Terms and Conditions Customer

TERMS AND CONDITIONS CUSTOMER

Version: May 2025

Article 1: OBJECTIVE

The Seenons Platform allows the Customer to link the Customer’s Waste Streams to the appropriate Logistics Service Provider(s) and Waste Stream Processor(s) via the Seenons Platform. The Seenons platform facilitates interaction and transactions between the Customer and Service Partner in the context of the execution of the Agreement between the Customer and Seenons.
These General Terms and Conditions describe the terms and conditions applicable to the relationship between Seenons and the Customer and apply to the use of the Seenons platform and associated Services as described in the Quotation(s).
Seenons offers the Seenons platform through seenons.com and app.seenons.com. The Seenons platform can only be accessed by Seenons, Service Partners, Customers and End Users.
On the Seenons platform, Customer is empowered to reduce, reuse and sustainably recycle waste. The Seenons platform connects Logistics Service Providers, Waste Stream Processors and Customers, allowing Customers to arrange waste management on a single platform.

Article 2: DEFINITIONS

In these General Terms and Conditions, the following terms shall have the following meanings:

General Terms and Conditions: these general terms and conditions applicable to the relationship between Seenons and the Customer.

Services: the services made available by Seenons to the Customer via the Seenons Platform as further specified and agreed in the Agreement and described on the Seenons Platform, including collection and processing of Waste Streams by Service Partners.

End Users: natural persons, working for, associated with or subcontracted by the Customer or Service Partner, who use the Seenons Platform to access the Services and functionalities offered on the Seenons Platform in the context of their work for the Customer.

Terms of Use: the Terms of Use applicable to the use of the Seenons Platform by End Users.

Equipment: all equipment intended for the collection, temporary storage and transport of Waste Streams, including (but not limited to) (rolling) containers, buckets, drums, pallets, vehicles, etc.

Collection moment: the moment at which the Logistics Service Provider collects the Waste Streams from the Customer.

Logistics Service Provider(s): the legal entity collecting Waste Streams from a Customer in the context of the Services and delivering them to a Processing Facility to be agreed upon.

Additional Work: any work performed during the performance of the Agreement and/or any Waste Streams delivered during the performance of the Agreement that is in addition to or different from what the Parties originally agreed in the Agreement or a specific Quotation.

Quotation: A written proposal prepared by Seenons and issued to the Customer in respect of Services, including relevant specifications, prices and conditions.

Customer: the legal entity that grants the order to Seenons for the provision of the Services and the Seenons Platform, as further specified in the Agreement and that is bound by these General Terms and Conditions.

Order: an order for a Collection Moment by the Customer via the Seenons platform.

Agreement(s): the agreement between Seenons and the Customer, consisting of the signed Quotation(s), all associated attachments, price lists and these General Terms and Conditions between Seenons and the Customer.

Party/Parties: Seenons and the Customer may be referred to in these General Terms and Conditions as ‘Party’, or collectively as ‘Parties’.

Waste Streams: all items/substances/goods presented to Seenons by the Customer in the context of the performance of Agreement that arise after the separation and processing of waste streams in the manner prescribed in writing by Seenons and Service Partner of which the Customer disposes or intends to dispose – for the purpose of disposal.

Waste Stream Processor: a legal entity specialising in processing Waste Streams offered by the Customer under the Agreement. The Waste Stream Processor shall perform these duties in accordance with the agreements between Seenons and the Customer.

Service Partner: a Logistics Service Provider and/or Waste Stream Processor engaged by Seenons in the performance of the Agreement between the Customer and Seenons.

Seenons: Seenons B.V., having its registered office at Danzigerkade 5b in (1013 AP) Amsterdam, registered with the Chamber of Commerce under the number 76467244 or any company or undertaking associated with it.

Seenons Platform: the (online) software application, mobile applications and website provided by Seenons to the Customer on which Services are made available to Customers, End Users and Service Partners in the context of the performance of the Agreement.

Processing Facility: the facility at which Waste Streams are made suitable for reuse and/or recovery or at which Waste Streams are (temporarily) stored and/or destroyed.

