By using services from YESCRM you agree with the General Terms
1.1 YESCRM: the legal entity under which the software and services are provided. YESCRM is a brand name owned by DLT Media BV located in the Netherlands.
1.2 Client: a business entity, organisation, person or end-user with which YESCRM entered an agreement into.
1.3 Contract: a legally binding exchange of agreement(s) between YESCRM and Client.
1.4 Party: one of the participants in a Contract.
1.5 General Terms: the conditions, provisions and terms stipulated in this document that apply to a Contract and are agreed upon by all Parties involved.
1.6 Services: software, websites, databases, documentation, equipment, hardware and services provided by YESCRM as specified in a Contract.
1.7 Trademarks: all names, marks, logos, designs, trade dress and other brand designations used by YESCRM in connection with Services.
1.8 Hosting Plan: the allocation and administration of computing resources for a Client containing Services, data, software, hardware and networking components.
1.9 Sourcecode: program-code, files, manuals and software developed by YESCRM and licensed under the General Terms.
1.10 Derivative Works: the Sourcecode, or parts thereof, with code not governed by the General Terms.
2. Changes in General Terms
2.1 YESCRM reserves the right to modify, revise or expand the General Terms.
2.2 General Terms are subjected to change without notice.
2.3 If a Client does not wish to comply with the changes in General Terms it may cancel the Contract from the date the new General Terms became in effect. This has to be done in writing within 30 days after the changes have come to effect.
3.1 Confidential Information is any information disclosed by one Party to another under any Contract which is, prior to or at the time of disclosure, identified in writing as confidential or proprietary.
3.2 The Recipient, the Party receiving Confidential Information, may only use it for the purposes for which is was provided under the Contract.
3.3 A Hosting Plan provided by YESCRM is subject to confidentiality.
3.4 Obligations for confidentiality do not apply if:
a) The information is disclosed in response to a valid court or governmental order.
b) The information is rightfully obtained by the Recipient without breach of any obligation to maintain its confidentiality.
c) The information is or becomes known to the public through a third party.
4.1 Contract term: if the Contract relates to providing Services periodically or regularly, the Contract shall be entered into for the term agreed between the Parties, in the absence of which a one-year term shall apply. The term of Contract shall be tacitly extended each time by the length of the original period, unless Client or YESCRM terminates the Contract.
4.2 Prices are liable to change at any time, but changes will not affect running Contracts until the next extended period.
4.3 A Contract is binding for Client and YESCRM and its respective successors and assigns.
5. Termination of Contract
5.1 Termination with cause: either Party may terminate a Contract immediately by written notice:
a) If the other Party commits a non-remediable breach of the General Terms.
b) If the other Party fails to cure any remediable breach within thirty (30) days of being notified in writing of such breach.
5.2 Termination without cause: either Party may terminate Contract via a written notice at least thirty (30) days before a Contract renews.
5.3 Following termination or expiration of a Contract (for whatever reason), each Party will deliver to the other any property of the other in its possession or control relating to that Contract.
5.4 Neither Party will be liable for any damages arising out of the termination or expiration of a Contract.
5.5 Once the Contract start-period is effective, no (partial) refunds will be given for a cancellation of the Contract by Client.
6.1 Governing law:
a) All disputes or claims will be governed by the laws of The Netherlands, member of the European Union. The Vienna Sales Convention of 1980 shall not apply.
b) All Contracts and purchases are established under the jurisdiction of The Netherlands.
c) Choice of law rules of any jurisdiction and the United Nations Convention on Contracts for the International Sale of Goods will not apply to any dispute under the Contracts provided by YESCRM.
6.2 Force Majeure: a Party is not liable under any Contract for non-performance caused by events or conditions beyond that Party's reasonable control. This provision does not relieve either Party of its obligation to make payments then owing.
6.3 Notices: all written notices must be delivered in person or by means evidenced by a delivery receipt or acknowledgement and will be effective upon receipt. Notices communicated by electronic mail or facsimile will be deemed to be written.
6.4 If any provision of the General Terms or a Contract is held invalid by the law or regulations, such invalidity will not affect the enforceability of other provisions.
6.5 Client shall bring all disputes, actions, claims, or causes of actions related to the General Terms or Services only at the courts in the city of The Hague in The Netherlands.
7.1 All prices are including VAT and other taxes, unless specified otherwise.
7.2 All invoices, sent to Client, have a payment term of 14 calendar days.
7.3 An invoice is considered paid when the amount is fully settled on the bank account of YESCRM.
7.4 After the payment term has passed of an invoice and the payment has not been settled the Client will be in breach, even when Client has not formally been notified about the breach.
7.5 YESCRM has the right to revoke or postpone Services until the breach is resolved.
7.6 Invoice reminders may be subjected to additional costs:
a) Administrative surcharges.
b) Interest costs; interest shall accrue on any amounts not paid when due at an annual rate of eighteen (18) percent.
8.1 YESCRM can not be held accountable for damages or liabilities resulted from:
a) Data and information provided by Client.
b) Misinterpretations of the Contract between YESCRM and Client.
c) Activities, events or processes for which YESCRM is not responsible for.
d) The unavailability or interruption of Services.
e) Unauthorised access to your data or the unauthorised use of the Services.
8.2 YESCRM is providing all Services and documentation 'as is' to Clients and to the maximum extent permitted by applicable law without warranty of any kind (expressed, implied or statutory). This includes, but not limited to, the implied warranties of merchantability or fitness for a particular purpose.
