Terms and Conditions CCO Insights
1. Definitions
1.1 CCO Insights: In these General Terms and Conditions, "CCO Insights" refers to the trade name of the private limited company Reijntjens Holding B.V.
1.2 Licensee: The (legal) person with whom CCO Insights has entered into an Agreement.
1.3 Services: The services provided by CCO Insights, as described on www.ccoinsights.com, including access to and use of the System via a browser.
1.4 Agreement: The Agreement (including these General Terms and Conditions) between CCO Insights and Licensee under which CCO Insights provides Services or delivers goods to Licensee.
1.5 System: The Web application managed by CCO Insights through which they provide the Services to Licensee.
1.6 Terms and Conditions: These Terms and Conditions
2. Applicability
2.1 These General Terms and Conditions apply to all offers and legal relationships of CCO Insights and all Agreements concluded with CCO Insights whereby CCO Insights provides goods and/or Services of any kind and under any name to Licensee.
2.2 The applicability of purchase or other terms and conditions of Licensee is expressly rejected.
2.3 Licensee enters into this Agreement as a business. Therefore, Licensee cannot invoke consumer rights and does not enjoy protections such as the right of withdrawal.
2.4 CCO Insights is entitled to unilaterally amend the content of these General Terms and Conditions. Changes will be announced in writing or by email and will take effect fourteen (14) days after notification, or on another date specified in the announcement.
2.5 If Licensee does not wish to accept the changes to the General Terms and Conditions, they have the right to terminate the Agreement on the date the amended terms come into effect without CCO Insights being obligated to compensate for costs or damages. After termination, the services will stay available until for the full term the services are paid for. Pre-paid subscription fees will not be refunded.
2.6 Deviations from and additions to these General Terms and Conditions are only valid if agreed upon in writing between the parties.
2.7 If any provision of the General Terms and Conditions is null and void or annulled, the remaining provisions of these General Terms and Conditions will remain in full force and effect. CCO Insights and Licensee will then consult to agree on new provisions to replace the null or annulled provisions.
3. Formation of the Agreement
3.1. All offers from CCO Insights are non-binding and can be revoked within ten working days after becoming aware of the acceptance of the offer, unless explicitly stated otherwise in the offer. Licensee guarantees the accuracy and completeness of the data provided by or on behalf of them to CCO Insights on which CCO Insights bases its offer.
3.2. The Agreement between CCO Insights and Licensee is formed by creating a free or premium account for the CCO Insights web application. The Agreement is also formed by providing payment details by Licensee via telephone, email, or in writing. And the Agreement is also formed by Licensee accepting a written offer from CCO Insights.
3.3. CCO Insights has the right to refuse a potential Licensee without providing reasons.
3.4. Licensee appoints at least one contact person. Licensee ensures that one contact person is available during normal business hours. Any change regarding a contact person must be immediately communicated to CCO Insights
4. License
4.1. CCO Insights is the exclusive owner of all existing and future intellectual property rights, such as copyrights, trademarks, design rights, patents, source code, and know-how, that rest on or arise from the System and related software.
4.2. All intellectual property rights to software, websites, databases, equipment, training, testing, and examination materials, or other materials such as analyses, designs, documentation, reports, offers, as well as preparatory material thereof developed or made available to Licensee under the Agreement, rest solely with CCO Insights, its licensors, or its suppliers.
4.3. CCO Insights grants Licensee a non-exclusive, non-transferable, non-pledgeable, and non-sublicensable right to use the System. The right of use starts with the conclusion of the Agreement and only for the duration of the Agreement. Licensee cannot claim the intellectual property rights mentioned in Article 4.1.
4.4. The right of use is non-transferable. Licensee is not permitted to sell, rent, sublicense, or otherwise make available the right of use to a third party in any way or for any purpose.
4.5. Licensee may only use the right of use for its own business activities.
4.6. Licensee will not remove or modify any indications regarding the confidential nature or concerning copyrights, trademarks, trade names, or any other intellectual property rights from the software, website, databases, equipment, or materials.
4.7. Even if the Agreement does not explicitly provide for it, CCO Insights is always allowed to implement technical measures to protect equipment, databases, websites, provided software, software to which Licensee is granted (direct or indirect) access, and the like in connection with an agreed limitation in the content or duration of the right to use these objects. Licensee will not remove or circumvent such technical measures.
4.8. Licensee will refrain from modifying, adapting, further developing, or reverse engineering the intellectual property.
