Terms and Conditions

These general terms and conditions apply to every offer or quote by RBB Host concerning Services and are an integral part of every Agreement between RBB Host and the Client. Provisions or conditions set by the Client that deviate from, or are not included in, these General Terms and Conditions are binding for RBB Host only if and insofar as they have been expressly accepted in writing by RBB Host.

Terms written with a capital letter have the meaning as stated in the first article.

Artikel 1. Definitions of used terms

In deze voorwaarden wordt verstaan onder:

a) RBB Host: the company RBB Host, located in Joure and registered with the Chamber of Commerce under file number 81158920.

b) RBB Host Website: the website of RBB Host, accessible via the domain www.rbbhost.com.

c) Subscription: the Agreement in which one or more of the parties commits to continuously or repeatedly perform services during a certain period (e.g., a hosting contract of 12 months).

d) Account: the right of access to a user interface with which the Client can manage and configure (certain aspects of) the Services, as well as the configuration(s) and files stored for the Client.

e) General Terms and Conditions: the provisions of this document.

f) Client: the natural person or legal entity with whom RBB Host has entered into an Agreement. This also refers to anyone who is negotiating or has negotiated with RBB Host about this, as well as their representative(s), authorized agent(s), legal successor(s), and heirs.

g) Services: the products and/or services that RBB Host will provide to the Client under an Agreement.

h) Materials: all works, such as websites and (web) applications, software, corporate identities, logos, folders, brochures, leaflets, lettering, advertisements, marketing and/or communication plans, concepts, images, texts, sketches, documentation, advice, reports, and other intellectual creations, as well as preparatory material thereof and (whether or not encoded) files or data carriers on which the Materials are located.

i) Agreement: any agreement between RBB Host and the Client under which RBB Host provides Services to the Client.

j) In Writing: besides paper writings, also includes email and communication by fax, provided the identity of the sender and the integrity of the message are sufficiently established.

k) Applications with Increased Risk: applications where a fault in the Services can lead to death or serious injury, severe environmental damage, or loss of (personal) data with very high consequential damage. Examples of Applications with Increased Risk are: transport systems where a fault can cause trains to derail or planes to crash; medical systems where a fault can result in a patient receiving no or incorrect treatment; systems on which a substantial part of the population depends for the allocation of crucial government services, such as DigiD; systems in which (many) medical data or other special data within the meaning of the General Data Protection Regulation, or otherwise very sensitive data, are stored.

Artikel 2. Conclusion of Contract

a) The Client can request the Services directly from the RBB Host Website. The Agreement is established at the moment of sending the (whether or not automatically generated) email from RBB Host containing the confirmation and acceptance of the request. The Client can also request the Services by filling out and sending a signed request form, which can be downloaded from the RBB Host Website. This request is binding. The Agreement is established at the moment of sending the message from RBB Host with the confirmation and acceptance of the request. The Client can also request a quote without obligation. The Agreement is established at the moment of receiving approval of the quote, provided this takes place before the end date mentioned in the quote.

b) If the Client is a consumer, the Client has a period of fourteen days from the moment the order is placed to dissolve the Agreement in Writing and free of charge.

Artikel 3. Execution of the Agreement

a) After the conclusion of the Agreement, RBB Host will fulfill it to the best of its ability and applying sufficient care and craftsmanship.

b) RBB Host will strive to realize good quality and uninterrupted availability of Services and associated systems and networks, and to facilitate access to data stored by the Client using them. However, RBB Host offers no guarantees about quality or availability, unless otherwise agreed in the offer through a so-designated Service Level Agreement (SLA).

c) Delivery terms given by RBB Host always have an indicative nature, except where the applicable SLA sets terms that can only be interpreted as a result obligation.

d) If and insofar as a proper execution of the Agreement requires, RBB Host has the right to have certain tasks performed by third parties. Any unexpected additional costs related to this are at the expense of the Client, unless agreed otherwise. These General Terms and Conditions also apply to the work carried out by third parties in the context of the Agreement.

