We, Gaia Media B.V., offer the software Gaia (the Software) via Software-as-a-Service (SaaS). This means that we provide you with Internet access to the Software developed by us. These are the general terms and conditions that apply to the use of the Software.
If you have any questions about these terms and conditions or the Software, please do not hesitate to contact us at firstname.lastname@example.org.
We have the right to change these terms and conditions. You agree that the latest version of these terms and conditions will always apply. Deviating agreements only apply if they have been accepted by us in writing.
Article 1 – General
- These general terms and conditions apply to every offer and agreement that we conclude with you.
- We will send these general terms and conditions to you free of charge on request. They are also available on gaiamedia.io.
- If any part of this Agreement is void or voidable, it will not change the validity of the rest of these terms and conditions or the agreement to which they apply. The invalid or voided part is replaced by a provision that follows the content of the invalid provision as much as possible.
Article 2 – Quotations and offers
- All our offers and quotations are without obligation, unless otherwise agreed. An offer in a quote only applies to the specific underlying order (and not to any future orders).
- We may assume that the information you provide to us is correct. We will base our quotation on this information.
Article 3 – Price
- The price does not include any expenses, excluding VAT and other government levies.
- We may always adjust our prices and rates. The price change will take effect 30 days after the announcement.
- If you do not agree with the price change, you can cancel the agreement with us within 14 days. The agreement will then end on the date the price change takes effect.
Article 4 – Payment and collection costs
- From the moment you take out a subscription, and as long as your subscription is active, the amount for the use of the Software will be debited from your account monthly by direct debit.
- If you does not meet your payment obligation on time, then you are automatically in default. In that case you owe the statutory (trade) interest plus 1% on the outstanding amount. The interest on the due and payable amount is calculated from the moment you are in default until the moment you pay the full amount due.
- You are automatically in default if you do not meet your payment obligation on time. In that case you owe us all extrajudicial collection costs. With an outstanding amount up to € 267, these costs will be € 40. For a higher amount, the maximum collection costs are as follows:
- 15% over the first € 2500;
- 10% over the part that remains afterwards, up to € 5000;
- 1% on the part that remains afterwards, up to € 200,000;
- 0.5% on the other part.
Article 5 – Use of Gaia
- To use our Software, you must register on our website. You can then create an unlimited number of personal accounts for natural persons. You are responsible for the use of the Software by the individuals for whom you have created a personal account.
- All individuals with a personal account must keep their account information and password strictly confidential. You are liable for all actions that are done after logging in with the account details and password, this also applies to all personal accounts you have created. You are not liable for these actions if you have notified us that another person knows the password of a personal account.
- You are responsible for the technical operation and maintenance of your internet connection, internal network and all other IT systems required by our system requirements to use the Software.
- We have the right to block a personal account. We do this if we have a reasonable suspicion that one or more personal accounts are in violation of the law or this agreement. In addition, we reserve the right to attach other consequences to this use.
Article 6 – Availability and maintenance of Gaia
- We will ensure that you can use the Software during the time we have a contract with you. We will endeavor to make the Software available 24 hours a day, 7 days a week. We are responsible for the operation and maintenance of the Software.
- We may (partially) disable the software for maintenance. In principle, we carry out maintenance outside office hours (09:00 – 17:00). You will receive a notification from us ten working days before the scheduled maintenance. We will not notify you in an emergency only.
- We reserve the right to modify the Software and to modify, remove or add certain features or functionalities of the Software.
- We do not guarantee that the Software is error-free. Notify us immediately if the Software has a malfunction, such as an error message or a loss of functionality of the Software. You can do this by emailing email@example.com. We will then do our best to resolve the fault as quickly as possible.
Article 7 – Third parties
We are allowed to have work (partly) performed by third parties, if we believe that this is necessary for the proper execution of the SaaS agreement. Articles 7: 404 BW (implementation by a specific person), Article 7: 407 paragraph 2 (joint and several liability) and 7: 409 BW (death of a specific person) do not apply.
Article 8 – Force majeure
We are not liable if we cannot fulfill the agreement with you due to force majeure. This also applies if you cannot fulfill the agreement due to force majeure. If the force majeure lasts longer than two months, this agreement can be canceled in writing. In that case, there is no right to compensation. We will send you an invoice for the (unpaid) period that you have used the Software.
Article 9 – Intellectual property rights
- We (or our licensors or suppliers) are the exclusive owners of all existing and future intellectual property rights, such as copyrights, trademark rights, design rights, patent rights, source code and know-how, that rest upon or arise from the Software.
- You only have the right to use the Software. You cannot claim the intellectual property rights referred to in paragraph 1. The right to use the Software is not exclusive and it is not permitted to transfer or license the right to use the Software.
Article 10 – Confidentiality
We are committed to keeping all your confidential information secret. Confidential information means all information that you have indicated is confidential or that arises from the nature of the information. In any case, the following is confidential information:
- information related to research and development, trade secrets or business information;
- personal data as defined in the General Data Protection Regulation (GDPR).
Article 11 – Liability
- You indemnify us against all claims by others because of the data you have stored, collected or processed using the Software. We are not liable for the content of the data that you have stored, collected or processed within the Software.
- We are not liable for damage caused by improper use of the Software.
- We are only liable for your direct damage, which is the direct and exclusive consequence of a shortcoming on our part.
- Our liability is always limited to a maximum of € 0.00, or the amount that our insurer in that case, pay out.
- We undertake to ensure that the data from you is carefully stored. We are not liable for the damage or loss of the data stored with us or with third parties.
- The limitations of liability included in this article do not apply if the damage is due to intent or gross negligence our side.
Article 12 – Inactivity
- Inactive accounts are accounts that have not been logged in for six months (183 days).
- When the entire organization is found to be inactive, the Software has the right to clean up the accounts . Shortly before this, the user linked to this organization will receive an email with the announcement.
- Accounts can be removed from idle by simply (successfully) logging into the system.
Article 13 – Applicable law
Article 14 – Competent judge
Court of East Brabant, the Netherlands