Terms and Conditions Page of 4 4