Terms and conditions
Terms and conditions
SAAS SERVICES AGREEMENT
This SaaS Services Agreement (" Agreement") is between Alphadoc B.V., a private company with limited liability under the laws of The Netherlands, having its corporate seat in Utrecht, with its registered office at Knopstraat 50, 3551 ET Utrecht, registered at the Chamber of Commerce under file number 85680222 (" Alphadoc"), and the Customer listed in the SaaS Services Order Form (" Customer"). This Agreement includes and incorporates the SaaS Services Order Form above and sets out the terms and conditions that will apply.
Article 1 - General
1. Stipulations that deviate from these terms and conditions will be binding only if they have been agreed in writing and will apply only to the case in question.
2. Alphadoc expressly rejects the applicability of Customer's general terms and conditions.
3. The terms 'in writing' or 'written' also mean by email. If a word or phrase is defined, its other grammatical forms have a corresponding meaning. If a word or phrase is followed by a word of phrase in the Dutch language between parentheses, the (legal) meaning of the word of phrase in the Dutch language shall prevail. In this Agreement reasonable efforts shall be understood as an "inspanningsverplichting".
4. Alphadoc reserves the right, at its sole discretion, to amend this Agreement fully or partially from time to time. Alphadoc will give reasonable prior notice before the updated terms and conditions come into effect. If the Customer does not agree with the intended changes, the Customer may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the amendments.
5. All offers or quotations regarding the Services are non-binding and revocable.
6. The Customer may place additional orders for Services via additional Order Forms. Each order is subject to Alphadoc's acceptance. Alphadoc may accept or reject an order at its sole discretion. The additional order comes into effect on the date on which Alphadoc sends the Customer a confirmation of the order and will be subject to this Agreement.
7. The Customer accepts responsibility for choosing the Services to achieve its intended results and acknowledges that the Services have not been developed to meet individual requirements of Customer.
Article 2 - Definitions
1. Alphadoc: Alphadoc B.V., with office address at Knopstraat 50, 3551 ET Utrecht, registered at the trade register of the Dutch Chamber of Commerce under number 85680222.
2. Agreement(s): this agreement between Alphadoc and the Customer regarding the provision of Services and all relevant Order Forms.
3. Charges: the charges of the Services as specified in the Order Form.
4. Clause: a clause in this Agreement.
5. Confidential Information: confidential information about the Customer or Alphadoc, including (i) information marked as 'confidential' in writing, (ii) information not generally known to the public, (iii) information not generally disclosed by the party to whom it relates and/or from who it originates, and (iv) information whose confidential nature is reasonably known.
6. Customer: the natural person or legal entity lister in the Order Form.
7. Customer Data: all data that the Customer (or someone on behalf of the Customer) enters in the Services and/or data that is shared by or on behalf of the Customer with Alphadoc.
8. Defects: all failures in the Services that significantly impede its functioning.
9. Employee: an employee of the Customer or Alphadoc and/or a natural person or legal entity who is authorised to work for or under the responsibility of the Customer or Alphadoc.
10. Effective Date: the date of this Agreement or an additional Order Form has been duly signed by both parties.
11. Login Details: usernames, passwords, tokens and other codes intended solely for the User to access the Services.
12. Login Procedure: the procedure prescribed by Alphadoc that the Customer must follow to access the Services.
13. Order Form: the SaaS Services Order Form attached to this Agreement as well as any additional order forms that follow.
14. Privacy Policy: the privacy policy, made separately available on the Website, which applies to Alphadoc's processing of the Customer's personal data.
15. Services: the services to be provided by Alphadoc as defined in the Order Form.
16. Standard Cap: as defined in Clause 14.1
17. Super Cap: as defined Clause 14.1
18. User: an Employee of the Customer or agents, consultants, contractors or vendors authorized by Customer.
19. Website: Alphadoc's website.
Article 3 - Right of use
1. Subject to Customer full payment of all applicable Charges, Alphadoc grants the Users a non-exclusive, non-transferable, revokable and non-sublicensable right to use the Services during the term of this Agreement, solely for their internal business operations.
2. The Customer may not allow the Services to be used by or for the benefit of any other person or legal entity other the Users. The Customer may not relicense or sublicense the Services, or use the Services for training third parties, commercial use, rental or use by a service agency.
3. Without Alphadoc's prior written consent, the Customer may not transfer an Agreement or any of their rights and/or obligations under this Agreement.
4. The Services are provided 'as-is' on the Effective Date and Alphadoc may adjust the Services at its own discretion provided that such changes do not materially and negatively impact the functionality, performance or security of the Services. Alphadoc will use reasonable efforts inform the Customer in due time of updates and/or upgrades of the Services.
Article 4 - Prices and payment
1. The Charges are as specified in the Order Form and are exclusive of VAT.
2. By default, the Customer will pay the Charges by direct debit and provide Alphadoc with the correct authorisation. The Customer must have a bank account with a national or international bank, registered with the local central bank. Direct debit payments are collected monthly or yearly. To the extent a direct debit is not possible, the Charges must be paid within 14 days of the invoice date.
3. Alphadoc may offer the Customer various payment methods (such as bank transfer, credit card, iDEAL, PayPal, etc.). To the extent Alphadoc offers a specific payment method to the Customer and the Customer accepts it, the Customer agrees that additional conditions of Alphadoc or of third parties may apply to that payment method.
4. In its sole discretion and at any time, Alphadoc may modify Charges for its subscription plans. Alphadoc will inform the Customer of an adjustment through the Website one month before the date on which the adjustment comes into effect. All changes to the Charges will become effective at the end of the current billing cycle of the Customer. If the adjustment leads to increased Charges and the Customer does not consent to the proposed change, it may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the adjusted fees.
5. The Customer must provide Alphadoc with all relevant and correct details, including but not limited to their full name, address and payment details as well as relevant VAT details, and immediately notify Alphadoc of any change in these details through the Services or per email. In case Customer fails to do so and does not cooperate or provides unclear details, the consequences are at Customers own expense and risk.