e) If agreed, RBB Host will provide the Client with access to an Account. The Account will be accessible by entering a password and username. Any action that takes place through the Client’s Account or an Account created by the Client is deemed to have occurred under the responsibility and risk of the Client. If the Client suspects or reasonably ought to suspect or know that abuse of an Account is taking place, the Client must report this to RBB Host as soon as possible so that it can take measures.

f) RBB Host will be available for a reasonable level of remote customer support by telephone, during regular office hours, as far as the applicable SLA does not determine otherwise.

g) All changes in the Agreement, whether at the request of the Client or as a result of the fact that due to any circumstances a different execution is necessary, are considered as additional work when they are associated with additional costs and as less work insofar as they result in fewer costs. These will be invoiced to the Client accordingly.

Artikel 4. Obligations of the Client

a) The Client is obliged to do and refrain from everything that is reasonably necessary and desirable to enable a timely and correct execution of the Agreement. In particular, the Client ensures that all data indicated by RBB Host as necessary, or which the Client should reasonably understand as necessary for the execution of the Services, are provided to RBB Host in a timely manner. The period within which RBB Host must execute the Agreement does not commence until all requested and required data have been received by RBB Host.

b) If the Client knows or suspects that RBB Host will have to take certain (additional) measures to meet its obligations, the Client shall inform RBB Host of this without delay. This obligation applies, for example, if the Client knows or should foresee that an extraordinary peak in the load on RBB Host’s systems will occur, which could likely cause the unavailability of the Services. This is especially true if the Client knows that Services are also being provided to others through the same systems that RBB Host uses to provide Services to the Client. RBB Host will do everything possible to prevent the unavailability of the Services after such a warning. Unless explicitly agreed otherwise in writing, all reasonable additional costs incurred in this regard may be charged to the Client.

c) The Client must not use the Services for Applications with Increased Risk under any circumstances.

d) If the Client needs any license or other permission from government authorities or third parties for the specific use that he gives or intends to give to the Services, the Client is responsible for obtaining them. The Client guarantees to RBB Host that he has all the licenses and/or permissions necessary for the use of the Services by the Client.

Artikel 5. Code of Conduct and Notice/Takedown

a) The Client is prohibited from using the Services to violate Dutch or other applicable laws or regulations to the Client or RBB Host, or to infringe on the rights of others.

b) It is prohibited (whether legal or not) for RBB Host to offer or distribute materials using the services that:

– are unmistakably primarily intended to assist others in infringing the rights of third parties, such as websites with (exclusively or mainly) hacking tools or explanations about computer crime that are apparently intended to enable the reader to commit the described criminal behaviors and not to defend against them;
– are unmistakably defamatory, libelous, offensive, racist, discriminatory, or inciting hatred;
– contain child pornography or bestiality pornography, or are apparently aimed at helping others find such materials;
– violate the privacy of third parties, including but not limited to the unauthorized or unnecessary dissemination of personal data of third parties or repeatedly harassing third parties with unwanted communication from them;
– contain hyperlinks, torrents, or references with (locations of) material that unmistakably infringes copyright, neighboring rights, or portrait rights;
– contain unsolicited commercial, charitable, or ideological communication;
– contain malicious content such as viruses or spyware.

c) The distribution of pornographic Materials via the Services is not allowed.

d) The Client refrains from hindering other clients or internet users or causing damage to systems or networks of RBB Host or other clients. The Client is prohibited from starting processes or programs, whether through the systems of RBB Host or not, of which the Client knows or reasonably suspects that it hinders or causes damage to RBB Host, its clients, or internet users.

e) If, in the opinion of RBB Host, hindrance, damage, or another danger arises for the functioning of the computer systems or network of RBB Host or third parties and/or the provision of services via the internet, particularly due to excessive sending of emails or other data, denial-of-service attacks, poorly secured systems, or activities of viruses, Trojans, and similar software, RBB Host is entitled to take all measures it reasonably deems necessary to avert or prevent this danger. RBB Host may recover the costs reasonably associated with these measures from the Client.