4.9. CCO Insights is never obliged to perform data conversion unless explicitly agreed upon in writing.
4.10. Without CCO Insights' permission, Licensee is prohibited from transferring the username(s) and password(s) provided by CCO Insights to third parties.
4.11. Licensee is not allowed to copy, reproduce, translate, adapt, replicate, modify, or reconstruct the Service or any part thereof.
5. Duration of User Rights
5.1. If and insofar as the Agreement between the parties is a continuing performance agreement, the Agreement is entered into for the agreed term between the parties, in the absence of which a term of 1 year applies.
5.2. The term of the Agreement is automatically extended for the duration of the originally agreed period, unless Licensee or CCO Insights terminates the Agreement in writing with due observance of a notice period of 7 calendar days before the end of the respective period.
5.3. The Agreement cannot be terminated prematurely.
5.4. After termination or dissolution of the Agreement, Licensee will refrain from any direct or indirect use of the licensed services and is obliged to delete all information obtained from CCO Insights within two working days after the date of termination or dissolution from all (computer) equipment present at Licensee.
5.5. Each party has the power to dissolve the Agreement due to an attributable failure in the performance of the Agreement only if the other party, always in all cases after a detailed written notice of default in which a reasonable period is set for the remedy of the failure, remains in default in the fulfillment of essential obligations from the Agreement. Payment obligations of Licensee and all obligations to cooperate and/or provide information by Licensee or a third party to be engaged by Licensee are in all cases considered essential obligations from the Agreement.
5.6. CCO Insights and Licensee are authorized to terminate the Agreement with immediate effect without further notice of default or judicial intervention in writing or by email and without being liable for any compensation of costs or damages in the following cases:
(1) if the other party applies for bankruptcy or is declared bankrupt.
(2) Licensee applies for (provisional) suspension of payment or is granted (provisional) suspension of payment.
(3) Licensee is placed under guardianship or administration, or CCO Insights ceases or liquidates its activities.
5.7. Regardless of the other provisions of this Agreement, the following obligations will continue after the end of this Agreement:
(1) outstanding payments.
(2) intellectual property rights.
(3) liability.
6. Rights and Obligations of CCO Insights
6.1. CCO Insights endeavors to make the Services continuously available but does not guarantee that the Services will be available at all times. Please notify us immediately if the System experiences an outage, such as an error message or the failure of a functionality. You can do this by sending an email to info@ccoinsights.com
6.2. CCO Insights will endeavor to perform its Services with care, in accordance with the written agreements and procedures agreed with Licensee. All Services from CCO Insights are performed based on a best-efforts obligation, unless and insofar as the written Agreement expressly commits CCO Insights to a result and the result is also sufficiently described in the Agreement.
6.3. Any agreements regarding a service level (Service Level Agreement) are only explicitly agreed upon in writing. Licensee will promptly inform CCO Insights of all circumstances that may affect the service level and its availability. If agreements regarding a service level have been made, the availability of software, systems, and related Services will always be measured in such a way that the previously announced by CCO Insights unavailability due to preventive, corrective, or adaptive maintenance or other forms of service, as well as circumstances beyond the control of CCO Insights, are excluded. Except for evidence to be provided by Licensee to the contrary, the availability measured by CCO Insights will serve as full proof.
6.4. CCO Insights is not involved in creating outcomes of Licensee's use of the system, and CCO Insights is therefore not responsible for the content and outcome of the of the offered Services, and system such as lost- or won deal reports and dashboard.
6.5. CCO Insights reserves the right to make changes to the Services and the System. CCO Insights will endeavor to announce changes that involve a limitation of the core functions of the Services and the System in advance, considering a reasonable period, unless this is reasonably or technically not possible.
6.6. CCO Insights may expand the Services and/or the System with modules that contain new functionalities. Modules offered to new users against payment do not automatically fall under the scope of the Agreement. If Licensee wishes to use these modules, they must make further arrangements with CCO Insights.
6.7. CCO Insights informs Licensees by email about the developments of CCO Insights' Services. Unless Licensee indicates otherwise, Licensee will receive these emails during the term of this Agreement at the email address provided during the registration process.
6.8. Data hosted by CCO Insights is stored within the United States. CCO Insights endeavors to keep Licensee’s data available at all times but does not guarantee the availability of this data.
7. Rights and Obligations of Licensee
7.1. CCO Insights makes the agreed system and the agreed user documentation available to Licensee based on a usage license for use during the term of the Agreement. The right to use the system is non-exclusive, non-transferable, non-pledgeable, and non-sublicensable. CCO Insights' obligation to make the system available and Licensee's right to use it does not extend to the source code of the software. The source code of the software and the technical documentation created during the development of the software will not be made available to Licensee, even if Licensee is willing to pay a financial compensation for it.
