General Terms
General terms and conditions applicable to professional sellers who use the Volty.be Services via the website www.volty.be
(“Distributor General Terms and Conditions”)
abbreviated: “AVD”
1. Scope, changes to the AVD
1.1 This GTC as well as the specific decisions regarding the Services that you have chosen, the Requirements regarding the Presentation of Advertisements and the processing of data (www.volty.be) apply to the exclusion of any other document on the Services that you (“the User”) may use in the capacity of a professional distributor through the websites www.volty.be. The entirety of these documents constitutes the Agreement, hereinafter "the agreement" between Volty and the User.
The private advertisers are subject to the General Terms and Conditions Customer.
The Services, regulated in this GTC, are provided by Volty bv (“Volty”), with registered office at 1700 Sint-Martens-Bodegem, Grote Sypestraat 10 and registered in the Crossroads Bank for Enterprises under number 0769.710,935, represented by its general management .
1.2 Oral agreements are only valid if they are confirmed in writing and accompanied by these general terms and conditions. In the event of an oral agreement that is confirmed in writing a posteriori, the User can object to the Agreement free of charge within a period of 2 weeks. The terminated agreement is then deemed to have never existed. Specific Agreements or attachments entered into prior to the conclusion of this Agreement shall in no event form part of it unless Volty reaffirms them expressly and in writing. Any subsequent amendment to this Agreement will be effective only if confirmed in writing. Contradictory AVD proposed by the User will hereby be explicitly barred and excluded.
1.3 Volty reserves the right to change these General Terms and Conditions in the future. An amendment with retroactive effect is only possible if it is ordered by law, or by the authorities, or if the amendment is in favor of the User. For the rest, the conditions set out in Article 3 (2) to (4) of the Regulation (EU) 2019/1150 ("P2B") apply in all other respects.
1.4 Volty undertakes to notify the User by e-mail of any changes to the AVD and informs the User that the changes are deemed to have been accepted if the User continues to use the proposed Services of Volty and the User does not object has against these changes within the period of 1 month.
2. Subject of Services, changes
2.1 Volty operates an internet platform where advertisements can be placed and managed by the User against payment ("the Services"). The object of the Services is the possibility to place advertisements for vehicles in a database and to ensure that these advertisements are accessible to third parties via the Internet. The scope of the Services can be expanded in agreement with the User and in function of the specific Service Package he would have chosen.
2.2 Any use of the Services and the database by the User is only permitted within the limits and conditions as stated in the current GTC (more specifically Art. 3) and possibly in the Service Package, as well as in the conditions described here.
2.3 Volty reserves the right to change at any time, even the paid Services in whole or in part, to discontinue them or to replace them with other Services insofar as it is reasonable for the User and by explaining this decision if this limits the Concerning services.
The User will not be able to demand retention of the specific Services, in whole or in part (in particular the individual functionalities). This will apply in particular to the Services that are not explicitly described in the performance description of the chosen Service Package or those that are offered without additional consideration after the conclusion of the Agreement by Volty.
2.4 If Volty offers services in the field of statistical analysis or the management of calls as well as the monitoring of these calls, whereby a virtual telephone number is made available to the User, Volty will not provide these telecommunication services itself. The User will be assigned a virtual telephone number by a telecommunications operator through Volty and this number will be visible on the advertisements operated by the User on Volty. This number allows to generate statistics regarding established telephone contacts. To use these services, it is necessary that the User already holds a valid contract with a telecommunications operator.
2.5 To the extent that the User allows the clients to evaluate the services provided on or outside the internet site www.volty.be through the evaluation option offered by Volty, the contact «User» is deemed to have arisen when first contact with the User. The User can prove that no contact of this kind actually took place. By the way, Volty will remove all manifestly illegal reviews (for example, unlawful criticism, abusive content) after receiving information about these reviews. Based on this information and taking into account other rights, such as those of the User, Volty reserves the right to remove evaluations that are factually incorrect. Under no circumstances is Volty obliged to investigate the facts, it is sufficient to refer to the information communicated by the User.