6. If Customer does not pay the Charges when due, or revokes the direct debit mandate without valid reason, or if the payment cannot be processed for reasons not attributable to Alphadoc, Alphadoc will inform the Customer accordingly and reserves its right to limit the functionality of the Services without incurring any liability towards the Customer. At the Customer's request, Alphadoc may lift that restriction or blocked access to the Services when the outstanding amounts, plus an additional fee in accordance with article 4.7, have been paid in full.
7. If Customer fails to make payment in accordance with this Clause 4, then Alphadoc shall be entitled to charge the statutory commercial interest rate on the overdue amount within the meaning of Section 6:119a of the Dutch Civil Code, from the date on which such amount fell due until payment.
8. The Customer is liable for all costs, expenses and (financial) damages, including but not limited to lawyer's fees and collection costs that Alphadoc incurs because of Customer's failure to fulfil its payment obligations.
Article 5 - Term and termination of this Agreement
1. This Agreement commences on the Effective Date and is entered into for the term as listed in the Order Form. At the end of the term this Agreement is tacitly renewed, unless a party terminates this Agreement by written notice taking into account a one-month notice period. This Agreement cannot be terminated for convenience by Customer before the end of the term except as set forth in Clause 5.4.
2. Notwithstanding its other rights and defences, Alphadoc may, without liability, suspend its obligations and/or block a Customer's access to the Services with immediate effect, if that Customer fails to duly fulfil any of its obligations under this Agreement.
3. Either party may fully or partially terminate this Agreement for cause (ontbinden) without further liability at any time, with immediate effect and without judicial intervention, by means of notice (electronic or otherwise), if the other party: (i) fails to duly fulfil one of its obligations under this Agreement and, after written notice, does not remedy this failure to perform within a reasonable period after provision of that notice, (ii) files or has filed a petition for bankruptcy which is not dismissed within 30 days, a receiver is appointed, (iii) it receives written notice that the other party can no longer fulfil its (payment) obligations (iv) it becomes apparent from the circumstances that the other party can no longer fulfil its payment obligations, or (v) if the any party is dissolved, granted a moratorium on the payment of its debts, liquidated or ceases its activities as a going concern.
4. Customer may terminate (opzeggen) this Agreement: (1) at the end of its current billing cycle if Alphadoc increases the Charges, by written notice within 10 business days of being informed of such increased charges per Clause 4.3; or (2) by written notice within 10 business days of being informed of amendments of the Agreement per Clause 1.4.
5. The termination of this Agreement does not release the Customer from pre-existing obligations to pay any fees or other amounts due to Alphadoc, nor does it entitle the Customer to any refund of any Charges or other amounts paid under it. Alphadoc is under no circumstances obliged to pay compensation because of termination and the termination for cause will not create any obligations to undo (ongedaanmakingsverbintenissen).
6. On termination of this Agreement, the Customer can request a copy of its Customer Data up to the last day of this Agreement. Alphadoc shall fulfil this request as soon as reasonably possible. After termination of this Agreement, the Customer must immediately and permanently cease using the Services and will no longer have access to the Services and its data. The Customer hereby grants consent to Alphadoc for (i) retaining the Customer Data for a period of three months after the termination of this Agreement, and (ii) destroying the Customer Data at the end of that three-month period, ultimately six months after the termination of this Agreement.
Article 6 - Login Procedure
1. The Customer and Users gain access to the Services through the Login Procedure, exclusively using the Login Details that Alphadoc provides to the Customer. Alphadoc is entitled to adjust the Login Procedure at its own discretion and will inform the Customer of this in a timely manner.
2. The Customer is responsible for the Login Details and must handle these details with due care. Each individual User has its own Login Details that are personal to the individual User and may not be shared with or transferred to any other party or person, whether or not part of the Customer's organisation. The Customer and Users must keep the Login Details completely confidential. The Customer is liable for any use of the Login Details by the Users. Customer is responsible for the compliance at all times of itself and its Users with all terms of this Agreement. Customer accepts liability for the applicable acts and omissions of its Users as if they were acts or omissions of Customer itself.
Article 7 - Rules of use
1. The Customer warrants that the Users will use the Services in accordance with this Agreement and applicable laws and regulations, and will not use the Services for any acts and/or conduct that would expose Alphadoc to negative publicity. The Customer is ultimately responsible for all information the Users add to or change in the Services.
2. The Customer shall not: (i) use or attempt to use the Services for any illegal or unlawful purpose or to infringe intellectual property rights belonging to third parties; (ii) use or attempt to use the Services in such a way that it disrupts Alphadoc's provision of the Services to third parties; (iii) access or attempt to access any part of the Services which the Customer is not authorised to access; (iv) access or attempt to access any part of the Services with automated means; (v) access, store, distribute, upload or transmit any virus, Trojan horse, worm or other electronically infected file or device; (vi) use any form of automated integration other than automated integration through APIs (application programming interfaces) that Alphadoc provides; (vii) reverse engineer, decompile, copy, distribute, disseminate, sublicense, modify, translate, scan, adapt or otherwise modify and/or reproduce any software or other code or script forming part of or accessible through the Services or Website; (viii) using the Services for spreading or facilitating spam; and/or (ix) directly or indirectly disrupt or attempt to disrupt the functioning of all or any part of the infrastructure of Alphadoc or of third parties or connections between them.
3. Alphadoc provides the Services based on a fair use policy. This means that Alphadoc generally imposes no restrictions on the nature and scope of the Customer's use of the Services, other than as intended in this Agreement. Alphadoc offers the Services for a quantity of information that it stores and the volume of data transport it realises, as can be expected on average in a big or medium-sized enterprise. Alphadoc reserves the right to take measures if excessive use occurs, namely use that significantly exceeds a Customer's average use. The Customer must take immediate measures to end this excessive use after the first notice from Alphadoc. Alphadoc may suspend the Services if a persistently excessive burden occurs or is suspected. Alphadoc may charge the Customer for the costs relating to this excessive burden at prices and rates effective that moment. Excessive burden also includes excessively high use of processing, memory, network, disk and storage capacity, as well as excessive use of support services and management services.
