Terms and Conditions

Created on 1 November, 2024 • Information • 10 minutes read

This is the license agreement (version 23 May 2024) between the user of the software provided by ShopQRcode.com | Prompt media and ShopQRcode.com | Prompt media. Before using the software, the customer should read these terms. By using and/or installing the software or update, the customer agrees to be bound by the terms of this license agreement.

In this license agreement, the following terms are used in the following meanings unless otherwise indicated or the context indicates otherwise:

1. ShopQRcode.com: Visiting address (By appointment only): ShopQRcode.com | Prompt media, Papaverweg 34, 1032 KJ, Amsterdam; Mailing address: ShopQRcode.com | Prompt media, PO Box 56907, 1040AX, Amsterdam;Registered with the Chamber of Commerce under Chamber of Commerce number 01086975;
2. customer: the person using the software provided by ShopQRcode.com;
3. software: the software provided by ShopQRcode.com to the customer to create static, dynamic QR codes and barcodes.
4. website: https://shopqrcode.com

Article 2 - Intellectual property rights

2.1 All intellectual property rights with respect to the software, including but not limited to patents, copyrights, trademarks, masked works, rights with respect to design, and trade secrets directly relating to the software or related thereto, shall belong exclusively to ShopQRcode.com. Customer shall not engage in any activities with respect to the Software that affect such intellectual property rights. Customer shall not acquire any rights with respect to the software other than the limited use rights specified in this license agreement.

2.2 If, notwithstanding the foregoing, a third party claims that its intellectual property rights are infringed by the software or otherwise, the customer is required to immediately notify ShopQRcode.com of such claim for the purpose of allowing ShopQRcode.com to oppose such claim at its expense. Customer agrees to cooperate with any such opposition. ShopQRcode.com is in such a case also entitled to replace the software or part thereof in order to undo the claimed infringement.

Article 3 - License

3.1 Pursuant to this license agreement, ShopQRcode.com grants to the customer a non-transferable, non-exclusive right of use, in order to use the software developed by ShopQRcode.com, as well as all related documentation and any update, new version, translation, adaptation, modification, derivative or copy thereof, provided that the customer complies with his payment obligation to ShopQRcode.com and under the terms and conditions set forth in this license agreement.

3.2 ShopQRcode.com is permitted to adopt and maintain technical measures to protect its intellectual property rights.

Article 4 - Backup.

ShopQRcode.com will ensure that at regular intervals a complete system backup is made of the data entered in the software.

Article 5 - Warranty

ShopQRcode.com guarantees that the software, when used in accordance with the applicable instructions, will function in accordance with its documentation. However, ShopQRcode.com does not warrant that the software will function without defects and interruptions. Occurring defects will be remedied in accordance with Article 7 of this license agreement. The license contains no further warranties, express or implied, by or on behalf of ShopQRcode.com or any other party granting rights to use the software.

Article 6 - Support and Maintenance Terms.

6.1 ShopQRcode.com will provide online support to the customer for the use of the software. ShopQRcode.com will make every effort to answer questions adequately and within a reasonable period of time. If errors and/or imperfections are found in the software, the customer should report this to ShopQRcode.com so that it can offer a solution as soon as possible.

6.2 ShopQRcode.com should make every effort in case of maintenance and / or (necessary) updates and / or improvement to the software to limit the inconvenience to an absolute minimum and will - if possible - timely inform the customer. If the temporary unavailability of the software is not unreasonably long, the customer is not entitled to damages or any other form of compensation.

Article 7 - License fee

For the use of the ShopQRcode.com software, the customer can choose a subscription or a one-time fee, where the QR code remains valid for the duration of the subscription. The subscription is billed monthly or annually, with one month's notice. Check the ShopQRcode.com website (www.ShopQRcode.com/nl/plan ) for the current price.

Article 8 - Price changes

8.1 ShopQRcode.com is entitled to change the prices of the subscription, for the use of the software annually. ShopQRcode.com will inform the customer in writing or by e-mail 2 months before the change takes effect.

8.2 ShopQRcode.com is entitled to change the prices of 1 Dynamic QR Code and bundles at any time, the price change does not affect the bundles already purchased.

8.3 If the customer does not accept the price change, the customer can terminate the agreement prematurely by the day on which the change takes effect. The termination must be made in writing or by e-mail within 1 month after ShopQRcode.com has informed the customer of the price change. The customer is not authorized to terminate the agreement if the increase in prices results from a legal provision or regulation.

Article 9 - Duration of the license agreement, termination and administration costs

9.1 The license agreement is entered into for the time corresponding to the billing period. The agreement will be extended by the same period each time until the time of termination.

9.2 Cancellation must be made via www.ShopQRcode.com or in writing via e-mail by the end of the license agreement subject to a notice period of 1 month.

9.3 If the customer terminates the agreement and/or no longer pays the fee for the use of the software, the customer is no longer entitled to the use of the software.

Article 10 - Payment, administration and collection costs

10.1 Payment must be made within 14 days of the invoice date.

10.2 If the customer has not complied with the payment request included in the second reminder sent to the customer by ShopQRcode.com, ShopQRcode.com will send the customer a reminder and the customer will be charged an administration fee of $25,- excl. VAT.

