GENERAL TERMS AND CONDITIONS

Brandbook Standard

By means of Software-as-a-Service ("SaaS"), we, Brandbook.io, offer you (the "Customer" / "User") the following software: "Brandbook Standard" (the "Software"). This means that we offer you access to the Software we have developed, via the internet. These are the general terms and conditions that are always applicable to the use of our Software.

Brandbook.io delivers to the Customer, against payment of a fixed periodic amount, SaaS Services, consisting of the right to gain access to and to make use of the functionality of Brandbook.io via the Internet. This consists of a standard environment unique to the Customer with a certain limited storage capacity, that serves as a central source for the structured storing and organizing of digital brand manual related assets like logos, typefaces, icons, color palettes, photography, illustrations, files, et cetera, and instructions on how to use the assets.

By using the Software, you agree to these Terms. If you don't agree to any of the Terms, please don't use any of our services.

If you have any questions, you can contact us by sending an email to donald@brandbook.io.

Our address is Timorplein 35, 1094 CC Amsterdam. We are registered with the Chamber of Commerce (Kamer van Koophandel) under number: 34.30.75.09.

We have the right to change these general terms and conditions at all times. The latest version of these terms and conditions will always apply. Arrangements that deviate from these terms and conditions will only be applicable if they have been agreed on by us in writing.

1 – General

  1. These terms and conditions apply to every offer and agreement between you and us.
  2. We shall send you these general terms and conditions at your request, free of charge. You can also find them on our website https://brandbook.io.
  3. The invalidity or unenforceability of any provision of this agreement shall not affect the validity or enforceability of any other provision of this agreement. Any such invalid or unenforceable provision shall be replaced by a provision that is considered to be valid and enforceable and which interpretation shall be as close as possible to the intent of the invalid provision.

2 – Proposals and offers

  1. All our proposals and offers are non-binding, unless expressly agreed otherwise. An offer or proposal only applies to the assignment specified therein (and not to possible future assignments).
  2. When you provide us with certain information, we may assume that the provided information is correct and we will base the proposal on that information.

3 – Price

  1. Offered prices do not include possible expenses or any taxes or levies imposed by relevant authorities.
  2. We have the right to adjust our prices at any given time. The new price will then be applicable thirty days after its announcement.
  3. In case you do not agree with the change of price in question, you have the right to cancel the agreement within two weeks days after the announcement. The agreement will then terminate on the day the new prices become applicable.

4 – Payment and Collection Charges

  1. We shall automatically charge your bank account each year based on the date of subscription.
  2. Cancellation will come in force at the moment the present term has expired.
  3. If a payment is due, and you have failed to meet this payment obligation, you will automatically be in default. A default notice is not required.

5 – Right of use of the Software

The Software shall be operated on computers in a computer center used by Brandbook.io. For the duration of this Agreement, the Customer is given the non-exclusive and non-transferable right to access the Software by means of a browser and an internet connection and to use same for its own business purposes exclusively for the exercise of its commercial or independent professional activity.

  1. The right of use by the Customer of the Software is limited to the use as a brand manual management system.
  2. If you want to use our Software, you will have to register yourself at our website.
  3. You can only create an account for yourself. You are not allowed to give others access to (a backup of) the software.
  4. Passwords must be treated confidentially and you are responsible for choosing a unique and strong password.
  5. In order to use our Software, you must have a proper internet connection. You are responsible for other internal networks or IT-systems if so required to use our Software within your organisation.
  6. You are responsible for all activities on your account after it has been logged in, unless you have reported as soon as becoming aware of it that your personal account has been compromised.
  7. We have the right to block accounts. We only do this in case we have reasonable belief that one or more accounts are used in a matter that is against the law or contrary to a provision of these terms. Furthermore, we have the right to take any other measures we deem adequate, taking into account the circumstances at hand.
  8. The Customer has no right to a copy and thus also no right to a backup copy of the Software.

6 – Availability and maintenance of the Software

  1. We shall ensure that the Software will be kept available for use for the entire duration of this agreement. We shall do our best to keep the Software up and running 24 hours a day, 7 days a week.
  2. We are responsible for the functioning and maintenance of the Software. During maintenance, the Software can be unavailable. We will notify you of such maintenance at least one week in advance. Only in case of emergencies, we will not send you a notification.
  3. We have the right to change the Software. This includes, but is not limited to, changing, removing or adding certain features or functionality of the Software.
  4. We do not guarantee that our Software is completely free of error. Please inform us immediately of any errors, bugs or malfunctions of the Software. We will then do our utmost best to resolve your problem as quickly as possible.
  5. Brandbook.io makes use of standard backup procedures. The Customer always remains responsible for keeping the data stored in Brandbook.io electronically available online or offline.

7 – Third parties

We have the right to employ third parties to partially perform our duties, if we are of the opinion that this is necessary for the due exercise of the SaaS Agreement. Articles 7:404 of the Dutch Civil Code (uitvoering door bepaalde persoon), 7:407 section 2 DCC (hoofdelijke aansprakelijkheid) and 7:409 DCC (overlijden van bepaalde persoon) are not applicable.

