Our general terms and conditions are registered under number 32136618 and are deposited as follows with the Chamber of Commerce in Gooi-, Eem- and Flevoland.
Article 1. Definitions
ACM: Authority for Consumers & Markets, or a similar entity (also in countries outside the Netherlands) or any successor.
Account: the online environment provided by ContactCare to the Client (MyCare) with the aim of requesting, managing, or configuring the Service(s).
General Terms and Conditions: this document.
ContactCare: ContactCare B.V. established in Amersfoort and registered with the Chamber of Commerce under file number 32136618.
Service: One or more services offered by ContactCare, provided to or for the benefit of the Client by or on behalf of ContactCare, including but not limited to the following; – telephone service; – service numbers; – inbound services; – outbound calling.
Numbers: Service numbers or telephone numbers.
Client: the natural or legal person with whom ContactCare has entered into an Agreement or to whom ContactCare has submitted an offer.
Operator: A provider of fixed and/or mobile telecommunications networks.
Agreement: the agreement between ContactCare and the Client under which ContactCare will perform the Service(s).
Business hours: the time from 9:00 to 17:00 from Monday to Sunday, excluding official Dutch holidays.
Customer Service: ContactCare's customer service, available from Monday to Friday from 8:00 to 22:00 and Saturday and Sunday from 9:00 to 18:00.
In writing: written, dated, and signed correspondence. In addition to described paper, this includes e-mail and fax messages, provided that the origin and integrity of these messages are sufficiently established.
Telephone service: the Service to be provided to the Client by ContactCare under the Agreement, whereby ContactCare acts as a remote receptionist for the Client. ContactCare forwards calls to the Client’s employees or leaves messages for the Client. Two service levels are available, namely: basic telephone service and extensive telephone service.
Intermediary: There is an intermediary if ContactCare does not directly enter into an agreement with an Operator for the infrastructure or other Services required for delivering the Services.
Website: www.contactcare.nl or subdomains and other extensions.
Article 2. Electronic Order, Offer and Acceptance
The Agreement between ContactCare and the Client is established when the Client places an electronic order via the Website or their Account. The amount payable is indicated on the Website, and the description of the Service stated on the Website is binding. Moreover, ContactCare may issue a quotation indicating what is included in the Service and the payable amount upon acceptance. This latter, however, is customised and must be requested via e‐mail or by telephone.
A quotation is without obligation and is valid until 30 days after dispatch by ContactCare, unless otherwise indicated in the quotation. ContactCare is not obliged to accept an acceptance after this period expires, but if ContactCare does, the quotation is still considered accepted.
If the Client’s acceptance deviates from the offer (even if only on minor points), ContactCare is not bound by it. In that case, the Agreement does not come about in accordance with the deviating acceptance unless ContactCare explicitly indicates otherwise.
If it appears that the information provided by the Client is incorrect, ContactCare has the right to adjust the prices accordingly.
These General Terms and Conditions apply to the Agreement and the work to be performed by ContactCare at all times, unless explicitly agreed otherwise in writing.
Provisions or conditions set by the Client that deviate from or do not appear in these General Terms and Conditions are only binding on ContactCare if and insofar as they have been expressly accepted in writing by ContactCare.
ContactCare has the right to reject a Client at its own discretion without providing any reason.
After acceptance, the Agreement may only be amended with mutual consent.
The Agreement commences once the notice containing the Client’s acceptance is received by ContactCare.
In case of conflict of provisions in the Agreement, General Terms and Conditions, or their appendices, the following hierarchy applies: - 1. the Agreement; - 2. any concluded Service Level Agreement; - 3. any appendices; - 4. these General Terms and Conditions; - 5. any additional conditions.
Article 3. Performance of the Service
After the Agreement is established, ContactCare will perform the Service as soon as possible in accordance with the quotation or electronic order. Timelines disclosed by ContactCare are indicative and are not final, unless it was expressly agreed in writing that it concerns a final deadline. ContactCare will only be in default after the Client has given notice of default in writing, even if a final deadline was agreed upon.
Unless otherwise agreed in writing, ContactCare will perform the Service to the best of its ability, applying adequate care and expertise.
If and insofar as proper execution of the Service so requires, ContactCare has the right to have certain work performed by third parties.
