Terms of Service

This version of the Terms of Use is applicable from august 2020.

1. Scope

  1. The General Terms and Conditions of VANROEY.BE are applicable on these Terms of Use. By accepting these Terms of Use the Customer acknowledges he has received, and agrees with, there General Terms and Conditions. The customer can consult these Generals Terms and Conditions on our website.
  2. Any general, specific or other terms of the customer do not apply, even if the provide that they do apply.
  3. In the event of a conflict between these Terms of Use and the Generals Terms and Conditions of VANROEY.BE the Terms of Use will have precedence.
  4. The Customer Acknowledges that these Terms of Use are an essential part of the Services. The Customer must comply with these Terms of Use at all times. The Customer must ensure that his end-users comply with these Terms of Use.

2. Services

  1. The Customer, and his end-users, can use the Services in accordance with these Terms of Use.
  2. The Customer Acknowledges that the Services will be the same for all customers of VANROEY.BE. It is not possible to ask for deviations from the standard Services.

The Customer can always ask for changes to the Services, or can suggest new functionalities, which can improve the Services. VANROEY.BE is free to consider these suggestions, VANROEY.BE is not obligated to take these suggestions into account. If VANROEY.BE decides to implement any of these suggestions or new functionalities VANROEY.BE is not obligated to pay any kind of fee for the use of these suggestions.

  1. VANROEY.BE can change the Services at all times. There will be only one version of the Services at all times, this version will be used by all customers of VANROEY.BE. If VANROEY.BE changes the Services in a manner that materially reduces their functionality, VANROEY.BE will inform the Customer via the contact details provided by the Customer.

3. Customer obligations

  1. The Customer is responsible for all access to or use of the Services, even the access or use by his end-users. It is the responsibility of the Customer the ensure that is end-users comply with these Terms of Use.

The Customer must ensure that all end-users have given the necessary permissions to ensure that the Administrator is permitted to access all necessary information for the Services. The Customer needs to comply with all legal obligations that are applicable on him.

  1. VANROEY.BE is not responsible for the internal management or administration of the Services within the Customer’s organisations. The Customer is responsible for (i) the confidentiality of the account and password; (ii) the management of the access to the Services; and (iii) the use by his end-users, this use has to comply with these Terms of Use and other agreements with VANROEY.BE.
  2. The Customer needs to prevent any unauthorised use of the Services. By using the Services the Customer acknowledges that he has the legal age required to use the Services. The Customer must inform VANROEY.BE immediately of any unauthorised use of the Services.
  3. The Customer will not, or won’t allow any third party to, use the Services; (i) to sell, resell, or rent out the Services without there being a explicit and written agreement between the Customer and VANROEY.BE, which gives the Customer the permission to take these actions; (ii) in a way that would cause physical damage, or the death of the user; (iii) to reverse engineer the Services, or to allow a third party to reverse engineer the Services.

4. Acceptable use

  1. The Customer, and his end-users, undertake not to abuse the Services, or to allow a third party to abuse the Services. The Customer will:
    • Give VANROEY.BE access to the data and software that the Customer uses. The Customer gives explicit permission to access these data and software to perform the Services.
    • Only access the Services that are assigned to him.
    • Only use the Services as-is , and not to make any unauthorised changes.
  1. Any breach of these Terms by the Customer will be considered to be a material breach of these Terms of Use. More so when this breach breaches the right of a third party.

5. Term and termination

  1. These Terms of Use will enter into force by accepting them. The Terms of Use will be applicable throughout the whole time the Customer uses the Services. If the Customer wishes to end the use of the Services there will be a notice period of three (3) months.
  2. Should the Customer end the Services without taking this notice period into account he will have to pay a cancellation compensation equal to the price for three (3) months use of the Services.
  3. VANROEY.BE can end the Services immediately, and without any form of notice period or cancellation fee, when:
    • The Customer breaches any of the obligations following from these Terms of Use, or from the General Terms and Conditions of VANROEY.BE, and fails to rectify this breach within a period of thirty (30) days after being notified of this breach by VANROEY.BE.
    • The Customer is declared bankrupt or when the Customer end her activities.
  1. The end of the Services will have the following consequences: (i) the right of the Customer under these Terms of Use will end immediately, except for those right mentioned in this Clause; (ii) VANROEY.BE can give the Customer access to the Services, for the applicable fee, should the Customer ask for this; (iii) after a reasonable period VANROEY.BE well remove the data of the Customer.

These provisions that are meant to survive these Terms of Use will remain in effect. This concerns the clauses about Intellectual Property, Confidentiality, and other.