Brandbook.io is entitled to involve third parties for the purpose of meeting its contractual obligations. This shall, in particular, apply to hosting services.

Brandbook.io shall not accept any liability for the services of third parties involved to the extent legally permissible.

Brandbook.io does not control, endorse or make any representations about any third party content or websites and does not endorse or accept any responsibility for such content or websites. Brandbook.io is not liable for the content or websites of third parties or for websites that link to Brandbook.io websites or display it in frames.

8 – Force Majeure

We are not liable for any damages in case of force majeure. If the force majeure takes place for a period that exceeds 30 days, this agreement can be terminated in writing. In that case, parties have no right to recover damages. We will then send you an invoice regarding the period in which you have used our Software.

9 – Intellectual property

  1. We (or our licensor or suppliers) are the exclusive owners of all existing and future intellectual property, such as copyrights, trademarks, design rights, patents, source codes and know-how, which rest on our Software or are the fruits of the use of our Software.
    1. All equipment, programs and goods used by Brandbook.io in the SAAS Services remain the property or intellectual property of Brandbook.io or its suppliers.
    2. Brandbook.io is never required to make available to the Customer a physical carrier with a version of Brandbook.io in the framework of the Software as a Service.
  2. As a User, you only gain the right to use our Software. You cannot claim any of the in subsection 1 mentioned intellectual property. This is not an exclusive right, which means that we can grant others similar rights of use. Furthermore, it is expressly forbidden to transfer or license this right to any third party.
  3. The Customer shall release Brandbook.io and involved third parties of all third-party claims that may arise from (a) unlawful use of the Software by the Customer and/or, with the consent of the Customer, by third parties, (b) disputes arising from data protection laws, copyright laws or other legal disputes associated with the use of the Software by the Customer.
  4. As a User, you own the rights to the content, files, and design you use to create on Brandbook.io.
  5. By using our service, you give us a non-exclusive right to publish your creations and content. This includes, but is not limited to; publishing, distribution, and marketing both through Brandbook.io’s services and third parties. We will however never sell your content or creations to third parties without your explicit permission first.
  6. Brandbook.io never warrants that the information security is effective under all circumstances and / or can be safeguarded from hacking activities.

The provisions of this Section shall survive any termination of this Agreement.

10 – Non-disclosure

By using our Services, you agree to let us collect and use information as detailed in our Privacy Policy.

When handling sensitive information, we require all associates and partners of Brandbook.io to do so with great care and in accordance with the law. Since we rely on our suppliers and partners to handle the data you generate, we have researched and approved their regulations and terms on your behalf.

We are obliged not to disclose any of your confidential information to third parties unless it is required by a statutory or professional obligation. 'Confident information' includes all information which you have designated as confident or which by its nature can be classified as confident. The following information shall in any case be regarded as confidential:

  1. All information related to research, development, trade secrets or information related to company matters.
  2. Personal data as intended in the General Data Protection regulation (GDPR).

The confidentiality obligation shall continue to endure even after the termination of the contractual relationship to the extent there is justified interest therein.

11 – Liability

  1. As a User, you are responsible for the content, files and creations you create on Brandbook.io. You assume all risks related to it, including someone else’s reliance on its accuracy, or claims relating to intellectual property or other legal rights. By creating something on Brandbook.io, you are representing that you have the right to use the files, content and everything else to do so.
  2. You indemnify us for all claims by third parties relating to the data that you have collected, saved or processed by means of our Software. We are not liable for the content of the data that you have collected, saved or processed within the framework of our Software.
  3. We are not liable for any damage which is caused by inadequate use of our Software.
  4. We are only liable for direct damages that are unequivocally caused by a shortcoming from our side.
  5. Our liability is limited to a maximum sum of €1000, or the maximum amount paid out by our insurer.
  6. We undertake the responsibility to ensure that your data will be stored safely. We are not liable for the damage or loss of any data, for the storage of which we have employed third parties.
  7. Brandbook.io shall not accept any liability whatsoever to the extent legally permissible, in particular for indirect or subsequent damages such as profits foregone, savings not realized or third-party claims.
  8. The limitations set out in this article do not apply if damage is the result of a deliberate act or gross negligence from our side.

12 – Support

In support of use of the Software as a Service, Brandbook.io shall provide online support. The support shall not include: general know-how transfer, training, configuration implementation or customer-specific documentation or modification of the Software.

Support shall be carried out by email to donald@brandbook.io. Brandbook.io shall provide the support services during working hours from Monday to Friday between 9.00 am and 5.00 pm CET. Legal holidays are excluded. Inquiries received outside of these support times shall be regarded as received on the following working day.

13 – Applicable law

The agreements between Brandbook.io and the Customer will be governed by Dutch Law.

14 – Competent court

All disputes that emerge between the Customer and Brandbook.io, as a consequence of or in relation with the agreement between Brandbook.io and the Customer, shall exclusively be resolved by the competent court of Amsterdam, the Netherlands.

These terms, and our company is under Dutch jurisdiction. You agree that any suit or conflict arising from using our services must take place in a court located in the Netherlands.

Last change: June 21, 2020