The Client is obliged to do and refrain from everything reasonably necessary and desirable to enable timely and correct execution of the Service. In particular, the Client ensures that all data, indicated by ContactCare as necessary or which the Client should reasonably understand is necessary for executing the Service, is provided to ContactCare in a timely manner.
If ContactCare wishes to make amendments in the materials submitted by the Client for reasons of operational efficiency, it is entitled to do so without requiring prior approval from the Client.
If this is part of the Service, ContactCare will provide the Client with an administrative username and password. With these credentials, the Client has access to their Account (MyCare). The Client shall pay all fees deriving from the use of the service with the administrative username and password.
Every action that takes place via the Client’s Account is deemed to occur under the responsibility and risk of the Client. In the event of any suspicion of account misuse, the Client must report this to ContactCare as soon as possible so that measures can be taken.
ContactCare has the right to temporarily disable provided Services and/or restrict their use, or not to provide them (or only to a limited extent) if the Client fails to fulfil an obligation towards ContactCare under the Agreement or acts contrary to these conditions.
Article 4. Service Modification
All changes to the Service, whether requested by the Client or resulting from the fact that, for whatever reason, a different implementation is necessary, shall be regarded as additional work if they incur additional costs, and as less work if they involve reduced costs. These will be billed to the Client accordingly.
If ContactCare must perform more work than agreed upon, due to circumstances unknown at the time of quotation or confirmation of the Service, or if tasks must be completed under more difficult conditions than ContactCare was or ought to have been aware of when entering into the Agreement, ContactCare is entitled to charge the additional costs incurred to the Client.
The condition for the right from the previous clause is that ContactCare has timely informed the Client about the circumstances and additional costs. If the Client cannot agree with the involved additional costs, they have the right to cancel the not yet executed portion of the additional work, however without the right to receive a refund or cancellation of the costs of already executed additional work.
Article 5. Prices
All prices are exclusive of value-added tax (VAT) and other government-imposed charges, unless otherwise indicated.
All prices on the Website, quotations, brochures and other documentation from ContactCare are subject to programming and typographical errors. No liability is accepted for the consequences of such errors.
ContactCare is entitled to increase the prices annually by a maximum of 5% (indexation), without the possibility for the Client to terminate the relevant Agreement. If there is an indexation of more than 5%, the Client has the right to terminate the Agreement. If the prices are increased by suppliers (including Operators) of ContactCare and this price increase exceeds the aforementioned indexation, both the Client and ContactCare have the right to terminate the Agreement. If either the Client or ContactCare terminates the Agreement based on this provision, a notice period of one (1) month will be observed. The price changes are sent to the Client by email. The Client agrees to this method of transmission.
Usage-dependent amounts are owed by the Client based on the actual registered use afterwards. If ContactCare offers an online report, this is only for informational purposes and is not binding. The actual registered use as determined by ContactCare’s suppliers (including but not limited to Operators) or Intermediary constitutes, unless rebutted by the Client, full evidence regarding the use and amounts owed by the Client.
ContactCare is entitled to adjust the periodic and usage-dependent amounts based on market price level developments, or due to government-imposed cost-increasing taxes, levies or import duties, as well as due to changes in prices charged by Operators, Intermediary or other suppliers on which the provision of the Services depends, without the possibility for the Client to terminate the relevant Agreement. The Client is notified in advance, in principle one month before implementation, of a price change to be implemented.
Article 6. Payment Conditions
ContactCare will send an invoice to the Client for the amount owed by the Client. The payment term for this invoice is 14 days, unless otherwise indicated on the invoice or otherwise agreed in the Agreement. The invoice can also be paid directly using the payment methods indicated on the Website.
If the Client objects to (the amount of) an invoice, this does not suspend the payment obligation.
The Client agrees to electronic invoicing by ContactCare. If desired, the Client can receive a paper invoice, for which an additional amount of €2 per invoice will be charged.
In the event of non, or late, payment, the counterparty is in default by operation of law. If an invoice is not paid within the specified period or if a direct debit has been declined, ContactCare has the right to reimbursement of all reasonable legal and extrajudicial costs incurred by ContactCare in connection with this. These costs are set at at least 15% of the amount due; in addition, ContactCare has the right to reimbursement of statutory commercial interest on the amount owed by the Client. Furthermore, ContactCare is entitled to charge administrative costs of €4.50 for the first reminder and €9.50 for a formal reminder in case of non (timely) payment.