7.2. Licensee is responsible for all use of the Services. Licensee will always strictly comply with the agreed limitations, of any nature or content, on the right to use the software. Licensee may only use the software in and for the benefit of their own company or organization and only insofar as necessary for the intended use.
7.3. Licensee must provide the correct, current, and complete (address) details requested during the registration process when entering into the Agreement. Licensee must update these details in the system as soon as possible when a change occurs.
7.4. Licensee must refrain from unauthorized use of the Services and will behave and conduct themselves as a careful user and only use the system for the intended purpose. When using the system or Services. licensee will follow all instructions from CCO Insights related to the use of its Services.
7.5. Without prejudice to its other rights under the law or the Agreement, CCO Insights reserves the right to suspend its obligations to Licensee or to terminate the Agreement immediately without prior notice if Licensee acts, or is reasonably suspected of acting, in violation of Article 7.5, without CCO Insights being obliged to pay any compensation.
7.6. If a Licensee wants to have a security check carried out by a third party, this is possible, but the date and time of this check must be coordinated with CCO Insights.
7.7. Licensee is never allowed to sell, rent, dispose of, or grant limited rights to the system, or to make them available to a third party in any way, for any purpose, or under any title.
7.8. Licensee will immediately cooperate with any investigation by or on behalf of CCO Insights regarding compliance with the agreed usage restrictions. Licensee will grant access to its buildings and systems upon CCO Insights' first request. CCO Insights will treat all confidential business information from Licensee obtained during an investigation confidential, as long as it does not relate to the use of the system itself.
7.9. The parties agree that the Agreement between the parties, insofar as it concerns the provision of software for use, is never considered a purchase agreement.
7.10. CCO Insights is not obliged to maintain the system software and/or provide support to users and/or administrators of the system. If CCO Insights is asked to provide maintenance and/or support, CCO Insights may require Licensee to enter into a separate written Agreement.
8. License Fees and Prices
8.1. License fees and other prices or rates quoted by CCO Insights or agreed upon with CCO Insights are exclusive of VAT and other taxes or levies unless otherwise stated.
8.2. If Licensee consists of multiple natural persons and/or legal entities, each of these (legal) persons is jointly and severally liable to CCO Insights for the performance of the Agreement. With regard to the performance by CCO Insights and the amounts owed by Licensee, the data from Licensee's administration provide full proof, without prejudice to CCO Insights' right to provide evidence to the contrary.
8.3. CCO Insights is always entitled to adjust the agreed price for use of the system which will take effect at the beginning of a new subscription period or when additional users are added. Price adjustments will be announced by email at minimum 30 days before taking effect.
8.4. If Licensee does not agree with a price adjustment notified by CCO Insights, Licensee is entitled to terminate the Agreement by not renewing the subscription for the system. After termination, the services and system will stay available until for the full term the services are paid for. Pre-paid subscription fees will not be refunded.
8.5. Licensee has no right to set off regarding the payment of the license fee and other amounts owed. Licensee may not suspend the payment of the license fee or other amounts by invoking the possible defectiveness of the Services.
8.6. If CCO Insights blocks a Service based on the applicable conditions, CCO Insights is entitled to condition the unblocking on Licensee paying the applicable costs in accordance with the regulation applicable at CCO Insights at the time of unblocking.
9. Payment
9.1. The license fee is invoiced at the beginning of subscription period or at acceptance of a service offer.
9.2. Payment of the license fee must be made within fourteen (14) days of the invoice date if no direct transfer payment method (PayPal, Credit Card, iDeal, etc.) is used.
9.3. CCO Insights always has the right to demand full or partial advance payment and/or other security for payment.
9.4. If Licensee does not pay the amounts owed within the agreed term, Licensee will be in default without any further notice of default being required and will owe statutory interest on the outstanding amount. If Licensee remains negligent in paying the claim after notice of default, the claim may be handed over, in which case Licensee, in addition to the total amount owed, will also be liable for full compensation of extrajudicial and judicial costs, including all costs calculated by external experts in addition to the judicially determined costs, related to the collection of this claim or legal exercise otherwise, which amount will be determined at a minimum of 15% of the total amount with a minimum of € 75. This does not affect the other legal and contractual rights of Licensee.
9.5. Without prejudice to its other rights under the law or the Agreement, CCO Insights is entitled, in the absence of timely payment, to suspend the Service without being liable for any compensation of costs or damages to Licensee.
