Algemene voorwaarden

1. Definitions 1.1. “Additional Subscription Term”: as defined in article 14.1.1. 1.2. “AUTO.AUTO”: A limited company registered under the laws of Belgium, with its registered office at 8200 Brugge, Lieven Bauwensstraat 30, VAT BE-0691.848.342. 1.3. “Car” A motorised verhicle and self-propelled device designed for transporting persons or property on a public highway. 1.4. “Dealer” or “Dealers”: Any official certified dealer who registers on tuutuut.com and enters into an agreement with AUTO.AUTO with regards to the Services on the website tuutuut.com and the tuutuut.com application. 1.5. “User” or “Users”: You as any natural person who uses the Services of AUTO.AUTO on the website or application of tuutuut.com. 1.6. “Month”: A calendar Month. 1.7 “New Car”: A Car which construction year is not older than two (2) year, not registered yet and which does not have more than 50 KM on the counter. 1.8. “Services”: The services AUTO.AUTO offers to the User and the Dealers, such as but not limited to providing an online platform for Dealers to come in contact with Users as potential buyers of new stock Cars. 1.9. “Subscription Term”: as defined in article 14.1.1. 2. Scope of the Services 2.1. AUTO.AUTO offers the use of its platform on its Tuutuut.com website or app to connect Dealers with Users, who are potential buyers of new stock Cars. Registered Dealers can upload information on new stock on the AUTO.AUTO platform as an advertisement. User can use this advertisement information to enter into an agreement with the Dealer regarding the purchase of such new stock Cars. AUTO.AUTO only facilitates direct or indirect contact between the Dealer and the User. AUTO.AUTO can never be considered as a contractual party between the Dealer and the User regarding the sale or purchase of a new stock Car. 2.2 All contractual relationships between AUTO.AUTO and the User are governed by (in descending hierarchical order): (i) these general terms and conditions and (ii) Belgian law. 2.3. By using the Services the User acknowledges to have read these terms and conditions and thereby accepts them. If the User does not agree to the Terms of Use and Services, the User is not authorized to use the Services. 2.4. The (repeated) failure by AUTO.AUTO to exercise any right may only be construed as the toleration of a particular situation and shall not give rise to a forfeiture of rights. 2.5. The invalidity of one or more provisions of these terms and conditions or any part thereof, shall not affect the validity and enforceability of the other clauses and/or the remainder of the provision in question. In such case, AUTO.AUTO and the User shall negotiate in order to replace the invalid provision by an equivalent provision in accordance with the spirit of these general terms and conditions. Should AUTO.AUTO and the User not reach an agreement, the competent court can mitigate the invalid provision to what is (legally) permitted. 3. Registration and Acceptance of the Terms of Use 3.1. In order to access certain features of the Tuutuut.com website or app, you may be required to register. AUTO.AUTO always reserves the right to request additional information from the User, and, if such information is not forthcoming, to refuse or suspend the performance of the Services to the User. 3.2. By creating a tuutuut.com account or by using the tuutuut.com app, whether through a mobile device, mobile application or computer, the User agrees to be bound by these Terms of Use for Dealers. 3.2. Announcements on the website (https://www.tuutuut.com) and/or on the tuutuut application are entirely non-binding, and may only be regarded by the Dealer as an invitation to order the Services, unless explicitly specified otherwise. 4. Third Party Services 4.1. The Services may contain advertisements and promotions through links, banners, button, ect. offered by third parties and links to other web sites or resources. AUTO.AUTO is not responsible for the availability (or lack of availability) of such external websites or resources. If you choose to interact with the third parties made available through our Service, such party’s terms will govern their relationship with you. AUTO.AUTO is not responsible or liable for such third parties’ terms or actions. 5. Access Following acceptance of these Terms of Use and Services for Users and the creation of an User account, the User shall be granted access to the platform, which is provided as an online ‘Software as a Service (SaaS)’ through registration on the tuutuut.com website or the tuutuut.com application. Such right of access merely implies a limited, revocable, temporary, non-exclusive and non-transferable license to use the platform. 