If the direct debit fails due to the fault of the Client, this will be communicated to the Client and ContactCare has the right to charge the Client an administrative fee of €15.
ContactCare also has the right to suspend further fulfilment of its obligations and services from the moment the claim becomes due and payable, until full payment has been made.
In the event of repeated non (timely) payment, ContactCare is authorized to demand a security deposit of at least €250 from the Client. ContactCare is also authorized to increase this security deposit by the amount equal to the bi-monthly turnover of the Agreement.
Article 7. Usage Conditions
The Client may not misuse or improperly use the Services. Generally speaking, this means that the Services may not be used in a manner that violates applicable laws and regulations or these conditions, and that no infringement may be made on the rights of third parties.
The Client indemnifies ContactCare against all third-party claims based on the assumption that the Client, its users, or (end) customers have not complied with a prevailing duty – by law, under the Agreement or otherwise – when using the Services or have infringed any rights of another.
Although ContactCare strives to inform the Client about any permits the Client may need for the Services, this is not guaranteed to be complete. The Client remains solely responsible for timely applying for and obtaining all necessary permits and does so at their own expense and risk. The Client indemnifies ContactCare for all damages that may result from the absence of permits that the Client is required to obtain from the government in connection with the Services.
If the Client can reasonably expect that the use of the Services at a certain time will exceed the anticipated use, or that the anticipated amount of data traffic in a certain period will be greater than expected, or that the use by or via the Client of the Services and Products may cause inconvenience to telecommunications traffic, the Client is obliged to immediately report this to ContactCare.
The Client ensures and is responsible for strict compliance with legislation and regulations in the Telecommunications Act, similar legislation and regulations abroad, as well as codes of conduct and covenants applicable in the Telecommunications industry, such as the covenant to prevent Misuse of information numbers and other regulations, whether imposed by the government. In addition, the Client will adhere to foreign laws and regulations if applicable to the Services.
Article 8. Service Numbers
The Client may request ContactCare to activate Numbers for the Client, which ContactCare will activate in the national number database of the COIN association in the Netherlands and, where applicable, in an equivalent registration abroad upon approval. The Client then becomes the number holder.
Unless otherwise agreed, the Numbers will remain activated for the Client during the term of the Agreement.
ContactCare offers the Client the possibility of number portability insofar as this is required by law and regulations. ContactCare is entitled to change a Number if deemed necessary by ContactCare, an Operator, the ACM, or any other Dutch or foreign authority.
Where derived from the Services, the Client must apply for one or more Numbers from the ACM or any other Dutch or foreign authority for the use of the Services. ContactCare has no influence on and is not liable for, the granting or non-granting of Numbers by the ACM or any other Dutch or foreign authority to the Client. The Client has no right to obtain a certain Number.
ContactCare will, where the Services allow and unless the Client has expressly excluded this in writing in their application, provide operators with the name, address, company, and/or profession to include this information in public directories and for their information services.
ContactCare cannot vouch for the accuracy, completeness, and legality of the information provided by the Client for any telephone directory listing and directory inquiry services.
The application for a Number will be processed via ACM. ACM requires approximately 3 weeks for approving the number and will confirm it directly to the number holder. Subsequently, ContactCare will activate the number within five days and communicate it to the Client.
Article 9. Data Provided, Files, and Data Carriers
All (personal) data and files to be supplied by a Client in the context of an Agreement must be supplied in the format indicated by ContactCare and in the manner specified by ContactCare. Errors or delays that arise partly because the Client fails to comply with this cannot lead to any liability of ContactCare.
All written, telephone, and electronic messages from ContactCare, sent to the last specified address or to the telephone number or last specified e-mail address of the Client, are deemed to have reached the Client. The Client is responsible for timely notifying changes.
Errors or delays that arise partly because the data or files provided are incorrect or incomplete cannot result in any liability for ContactCare.
The Client is liable to ContactCare for any damage ContactCare suffers as a result of errors or shortcomings in the data, files, and/or data carriers provided by them. This is understood to include any viruses, worms, and other electronic elements. The Client also indemnifies ContactCare against any third-party claims resulting from such errors and/or shortcomings.