2.6 The essential and essential criteria defined in the P2B Regulations as well as by the directives of the European Commission, which determine the placement of the User's content in Volty's offers, are communicated by Volty in the User's area.
2.7 During the term of the agreement, the user has limited access to the data he has communicated and to the data provided through the access of the advertisement. Additional information regarding the processing of personal data can be found in the privacy policy and cookie management available at www.volty.be/cookies
2.8 Advertisements published on Volty's site must comply with the conditions set out in Appendix I. It is the user's responsibility to check whether these conditions have been complied with when publishing an advertisement. The User knows and acknowledges that he alone is liable for compliance with these conditions. In no event shall Volty be held liable for any error or failure to comply with these terms and conditions.
3. RIGHTS OF USE
3.1 By transferring advertising data, the User grants to Volty and its affiliates the following non-exclusive and transferable rights, unlimited in time and space, with regard to the transferred content (including the right to sublicense):
The archive and database right: the right to archive the content in whatever form, either to register it in particular also in a numerical way, or to integrate it into the database and to keep it by any known data storage method , as well as linking them to other works or parts of work;
The right of emphasis: the right to store the content in whole or in part indefinitely, to copy and to make the content accessible or to distribute it electronically or through any other media channel (eg Internet, newspapers and magazines);
Broadcasting rights, i.e. the right to communicate the content to the public in non-material form, in particular by making the content available to the public on all types of media (in particular the web sites and the applications), independently of the technology and method of transfer used;
The right to use the content, subject to data protection rules, for analysis purposes, developing a platform and developing and commercializing products to the extent mentioned above ;
The right to copy: the right to edit the content in any way, in particular to change, shorten, supplement, including images and combine it with other content.
Volty will, among other things, be entitled to trade with third parties for the above-mentioned activities.
Notwithstanding the foregoing, the usage rights can be extended according to agreement in the context of a service package used by the User. In the absence of an express provision, Volty will not acquire the User's content. The User guarantees that the rights are transferred or granted to the extent that this is necessary to guarantee the service within the framework of this agreement.
3.2 The entirety of the content (e.g. texts, advertisements) or distinctive signs (registered trademarks, company names, logos) accessible via Volty's websites will be able to benefit, where appropriate, from protection under copyright, trademark law and possibly, of the unfair competition laws. For the needs of the Agreement, Volty grants to the User a non-exclusive and non-transferable right for the legal term of the Agreement and without possibility of sublicence, to use the content made available within the limits of normal use in accordance with the Agreement – such as determined by its object and the Service Package. Any excessive use of this right will be the subject of an unlawful use and may be prosecuted by Volty In accordance with civil and/or criminal law. An unlawful use will in particular be caused by:
an automatic database search engine by means of software; or
a copy of the contents of the database (in whole or in part) and its making available on other websites or media, except for the User's own contents.
3.3 To the extent that Volty makes computer programs necessary for the execution of the Agreement available to the User (in addition to access to the Internet), Volty grants the User a non-exclusive and non-transferable right for a duration equal to the duration of the Agreement, without the right to grant or conclude sub-licences, to use this software only on one computer installation of the User. At the end of the Agreement, the User will have to return the programs and any saved backup copies or confirm in writing to Volty that they have been destroyed.
3.4 Any unauthorized use of the rights referred to under art 3.2 and 3.3 by the User will result in a contractual penalty of minimum €5000.00 to be paid by the User to Volty, without prejudice to Volty's right to claim payment of compensation which allows her to cover the actual damage suffered by Volty.
4. CONCLUSION OF THE AGREEMENT VIA THE INTERNET, REGISTRATION
4.1 The User undertakes to register to use Services. Only professional sellers (moral or physical persons, of age and ability) are authorized to register. The person completing the registration on behalf of a legal person must be duly authorized to enter into such Agreement.
4.2 The User must complete the fields to be completed in good faith with the requested data during registration. For the purposes of the registration and of this Agreement, Volty is authorized to request an extract from the Crossroads Bank for companies as well as any other document or information that proves mandatory or necessary for the conclusion of the Agreement or for the continued existence of the contractual relationship.