Article 3: APPLICABILITY

These General Terms and Conditions apply to the Agreement and all other legal relationships between the Customer and Seenons.
Seenons expressly rejects the applicability of general terms and conditions of the Customer and third parties.
Seenons reserves the right to unilaterally amend or supplement the General Terms and Conditions during the term of the Agreement. Changes and additions shall be announced on the Seenons platform and by e-mail and explained to the Customer. Seenons shall give at least fifteen (15) calendar days’ notice to the Customer of any material amendments and additions to these Customer General Terms and Conditions. If the Customer does not agree to the amendments or additions, the Customer has the right to terminate the Agreement until the date on which such amendment or addition becomes effective. Continued use of the Seenons platform after the effective date shall be deemed acceptance of the amended Terms and Conditions.
The aforementioned termination option of the Customer shall in any case not apply if the unilateral amendment was made on the basis of a legal or regulatory obligation to amend the General Terms and Conditions.

Article 4: QUOTATIONS AND CONCLUSION OF AGREEMENTS

All Quotations and offers issued by Seenons are valid for a period to be indicated by Seenons and are entirely without obligation.
Seenons may at all times assume the accuracy and completeness of the information p rovided by or on behalf of the Customer.
The Customer cannot derive any rights from announcements on the Seenons platform that imply that certain parts of the Services are or are not available.

Article 5: SERVICES

The parties agree in the Agreement which Services the Customer shall purchase.
On the Seenons platform, the Customer can place Orders.
During the term of the Agreement, the Customer undertakes to exclusively purchase the agreed Services from Seenons and not to purchase similar or identical services from a third party, unless Seenons has given its written consent. Any breach of this exclusivity provision shall be considered a material breach of the Customer’s performance of the Agreement and shall entitle Seenons to terminate the Agreement, without notice of default being required, and to claim damages.

Article 6: THE SEENONS PLATFORM

Seenons makes every effort to ensure that the Seenons platform is available as much as possible. In addition, during the term of the Agreement, Seenons shall endeavour to improve the Seenons platform through updates and bug-fixes.
If maintenance or adjustments may lead to restrictions on the availability of the Seenons Platform, Seenons shall carry out such maintenance as much as possible during periods of relatively limited use of the Seenons Platform by the Customer. Seenons shall endeavour to consult with the Customer regarding such maintenance, but the final decision is Seenons’.
Seenons cannot guarantee that the Seenons Platform shall be timely adapted to any changes in relevant laws and regulations, but will make reasonable efforts to comply with such possible changes in laws and regulations.
Seenons shall not be liable for unavailability of the Seenons Platform or any other circumstance that may cause the Seenons Platform to be unavailable. The Seenons Platform is provided “as is” and “as available“, which means that Seenons does not guarantee that the Seenons Platform shall be error-free and operate without interruption. Moreover, Seenons does not guarantee that the Seenons platform and its use will meet the Customer’s expectations.
The Customer shall receive accounts for the Customer’s End Users from Seenons with the corresponding login details and log-in instructions from Seenons. The End Users should use the Seenons Platform according to the Terms of Use.

Article 7: DURATION AND TERMINATION

The Agreement is entered into for the duration agreed by the Parties in the Quotation. If no specific term has been agreed, a term of one (1) year shall apply from the date of signature of the Quotation by the Parties.
If nothing has been agreed in the Agreement about the renewal of a fixed-term Agreement, the Agreement shall be automatically renewed for the period of one (1) year after the expiry of the initial agreed term, unless a Party cancels the Agreement in writing no later than three (3) months before the end of the agreed term.
Each Party is authorised – without prejudice to its possible right to damages – to terminate the Agreement in whole or in part with immediate effect, without further notice of default and without prior judicial intervention, if the other Party: (i) is declared bankrupt; (ii) applies for suspension of payment, (iii) an application for its placement under guardianship is pending or if a guardianship order is instituted over all or part of its assets or it otherwise loses the management and/or disposal of all or part of its assets or (iv) if the other Party is in liquidation or is dissolved, or all or part of its assets are attached and this attachment is not lifted within a short period of time.
After termination of the Agreement, Seenons may, at the request of the Customer, receive a summary of the information posted by the Customer on the Seenons platform in a file type to be further agreed between the Parties.