9.6. CCO Insights has the right at any time to suspend the subscription if the invoice payment has not been received after more than 30 days of sending/notification.
9.7. If Licensee intends to reverse the automatic/one-time collection at the bank, they must first consult with CCO Insights.
9.8. CCO Insights is in no way liable for any damage that Licensee suffers in connection with (the performance of) the Agreement regarding Services offered by Third Parties.
10 Warranty, Refunds & Complaints
10.1. CCO Insights will use its best efforts to correct errors, which have been detailed in writing to CCO Insights within a reasonable period if they are received within a period of three months after occurrence. CCO Insights does not guarantee that the system is suitable for actual and/or intended use. CCO Insights also does not guarantee that the software will work without interruption and/or that all errors will be corrected. The correction will be carried out free of charge unless functionalities were developed on behalf of Licensee other than for a fixed price, in which case CCO Insights will charge the cost of correction according to its usual rates. The correction obligation lapses if Licensee makes changes to the software without CCO Insights' written permission or has them made.
10.2. CCO Insights is never obliged to correct corrupted or lost data.
10.3. Defects in the security of the information stored by Licensee on the systems of CCO Insights and defects resulting from actions by Licensee or other licensees or internet users, as a result of changes in accounts and/or email addresses or other changes, are not covered by the warranty and are at the risk and expense of Licensee.
10.4. If CCO Insights is required by the Agreement to provide a form of information security, it will meet the agreed specifications for security. CCO Insights does not guarantee that the information security will be effective under all circumstances. If an expressly described method of security is missing in the Agreement, the security will meet a level that, considering the state of the art, the sensitivity of the data, and the costs associated with implementing the security, is not unreasonable. The access or identification codes and certificates provided by or on behalf of CCO Insights to Licensee are confidential and will be treated as such by Licensee and will only be disclosed to authorized personnel within Licensee's own organization. CCO Insights is entitled to change assigned access or identification codes and certificates. Licensee will adequately secure its systems and infrastructure and always have antivirus software in operation.
10.5. Licensee accepts the system in the state it is in at the time of delivery ('as is, where is'), thus with all visible and invisible errors and defects, notwithstanding CCO Insights' obligations under the warranty scheme. Licensee must carefully inspect the delivered Service immediately after activation, on pain of forfeiture of any right to complaint and/or warranty. In the aforementioned case, the system will be deemed accepted by Licensee upon delivery.
10.6. If Licensee disagrees with a charge to their account/credit card, they can contact CCO Insights via the contact page on the website. Licensee will receive a substantive response from CCO Insights within 15 working days. If Licensee's complaint is found to be justified, the amount collected will be refunded as soon as possible to the account from which it was debited.
10.7. The Agreement cannot be terminated prematurely and, as a result, reclaim amounts already paid. After the end of the contract period, it is possible to terminate the Agreement without costs in accordance with Article 5.
10.8. Complaints do not suspend the payment obligations of Licensee.
11. Liability
11.1. The total liability of CCO Insights due to an attributable failure in the performance of the Agreement or on any legal ground, including any failure in the performance of a warranty obligation or indemnity agreed with Licensee, is limited to compensation for direct damage. Direct damage is understood to mean only material damage. Notwithstanding any other provision, CCO Insights' liability towards Licensee is explicitly limited to the amount paid out by CCO Insights' liability insurance in the relevant case. In no event will CCO Insights' total liability for direct damage on any legal ground exceed €10,000 (ten thousand euros).
11.2. To the fullest extent permitted by law, CCO Insights shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the service; (b) any conduct or content of any third party on the service; (c) any content obtained from the service; and (d) unauthorized access, use, or alteration of your transmissions or content.
11.3. The exclusions and limitations referred to in this article do not apply if and to the extent that the damage is the result of intent or deliberate recklessness by the CCO Insights management.
11.4. A condition for the creation of any right to compensation is always that Licensee reports the damage to CCO Insights as soon as possible after its occurrence, but no later than twelve (12) days after the occurrence of the damage. Any claim for compensation against CCO Insights lapses by the mere expiration of twelve (12) months after the occurrence of the claim, unless Licensee has instituted legal proceedings for compensation before the expiration of this period.
11.5. Licensee indemnifies CCO Insights against all third-party claims for product liability resulting from a defect in a product or system supplied by Licensee to a third party and which partly consisted of equipment, software, or other materials supplied by CCO Insights, unless and to the extent Licensee proves that the damage was caused by that equipment, software, or other materials.