4. The Customer is responsible for the operation of its hardware and software, configuration, peripheral equipment and internet connection required for using the Services. The Customer is responsible for taking the necessary measures to protect its equipment, software, Login Details and telecommunications and internet connections against viruses, computer crimes and unauthorised third-party use.
5. For any actual or suspected misuse or other improper use of the Services or other violation of the provisions of this Agreement, Alphadoc may, at its sole discretion and with immediate effect: (i) demand the Customer to temporarily or permanently remove all offensive data from its equipment, systems and/or servers (in the case of hosting); and/or (ii) temporarily or permanently restrict or block the Customer's access to the Services or the us
B. BUSINESS DATA
This section B applies only to the processing of Business Data and not to Your Personal Data. You are the data controller for the processing of your Business Data. As you are controller for the processing of the Business Data, Alphadoc is not responsible for the lawfulness of the data processing we perform on your behalf. The responsibilities and liabilities for Business Data are set out in the Agreement. In case of conflict with any stipulation in the Agreement, this Section B shall prevail.
Looking into and using your Business Data
Our personnel may access your Business Data (such as customer support or consulting), only if this is necessary to operate the Alphadocs Services, to improve, to analyze or to support your use of the Alphadoc Services.
How you manage the access and use of your Business Data
The user management of the Alphadoc Services, including providing access and granting and revoking of permissions within your area of the Alphadoc Services, is your own responsibility. The Alphadoc Services may provide certain functionalities for creating and deactivating users and setting permissions to ensure support of segregation of duties. Log-in details are personal to the individual user and must not be shared with other users.
Retention, removal and retrieval of Business Data
All Business Data entered in the Alphadoc Services will be stored and retained for the duration of the Agreement. After termination of the Agreement the Business Data will be no longer accessible to you. Depending on your Alphadoc Services, your Business Data may be retained for an additional grace period. This grace period varies depending on your Alphadoc Services between 30 days and 6 months. During the grace period the contract can be re-activated without losing Business Data. After the grace period the Business Data will be permanently removed from storage. For the avoidance of doubt, we have no such retention or storage obligations in relation to any Business Data you store 'on premise' while using the Alphadoc Services.
Sub-processors
You consent to Alphadoc hiring sub-processors to deliver (parts of) the Alphadoc Services and to process your Business Data. Such sub-processors are prohibited from using Personal Data for any other purpose than stated in the Agreement and Alphadoc contractually ensures that the sub-processors and their employees will maintain confidentiality regarding the Personal Data and will comply with the necessary instructions and security measures as determined in this Privacy Policy.
Location of Business Data
Depending on the Alphadoc Services you have requested, your Business Data may be stored on servers of our subprocessors, which are located in different datacenters. By entering into the Agreement, you consent to your Business Data being stored on the servers of our sub-processors. The datacenters/servers for storage purposes are located at: [**].
Security breaches
To protect Business Data from unauthorized access, use, modification or accidental loss and destruction, Alphadoc has taken technical and organizational measures for the security of the processing of your Business Data (see section D). Should any security breach occur that impacts Business Data you will be notified without undue delay once the breach has been determined. The term “security breach” shall be understood to mean: any breach of the security measures as set out in the header ”Security measures to protect Personal Data” in section D leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Business Data transmitted, stored or otherwise processed.
Once we notify you of any security breach we shall cooperate with you with regard to such incidents, to enable you to perform an investigation into the incident. To the extent such security breach was caused by a violation of the requirements of the Agreement and/or this Privacy Policy by us, we shall make reasonable efforts to identify and to take suitable further steps in respect of the security breach.
Any notifications pursuant to the event of a security breach shall be addressed to your contact person as stated in the Agreement.
C. USE OF OUR WEBSITE
This section tells you about the information Alphadoc may collect on this website, how the information is used, and how you can access and correct certain information that we may collect.
If you as a visitor choose to register or submit information to Alphadoc via this website (the “Site”), you agree to the use of such data in accordance with this Privacy Policy.
Collection of Your Personal Data
You can access many areas of our Site without submitting any personally identifiable data. You may voluntarily choose to provide Alphadoc with identifiable personal data by completing forms, sending emails, or other means as may be provided from time to time on the Site. The personally identifiable data that we would collect from you if you so choose would typically include your name and title, email address, mailing address, telephone, social media details and information about your company. In addition to information that you voluntarily submit, Alphadoc may, at its option, collect additional information about you from third party sources. Personal data collected by Alphadoc will be as reasonably necessary to fulfil your requests and to provide the most relevant, targeted offers and information from Alphadoc. All such information collected shall be referred to herein as “Personal Data”.Furthermore, Alphadoc monitors incoming and outgoing Site traffic data to help diagnose problems with its servers and to administer its Site. Alphadoc also uses this data to assemble broad demographic information about its visitors, customers, and partners in general.The following is a list of examples where you may choose to specifically and voluntarily submit Personal Data to Alphadoc through this Site, which Alphadoc may use for each purpose indicated at the time of your submission:
o Register for access to certain areas of the Site;
o Request access to demos;
o Contact us for further information about products, services, events, and programs or to submit questions or comments to Alphadoc;
o Subscribe to receive newsletters, information, alerts, offers, and other communications;
o Submit a resume and/or job application for possible employment with Alphadoc;
o Register for attendance or sponsorship at events, webinars and conferences.
Use of Your Personal Data
Alphadoc uses Personal Data submitted through the Site to provide a way for customers, partners, customer and partner prospects, and other contacts to communicate with our team. Alphadoc collects the Personal Data from you in order to establish and maintain relationships, and in order to serve you better. When appropriate, Alphadoc may also use the Personal Data separately or in combination with pre-existing information.By voluntarily submitting your Personal Data, you consent to the collection and use of your Personal Data as described in this Privacy Policy. In some circumstances, Alphadoc may share Personal Data that you voluntarily submit with trustworthy business partners. We will only use such third party business partners in order to deliver services to us or on our behalf, and they are prohibited from using that information for any other purpose.Due to the existing legal, regulatory, and security environment, Alphadoc may be required, under certain circumstances, to disclose aggregate level and/or personally identifiable data submitted to Alphadoc through the Site. Alphadoc will use reasonable efforts to limit such disclosures to the following circumstances: (i) where Alphadoc believes in good faith that it is required to do so in response to a subpoena or other legal process; (ii) where reasonably required to do so in order to maintain, update or otherwise implement Alphadoc’s data security measures, equipment, technical operations and the like; (iii) where reasonably necessary to identify, contact, or bring legal action against persons or entities to preserve and/or enforce Alphadoc’s rights; (iv) protect and defend the rights or property of Alphadoc; or (v) in urgent circumstances to protect the personal safety of the public or of users of the Alphadoc products, services, and the Site.