Article 8: CANCELLATION OF ORDERS

The Customer may cancel an Order free of charge up to twenty-four (24) hours before the Collection Moment. If the Customer cancels an Order less than twenty-four (24) hours in advance, Seenons is entitled to charge a cancellation fee of 100% of the total value of the Order.
Seenons may cancel an Order without giving reasons at least 24 hours before the Collection Moment. Upon cancellation of an Order by Seenons, the Customer is not entitled to compensation.

Article 9: PRICING AND PAYMENT

The prices quoted by Seenons on the Seenons platform are in euros, exclusive of additional work, turnover tax and any other government-imposed levies and/or taxes. This means that the additional costs associated with the (environmental) permits, (environmental) rights and additional taxes that may be required for the performance of the Agreement are not included in the quoted prices. These additional costs, charges and taxes shall be charged to the Customer separately.
Seenons is always entitled to charge the Customer for all additional non-agreed costs, including call-out costs, placement costs, pick-up costs and costs associated with waiting times. Call-out charges are higher in certain geographical areas and may increase at times when there is higher demand for Service Partner services. An overview of these charges with an explanation of their applicability can be found on the Seenons platform, or one of the annexes to the Agreement.
In case of an Agreement with a term longer than three (3) months, Seenons expressly reserves the right to increase the prices quoted by Seenons for the use of the Seenons Platform and the Services during the term of the Agreement, if the costs for Seenons increase due to circumstances beyond its control.
Prices of the Services of third partiesmay be increased by Seenons annually per 1 January based on the NEA/Panteia index figure.
Prices for the use of the Seenons platform may be increased by Seenons annually per 1 January based on the Dutch CBS Service Price Index.
In case of increase of one or more of the cost price factors that were not foreseen when the Agreement was concluded, including but not limited to increases based on the CBS Service Price Index, Seenons is entitled to pass on these higher costs to the Customer.
The Customer cannot derive any rights from offers or prices prepared or applied by Seenons for other Customers.
Payment must be made within 14 (fourteen) days of the invoice date. The parties shall set out in the Quotation or via the Seenons platform the date(s) on which Seenons shall charge the Customer the fee for the agreed Services. Amounts due shall be paid by the Customer in accordance with the payment conditions agreed or stated on the invoice. The Customer is not entitled to suspend any payment or to set off any amounts due.
If the Customer fails to pay the amounts due or fails to pay them on time, the Customer shall owe statutory interest for commercial agreements on the outstanding amount, without a reminder or notice of default being required. If the Customer fails to pay the claim after a demand for payment or notice of default, Seenons can pass on the claim for collection, in which case, in addition to the total amount then due, the Customer is also obliged to pay all judicial and extrajudicial costs, including all costs calculated by external experts. This is without prejudice to Seenons’ other legal and contractual rights.

Article 10: ADDITIONAL WORK AND AMENDMENTS

If Additional Work was carried out at the request of the Customer, the rates agreed between the Parties for Additional Work shall apply. If no rates have been agreed for Additional Work, Seenons’ usual rates for the Additional Work carried out shall apply.
The Customer understands that Additional Work may result in adjusted Services from the Service Partners. All new indications on the Services supersede those previously communicated.
Seenons is entitled to unilaterally make changes to the Agreement, for example due to the nature, properties or composition of the Waste Streams, changes to collection methodology or if laws and/or regulations require it. The Customer shall be notified in advance of any changes by Seenons in writing and Seenons shall indicate whether the price will also be adjusted in accordance with Article 9.1.
Amendments to the Agreement or arrangements additional to the Agreement and the General Terms and Conditions can only be made in writing and always require written confirmation by Seenons. Seenons is not bound by verbal commitments by its personnel or third parties engaged by it unless such commitments have been confirmed in writing by Seenons.

Article 11: FORFEITURE OF RIGHTS BY FAILURE TO PROTEST

Any purported rights of the Customer on account of an alleged failure to perform an obligation by Seenons must be invoked in writing and substantiated within fourteen (14) calendar days after the Customer discovers or could reasonably have discovered the failure to perform, or else the Customer’s rights lapse.
An appeal to the incorrectness of an invoice must be submitted to Seenons in writing, stating reasons, within fourteen (14) calendar days from the invoice date, or else all rights of the Customer in this regard shall lapse.
Seenons is at all times entitled to correct invoices sent (i) if it appears that Service Partners have not yet, or not fully, specified the services provided, (ii) if Service Partners or Seenons have performed Additional Work, or (iii) if information or data from the Customer comes to light that warrants an adjustment to the invoice. In such cases, Seenons shall make the necessary corrections in the invoicing to ensure that the invoices are accurate and in line with the actual Services provided. The information and data from the Seenons platform are always leading in this respect. Seenons shall inform the Customer of these adjustments in the billing process.
Notifications by the Customer as referred to in Articles 11.1 and 11.2 do not suspend the Customer’s payment obligations and do not entitle the Customer to discount or set off.