4.3 The forwarding by the User of the registration data is equivalent to an offer addressed to Volty to conclude an Agreement.
4.4 Volty decides whether or not to accept the offer. If Volty does not confirm the registration electronically to the electronic address of the User within a reasonable period of time, the latter will no longer be bound by its offer. From the moment Volty confirms the offer, an Agreement will be concluded between Volty and the User.
4.5 Each User is authorized to make only one registration per marketplace. If the User has several branches, each branch must be registered as a distinctive User. The registration with Volty is not transferable. Each User receives one password which he may not transfer.
4.6 The User must notify Volty of any change to his data.
4.7 Under no circumstances should the User disclose his password, even if requested to do so. Volty informs the User that Volty's employees are not authorized to request his password. If you have forgotten your password, you can request a new password via the “forgotten password” function. The new password will be sent to your electronic address.
4.8 The User is liable for damage that could arise from the fact that third parties have become aware of his password through his negligence or intentionally. The User must immediately inform Volty, by electronic message, return information via the zone, in the event of theft of his password or knowledge of fraudulent use of his password.
5. PRICE
5.1 The basic prices of Volty's Services are exclusive of VAT and depend on the service package of the contractually accepted Services. If the User was able to benefit from supplementary Services compared to the Services laid down in the Agreement, Volty will invoice these retroactively according to the applicable rates.
5.2 The price adjustments will have to be communicated to the User four weeks before they can be applied effectively. In this case, the User will have the right to unilaterally terminate the Agreement on the date of entry into force of the price increase.
5.3 Without prejudice to article 5.2, if the User makes a clear act of confirmation of the price increase after the price adjustment has come into effect in accordance with 5.2, by, among other things, continuing to use the Services through the publication of other offers or advertisements , then this constitutes a declaration of consent with regard to the price difference. The respective legal consequences are stated on the price adjustment notice. A missing statement of these consequences does not prevent the application of this price change, unless this statement is necessary in application of the «P2B-order».
6. PAYMENT, EXPIRY DATE, DEFICIENCY
6.1 Unless otherwise agreed in particular with the User, Volty will invoice the Services monthly in advance (i.e. before the publication of the advertisements). The invoice will be issued by Volty, and will be sent either by post or electronically if approved by the customer.
6.2 The amounts are payable within 30 days of the invoice date. If the total or part of the invoice has not been paid fifteen (15) days or later after the payment period of the invoice, the User will pay the interest, as described in article 5 of the Belgian law of August 2, 2002, concerning the combating late payment of commercial transactions until the amounts due have been paid in full, and this notwithstanding the compensation that Volty could claim in this regard, as well as the right that Volty reserves to dissolve the current contract under the conditions provided for in article 7.2(b) below.
6.3 The fact that no vehicle has been published during any period of the Agreement does not release the User from the obligation to pay its periodic contribution, except for explicit deviations.
6.4 Any complaint regarding our invoices must be sent to us by registered post within 8 days of their receipt. Failing this, the invoices will be considered accepted without any reservation.
7. DURATION OF THE AGREEMENT, TERMINATION CONFIRMATION
7.1 Depending on the case, the Agreement is concluded for a definite or indefinite period. The Agreements of indefinite duration can be terminated in writing at any time,
by Volty, subject to 1 month's notice
by de Volty, subject to 3 months' notice, with the notice period starting to run on the first day of the month following the date stated on the registered letter.
These cancellations must be sent by registered mail and must, if the cancellation is made by Volty, state the reasons for the cancellation.