Cookies
If you review or download information, we may track the visit through the use of "cookies". You can find the cookie policy on: https://alphadoc.io/#cookiepolicy
Links to other websites
This Site may contain links to websites which are owned and operated by third parties and do not operate in accordance with this Privacy Policy. When you link to other websites through this Site, this Privacy Policy no longer applies. We encourage you to review each website’s privacy policy before disclosing any personally identifiable information. Alphadoc is not responsible for the privacy practices of such third party websites.
Choices Regarding Use of Personal Information
Upon voluntarily providing your Personal Data to Alphadoc through this Site, Alphadoc will use your Personal Data in accordance with this Privacy Policy. Should you at any time decide that you do not want to continue to receive electronic communications, you will have the ability to unsubscribe or “opt out” from such communications by means of a link provided in each such communication, or if not provided therein, by sending an email or contacting us at the contact details provided in this Privacy Policy.
D. ALL PERSONAL DATA
This section D applies to the processing of all Personal Data (including both Your Personal Data and Business Data) by Alphadoc.
Support in the case of termination of the Agreement
If the Agreement is terminated, you have the possibility only for certain Alphadoc Services to download all Data up to the last day of the Agreement.
Data protection legislation
Protecting the privacy and security of Personal Data is of the highest importance to us, and we are committed to compliance with all applicable country-specific data protection laws that apply to the Alphadoc Services and processing of your Data, as agreed upon in the Agreement.
Law enforcement requests
We will not disclose Personal Data to a third party (including law enforcement, other government entities or civil litigants) except as described in this Privacy Policy and above under “Sub-processors”, as you direct us or as required by law, an ordinance, or a court order.
Confidentiality
Alphadoc shall treat all Personal Data as strictly confidential and shall inform all its employees, agents and/or subprocessors engaged in processing the Personal Data of the confidential nature of such Personal Data. Alphadoc shall ensure that all such persons or parties are bound by similar confidentiality obligations.
Security measures to protect Personal Data
Alphadoc shall take technical and organizational measures for the security of the processing of the Personal Data. These measures shall include, but not be limited to:
1. the prevention of unauthorized persons from gaining access to data processing systems (physical access control);
2. the prevention of processing systems from being used without authorization (logical access control);
3. ensuring that persons entitled to use a data processing system gain access only to such Personal Data as they are entitled to accessing in accordance with their access rights, and that, in the course of processing or use and after storage, Personal Data cannot be read, copied, modified or deleted without authorization (Data access control);
4. ensuring that Personal Data cannot be read, copied, modified or deleted without authorization during electronic transmission, transport or storage on storage media, and that the target entities for any transfer of Personal Data by means of Personal Data transmission facilities can be established and verified (Data transfer control);
5. ensuring that measures are implemented for subsequent checking whether Personal Data have been entered, changed or removed (deleted), and by whom (input control);
6. ensuring that Personal Data are processed solely in accordance with the instructions (control of instructions);
7. ensuring that Personal Data are protected against accidental destruction or loss (availability control);
8. ensuring that Personal Data collected for different purposes can be processed separately (separation control).
The internet is in itself not a secure environment and we cannot give an absolute assurance that your Data will be secure at all times. Transferring Personal Data over the internet is at your own risk and you should only enter the Alphadoc Services or transfer Personal Data to and within the Alphadoc Services by using a secure environment. Alphadoc strongly advices you to connect to the Alphadoc Services via secure and encrypted channels.
Despite the above mentioned measures, you are solely responsible for implementing appropriate security measures for Personal Data processed when using the Alphadoc Services in accordance with data protection laws applicable to them.
Changes
We reserve the right to change this Privacy Policy. Any amendments to this Privacy Policy are effective upon posting at this website and we will revise the “last updated” date at the top of this Privacy Policy. You should check this website and our customer portals frequently to see recent amendments. Your continued use of the Alphadoc Services will be deemed as acceptance of any amended Privacy Policy.
INQUIRIES AND COMPLAINTS
If you have any questions, concerns or complaints about how we handle the processing of Personal Data or about this Privacy Policy you can contact us via the contact details further below. Dependent of the nature of your question, concern or complaint we will provide you with an initial response within a reasonable time. We will only take your question, concern or complaint in consideration if all relevant details are included. In addition to this initial response, we will give maximum effort to investigate and attempt to resolve your question, concern or complaint within 30 business days or such longer period as is necessary and notified to you. Should you have unresolved concerns you have the right to file a complaint with your local data protection authority.
Contact Us
Name: Job Rietbergen
Title: CEO
Email: post@alphadoc.io
SAAS SERVICES AGREEMENT
This SaaS Services Agreement (" Agreement") is between Alphadoc B.V., a private company with limited liability under the laws of The Netherlands, having its corporate seat in Utrecht, with its registered office at Knopstraat 50, 3551 ET Utrecht, registered at the Chamber of Commerce under file number 85680222 (" Alphadoc"), and the Customer listed in the SaaS Services Order Form (" Customer"). This Agreement includes and incorporates the SaaS Services Order Form above and sets out the terms and conditions that will apply.
Article 1 - General
1. Stipulations that deviate from these terms and conditions will be binding only if they have been agreed in writing and will apply only to the case in question.
2. Alphadoc expressly rejects the applicability of Customer's general terms and conditions.
3. The terms 'in writing' or 'written' also mean by email. If a word or phrase is defined, its other grammatical forms have a corresponding meaning. If a word or phrase is followed by a word of phrase in the Dutch language between parentheses, the (legal) meaning of the word of phrase in the Dutch language shall prevail. In this Agreement reasonable efforts shall be understood as an "inspanningsverplichting".