Article 12: UNFORESEEN CIRCUMSTANCE AND FORCE MAJEURE

Neither Party shall be bound to fulfil any obligation, including any legal and/or agreed warranty obligation, if prevented from doing so as a result of force majeure. Force majeure means in any case: governmental measures, accidents, delays or cancellation of services by contractors, suppliers and Service Partners of Seenons, including problems in (i) the further processing of Waste Streams collected by Seenons by Waste Processors, including spoilage of Waste Streams making the initially intended (circular) method of waste processing no longer possible or technical breakdowns or other incidents at Waste Incineration Plants and (ii) the supply of fuel, energy and water, transport difficulties, fire and breakdowns at the business of Seenons or its suppliers and Service Partners, revocation of permits of Seenons and/or its contractors and/or Service Partners, weather conditions that delay performance of the Agreement or make it impossible. In addition, force majeure means all circumstances related to defects and/or malfunctions in hardware, software, products provided by third parties, malfunctions of the internet, data centre or other telecommunication lines, (cyber) crime, (cyber) vandalism and any other digital malfunction that causes the Seenons platform not to work in accordance with the Agreement and/or the Services cannot be provided in accordance with the Agreement.
If Seenons invokes force majeure and has fulfilled its obligations to the extent possible, Seenons is entitled to invoice the part performed separately to the Customer and the Customer is obliged to pay this invoice as if it were a separate agreement.
If a force majeure situation lasts longer than sixty (60) calendar days, each Party has the right to terminate this agreement in writing. In that case, all performances performed by the Parties shall be reimbursed pro rata based on the prices agreed in the Agreement.