7.2 The parties reserve the right to unilaterally and at any time terminate the existing Agreement within the legal limits. In particular, Volty shall be entitled to terminate the Agreement at any time if:
a. The User violates the main provisions of the AVD under the Agreement and has not remedied it within 10 working days after being given notice of default to do so
For the purpose of this article, the main provisions of the existing AVD consist in particular of:
art. 3 (obligation to use the permitted rights by Volty only within the permitted limits);
art. 4.2 (the obligation to provide truthful information)
art. 4.7 (prohibition to communicate the password to third parties)
art. 2.4 and 12 as well as from Annex I (obligation to respect the provisions concerning the presentation of the advertisements and not to post illegal or unauthorized content).
b. The User has not paid his invoices within 30 days of their due date or irresponsibly resists the notice of advance.
c. The User becomes insolvent (for example if he no longer declares salary or debts to suppliers), or if the User has too many debts;
d. Proceedings for bankruptcy, liquidation or similar proceedings have been initiated on the User's assets, or if the opening of such proceedings has been requested and has not been rejected within a period of 5 days.
7.3 In accordance with article 3 of the P2B Regulations, and in the event of certain changes to these terms and conditions, the User may terminate the agreement.
7.4 After termination of the agreement, Volty retains access to all information provided, in particular to the content provided in accordance with the granting of rights in accordance with 3.1 and also access to the information generated/created.
8. BLOCKING CONTENT OR ACCESS; OTHER SANCTIONS
8.1 The acceptance of the content proposed by the User is left to Volty's discretion. Volty shall have the right to refuse the content of additions proposed by the User or to remove the content, namely:
If the content does not meet the requirements regarding the presentation of Volty's advertisements (Appendix 1), or
If Volty believes that the content is contrary to the law and to morality
8.2 If a third party complains about the content of a User, Volty is entitled – in order to avoid all risks of prosecution – to immediately remove this content and this without having to check the validity of the complaint. In that case, Volty will inform the User about this
8.3 Volty is entitled to immediately block the User's access if:
the User repeatedly violates Volty's advertising presentation requirements or has posted unauthorized content
the User does not pay his invoices, cancels the bank direct debit or opposes a prepayment notice
there is a justified suspicion that there is a co-use by a third party of the User's access
there is an incorrect use of the database or of the rights of use provided for in art.3 above.
8.4 In all cases, the User will be notified by letter within a reasonable period of time before the blocking is implemented. Volty will be able to charge an amount of 75€ to the User for the costs of unblocking.
8.5 If, despite the written notification, the User violates the provisions of current art.8 in a harmful way, Volty will take the necessary measures to permanently exclude the User. Volty will also be able to claim compensation of €500 for each commenced week during which the violation or abuse continues. Likewise, in the absence of the designation of an advertisement (for example, an advertisement from a professional seller or an advertisement from a private individual), Volty may demand a contractual penalty of €500 per vehicle presented in this way.
9. LIABILITY FOR THE CONTENT, WARRANTIES
9.1 Only the User is liable for the legality or correctness of the content he has posted. As a service provider of technical performance, Volty does not act as an intermediary or representative of the User, nor does it act on behalf of the User. In accordance with art. 19 and 20 of the Act on Certain Legal Aspects of Information Society Services, Volty is not subject to a general obligation to monitor the information it transmits or stores, nor is it obligated to seek out the circumstances that indicate any illegal activity.
9.2 The User insures Volty against all complaints made by third parties against its actions as a result of an infringement of their rights arising from the User's advertisement or, more generally, from the User's use of the Volty website. To this end, the User undertakes to fully indemnify Volty for all costs incurred for its defense, including all court costs and attorneys' fees. These provisions do not apply if, and only to the extent that, the User is not liable for the violation of law.
10. WARRANTY
10.1 Volty ensures an availability of the database of more than 90% on average for the relevant year. For the purposes of this article, "availability" means that the content can be integrated into the database and that the data can be retrieved from that database.
10.2 Are not included in the "availability", the necessary periods of maintenance of the system and the interruptions as a result of the off-line storage -provided that these periods and interruptions would have an unreasonable duration - as well as the interruptions due to force majeure or any other cause of irresistible character to Volty. This presupposes, for example, urgent measures with the aim of thwarting the spread of a virus. Volty undertakes to communicate these faults in advance if possible.
10.3 With regard to the insertion of images and videos, Volty shall not be liable for the quality delivered or for color differences.
11. VOLTY . LIABILITY
11.1 Unless otherwise stated below, Volty and the User are liable in accordance with the provisions of Belgian and European law.