6. Warranty 6.1 EXCEPT TO THE EXTENT EXPRESSLY STATED UNDER THIS AGREEMENT, AUTO.AUTO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND (“AS-IS” WARRANTY), WHETHER EXPRESS, STATUTORY OR IMPLIED, REGARDING THE LICENSED PRODUCT, OR ANY MATTER WHATSOEVER UNDER OR RELATED TO THIS AGREEMENT. AUTO.AUTO EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, MEETING THE DEALER’S EXPECTATIONS OR REQUIREMENTS, ERROR-FREE OR UNITERRUPTED USE AND/OR NON-INFRINGEMENT. 6.2 NOTWITHSTANDING ANYTHING TO THE CONTRARY, AUTO.AUTO MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION/ANALYTICS, INCLUDING IN RESPECT OF THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY THEREOF. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM AUTO.AUTO OR THROUGH ITS SERVICES, WILL CREATE ANY ADDITIONAL WARRANTIES. 7. Terms of performance of the Services 7.1. Unless expressly agreed otherwise, the expected time of performance of the Services is always approximate and non-binding. Exceeding the scheduled performance time can therefore not give rise to a fine, damages, substitution or termination of the agreement at the expense of AUTO.AUTO. 7.2. The scheduled performance time shall automatically expire in case (i) AUTO.AUTO has not received all the information, necessary for the performance of the Services, in due time; (ii) of force majeure and/or hardship, as described in Article 17. 7.3. The Services performed by AUTO.AUTO are only related to the provision of an online platform for Dealers and Users. In no event shall AUTO.AUTO be considered as a dealer, purchaser or seller of new stock Cars. 7.4 During the performance of the Services, AUTO.AUTO undertakes to use its best efforts and shall act in good faith and with due care in accordance with the criteria, to be determined independently by AUTO.AUTO and in respect to the warranty terms as mentioned in Article 6. 8. Obligations of the User 8.1. By creating an account, you grant to AUTO.AUTO a worldwide, transferable, sub-licensable, royalty-free, right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, modify and distribute information you authorize us to access (directly or indirectly throughout social media platforms), as well as any information you post, upload, display or otherwise make available (collectively, “post”) on the Service or transmit to other users (collectively, “Content”). Our license to your Content is subject to your rights under applicable law and is for the limited purpose of operating, developing, providing, and improving the Service and researching and developing new ones. You agree that any Content you place or that you authorize us to place on the Service may be viewed by other users and may be viewed by any person visiting or participating in the Service (such as Dealers). 8.2. You agree that all information that you submit upon creation of your account, including information submitted from any connected social media account, is accurate and truthful and you have the right to post the Content on the Service and grant the license to Tinder above. You understand and agree that AUTO.AUTO may monitor or review any Content you post as part of a Service. We may delete any Content, in whole or in part, that in our sole judgment violates this Agreement or may harm the reputation of the Service. 8.3. You are responsible for maintaining the confidentiality of your password and account and are fully responsible for all activities that occur under your personal password or account. 8.4. You agree that any reliance on the information on the Tuutuut.com website or app, is at your own risk. Any discrepancies or mistakes made regarding vehicle availability, conditions, pricing, etc. are not the responsibility of AUTO.AUTO. 8.5. You agree not to reproduce, duplicate, copy, sell, trade, resell, or exploit for any commercial purposes, any portion of use of, or access to, the Services. 9. Changes of the Services AUTO.AUTO has the right to change the offer and composition of the Services at any time. In such event, AUTO.AUTO will inform the User thereof within a reasonable term prior to such change through its tuutuut.com website or application. If the User desires to be contacted personally about changes of services, the User shall turn on the subscription to the status updates at its account. 10. Termination of the Services 10.1 The User can stop using the Services and delete his account at any time. 10.2. AUTO.AUTO reserves the right at any time, and from time-to-time to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice. 10.3. AUTO.AUTO shall not be liable to the User, the Dealer or any third party for any modification, suspension or discontinuance of the Services (or any part thereof). 