Article 13: USE OF EQUIPMENT

The Customer is obliged to only use the types of Equipment prescribed by Seenons.
All Equipment provided by or on behalf of Seenons are and shall remain its property or the property of third parties engaged by Seenons, unless the Parties expressly agree otherwise in writing.
The Equipment shall be deemed to have been delivered to the Customer in good working order unless the Customer complains about defects in the Equipment by email or via the Seenons platform within three (3) business days of their provision.
A monthly fee shall be charged to the Customer for the provision of Equipment by Seenons. During the time that the Equipment is made available to the Customer by Seenons, the Equipment is at the expense and risk of the Customer. The Customer shall be liable for all damage caused to or by or in connection with the Equipment, whereby “damage” shall include theft, graffiti, soiling and fire damage. The Customer shall indemnify Seenons against third-party claims for compensation for damage caused to, by or in connection with the Equipment during that period.
The Customer must place the Equipment to be emptied and/or transported – if applicable: with a closed lid – ready for transport at the Collection Moment on/near the public road or at an easily accessible site that is connected to the public road or at a location determined in consultation that is easily reachable free of charge for Seenons’ (auxiliary) staff and equipment, in such a way that the placement does not contravene applicable laws and/or regulations and does not pose a danger to Seenons’ (auxiliary) staff. If necessary, the Customer shall ensure adequate lighting of the (location of the) Equipment to be emptied and/or transported and shall take the measures required for road safety.
The Customer shall be responsible for applying for and maintaining the necessary permits, exemptions and other public law approvals, consent or permission or complying with any notification requirement for the performance of the placement of the Equipment and the performance of the related work. Seenons is not liable if permits, exemptions, orders, etc. are not obtained (on time) by the Customer. In such a case, Seenons is entitled not to perform its work (in full) or to suspend it, whereby the Customer remains fully bound to fulfil its obligations. The Customer is liable for any costs and fines due to (incorrect) placement of the Equipment and shall indemnify Seenons against third-party claims in this regard.
The Customer shall manage the Equipment at its own expense and risk with due diligence, which includes maintaining, using, handling, loading and cleaning them carefully and according to the agreed purpose.
The Customer is not allowed, without Seenons’ prior consent, to take the Equipment to a location other than the one where the Equipment were delivered by Seenons. The Customer can request this permission from Seenons via the Seenons platform (the app).
The Customer is obliged to properly insure the Equipment against risks of theft, embezzlement, fire and damage. In the event of any loss and/or damage, the Customer is responsible for settling the claim through the insurer.
Any loss of and/or damage to Equipment must be reported to Seenons via the Seenons platform as soon as possible, and no later than twenty-four (24) hours after the loss and/or occurrence of the damage or discovery thereof.
Damaged Equipment shall be repaired or replaced by Seenons, at the expense of the Customer, as soon as possible.
The Customer is prohibited from (sub)hiring out the Equipment or otherwise making them available to one or more third parties in whole or in part, or having them emptied by a third party.
The following applies to Equipment:
1. The Equipment may only be used for the collection and (temporary) storage of the agreed Waste Streams;
2. Seenons is always entitled to inspect the Equipment at the Customer’s premises (or have them inspected);
3. Seenons shall always be entitled to replace or exchange the Equipment (or have them replaced) respectively.
4. At the end of the Agreement, the Customer shall be obliged, against reimbursement of the return costs to Seenons, to return the Equipment to Seenons or a third party to be designated by Seenons at the first such request by Seenons, empty, clean and in good condition. If and to the extent that the Customer has not surrendered the Equipment, then at the end of the Agreement Seenons shall be entitled to take possession of its Equipment without notice of default or judicial intervention and, for that purpose, to enter the place where the Equipment are located. The Customer hereby gives its prior consent to this in advance. Any associated costs shall be borne by the Customer.
Insofar as the performance of the Agreement makes use of Equipment not owned by Seenons or a third party engaged by Seenons, but owned by the Customer, the Customer guarantees that such Equipment are and remain properly maintained and (continue to) comply with the laws and/or regulations in force with respect to the Equipment and applicable industry safety standards.
If Seenons or a Service Partner engaged by Seenons deems it necessary to clean or repair Equipment, Seenons may charge the costs thereof to the Customer.

Article 14: OFFERING WASTE STREAM

Only those Waste Streams that meet the requirements and regulations set thereon by Seenons may be offered in Equipment.
The Waste Streams shall be presented by the Customer in such a way as to prevent loss, spillage, leakage or blowing away and not to cause any nuisance, danger, damage or injury to Seenons, a Service Partner engaged by Seenons or third parties. It should be stored in such a way that no material protrudes from or can fall off the Equipment.
In the event that, in the opinion of Seenons or a Service Partner engaged by Seenons, Equipment is incorrectly loaded, is overloaded, is loaded with other items/substances/goods than agreed, the Waste Streams do not comply with the requirements and regulations set by Seenons or if the collection or transport of the Waste Streams poses or may pose a danger to goods, people or the environment, Seenons or a Service Partner engaged by Seenons is entitled not to empty the Equipment, to refuse removal of the Equipment and/or the Waste Streams and/or to return the Equipment and/or the Waste Streams to the Customer or to do anything that, in the opinion of Seenons or a Service Partner engaged by Seenons, is necessary for proper and professional performance of the Agreement. Any damage (including costs and/or penalties) resulting from the provisions of Article 14.3 shall be borne by the Customer. The Customer indemnifies Seenons, Service Partners engaged by Seenons, its employees and other third parties engaged by Seenons against any claims or damages in this regard.
The Customer must offer the Waste Streams at the agreed location.
The Customer must give the Service Partners engaged by Seenons all cooperation in collecting the Waste Streams. This includes signing documentation from the Service Partners engaged by Seenons attesting that the Waste Streams have been collected.
At the time of receipt of the Waste Streams by a Service Partner engaged by Seenons, they shall be the ownership of the Service Partner and shall be at the expense and risk of the Service Partner, except in the event of an attributable breach by the Customer of any of its obligations under these General Terms and Conditions, the Terms of Use or the Agreement. In that case, Seenons is entitled to charge the Customer for the additional costs resulting from its shortcomings, and to immediately terminate the Agreement without further notice. In that case, the transfer of ownership and risk in respect of the Waste Streams has not been deemed to have taken place.