4. Alphadoc reserves the right, at its sole discretion, to amend this Agreement fully or partially from time to time. Alphadoc will give reasonable prior notice before the updated terms and conditions come into effect. If the Customer does not agree with the intended changes, the Customer may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the amendments.
5. All offers or quotations regarding the Services are non-binding and revocable.
6. The Customer may place additional orders for Services via additional Order Forms. Each order is subject to Alphadoc's acceptance. Alphadoc may accept or reject an order at its sole discretion. The additional order comes into effect on the date on which Alphadoc sends the Customer a confirmation of the order and will be subject to this Agreement.
7. The Customer accepts responsibility for choosing the Services to achieve its intended results and acknowledges that the Services have not been developed to meet individual requirements of Customer.
Article 2 - Definitions
1. Alphadoc: Alphadoc B.V., with office address at Knopstraat 50, 3551 ET Utrecht, registered at the trade register of the Dutch Chamber of Commerce under number 85680222.
2. Agreement(s): this agreement between Alphadoc and the Customer regarding the provision of Services and all relevant Order Forms.
3. Charges: the charges of the Services as specified in the Order Form.
4. Clause: a clause in this Agreement.
5. Confidential Information: confidential information about the Customer or Alphadoc, including (i) information marked as 'confidential' in writing, (ii) information not generally known to the public, (iii) information not generally disclosed by the party to whom it relates and/or from who it originates, and (iv) information whose confidential nature is reasonably known.
6. Customer: the natural person or legal entity lister in the Order Form.
7. Customer Data: all data that the Customer (or someone on behalf of the Customer) enters in the Services and/or data that is shared by or on behalf of the Customer with Alphadoc.
8. Defects: all failures in the Services that significantly impede its functioning.
9. Employee: an employee of the Customer or Alphadoc and/or a natural person or legal entity who is authorised to work for or under the responsibility of the Customer or Alphadoc.
10. Effective Date: the date of this Agreement or an additional Order Form has been duly signed by both parties.
11. Login Details: usernames, passwords, tokens and other codes intended solely for the User to access the Services.
12. Login Procedure: the procedure prescribed by Alphadoc that the Customer must follow to access the Services.
13. Order Form: the SaaS Services Order Form attached to this Agreement as well as any additional order forms that follow.
14. Privacy Policy: the privacy policy, made separately available on the Website, which applies to Alphadoc's processing of the Customer's personal data.
15. Services: the services to be provided by Alphadoc as defined in the Order Form.
16. Standard Cap: as defined in Clause 14.1
17. Super Cap: as defined Clause 14.1
18. User: an Employee of the Customer or agents, consultants, contractors or vendors authorized by Customer.
19. Website: Alphadoc's website.
Article 3 - Right of use
1. Subject to Customer full payment of all applicable Charges, Alphadoc grants the Users a non-exclusive, non-transferable, revokable and non-sublicensable right to use the Services during the term of this Agreement, solely for their internal business operations.
2. The Customer may not allow the Services to be used by or for the benefit of any other person or legal entity other the Users. The Customer may not relicense or sublicense the Services, or use the Services for training third parties, commercial use, rental or use by a service agency.
3. Without Alphadoc's prior written consent, the Customer may not transfer an Agreement or any of their rights and/or obligations under this Agreement.
4. The Services are provided 'as-is' on the Effective Date and Alphadoc may adjust the Services at its own discretion provided that such changes do not materially and negatively impact the functionality, performance or security of the Services. Alphadoc will use reasonable efforts inform the Customer in due time of updates and/or upgrades of the Services.
Article 4 - Prices and payment
1. The Charges are as specified in the Order Form and are exclusive of VAT.
2. By default, the Customer will pay the Charges by direct debit and provide Alphadoc with the correct authorisation. The Customer must have a bank account with a national or international bank, registered with the local central bank. Direct debit payments are collected monthly or yearly. To the extent a direct debit is not possible, the Charges must be paid within 14 days of the invoice date.
3. Alphadoc may offer the Customer various payment methods (such as bank transfer, credit card, iDEAL, PayPal, etc.). To the extent Alphadoc offers a specific payment method to the Customer and the Customer accepts it, the Customer agrees that additional conditions of Alphadoc or of third parties may apply to that payment method.
4. In its sole discretion and at any time, Alphadoc may modify Charges for its subscription plans. Alphadoc will inform the Customer of an adjustment through the Website one month before the date on which the adjustment comes into effect. All changes to the Charges will become effective at the end of the current billing cycle of the Customer. If the adjustment leads to increased Charges and the Customer does not consent to the proposed change, it may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the adjusted fees.
5. The Customer must provide Alphadoc with all relevant and correct details, including but not limited to their full name, address and payment details as well as relevant VAT details, and immediately notify Alphadoc of any change in these details through the Services or per email. In case Customer fails to do so and does not cooperate or provides unclear details, the consequences are at Customers own expense and risk.
6. If Customer does not pay the Charges when due, or revokes the direct debit mandate without valid reason, or if the payment cannot be processed for reasons not attributable to Alphadoc, Alphadoc will inform the Customer accordingly and reserves its right to limit the functionality of the Services without incurring any liability towards the Customer. At the Customer's request, Alphadoc may lift that restriction or blocked access to the Services when the outstanding amounts, plus an additional fee in accordance with article 4.7, have been paid in full.
7. If Customer fails to make payment in accordance with this Clause 4, then Alphadoc shall be entitled to charge the statutory commercial interest rate on the overdue amount within the meaning of Section 6:119a of the Dutch Civil Code, from the date on which such amount fell due until payment.
8. The Customer is liable for all costs, expenses and (financial) damages, including but not limited to lawyer's fees and collection costs that Alphadoc incurs because of Customer's failure to fulfil its payment obligations.