10.3 In case of late payment, in addition to the amount owed and the interest accrued thereon, the customer is obliged to pay in full both extrajudicial and judicial collection costs, including the costs of lawyers, bailiffs and collection agencies.

10.4 The claim for payment is immediately due and payable in the event that the customer is declared bankrupt, applies for a moratorium or a general attachment is levied on the customer's assets, the customer dies and furthermore, if the customer goes into liquidation or is dissolved.

10.5 If the invoice amount is not paid more than 2 months after the invoice date, ShopQRcode.com has the right to block access to the software, preventing the customer from using the software. ShopQRcode.com will notify the customer in advance of the blocking. At the time when all due claims by the customer have been paid, the blocking will be lifted.

Article 11 - Dissolution of the agreement

11.1 ShopQRcode.com reserves the right to terminate the license agreement at any time without judicial intervention if the customer has applied for suspension of payment or is declared bankrupt.

11.2 Both parties are entitled to terminate the license agreement in whole or in part extrajudicially by means of a registered letter to the other party, if the other party towards it seriously attributable fails to fulfill its obligations under the license agreement and the failing party - even after written notice of default by the aggrieved party - still fails to fulfill its obligations under the license agreement within a reasonable period. If it is beyond doubt that the breaching party can no longer fulfill its obligations under the license agreement, a notice of default may be omitted.

Article 12 - Consequences of termination

If the license agreement is terminated or dissolved, the customer is obliged from the date of termination of the license agreement against ShopQRcode.com with immediate effect to refrain, in any way whatsoever, from all that he is entitled under this license agreement, including but not limited to the use of the software.

Article 13 - Obligations of the customer

13.1 The customer must: ensure at all times that the software is not misused; immediately inform ShopQRcode.com of all relevant facts and circumstances as soon as he discovers unauthorized use of the software.

13.2 Computer equipment will be used in the execution of the license agreement. The customer is responsible for their proper selection and timely and adequate availability. ShopQRcode.com is never liable for damages or costs due to malfunctions or unavailability of this computer equipment.

13.3 The customer is responsible for the proper functioning of his equipment used to access and use the software.

13.4 The customer is not allowed to use the software in such a way that it may cause damage to the software and/or third parties or cause a disruption in availability.

13.5 The customer is responsible for the use and proper application in his organization of the software and for complying with instructions and/or advice given by ShopQRcode.com.

13.6 If the customer has not fulfilled his obligations expressed in this article, then all costs resulting from this will be borne by the customer.

Article 14 - Liability and limitation period

14.1 ShopQRcode.com is not liable for damages of any kind, because ShopQRcode.com is based on incorrect and / or incomplete information provided by the customer, unless such inaccuracy or incompleteness for ShopQRcode.com should have been known.

14.2 ShopQRcode.com is not liable for damages of any kind caused by the customer's failure to meet his obligations under this license agreement or under the law.

14.3 Except in cases of intent or gross negligence of ShopQRcode.com, ShopQRcode.com's liability, on any grounds whatsoever, to the customer or to others who make claims through the customer is limited to compensation for direct damages up to a maximum of the amount of the last invoice paid by the customer in respect of the software.

14.4 ShopQRcode.com is never liable for indirect or consequential damages, including loss or damage to data or loss of revenue, profit or turnover.

14.5 Damage referred to in this article must be reported in writing to ShopQRcode.com within 7 days of its occurrence. Damage not reported within this period will not be eligible for compensation.

14.6 ShopQRcode.com is not liable for damage caused when using the software caused by third parties.

14.7 ShopQRcode.com shall never be liable for damages resulting from events or circumstances beyond its control, which includes:- unavailability, delays in the delivery of or failures and defects in information, products or services of third parties;- strikes or labor unrest;- decision or rules, instructions or orders issued by the government, judicial authority or any other competent body.

14.8 Rights of action and other powers of the customer on any account whatsoever against ShopQRcode.com expire in any case after the expiry of 1 year from the moment a fact occurs that the customer can use these rights and / or powers against ShopQRcode.com.

Article 15 - Indemnification

The customer indemnifies ShopQRcode.com for, and will compensate ShopQRcode.com for, all damages and costs resulting from claims by third parties against ShopQRcode.com, which claims result from or are related to the use of the software by the customer or by third parties.

Article 16 - Confidentiality

Each of the parties guarantees that all data received from the other party that is known or should be known to be of a confidential nature shall remain secret, unless a legal duty requires disclosure of such data. The party receiving confidential information shall use it only for the purpose for which it was provided.

Article 17 - Miscellaneous subjects

17.1 If any provision of this license agreement is declared void or non-binding, such declaration shall not affect the remaining provisions. If any provision of this agreement is declared void or non-binding, such provision shall be replaced by a provision or regulation as similar as possible.

17.2 The parties shall endeavor to settle all disputes relating to the implementation of this license agreement amicably.

17.3 Customer agrees to any amendments to provisions in this License Agreement if they prove necessary as a result of changes in relevant laws and regulations in the broadest sense.

17.4 This license agreement is governed by Dutch law.

17.5 All disputes between the customer and ShopQRcode.com shall be submitted to the competent court in the district where ShopQRcode.com is located.

17.6 A processor agreement containing additional safeguards regarding the processing and security of personal data is an integral part of the agreements between the customer and ShopQRcode.com | Prompt Media.

This processor agreement is attached as an Exhibit.