f) When RBB Host receives a complaint about a violation of this article by the Client, or itself observes that such seems to be the case, RBB Host will inform the Client as soon as possible about the complaint or violation. The Client shall respond as soon as possible, after which RBB Host will decide how to proceed. In exceptional cases where the complainant has requested, in the opinion of RBB Host, not to forward the complaint, or RBB Host believes the violation is unmistakable, RBB Host does not need to forward the complaint.

g) If RBB Host believes that a violation has occurred, it will block access to the relevant Material, but without permanently removing this Material (unless this proves technically impossible, in which case RBB Host will make a backup)remove the relevant Material, without having to make a backup copy (to which it is entitled). RBB Host will strive not to affect other Materials in the process. RBB Host will inform the Client of the measures taken as soon as possible.

h) RBB Host is entitled at all times to report detected criminal offenses. Furthermore, RBB Host is entitled to provide the name, address, and other identifying information of the Client to a third party who complains that the Client infringes on their rights or these General Terms and Conditions, provided the accuracy of that complaint is reasonably sufficiently plausible and the third party has a clear interest in providing the information.

i) Although RBB Host strives to act as reasonably, carefully, and adequately as possible after complaints about the Client, RBB Host is never obliged to compensate for damage as a result of measures as referred to in this article.

j) The Client is allowed to resell the Services, but only in combination with or as part of the Client’s own products or services and without making known the name of RBB Host as a supplier or subcontractor. The Client must indemnify RBB Host against all claims by its customers. RBB Host may also act unconditionally in case of violations of these general terms and conditions by those customers.

Artikel 8. Intellectual Property Rights

a) All intellectual property rights to all Materials developed or made available by RBB Host in the context of the Agreement belong exclusively to RBB Host or its licensors.

b) The Client only obtains the rights of use and powers that are explicitly granted in these General Terms and Conditions, the Agreement, or otherwise in writing, and otherwise, the Client shall not duplicate or make public these Materials. The aforementioned is excepted if it is unmistakably omitted by mistake to provide such a right to the Client in an explicit manner. However, the provision of source code of Materials is always mandatory only if explicitly agreed.

c) Unless otherwise agreed in writing and to the extent permitted, the Client is not allowed to remove or alter any indication concerning copyright, trademarks, trade names, or other intellectual property rights from these Materials, including indications concerning the confidential nature and secrecy of the Materials.

d) RBB Host is allowed to take technical measures to protect its Materials. If RBB Host has secured these Materials by technical protection, the Client is not allowed to remove or circumvent this security, except insofar as the law imperatively prescribes otherwise.

Artikel 9. Prices

a) Unless expressly stated otherwise in an amount, all prices mentioned by RBB Host are exclusive of value-added tax and other levies imposed by the government.

b) If a price is based on data provided by the Client and these data turn out to be incorrect, then RBB Host has the right to adjust the prices accordingly, even after the Agreement has already been concluded.

c) If the Agreement concerns a Subscription, RBB Host is entitled to change the tariffs used at any time.

d) The same conditions and procedures apply to price changes as for changes in the Services and these General Terms and Conditions.

Artikel 10. Payment Conditions

a) RBB Host will invoice the Client for the amounts due. RBB Host may issue electronic invoices. RBB Host has the right to charge periodically due amounts in advance of the delivery of the Services.

b) The payment term of an invoice is 30 days after the invoice date, unless otherwise agreed in writing.

c) If the Client has not paid in full within 30 days after the payment term, they are automatically in default without the need for a notice of default.

d) If the Client is in default, the following consequences apply:

– The statutory interest is due on the outstanding amount, or 2% per month if that is higher;
– The Client owes 15% of the principal sum in collection costs, or 40 euros if that amount is more than 15% of the principal sum;
– The Client owes administrative costs of 7.50 euros for each reminder;
– In addition to the amount due and the interest accrued thereon, the Client is obliged to fully reimburse both extrajudicial and judicial collection costs, including the costs for lawyers, legal experts, bailiffs, and collection agencies;
– The websites hosted for the Client and other Materials may be made inaccessible without further warning until the outstanding amounts, interest, and the like have been paid.

