GENERAL TERMS AND CONDITIONS ADNOSAUR B.V.
- APPLICABILITY
These conditions apply to every offer made by Adnosaur and all agreements concluded between Adnosaur and the client. The party with which the client enters into an agreement is Adnosaur B.V., statutorily based in Curaçao, registered in the trade register under number 163591, accessible via its website www.adnosaur.com.
The client who enters into an agreement with Adnosaur has, prior to concluding this agreement or at the latest upon concluding the agreement, taken note of these general terms and conditions and thus agreed that all these general terms and conditions are applicable to the agreement. The client has checked the general terms and conditions for approval via Adnosaur’s website www.adnosaur.com.
Deviations from these conditions are only valid if they have been agreed upon in writing with Adnosaur and confirmed in writing by Adnosaur.
Any general terms and conditions of the client are not applicable. The applicability thereof is always explicitly rejected by Adnosaur.
If a provision of these general terms and conditions proves to be (partly) void or (partly) annulled, the remaining (part) provisions remain fully in force. The parties will then consult about this provision to agree on a substitute arrangement.
- SUBSCRIPTION AGREEMENT
The agreement is established at the moment the client accepts the offer from Adnosaur, the conditions set therein, and the receipt of the first installment payment. This acceptance is carried out electronically via the Adnosaur website www.adnosaur.com.
The agreement can only be concluded after the creation of an account, termed ‘account’.
To gain access to and use the offered service being the ‘product research tool’, the client, who must be at least 18 years old or of legal majority age in the jurisdiction where the client resides and from which the client opens the account, must register for an Adnosaur account. To complete the account registration, the client must provide Adnosaur with their legal (business) name, (business) address, telephone number, a valid email address, and any other required information.
Adnosaur may at its sole discretion refuse an application for an account for any reason, or cancel an existing account. Adnosaur reserves the rights in this respect.
The client is responsible for keeping the password secure.
The client who opens the account is the contracting party with Adnosaur and is solely authorized to use the ‘product research tool’. In the event Adnosaur suspects that there is account sharing (unauthorized sharing of an account with others than the registered user), Adnosaur has the right to immediately block and/or delete the account, as well as to terminate the subscription, without any refund of subscription fees or compensation due.
Adnosaur operates a ‘zero tolerance policy’ in this regard and may perform checks concerning the lawful use of an account.
- PAYMENT OF SUBSCRIPTION FEES
Payments of subscription fees are processed through Adnosaur Payments B.V., statutorily located in Haarlemmermeer, Netherlands, registered in the trade register under number 92207758. The customer must have registered a valid payment method (such as a credit card) in the account for the payment of the first installment amount and subsequent (installment) amounts. This valid payment method must also function with each monthly collection (or collection of another agreed term). Any transaction costs or additional costs associated with the payment method chosen by the customer are solely the customer’s responsibility.
All payments are in United States dollars (USD), unless otherwise indicated.
Subscription fees are prepaid and invoiced in monthly installments unless a different term has been agreed upon at the time of entering into the agreement. The invoice is emailed to the customer’s email address registered in the account or made available in the customer’s account.
If a payment fails, Adnosaur will attempt to process the payment again. Should this second attempt also fail, access to the ‘product research tool’ will be blocked, and the account may be deactivated. The account can be reactivated once payment has been successfully received by Adnosaur. Adnosaur will not be liable for any consequences resulting from the deactivation of an account.
- RIGHT OF WITHDRAWAL
The private customer may dissolve the agreement concluded online with Adnosaur during a cooling-off period of 14 days without giving any reason.
This cooling-off period commences at the moment the customer can use the ‘product research tool.’ The customer can make immediate use of the ‘product research tool’ after completing the order.
If the private customer exercises their right of withdrawal, they must notify Adnosaur within the cooling-off period by using the model withdrawal form or by another unequivocal method in writing or via email.
Adnosaur will then immediately block access to the ‘product research tool.’
The risk and the burden of proof for the correct and timely exercise of the right of withdrawal lies with the private customer.
If the private customer makes use of their right of withdrawal, all additional agreements are dissolved by law.
Adnosaur will refund the payments received from the private customer promptly and in any event within 14 days following the day on which the customer communicates the withdrawal, deducting the subscription fee due based on the number of days the customer has had access to the services of Adnosaur.
Business users (non-private customers) do not have the right of withdrawal; it is excluded for them.
- DURATION AND TERMINATION OF AGREEMENT
The subscription concluded with the private or business user for a fixed term will, upon the expiration of this fixed period, transition into a subscription for an indefinite period, unless indicated otherwise. The subscription for an indefinite period can be terminated monthly. Termination of a fixed-term subscription (such as a quarter or a year) must be done with a notice of at least one month prior to the end of the agreed subscription period.
The termination of the subscription must take place in the user account or by sending an email to: [email protected].
- SOFTWARE-AS-A-SERVICE
Adnosaur provides a service in the field of Software-as-a-Service (SaaS). Adnosaur offers the functionality of a ‘product research tool’ as a service, providing the customer with dropshipping recommendations via the internet from a distance, and keeps it available, without providing the customer with a physical carrier or download of the underlying software.