Article 15: EXECUTION OF WORK AND DESCRIPTION OF WASTE STREAMS

The Customer is always obliged to provide Seenons – also unsolicited – with all those data, documents and information of which the Customer knows or can reasonably suspect that they may be important for Seenons, third parties engaged by Seenons or for the performance of the Agreement.
The Customer warrants to Seenons the accuracy and completeness of the description of the information and Waste Streams offered by the Customer and that the Waste Streams offered match the labelling on the Equipment.
In view of the processing method or destination of the Waste Streams to be collected in specific Equipment agreed in advance between the Parties, the Customer shall not deposit any Waste Streams in those Equipment, and shall ensure that third parties do not deposit any items/substances/goods therein either, which may not be considered for that processing method or destination pursuant to the Agreement. This includes:
1. in roller containers and/or mini-containers may never be deposited nor may Waste Streams be offered for deposit therein which are not marked on the Seenons platform as accepted Waste Streams;
2. in Equipment intended for the collection and storage of specific substances such as, for example, glass, paper, cans, textiles, plastics etc., only those specific substances may be deposited.
If and to the extent that the Services to be performed by Seenons and items to be delivered or made available by Seenons are based on data, documents and information provided by the Customer, their accuracy and completeness may be assumed. Without prejudice to its other rights in this regard, Seenons shall not be liable to pay any compensation for damage and/or costs incurred as a result of the inaccuracy and/or incompleteness of the data, documents and information thus provided by the Customer regarding the performance of the Agreement.
The Customer guarantees that the items used or made available by or on behalf of the Customer for the performance of the Agreement and the premises and buildings of the Customer to be entered by employees of Seenons or employees of the Logistics Service Providers engaged by Seenons are sound, suitable and safe and comply with all applicable laws and/or regulations. The Customer must comply with the working conditions, safety and other rules, regulations, instructions and directions given by the competent authorities and/or Seenons with regard to the work assigned to Seenons by the Customer.
Seenons is entitled to perform the work as it sees fit and is authorised and entitled to assign or subcontract all or part of the performance of the Agreement to a third party.
All deadlines mentioned by Seenons will be observed as much as possible, but are only indicative and never strict deadlines. Exceeding these deadlines by Seenons shall never entitle the Customer to compensation or the right not to fulfil or suspend any obligation arising for it from the Agreement.

Article 16: LIABILITY

Seenons’ liability to the Customer is limited to the amount paid out by Seenons’ liability insurance in respect of the event causing damage. If Seenons’ liability insurance does not provide cover, or the damage in question is not covered by any insurance, Seenons’ liability in that case is limited to the amount invoiced by Seenons to the Customer in the context of the performance of the Agreement in a period of three (3) months prior to the event causing the damage, with a maximum of €5,000 (in words: five thousand Euros) per event causing the damage.
Without prejudice to the provisions of Article 16.1, Seenons shall not be liable for consequential or indirect damages or claims of the Customer and third parties. Consequential or indirect damage includes, inter alia, environmental damage, stagnation damage, loss of profit, lost revenue or turnover, goodwill and/or business opportunities and damage resulting from claims of customers of the Customer.
Seenons shall not be liable for any damage suffered by the Customer and/or by third parties as a result of the transport by or on behalf of Seenons, under the Agreement, of Equipment owned by the Customer or third parties. The Customer shall indemnify Seenons against third-party claims for which liability is excluded in this Article 16.1 in the relationship between Seenons and the Customer.
The Customer is liable for attributable shortcomings in the fulfilment of its obligations under the Agreement and indemnifies Seenons, its employees and other persons (legal or otherwise) engaged by Seenons in the performance of the Agreement, including Service Partners, against all claims by third parties for compensation for any damage suffered by those third parties, caused by the Customer’s actions before, during or after the performance of the Agreement, its employees and other persons (legal or otherwise) engaged by Seenons in the performance of the Agreement, including Service Partners, unless the damage is attributable to intent or gross negligence on the part of Seenons.
The Customer is liable for damage caused by the Customer to the personnel, or auxiliary persons and/or property of Seenons and/or for damage resulting from instructions given by or on behalf of the Customer to Seenons or to Service Partners engaged by Seenons.
Conditions limiting, excluding or determining liability, which can be invoked against Seenons by third parties, can also be invoked by Seenons against the Customer.