Article 5 - Term and termination of this Agreement
1. This Agreement commences on the Effective Date and is entered into for the term as listed in the Order Form. At the end of the term this Agreement is tacitly renewed, unless a party terminates this Agreement by written notice taking into account a one-month notice period. This Agreement cannot be terminated for convenience by Customer before the end of the term except as set forth in Clause 5.4.
2. Notwithstanding its other rights and defences, Alphadoc may, without liability, suspend its obligations and/or block a Customer's access to the Services with immediate effect, if that Customer fails to duly fulfil any of its obligations under this Agreement.
3. Either party may fully or partially terminate this Agreement for cause (ontbinden) without further liability at any time, with immediate effect and without judicial intervention, by means of notice (electronic or otherwise), if the other party: (i) fails to duly fulfil one of its obligations under this Agreement and, after written notice, does not remedy this failure to perform within a reasonable period after provision of that notice, (ii) files or has filed a petition for bankruptcy which is not dismissed within 30 days, a receiver is appointed, (iii) it receives written notice that the other party can no longer fulfil its (payment) obligations (iv) it becomes apparent from the circumstances that the other party can no longer fulfil its payment obligations, or (v) if the any party is dissolved, granted a moratorium on the payment of its debts, liquidated or ceases its activities as a going concern.
4. Customer may terminate (opzeggen) this Agreement: (1) at the end of its current billing cycle if Alphadoc increases the Charges, by written notice within 10 business days of being informed of such increased charges per Clause 4.3; or (2) by written notice within 10 business days of being informed of amendments of the Agreement per Clause 1.4.
5. The termination of this Agreement does not release the Customer from pre-existing obligations to pay any fees or other amounts due to Alphadoc, nor does it entitle the Customer to any refund of any Charges or other amounts paid under it. Alphadoc is under no circumstances obliged to pay compensation because of termination and the termination for cause will not create any obligations to undo (ongedaanmakingsverbintenissen).
6. On termination of this Agreement, the Customer can request a copy of its Customer Data up to the last day of this Agreement. Alphadoc shall fulfil this request as soon as reasonably possible. After termination of this Agreement, the Customer must immediately and permanently cease using the Services and will no longer have access to the Services and its data. The Customer hereby grants consent to Alphadoc for (i) retaining the Customer Data for a period of three months after the termination of this Agreement, and (ii) destroying the Customer Data at the end of that three-month period, ultimately six months after the termination of this Agreement.
Article 6 - Login Procedure
1. The Customer and Users gain access to the Services through the Login Procedure, exclusively using the Login Details that Alphadoc provides to the Customer. Alphadoc is entitled to adjust the Login Procedure at its own discretion and will inform the Customer of this in a timely manner.
2. The Customer is responsible for the Login Details and must handle these details with due care. Each individual User has its own Login Details that are personal to the individual User and may not be shared with or transferred to any other party or person, whether or not part of the Customer's organisation. The Customer and Users must keep the Login Details completely confidential. The Customer is liable for any use of the Login Details by the Users. Customer is responsible for the compliance at all times of itself and its Users with all terms of this Agreement. Customer accepts liability for the applicable acts and omissions of its Users as if they were acts or omissions of Customer itself.
Article 7 - Rules of use
1. The Customer warrants that the Users will use the Services in accordance with this Agreement and applicable laws and regulations, and will not use the Services for any acts and/or conduct that would expose Alphadoc to negative publicity. The Customer is ultimately responsible for all information the Users add to or change in the Services.
2. The Customer shall not: (i) use or attempt to use the Services for any illegal or unlawful purpose or to infringe intellectual property rights belonging to third parties; (ii) use or attempt to use the Services in such a way that it disrupts Alphadoc's provision of the Services to third parties; (iii) access or attempt to access any part of the Services which the Customer is not authorised to access; (iv) access or attempt to access any part of the Services with automated means; (v) access, store, distribute, upload or transmit any virus, Trojan horse, worm or other electronically infected file or device; (vi) use any form of automated integration other than automated integration through APIs (application programming interfaces) that Alphadoc provides; (vii) reverse engineer, decompile, copy, distribute, disseminate, sublicense, modify, translate, scan, adapt or otherwise modify and/or reproduce any software or other code or script forming part of or accessible through the Services or Website; (viii) using the Services for spreading or facilitating spam; and/or (ix) directly or indirectly disrupt or attempt to disrupt the functioning of all or any part of the infrastructure of Alphadoc or of third parties or connections between them.
3. Alphadoc provides the Services based on a fair use policy. This means that Alphadoc generally imposes no restrictions on the nature and scope of the Customer's use of the Services, other than as intended in this Agreement. Alphadoc offers the Services for a quantity of information that it stores and the volume of data transport it realises, as can be expected on average in a big or medium-sized enterprise. Alphadoc reserves the right to take measures if excessive use occurs, namely use that significantly exceeds a Customer's average use. The Customer must take immediate measures to end this excessive use after the first notice from Alphadoc. Alphadoc may suspend the Services if a persistently excessive burden occurs or is suspected. Alphadoc may charge the Customer for the costs relating to this excessive burden at prices and rates effective that moment. Excessive burden also includes excessively high use of processing, memory, network, disk and storage capacity, as well as excessive use of support services and management services.
4. The Customer is responsible for the operation of its hardware and software, configuration, peripheral equipment and internet connection required for using the Services. The Customer is responsible for taking the necessary measures to protect its equipment, software, Login Details and telecommunications and internet connections against viruses, computer crimes and unauthorised third-party use.
5. For any actual or suspected misuse or other improper use of the Services or other violation of the provisions of this Agreement, Alphadoc may, at its sole discretion and with immediate effect: (i) demand the Customer to temporarily or permanently remove all offensive data from its equipment, systems and/or servers (in the case of hosting); and/or (ii) temporarily or permanently restrict or block the Customer's access to the Services or the us
B. BUSINESS DATA
This section B applies only to the processing of Business Data and not to Your Personal Data. You are the data controller for the processing of your Business Data. As you are controller for the processing of the Business Data, Alphadoc is not responsible for the lawfulness of the data processing we perform on your behalf. The responsibilities and liabilities for Business Data are set out in the Agreement. In case of conflict with any stipulation in the Agreement, this Section B shall prevail.