8.3 Client indemnifies YESCRM from any (potential) patent breach as a result from Services provided by YESCRM.
8.4 YESCRM makes no representation that the Services are appropriate for use in locations other than The Netherlands or The European Union. If you use Services from outside the European Union, you are entirely responsible for compliance with applicable local laws.
8.5 The total liability for YESCRM failing to perform the Contract obligations shall be limited to compensating all direct or indirect damages, up to at most the amount of the price stipulated for that Contract. If the Contract is primarily a continuing performance agreement with a term exceeding one year, the price stipulated for the Contract shall be set at the total of the fees stipulated for one year.
8.6 Liability for consequential damage, lost profits, lost savings, loss of goodwill, damage through business interruptions, damage ensuing from claims by Client's customers and all other forms of damage shall be excluded.
8.7 Client shall indemnify YESCRM against all third-party claims which may be filed against YESCRM because of a violation of laws concerning processing personal data which is not attributable to YESCRM .
8.8 Client shall indemnify YESCRM against all claims of third parties, including government bodies, which may be filed against YESCRM because of a violation of the laws concerning the statutory retention periods.
9.1 Client acknowledges that Services, copyrights, patents, trademarks, software or other intellectual property rights protecting or pertaining to any aspect of the Services shall remain the sole and exclusive property of YESCRM.
9.2 Client has no right to sub-license, sub-contract, rent, lease or sell Services to a third party.
9.3 Client shall not use Services to process data for third parties ('time-sharing').
10. Hosting Plan
10.1 When a Client uses a Hosting Plan, Client ensures that there is no excessive overloading on the provided servers. Client shall not use these servers as a source, intermediary, reply to address, or destination address for spam, mail bombs, internet packet flooding, packet corruption, denial of service, or other abusive activities. YESCRM reserves the right to terminate the Contract immediately if these activities threaten the stability of the network.
10.2 YESCRM will attempt to provide a Hosting Plan twenty-four (24) hours of each day throughout the term of a Contract. Client agrees and accepts that from time to time Services may be inaccessible or inoperable for any reason, including, without limitation: equipment malfunctions, periodic maintenance procedures, repairs, causes beyond the control of [yes_name], including, without limitation, interruption or failure of telecommunication or digital transmission links.
10.3 Performance: Client agrees and accepts that a Hosting Plan may be subjected to physical and practical constraints, including (but not limited to) system architecture, system capacity, system load, end-user internet connectivity and end-user computer configurations.
10.4 Database backups are created once per day and at a varied time. Client must accept that if a backup restoration is performed the restored data may be from the previous day.
10.5 If YESCRM uses third parties for offering a Hosting Plan, the Client will not hold YESCRM accountable for damages or liabilities due to disruptions, security breaches, loss of data or internet down-time related to these third party services.
11. Intellectual Property Rights
11.1 All intellectual property rights provided under the Contract shall be held solely by YESCRM. Client shall only acquire the rights of use expressly granted in these Terms and Conditions and by law. Any other or more extensive right of Client to reproduce software, websites, databases or other materials shall be excluded. A right of use to which Client is entitled shall be non-transferable to third parties.
11.2 Client shall not be allowed to remove or modify any part of Services concerning copyrights, trademarks, business names or other intellectual or industrial property rights unless specifically stated in the Contract.
11.3 YESCRM shall be allowed to take technical measures to protect Services. Client shall not be allowed to remove or evade such a technical measure.
12. Source Code Software
12.1 The Sourcecode and the technical documentation generated in developing the software shall not be made available to Client unless specifically stated in the Contract. If Sourcecode is made available, Client shall not (re)distribute Sourcecode or Derivative Works, or make it available via any other means.
12.2 Sourcecode and Derivative Work obtained, via internet (e.g. download) or any data carrier, or useage thereof, indicates acceptance of the General Terms.
13. Cooperation with client
13.1 If Client provides software, databases or data to YESCRM on a data carrier, this carrier as well as data-formats shall meet the specifications prescribed by YESCRM.
13.2 If Client does not provide YESCRM with the correct data, equipment, software or employees necessary for the Contract, or does not provide this in a timely manner or in accordance with the agreements made, or if Client otherwise does not fulfil its obligations, YESCRM shall be entitled to suspend execution of the Contract in whole or in part, and it shall be entitled to charge the ensuing expenses in accordance with its usual rates, all of this without prejudice to the right of YESCRM to exercise any other legal right.
14. Technical Support
14.1 YESCRM will make every effort to support requests within 24 hours of submission 7 days a week, however, we do not offer any guarantees on how quickly support requests are answered or resolved. YESCRM may not be held liable for any incidental or consequential damages sustained or incurred as a result of support response times including but not limited to injury, loss of profits, loss of data or loss of property.
14.2 Types of support are: forum-participation, email, telephone and on-site assistence. Support (and type) will only be provided if specifically stated in the Contract, in the absence of which no support shall apply.
15. Disclaim of all warranties
15.1 YESCRM can not be held accountable for damages, liabilities or withhold of support if:
a) Services are provided free of charge.
b) The Sourcecode and/or data related to Services is maintained, in custody or modified by Client.
c) Client running unsupported or deprecated software.
d) Client using Derivative Works instead of Sourcecode.
© YESCRM Software 2002 - 2022. All rights reserved.