Article 17: INTELLECTUAL PROPERTY, CONFIDENTIALITY

All documents (including, but not limited to, offers), materials, information and data made available by Seenons to the Customer, whether or not pursuant to the Agreement, shall remain the property of Seenons and any intellectual property rights vested therein shall belong to Seenons (or its licensors).
Seenons grants the Customer a non-transferable, non-sublicensable, revocable and non-exclusive right to use the Seenons platform during the term of the Agreement, subject to the Customer’s compliance with all its obligations as set out in the Agreement.
If the Customer fails to fulfil its obligations under the Agreement, Seenons may revoke the right to use the Seenons platform without any notice of default being required.
The Customer may use the logos of Seenons and the Seenons Platform to promote the Seenons Platform upon written agreement from Seenons, provided that this does not create confusion about its status as a Customer of Seenons. Seenons is entitled to give reasonable instructions regarding the proper use for promotions, which the Customer must strictly follow.
The Customer hereby grants Seenons a non-transferable and non-exclusive licence to display and use the Customer’s trademarks and/or logos on the Seenons website for purposes of reference.
The Customer is not permitted to infringe Seenons’ rights in any way on or in respect of the Seenons Platform or other software/techniques of Seenons, which includes (but is not limited to) decompiling, reverse engineering, disassembling and attempting to gain access to the Seenons Platform or other software/techniques of Seenons or unnecessarily aggravating or impeding Seenons’ systems and/or networks. The Customer is also not allowed to collect, index, extract or otherwise data mine data from the Seenons platform or other systems and/or networks of Seenons.
The Customer shall keep the existence and content of the Agreement and all documents, materials, information and data, which come to the Customer’s knowledge in the context of the performance of the Agreement, confidential and use them exclusively for the purpose of the performance of the Agreement, unless Seenons gives prior written consent to the Customer.
The Seenons platform may contain third-party software that requires notification and/or additional terms and conditions (Third-Party Software). This notice for Third-Party Software and/or additional terms and conditions shall be made known to the Customer where appropriate. By entering into this Agreement, the Customer accepts the terms and conditions of the third-party software as stated by the provider of this Third-Party Software and that this Third-Party Software is provided in accordance with the licence terms and conditions of the relevant licensor.

Article 18: BACK-UPS

Seenons shall use commercially reasonable efforts to maintain regular backups of the Seenons platform and the Customer’s associated information, with Seenons accepting no liability for any loss, alteration, destruction, damage or restoration of the Customer’s information.

Article 19: PERSONAL DATA AND ACCESS TO (PERSONAL) DATA

In performing the Agreement, the parties declare to comply with all applicable privacy and personal data protection laws and regulations, including (but not limited to) the General Data Protection Regulation (GDPR) and laws and regulations based thereon. Each Party is itself the data controller for the personal data it receives from the other Party in the context of the performance of the Agreement. For a detailed description on Seenons’ handling of personal data, please refer to Seenons’ Privacy Policy.

Article 20: APPLICABLE LAW AND CHOICE OF FORUM

The Agreement is governed by Dutch law. The applicability of the Vienna Sales Convention is expressly excluded.
All disputes between the Customer and Seenons relating to the Agreement, these General Terms and Conditions and related further agreements or any non-contractual obligations arising therefrom shall be submitted to the competent court in Amsterdam.

Article 21: REPLACEMENT OF PROVISIONS

If one or more provisions of the Agreement are void or voidable or for other reasons invalid or non-binding, the remaining provisions of the Agreement shall remain in force. In place of the void, voided, invalid or non-binding provision of the Agreement, the Parties shall be deemed to have agreed instead on a provision that is valid, binding and legally enforceable and that most closely approximates the intention and spirit of the void, voided, invalid or non-binding provision.

Article 22: CONTACT

Seenons shall, if necessary, contact the Customer by sending a message via the Seenons platform or by sending a message to the e-mail address specified by the Customer.
The Customer may, if necessary, contact Seenons by sending a message to support@seenons.com, calling 088-733 66 75 or by sending a letter to Seenons B.V. Danzigerkade 5b, 1013 AP Amsterdam.