The Client guarantees, with respect to the data, files, and data carriers they provide to ContactCare, that they are entitled to make them available to ContactCare and that ContactCare is entitled to perform the agreed activities concerning them. The Client indemnifies ContactCare against any third-party claims regarding this.
The provided data and files may not infringe any third-party (intellectual property) rights. The Client indemnifies ContactCare against claims from third parties related to the content of the data and/or files provided by the Client.
Article 10. Personal Data
In the performance of the Agreement, ContactCare may process personal data on behalf of the Client, where the Client is regarded as the data controller and ContactCare as the processor. The parties will enter into a processor agreement, where applicable, to set out the terms for processing and securing these personal data. The mentioned terms shall have the meaning as laid down in applicable privacy legislation.
Article 11. Service Availability
ContactCare will make every effort to achieve uninterrupted availability of the provided Services but does not offer guarantees unless otherwise agreed in the quotation or electronic order procedure via a designated Service Level Agreement (SLA). Except where otherwise stipulated in such an SLA, the availability specified in this article applies.
ContactCare has the right to temporarily disable its systems, including the Website, or parts thereof for maintenance, adjustments, or improvements. ContactCare will attempt to schedule such downtime outside Business hours as much as possible and will endeavour to inform the Client of planned downtime in advance. However, ContactCare is never liable for compensation for damage related to such downtime.
ContactCare has the right to adjust its systems, including the Website, from time to time to improve functionality and to remedy faults. If an adjustment leads to a significant change in functionality, ContactCare will attempt to inform the Client of this in advance. In the case of adjustments relevant to multiple clients, it is not possible to opt-out of a specific adjustment for only the Client. ContactCare is not obligated to compensate for any damage caused by such adjustments.
ContactCare will endeavour to inform the Client of the nature and expected duration of any interruption in service due to disruptions, maintenance, or other causes.
Article 12. Intellectual Property Rights
All intellectual property rights on all materials, software, analyses, designs, documentation, advice, reports, and quotations developed or made available in the context of the Service, as well as preparatory materials for these, rest exclusively with ContactCare or its suppliers.
The Client only obtains non-exclusive, non-transferable, and non-sublicensable rights of use and powers derived from the scope of the Agreement or that are granted in writing, and, for the rest, the Client will not reproduce or make public the software or other materials.
The Client is not permitted to remove or alter any indication of copyrights, brands, trade names, or other intellectual property rights from the materials, including indications regarding the confidential nature and confidentiality of the materials. ContactCare is entitled to take technical measures to protect the materials. If ContactCare has secured the materials with technical protection, the Client is not permitted to remove or circumvent this protection.
Any use, reproduction, or publication of the materials that falls outside the scope of the Agreement or granted rights of use is considered an infringement of the copyright. The Client will pay an immediately payable and not subject to judicial mitigation fine of 10,000 euros per infringing act to ContactCare, without prejudice to ContactCare's right to recover its damage caused by the infringement or to take other legal measures to end the infringement.
Article 13. Liability
ContactCare's liability for direct damage suffered by the Client as a result of an attributable failure in the performance of its obligations under this Agreement, explicitly including any failure to fulfil a warranty obligation agreed with the Client, or by wrongful acts by ContactCare, its employees, or third parties engaged by it, is per event or a series of related events limited to an amount equal to the fees owed by the Client under this Agreement per year (excluding VAT). However, the total compensation for direct damage will in no case exceed EURO 10,000 (excluding VAT).
ContactCare's liability for indirect damage, including consequential damage, lost profit, missed savings, loss of (business) data, and damage due to business interruption, is excluded.
Aside from the cases mentioned in article 13 paragraph 1, ContactCare is not liable for any compensation for damages, regardless of the grounds on which a claim for damages would be based. However, the maximum amount mentioned in article 13 paragraph 1 will cease to apply if and to the extent the damage is the result of intentional or deliberate recklessness by ContactCare's leading personnel.
ContactCare's liability due to attributable failure in the performance of the Agreement arises only if the Client immediately and adequately sends a written notice of default to ContactCare, setting a reasonable term to rectify the breach, and ContactCare also defaults in fulfilling its obligations after that period. The notice of default must contain as detailed a description of the shortcoming as possible, so that ContactCare is able to respond adequately.
ContactCare is never liable for damage caused by force majeure (article 14).