Artikel 11. Liability

a) RBB Host is not liable in the context of the conclusion or execution of the Agreement except in the cases mentioned below, and only up to the limits specified there.

b) The total liability of RBB Host for damage suffered by the Client as a result of a attributable failure in the performance by RBB Host of its obligations under the Agreement, including expressly any failure in the performance of a guarantee obligation agreed with the Client, or due to an unlawful act of RBB Host, its employees or third parties engaged by it, is per event or a series of related events limited to an amount equal to the total of the fees (excluding VAT) that the Client will owe under the Agreement, or, if the Agreement has a duration of more than six (6) months, an amount equal to the fees that the Client has paid in the last six (6) months. In no case, however, will the total compensation for direct damage exceed ten thousand (10,000) euros (excluding VAT).

c) RBB Host is expressly not liable for indirect damage, consequential damage, lost profit, missed savings, and damage due to business stagnation.

d) The liability of RBB Host due to attributable failure in the performance of the Agreement only arises if the Client promptly and properly notifies RBB Host in writing, stating a reasonable term to remedy the failure, and RBB Host also fails to fulfill its obligations after that term. The notice of default must contain as detailed a description of the failure as possible, so that RBB Host can respond adequately. The notice of default must be received by RBB Host within 30 days of the discovery of the damage.

e) The exclusions and limitations referred to in this article lapse if and to the extent that the damage is the result of intent or deliberate recklessness of the management of RBB Host.

f) The Client is liable to RBB Host for damage caused by a fault or shortcoming attributable to him. The Client indemnifies RBB Host against claims regarding non-compliance with the code of conduct in these General Terms and Conditions when using the Services by or with the permission of the Client. This indemnity also applies to persons who, although they are not employees of the Client, have nevertheless used the Services under the responsibility or with the permission of the Client.

Artikel 12. Force Majeure

a) Neither party can be held to fulfill any obligation if a circumstance outside the control of the parties and which could not or should not have been foreseen at the conclusion of the Agreement, negates any reasonable possibility of fulfillment.

b) Force majeure includes (but is not limited to): disruptions of public infrastructure that is normally available to RBB Host and on which the provision of the Services depends, but over which RBB Host has no actual power or contractual performance obligation, such as the operation of the registers of IANA, RIPE, or SIDN, and all networks on the internet with which RBB Host has no contract; disruptions in infrastructure and/or Services of RBB Host caused by computer crime, for example (D)DOS attacks or successful or unsuccessful attempts to bypass network security or system security; shortcomings of RBB Host’s suppliers, which RBB Host could not foresee and for which RBB Host cannot hold its supplier accountable, for example because the supplier also had force majeure; defects in goods, equipment, software, or other source material prescribed by the Client; unavailability of personnel (due to illness or otherwise); government measures; general transport problems; strikes; wars; terrorist attacks, and domestic unrest.

c) If a force majeure situation lasts longer than three months, either party has the right to terminate the Agreement in writing. In such case, what has already been performed under the Agreement will be settled pro rata, without the parties owing each other anything else.

Artikel 13. Confidentiality

a) The parties shall treat as confidential the information they provide to each other before, during, or after the execution of the Agreement, when this information is marked as confidential or when the receiving party knows or should reasonably suspect that the information was intended to be confidential. The parties also impose this obligation on their employees as well as third parties engaged for the execution of the Agreement.

b) RBB Host shall not access data stored and/or distributed by the Client via RBB Host’s systems unless this is necessary for proper execution of the Agreement or RBB Host is obliged to do so by a legal provision or court order. In that case, RBB Host will endeavor to limit the access to the data as much as possible, to the extent it is within its power.

c) The obligation of confidentiality also remains after the termination of the Agreement for any reason, and as long as the providing party can reasonably claim the confidential nature of the information.