11.2 Subject to the terms and conditions set forth in this agreement, Volty shall be liable for damages to the User (1) caused intentionally or through gross negligence by Volty, its legal representatives or its appointees: (2) caused by Volty's failure to of its essential obligations under the present Agreement; based on the Product Liability Act (4) if, in the context of the current AVD or in the context of specific provisions in the Service Package chosen by the User, Volty has either provided special guarantees with regard to the Services provided, or has voluntarily made incorrect statements vis-à-vis the User. , and/or (5) as a result of an attack on life, physical integrity or health resulting from a breach of the obligations of Volty, its legal representatives or its appointees.
11.3 Volty will be fully liable for the amount incurred for the damage that was caused intentionally, or by gross negligence or in the event of an attack on life, physical integrity or health. The other claims for compensation will be limited to the reasonable and foreseeable damage for this type of agreement. In the event of a shortcoming in the provision of a Service, the parties expressly agree that the amount of said compensation may not exceed 5% of the price of the service concerned. Liability for malfunctioning products is determined by statutory provisions.
11.4 Volty will be liable for any loss of data of the User if the latter has ascertained - by regularly storing the data or by any other means - of the possibility of recovering his data at a reasonable cost. Volty's liability will then be limited to the reasonable cost of recovering data in accordance with art. 11.3.
11.5 To the extent that Volty is only liable, according to Art. 11.3, up to the cost of the reasonably foreseeable damage, the amount of Volty's entire liability under the present Agreement will be limited to, all damage mixed, a maximum of 10,000 € or, in the case of purely material damage, to a maximum of 5,000 €.
11.6 Insofar as Volty is only liable, according to Art. 11.3, up to the cost of the reasonably foreseeable damage, Volty shall furthermore not be liable for indirect or consequential damages or for loss of profits.
11.7 Except in the cases provided for in art. 11.2 to 11.4, Volty will not be held liable whatever the legal basis of the claim.
11.8 To the extent that Volty's liability is excluded, the personal liability of the wage earner, the employees, the representatives or appointees of Volty cannot be held liable.
12. USER'S LIABILITY
12.1 For the placement and design of the content, the User must respect the Obligations with regard to the Presentation of Advertisements (Annex I) and ensure that the content does not infringe legal provisions (in particular those relating to copyright and the trademark law as well as competition law). In particular, the User shall refrain from making accessible any content that violates criminal law or morality (for example, defamatory, insulting, racist or pornographic content), or any other content that attacks the reputation or honor of a third party. would cause.
12.2 The User is obliged to inform Volty, at the latter's request, of any recourse by a third party based on a violation of the obligations stipulated in art. 12.1, and to indemnify Volty for damages caused by said violation, and in particular for all reasonable costs incurred by Volty in its defense.
13. FINAL PROVISIONS
13.1 The present Agreement between the User and Volty is subject to Belgian law, expressly excluding the United Nations Convention on the International Sale of Goods (Vienna Convention). Any dispute relating to the conclusion, interpretation or performance of this Agreement shall fall within the exclusive jurisdiction of the courts of Brussels.
13.2 All changes or additions to the Agreement, including this article, will only be valid if confirmed in writing. The obligation of a written document will be fulfilled by a fax, a PDF or an electronic mail.
13.3 Subject to official notice with 1 month's notice, Volty will transfer all or part of its rights and obligations under the contract to a third party. In this case, the User will be entitled to terminate this Agreement with immediate effect upon notification of transfer.
13.4 All information regarding the processing of personal data carried out by Volty is available in Volty's privacy policy available under the following link (www.volty.be/privacypolicy)
13.5 If any provision of current contact has been canceled or declared inapplicable, such invalidity or inapplicability shall not cause the invalidity or inapplicability of any other provisions of the Agreement in force between the parties. The canceled provision or the inapplicability will be replaced - to the extent that this is legally possible - by a valid and applicable provision in which the consequences correspond as closely as possible to the economic purpose of the invalid or inapplicable provision. The above provision therefore applies in the event that the agreement turns out to be incomplete.