Looking into and using your Business Data
Our personnel may access your Business Data (such as customer support or consulting), only if this is necessary to operate the Alphadocs Services, to improve, to analyze or to support your use of the Alphadoc Services.
How you manage the access and use of your Business Data
The user management of the Alphadoc Services, including providing access and granting and revoking of permissions within your area of the Alphadoc Services, is your own responsibility. The Alphadoc Services may provide certain functionalities for creating and deactivating users and setting permissions to ensure support of segregation of duties. Log-in details are personal to the individual user and must not be shared with other users.
Retention, removal and retrieval of Business Data
All Business Data entered in the Alphadoc Services will be stored and retained for the duration of the Agreement. After termination of the Agreement the Business Data will be no longer accessible to you. Depending on your Alphadoc Services, your Business Data may be retained for an additional grace period. This grace period varies depending on your Alphadoc Services between 30 days and 6 months. During the grace period the contract can be re-activated without losing Business Data. After the grace period the Business Data will be permanently removed from storage. For the avoidance of doubt, we have no such retention or storage obligations in relation to any Business Data you store 'on premise' while using the Alphadoc Services.
Sub-processors
You consent to Alphadoc hiring sub-processors to deliver (parts of) the Alphadoc Services and to process your Business Data. Such sub-processors are prohibited from using Personal Data for any other purpose than stated in the Agreement and Alphadoc contractually ensures that the sub-processors and their employees will maintain confidentiality regarding the Personal Data and will comply with the necessary instructions and security measures as determined in this Privacy Policy.
Location of Business Data
Depending on the Alphadoc Services you have requested, your Business Data may be stored on servers of our subprocessors, which are located in different datacenters. By entering into the Agreement, you consent to your Business Data being stored on the servers of our sub-processors. The datacenters/servers for storage purposes are located at: [**].
Security breaches
To protect Business Data from unauthorized access, use, modification or accidental loss and destruction, Alphadoc has taken technical and organizational measures for the security of the processing of your Business Data (see section D). Should any security breach occur that impacts Business Data you will be notified without undue delay once the breach has been determined. The term “security breach” shall be understood to mean: any breach of the security measures as set out in the header ”Security measures to protect Personal Data” in section D leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Business Data transmitted, stored or otherwise processed.
Once we notify you of any security breach we shall cooperate with you with regard to such incidents, to enable you to perform an investigation into the incident. To the extent such security breach was caused by a violation of the requirements of the Agreement and/or this Privacy Policy by us, we shall make reasonable efforts to identify and to take suitable further steps in respect of the security breach.
Any notifications pursuant to the event of a security breach shall be addressed to your contact person as stated in the Agreement.
C. USE OF OUR WEBSITE
This section tells you about the information Alphadoc may collect on this website, how the information is used, and how you can access and correct certain information that we may collect.
If you as a visitor choose to register or submit information to Alphadoc via this website (the “Site”), you agree to the use of such data in accordance with this Privacy Policy.
Collection of Your Personal Data
You can access many areas of our Site without submitting any personally identifiable data. You may voluntarily choose to provide Alphadoc with identifiable personal data by completing forms, sending emails, or other means as may be provided from time to time on the Site. The personally identifiable data that we would collect from you if you so choose would typically include your name and title, email address, mailing address, telephone, social media details and information about your company. In addition to information that you voluntarily submit, Alphadoc may, at its option, collect additional information about you from third party sources. Personal data collected by Alphadoc will be as reasonably necessary to fulfil your requests and to provide the most relevant, targeted offers and information from Alphadoc. All such information collected shall be referred to herein as “Personal Data”.Furthermore, Alphadoc monitors incoming and outgoing Site traffic data to help diagnose problems with its servers and to administer its Site. Alphadoc also uses this data to assemble broad demographic information about its visitors, customers, and partners in general.The following is a list of examples where you may choose to specifically and voluntarily submit Personal Data to Alphadoc through this Site, which Alphadoc may use for each purpose indicated at the time of your submission:
o Register for access to certain areas of the Site;
o Request access to demos;
o Contact us for further information about products, services, events, and programs or to submit questions or comments to Alphadoc;
o Subscribe to receive newsletters, information, alerts, offers, and other communications;
o Submit a resume and/or job application for possible employment with Alphadoc;
o Register for attendance or sponsorship at events, webinars and conferences.
Use of Your Personal Data
Alphadoc uses Personal Data submitted through the Site to provide a way for customers, partners, customer and partner prospects, and other contacts to communicate with our team. Alphadoc collects the Personal Data from you in order to establish and maintain relationships, and in order to serve you better. When appropriate, Alphadoc may also use the Personal Data separately or in combination with pre-existing information.By voluntarily submitting your Personal Data, you consent to the collection and use of your Personal Data as described in this Privacy Policy. In some circumstances, Alphadoc may share Personal Data that you voluntarily submit with trustworthy business partners. We will only use such third party business partners in order to deliver services to us or on our behalf, and they are prohibited from using that information for any other purpose.Due to the existing legal, regulatory, and security environment, Alphadoc may be required, under certain circumstances, to disclose aggregate level and/or personally identifiable data submitted to Alphadoc through the Site. Alphadoc will use reasonable efforts to limit such disclosures to the following circumstances: (i) where Alphadoc believes in good faith that it is required to do so in response to a subpoena or other legal process; (ii) where reasonably required to do so in order to maintain, update or otherwise implement Alphadoc’s data security measures, equipment, technical operations and the like; (iii) where reasonably necessary to identify, contact, or bring legal action against persons or entities to preserve and/or enforce Alphadoc’s rights; (iv) protect and defend the rights or property of Alphadoc; or (v) in urgent circumstances to protect the personal safety of the public or of users of the Alphadoc products, services, and the Site.
Cookies
If you review or download information, we may track the visit through the use of "cookies". You can find the cookie policy on: https://alphadoc.io/#cookiepolicy
Links to other websites
This Site may contain links to websites which are owned and operated by third parties and do not operate in accordance with this Privacy Policy. When you link to other websites through this Site, this Privacy Policy no longer applies. We encourage you to review each website’s privacy policy before disclosing any personally identifiable information. Alphadoc is not responsible for the privacy practices of such third party websites.