Artikel 14. Duration and Termination

a) The duration of the Agreement is the time span needed to deliver the Services. If the Agreement is a Subscription, it is entered into for a term of one year.

b) If a fixed term for the Subscription has been agreed upon, neither party may unilaterally terminate the Agreement before the term has expired, except in the case of a special ground for termination as described below.

c) In the absence of timely termination, a Subscription will be converted to an indefinite term after the expiry of the first contract term. From then on, it can be terminated at any time with a notice period of one month.

d) RBB Host may immediately suspend or terminate the Agreement in writing if at least one of the following special grounds applies:

– The Client is in default with respect to an essential obligation;
– The bankruptcy of the Client is applied for;
– The Client has requested a suspension of payments;
– The Client’s activities are terminated or liquidated.

e) If RBB Host suspends performance of its obligations, it retains its claims under the law and the Agreement, including the claim for payment for the Services that have been suspended.

f) If the Agreement is terminated or dissolved, RBB Host’s claims on the Client become immediately due and payable. In the event of dissolution of the Agreement, amounts already invoiced for services rendered remain due without any obligation to undo. In the case of dissolution by the Client, the Client may only dissolve that part of the Agreement that has not yet been performed by RBB Host. If the dissolution is attributable to the Client, RBB Host is entitled to compensation for the damage directly and indirectly caused by it.

g) The right to suspend in the above cases applies to all Agreements concluded with the Client simultaneously, even if the Client is only in default with respect to one Agreement, and without prejudice to RBB Host’s right to compensation for damage, lost profits, and interest.

Artikel 15. Procedure after Termination

a) After termination of the Agreement, as a result of cancellation or dissolution, RBB Host may immediately deactivate the Client’s Account and will erase the data stored for the Client as soon as possible. RBB Host is not obliged to provide a copy of these data to the Client in that case.

b) The erasure of data stored for the Client is always done without special precautions to make the erasure irreversible. This means, for example, pressing ‘delete’ in a (standard) operating system.

Artikel 16. Order of Precedence and Amendment of Terms

a) RBB Host reserves the right to modify or supplement the Services and these General Terms and Conditions. Changes also apply to already concluded Agreements, taking into account a period of 30 days after notification of the change.

b) Changes will be announced via an electronic ticket system, or on the RBB Host Website, or by email to the Client, or by paper mail, or another channel through which RBB Host can prove that the notification has reached the Client. Non-substantive changes of minor importance can be made at any time and do not require notification.

c) If the Client does not wish to accept a change, the Client must notify RBB Host in writing and motivated within two weeks after the announcement. RBB Host can then reconsider the change. If RBB Host does not withdraw the change, the Client may terminate the Agreement until the date on which the new terms become effective.

d) Provisions that specifically relate to certain Services take precedence over general provisions that apply to all services, if applicable. Further agreements between RBB Host and the Client prevail over these General Terms and Conditions only if they are in writing and if this is explicitly stipulated, or unmistakably the intention of both parties.

Artikel 17. Miscellaneous Provisions

a) Dutch law applies to the Agreement.

b) As far as the rules of mandatory law do not prescribe otherwise, all disputes arising from the Agreement shall be submitted to the competent Dutch court for the district in which RBB Host is located.

c) If any provision of the Agreement proves to be null and void, this does not affect the validity of the entire Agreement. In that case, the parties shall establish new provision(s) to replace it, thereby as much as legally possible giving shape to the intention of the original Agreement and General Terms and Conditions.

d) Information and notices, including price indications, on the RBB Host Website are subject to programming and typing errors. In case of any inconsistency between the Website and the Agreement, the Agreement prevails.

e) The log files and other electronic or non-electronic records of RBB Host constitute full proof of RBB Host’s assertions and the version of any (electronic) communication received or stored by RBB Host is considered authentic, subject to counterproof by the Client.

f) Parties shall immediately inform each other in writing of any changes in name, postal address, email address, telephone number, and upon request, bank or giro number.

g) Each party is only entitled to transfer its rights and obligations from the Agreement to a third party with the prior written consent of the other party. However, such consent is not required in the case of a company takeover or acquisition of the majority of the shares of the concerned party.