A condition for any right to compensation is always that the Client reports the damage in writing and by registered post to ContactCare within 30 days of its occurrence.
The application of article 6:271 ff of the Dutch Civil Code is excluded.
The Client indemnifies ContactCare against all third-party claims due to liability resulting from a defect in the Service delivered by the Client to a third party that also consisted of items, materials, or results delivered by ContactCare.
Article 14. Malfunctions and Force Majeure
In the event of force majeure, including but not limited to failures or interruptions of the internet, telecommunication infrastructure, synflood, network attacks, DoS or DDoS attacks, power outages, domestic unrest, mobilization, war, transport disruption, strikes, lockouts, business disturbances, supply stagnation, fire, flooding, import and export barriers, and in the event that ContactCare is unable to deliver due to its own suppliers, regardless of the reason, rendering the fulfilment of the Agreement reasonably impossible for ContactCare, the performance of the Agreement may be suspended without any obligation to pay compensation. If a force majeure situation lasts longer than 90 days, both Parties have the right to immediately terminate the Agreement in writing. The Services delivered by ContactCare prior to the force majeure situation and during the force majeure situation will be proportionately settled.
Article 15. Duration and Termination
If the Service involves periodically performing services for a certain term, the Agreement is deemed to have been entered into for the period indicated on the Website or the Agreement (quotation) with a minimum duration of twelve months. Unless otherwise agreed in writing or during the ordering process via the Website, the Agreement will, in the absence of written notice or a cancellation via the Account in time before the end of the agreed period, with observance of a notice period as stipulated in the Agreement (quotation), be tacitly renewed for the same period as initially agreed. If no notice period is agreed upon, there is a notice period of one month at the end of the agreement term, and it will be tacitly renewed for the same period.
In the case of termination, cessation for any reason whatsoever, ContactCare is entitled to immediately discontinue all Client Services. Moreover, no refund of prepaid amounts occurs in case of termination or cessation.
A guarantee period of 30 days applies to the telephony service for which a subscription is taken. The subscription can be cancelled monthly. If the Client wishes to claim this, they must notify ContactCare in writing within the aforementioned 30 days. The fixed costs, which are the subscription fees, will then be refunded. Variable costs (incurred call costs) will still be charged to the Client, and the Client is obligated to pay these to ContactCare. Additionally, ContactCare charges 50% of the regular connection costs to the Client, which are normally not charged with an annual contract.
If the Client wishes to terminate the Agreement prematurely, ContactCare calculates a redemption fee. The calculation is as follows: the fixed costs for the remaining period of the agreement are charged 100%. The variable costs (including, for example, call costs) are calculated based on the average invoice amount for the remaining duration of the Agreement and charged at 75%. ContactCare's calculation for the redemption fee is leading.
Exceeding agreed delivery times, regardless of the cause, does not entitle the Client to claim damages unless explicitly agreed otherwise in writing.
If the Client fails to fulfil any obligation under the Agreement, ContactCare has the right to terminate all agreements with the involved Client without prior notice of default or judicial intervention, without prejudice to ContactCare's right to compensation for damages, lost profits, and interest.
Article 16. Confidentiality
The Parties will treat information they provide to each other before, during, or after the execution of the Agreement as confidential 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 will impose this obligation on their employees and third parties engaged by them for the execution of the Agreement.
ContactCare will not access data that the Client stores and/or disseminates through ContactCare's systems unless this is necessary for the proper execution of the Agreement or ContactCare is obliged to do so under a legal provision or court order. In that case, ContactCare will strive to limit the knowledge of the data as much as possible, insofar as this is within its power.
Article 17. Changes to General Terms and Conditions
ContactCare reserves the right to amend or supplement these General Terms and Conditions.
Changes also apply to agreements already entered into, subject to a period of 30 days after the announcement of the change on ContactCare's Website or by electronic notification. Changes of minor importance or changes necessary due to new or amended legislation may be made at any time.
If the Client does not wish to accept a change in these General Terms and Conditions, they can terminate the Agreement until the date the new general terms and conditions take effect against this date.
Article 18. Final Provisions
These Agreement are governed by Dutch law.
Unless otherwise prescribed by mandatory law, all disputes that may arise in connection with this Agreement will be submitted to the District Court of Midden-Nederland, Amersfoort location.
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