10.4. Upon termination of the agreement, AUTO.AUTO undertakes to deactivate the User’s account; 10.5.The termination of the agreement, for whatsoever reason, shall not prejudice the rights acquired by each party. 11. Liability 11.1. AUTO.AUTO is under no circumstances whatsoever obliged to compensate for direct, indirect and/or consequential damages (including, but not limited to loss of income or damages to third parties) or damages due to force majeure/hardship. 11.2. Neither shall AUTO.AUTO be liable for damages caused directly or indirectly by an act of the User, Dealer or a third party, regardless of whether these were caused by a fault or negligence. 11.3. The intended use of the Services by the User is determined under its full responsibility and at its own risk. AUTO.AUTO cannot be held liable in any way for any direct or indirect damage resulting from this intended use. 12. Force majeure/hardship 12.1. AUTO.AUTO is not liable for any breach of its obligations that is caused by force majeure or hardship. Cases of force majeure or hardship are conventionally considered as: all circumstances that were reasonably unforeseeable at the time the agreement was concluded and that are unavoidable, and that, on the part of AUTO.AUTO, create the inability to carry out the agreement, or that would make the implementation of the agreement, financially or otherwise, harder or more difficult than normally anticipated (such as, but not limited to hacking that is not reasonably foreseeable, war, natural disasters, fire, confiscation, delays on the part of third parties or bankruptcy of third parties with whom AUTO.AUTO cooperates, shortages of personnel, strikes, organisational circumstances, threat or act of terrorism). 12.2. The aforementioned situations entitle AUTO.AUTO to apply for the revision and/or suspension of the agreement by simple electronic notification to the Dealer, without AUTO.AUTO becoming liable for any damages whatsoever. If a situation of force majeure and/or hardship lasts longer than 2 Months, the parties have the right to terminate the agreement. 13. Intellectual property rights 13.1. AUTO.AUTO is and remains the sole owner of all copyrights and other intellectual property rights with respect to the AUTO.AUTO Services, the tuutuut.com website, the tuutuut.com software application and all documents, advises, reports, slides, drawings and pictures provided to the Dealer during the performance of the Services. 13.2. Consequently, the access to the platform provided to the User solely implies the right to use the Services. No implied licenses shall be granted under this agreement. Under no circumstances such license: - Entails a transfer of ownership of the Services by AUTO.AUTO to the User; - Grants the User any rights to (use) the Services, trade names, brand name and/or trademarks of AUTO.AUTO; - Grants the User the right to request AUTO.AUTO to deliver a copy of any source codes, software or other means utilized by AUTO.AUTO to provide the Services; - Grants the User the right to reproduce or use the AUTO.AUTO software and/or the above for purposes other than those for which they are intended without the prior written consent of AUTO.AUTO; - Grants the User the right to engage in, nor authorizes others to engage in, the reverse engineering, disassembly or the decompilation of the AUTO.AUTO software. 13.3. Without prejudice to the right of the User or any third party to challenge the validity of any intellectual property of AUTO.AUTO, the User shall not perform or authorize any third party to perform any act which would or might invalidate or be inconsistent with any intellectual property of AUTO.AUTO and shall not omit or authorize any third party to omit to do any act which, by its omission, would have that effect. The User undertakes to notify AUTO.AUTO of any actual, threatened or suspected infringement of any intellectual property rights of AUTO.AUTO which comes to the User’s notice, and of any claim by any third party due to use of the Services. 14. Privacy AUTO.AUTO undertakes that the collection and processing of User’s data shall take place in accordance with the AUTO.AUTO Privacy Policy , which can be consulted on the AUTO.AUTO website. 15. Applicable law & jurisdiction 15.1. Belgian law shall apply. 15.2. Disputes are subject to the exclusive jurisdiction of the courts of the district where AUTO.AUTO has its registered office.