11.6. The provisions of this article, as well as all other limitations and exclusions of liability mentioned in these General Terms and Conditions, also apply in favor of all (legal) persons used by CCO Insights in the performance of the Agreement.
11.7. Shortcomings of any kind in the services of third parties, such as our external (hosting) providers, data storage or telecommunication services, and other suppliers of CCO Insights, are not attributable to CCO Insights, and CCO Insights is not liable for the damage caused by these shortcomings.
12. Terms
12.1. CCO Insights will reasonably endeavor to observe the (delivery) terms and/or (completion) dates mentioned by it or agreed between the parties. Dates mentioned by CCO Insights or agreed between the parties are always target dates, do not bind CCO Insights, and are always indicative.
12.2. If any term is likely to be exceeded, CCO Insights and Licensee will consult to discuss the consequences of the exceedance for further planning.
12.3. In all cases – even if the parties have agreed on an ultimate (delivery) term or (completion) date – CCO Insights will only be in default due to exceeding the time limit after Licensee has given CCO Insights written notice of default, setting a reasonable term for compliance (with the agreed upon) and this reasonable term has expired. The notice of default must contain a description of the shortcoming as complete and detailed as possible so that CCO Insights is given the opportunity to respond adequately.
13. Dissolution and Termination of the Agreement
13.1. Each party has the right to dissolve the Agreement due to an attributable failure in the performance of the Agreement only if the other party, in all cases after a written notice of default as detailed as possible, setting a reasonable term for remedying the failure, remains in default in the performance of essential obligations from the Agreement. Licensee's payment obligations and all obligations to cooperate and/or provide information by Licensee or a third party engaged by Licensee are always considered essential obligations from the Agreement.
13.2. If Licensee has already received performances at the time of the dissolution of the Agreement, these performances and the associated payment obligations will not be subject to annulment.
13.3. Amounts invoiced by CCO Insights before the dissolution in connection with what CCO Insights has already properly performed or delivered in the execution of the Agreement remain due in full, with due observance of the provisions of the previous sentence and become immediately payable at the time of dissolution.
14. Force Majeure
14.1. CCO Insights is not obliged to fulfill one or more obligations, including any legal and/or agreed warranty obligation, if it is prevented from doing so due to force majeure. Force majeure includes, among others:
- a failure of external (hosting) providers, data storage, or telecommunication services and other suppliers of CCO Insights.
- interruptions or malfunctions in power and/or telecommunications services.
- obstructions due to hardware and software used by Licensee or the technical infrastructure used by Licensee.
- strikes.
- fire.
- accidents or illness of personnel.
- Denial of Service (DoS) attacks.
- unforeseen problems by CCO Insights and any other circumstance that is not solely dependent on CCO Insights' will.
- general transport problems.
- Epidemic or Pandemic.
- force majeure of CCO Insights' suppliers.
- government measures.
14.2. If the force majeure situation lasts longer than sixty (60) days, Licensee has the right to terminate the Agreement without CCO Insights being obliged to pay any compensation for costs or damages. What has already been performed under the Agreement will be settled proportionally in that case, without the parties owing each other anything else.
14.3. If CCO Insights is prevented from fulfilling the Agreement due to restrictions or obstructions or other forms of force majeure, it is entitled to suspend the performance of the Agreement. In that case, Licensee has no right to compensation for damages, costs, or interest.
15. Advising
15.1. All advice given by CCO Insights, shared knowledge, and statements and specifications provided by CCO Insights regarding the properties of Services to be delivered by CCO Insights are entirely non-binding and provided by CCO Insights as non-binding information. CCO Insights does not provide any guarantee.
15.2. CCO Insights is not liable for any direct or indirect damage, in any form and from any cause whatsoever, resulting from information provision and/or advice by CCO Insights. Licensee indemnifies CCO Insights against all third-party claims unless there is intent or gross negligence by CCO Insights.
16. Applicable Law
16.1. This Agreement is exclusively governed by Dutch law.
16.2. The court in Arnhem has exclusive jurisdiction to hear disputes arising from or related to the Agreement between the parties.
16.3. Licensee is not entitled to transfer the rights and obligations from the Agreement to a third party, including entities within the group to which Licensee belongs, without prior written consent from CCO Insights. CCO Insights is entitled to transfer the rights and obligations from the Agreement to third parties. Licensee hereby gives its consent to such a transfer.
16.4. If one or more provisions of this Agreement are void or voidable, this does not affect the validity of the remaining provisions. The parties will consult to agree on new provisions to replace the void or annulled provisions, as much as possible in accordance with the purpose and intent of the void or annulled provision.