6. Suspension of the Services

  1. The account of the Customer can be suspended if: (i) the Customer breaches these Terms of Use; or (ii) the Customer uses the Services in a way that might incur VANROEY’s liability.
  2. In this case VANROEY.BE will ask the Customer to end these actions immediately. Should the customer neglect to remedy this situation VANROEY.BE will suspend the Services.
  3. In case of an emergency regarding the security of the functionality of the Services or the Customer’s account, VANROEY.BE can automatically suspend the Services. VANROEY.BE will take any reasonable effort to end this suspension as soon as possible. An emergency regarding security of functionality can be (i) any use, or suspected use, of the Services that might damage the services, or the security of the services (ii) any unauthorised use or access, or suspected unauthorised use or access, by a third party.
  4. Should any such suspension be implemented VANROEY.BE will not be liable for any damages following form this suspension.

7. Payment

  1. The Payment Conditions as specified in the General Terms and Conditions will be applicable on any use of the Services.
  2. Should the Customer breach any term of payment VANROEY.BE will have the right to suspend the Services for as long as the amount due has not been payed in full.
  3. The prices for the Services can change at all times. VANROEY.BE will inform the Customer of any change to the prices. The yearly indexation of the prices will not be considered to be a change of the price of the Services.

8. Disclaimers

  1. The Services are provided ‘As is’, and as made available to the Customer. VANROEY.BE does not guarantee that the Services will be available at all times, nor that the Services will be free of any fault of defect. VANROEY.BE does not guarantee that all faults or defects will be remedied.
  2. VANROEY.BE does not offer any guarantee any results that might be achieved by using the Services.
  3. Any warranty that has been given by a third party, concerning the use of the Services, or in connection with the use of the Services, will not be opposable to VANROEY.BE. These will only be applicable between the Customer and the third party.
  4. The Customer is responsible for his own data. VANROEY.BE will not store any of the Customer’s data. The Customer will be responsible for tacking a back-up of the data.
  5. If the Customer uses any third party services in conjunction with our Services then (i) VANROEY.BE will not be responsible for any default by the third party, including the access that the third party gets to the Services, or the customer’s data; (ii) VANROEY.BE is not obligated to support any third party services.
  6. The Customer will safeguard VANROEY.BE for any third-party claim concerning (i) the customer’s data, (ii) the use of the Services that breaches these Terms of Use. The Customer will have to pay any damages VANROEY.BE suffers from such a claim by a third party.

9. Liability

  1. The limitation of liability as specified in the General Terms and Conditions is applicable on these Terms of Use. Under no circumstance will VANROEY.BE be liable for any indirect damages.
  2. The liability of VANROEY.BE is limited to the amount the Customer has paid to VANROEY.BE for the use of the Services in the six (6) months preceding the fact that caused the damage.

10. Intellectual Property

  1. No Intellectual Property rights are transferred by using the Services. Each party will remain the owner of his own Intellectual Property Rights.
  2. Should the Customer make any suggestion concerning a possible change or improvement of the functionality of the Services VANROEY.BE will be free to act on these suggestions. If VANROEY.BE should use any of the Customer’s suggestions to improve the Services this will not give the Customer any Intellectual Property Rights. All Intellectual Property Rights concerning the Services will be property of VANROEY.BE.

VANROEY.BE will not have to pay any fee or compensation for the suggestions made by the Customer.

11. Confidentiality

  1. Each party will treat Confidential information of the other party as strictly confidential. All information that is exchanged during the Services will be considered to be confidential. This includes, but is not limited to, Intellectual Property Rights, software, know-how, product information.
  2. Each party will only on a strict “need-to-know” basis disclose and make available confidential information of the other party to those of its employees and contractors who are directly involved in the performance of the Services, provided that they are subject in writing to a similar obligation of confidentiality as set forth in these Terms of Use.

12. Assignment

The Customer will not assign his rights and responsibilities, following from these Terms of Use, to any third party, without a written approval of VANROEY.BE.

13. Jurisdiction and applicable law

  1. These Terms of Use are governed exclusively by Belgian Law, to the exclusion of any conflict of laws rules that would cause the laws of another jurisdiction to apply. Any dispute related to these Terms of Use will be adjudicated exclusively by the courts of Antwerp, division Turnhout, Belgium.
  2. Parties agree to try to amicably resolve any dispute related to these Terms of Use.

14. severability

If any provision of these Terms of Use is or becomes illegal, invalid of unenforceable, that will not affect the legality, validity or enforceability of any other provision of these Terms of Use.

15. Miscellaneous

  1. PUBLICITY – VANROEY.BE will be allowed to use the name of the Customer for marketing purposes. Unless the Customer explicitly objects to such a use. VANROEY.BE will not use the Customer’s name in such a way that would cause harm to the reputation of the Customer.
  2. INTERPRETATION – The titles of the provisions of these Terms of Use are for information purposes only. These do not influence the content of the provisions in any way, and can not be use the give the provisions a meaning that deviates from the content of the provision.