The customer is allowed to use the ‘product research tool’ solely for their own or their business’s benefit and only for the purpose intended by Adnosaur. The customer is not allowed to make the ‘product research tool’ available to third parties or allow third parties to use it.
Adnosaur may always make changes to the content or scope of the ‘product research tool.’ Adnosaur may continue the execution of the SaaS service with a new or modified version of the underlying software. Adnosaur may also temporarily or permanently discontinue the SaaS service for maintenance or service. All this can be done without consultation with the customer.
Adnosaur is never required to provide the customer with a physical carrier or download of the underlying software.
Adnosaur aggregates public, freely available information and provides advice based on the collected (sales) data; it is no more than an analytical software tool. Customers are themselves responsible for checking and verifying the (quality of the) collected data and products and for ensuring that the products can be (re)sold and under what conditions.
Adnosaur does not guarantee that the service is faultless and functions without interruptions. However, Adnosaur will endeavor to fix any possible errors within a reasonable term.
The customer accepts the ‘product research tool’ in the state it is in at the moment of delivery.
Adnosaur may require the customer to adapt their system (equipment, web browser, software, etc.) if necessary for the proper functioning of a new version of the ‘product research tool.’
Adnosaur is never liable for any direct or indirect damage that the customer may suffer due to malfunctions, errors, or other imperfections in the SaaS service that are not attributable to Adnosaur. In such situations, Adnosaur is also never liable for direct or indirect damage that a customer may suffer as a result of scrambled or lost data.
The SaaS service provided by Adnosaur commences immediately after entering into the agreement and opening an account on the Adnosaur website.
- LIABILITY
The total liability of Adnosaur for attributable failures to perform the agreement, or on any legal basis whatsoever, is limited to the compensation of damage as shown below.
Direct damage is limited to a maximum of the monthly, quarterly, or annual price agreed upon for the agreement. Indirect damage, consequential loss, loss of profit, missed savings, diminished goodwill, damage due to business interruption, damage resulting from claims by customers’ purchasers, etc., are excluded, unless they would be the result of intent or deliberate recklessness.
A condition for the entitlement to any compensation for damage is always that the customer reports the damage to Adnosaur in writing as soon as possible after its occurrence, but no later than two months after the damage has occurred, failing which any right to compensation expires.
- FORCE MAJEURE
Geen van de partijen is gehouden tot het nakomen van enige verplichting, als hij daartoe verhinderd is als gevolg van overmacht. Onder overmacht aan de kant van Adnosaur wordt onder andere maar niet uitsluitend verstaan: overmacht van toeleveranciers van Adnosaur, overheidsmaatregelen, elektriciteitsstoringen, storingen (met downtime tot gevolg) van het internet datanetwerk- of telecommunicatiefaciliteiten, serveruitval, cybercrime, cybervandalisme, oorlog of terrorisme.
Als de overmacht situatie langer dan 60 dagen duurt, hebben beide partijen het recht om de overeenkomst schriftelijk te ontbinden. Hetgeen op grond van de overeenkomst al is gepresteerd, wordt in dat geval naar verhouding afgerekend zonder dat partijen elkaar verder iets verschuldigd zullen zijn.
- PRIVACY AND DATA PROCESSING
The customer indemnifies Adnosaur against claims from persons whose personal data is processed, for which the customer is responsible under the law. Therefore, the responsibility for the data that may be processed using the ‘product research tool’ by the customer always lies with the customer.
Adnosaur processes personal data solely for the purpose of the contract concluded with the customer. After the contract has ended, or at an earlier request of the customer, Adnosaur will not retain the processed personal data longer than strictly necessary.
Adnosaur will take appropriate technical and organizational measures to ensure a level of security appropriate to the risk.
If there is a breach (data leak) in the sense of the applicable legislation and regulations regarding the personal data processed by Adnosaur, Adnosaur will report this in a timely manner to the Authority for Personal Data and, if necessary, to the concerned party(ies).
The customer, if they are a natural person, has the right at all times to access, rectification, deletion of data, restriction of processing, and the right to be notified of actions taken as a result of the aforementioned rights. As soon as Adnosaur receives a request to this effect from the customer, it will provide the customer with a response within the statutory period.
- INTELLECTUAL PROPERTY
All intellectual property rights on the website and the ‘product research tool’ of Adnosaur are vested exclusively in Adnosaur. The customer is granted only temporary usage rights to the ‘product research tool’.
Adnosaur is in no way affiliated with and has no agreements with online search engines or advertising websites such as Meta, Facebook, Instagram, TikTok, Google, and similar websites or platforms. The products, advertisements, and content that are visible on the Adnosaur website are only intended as examples and are depicted as such, of which Adnosaur does not own nor claim any rights. Adnosaur accepts no liability regarding alleged infringements of copyright or other intellectual property rights and explicitly rejects such claims in advance.
- DISPUTES AND APPLICABLE LAW
Dutch law exclusively applies to every agreement between Adnosaur and the customer.
Parties shall resort to the courts only after they have made the utmost effort to settle a dispute in mutual consultation.
All disputes arising from the agreements between Adnosaur and the customer shall be subjected to the jurisdiction of the legally competent court in the Netherlands.
Adnosaur B.V., March 2024, version 1.0