Choices Regarding Use of Personal Information
Upon voluntarily providing your Personal Data to Alphadoc through this Site, Alphadoc will use your Personal Data in accordance with this Privacy Policy. Should you at any time decide that you do not want to continue to receive electronic communications, you will have the ability to unsubscribe or “opt out” from such communications by means of a link provided in each such communication, or if not provided therein, by sending an email or contacting us at the contact details provided in this Privacy Policy.
D. ALL PERSONAL DATA
This section D applies to the processing of all Personal Data (including both Your Personal Data and Business Data) by Alphadoc.
Support in the case of termination of the Agreement
If the Agreement is terminated, you have the possibility only for certain Alphadoc Services to download all Data up to the last day of the Agreement.
Data protection legislation
Protecting the privacy and security of Personal Data is of the highest importance to us, and we are committed to compliance with all applicable country-specific data protection laws that apply to the Alphadoc Services and processing of your Data, as agreed upon in the Agreement.
Law enforcement requests
We will not disclose Personal Data to a third party (including law enforcement, other government entities or civil litigants) except as described in this Privacy Policy and above under “Sub-processors”, as you direct us or as required by law, an ordinance, or a court order.
Confidentiality
Alphadoc shall treat all Personal Data as strictly confidential and shall inform all its employees, agents and/or subprocessors engaged in processing the Personal Data of the confidential nature of such Personal Data. Alphadoc shall ensure that all such persons or parties are bound by similar confidentiality obligations.
Security measures to protect Personal Data
Alphadoc shall take technical and organizational measures for the security of the processing of the Personal Data. These measures shall include, but not be limited to:
1. the prevention of unauthorized persons from gaining access to data processing systems (physical access control);
2. the prevention of processing systems from being used without authorization (logical access control);
3. ensuring that persons entitled to use a data processing system gain access only to such Personal Data as they are entitled to accessing in accordance with their access rights, and that, in the course of processing or use and after storage, Personal Data cannot be read, copied, modified or deleted without authorization (Data access control);
4. ensuring that Personal Data cannot be read, copied, modified or deleted without authorization during electronic transmission, transport or storage on storage media, and that the target entities for any transfer of Personal Data by means of Personal Data transmission facilities can be established and verified (Data transfer control);
5. ensuring that measures are implemented for subsequent checking whether Personal Data have been entered, changed or removed (deleted), and by whom (input control);
6. ensuring that Personal Data are processed solely in accordance with the instructions (control of instructions);
7. ensuring that Personal Data are protected against accidental destruction or loss (availability control);
8. ensuring that Personal Data collected for different purposes can be processed separately (separation control).
The internet is in itself not a secure environment and we cannot give an absolute assurance that your Data will be secure at all times. Transferring Personal Data over the internet is at your own risk and you should only enter the Alphadoc Services or transfer Personal Data to and within the Alphadoc Services by using a secure environment. Alphadoc strongly advices you to connect to the Alphadoc Services via secure and encrypted channels.
Despite the above mentioned measures, you are solely responsible for implementing appropriate security measures for Personal Data processed when using the Alphadoc Services in accordance with data protection laws applicable to them.
Changes
We reserve the right to change this Privacy Policy. Any amendments to this Privacy Policy are effective upon posting at this website and we will revise the “last updated” date at the top of this Privacy Policy. You should check this website and our customer portals frequently to see recent amendments. Your continued use of the Alphadoc Services will be deemed as acceptance of any amended Privacy Policy.
INQUIRIES AND COMPLAINTS
If you have any questions, concerns or complaints about how we handle the processing of Personal Data or about this Privacy Policy you can contact us via the contact details further below. Dependent of the nature of your question, concern or complaint we will provide you with an initial response within a reasonable time. We will only take your question, concern or complaint in consideration if all relevant details are included. In addition to this initial response, we will give maximum effort to investigate and attempt to resolve your question, concern or complaint within 30 business days or such longer period as is necessary and notified to you. Should you have unresolved concerns you have the right to file a complaint with your local data protection authority.
Contact Us
Name: Job Rietbergen
Title: CEO
Email: post@alphadoc.io
SAAS SERVICES AGREEMENT
This SaaS Services Agreement (" Agreement") is between Alphadoc B.V., a private company with limited liability under the laws of The Netherlands, having its corporate seat in Utrecht, with its registered office at Knopstraat 50, 3551 ET Utrecht, registered at the Chamber of Commerce under file number 85680222 (" Alphadoc"), and the Customer listed in the SaaS Services Order Form (" Customer"). This Agreement includes and incorporates the SaaS Services Order Form above and sets out the terms and conditions that will apply.
Article 1 - General
1. Stipulations that deviate from these terms and conditions will be binding only if they have been agreed in writing and will apply only to the case in question.
2. Alphadoc expressly rejects the applicability of Customer's general terms and conditions.
3. The terms 'in writing' or 'written' also mean by email. If a word or phrase is defined, its other grammatical forms have a corresponding meaning. If a word or phrase is followed by a word of phrase in the Dutch language between parentheses, the (legal) meaning of the word of phrase in the Dutch language shall prevail. In this Agreement reasonable efforts shall be understood as an "inspanningsverplichting".
4. Alphadoc reserves the right, at its sole discretion, to amend this Agreement fully or partially from time to time. Alphadoc will give reasonable prior notice before the updated terms and conditions come into effect. If the Customer does not agree with the intended changes, the Customer may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the amendments.
5. All offers or quotations regarding the Services are non-binding and revocable.
6. The Customer may place additional orders for Services via additional Order Forms. Each order is subject to Alphadoc's acceptance. Alphadoc may accept or reject an order at its sole discretion. The additional order comes into effect on the date on which Alphadoc sends the Customer a confirmation of the order and will be subject to this Agreement.
7. The Customer accepts responsibility for choosing the Services to achieve its intended results and acknowledges that the Services have not been developed to meet individual requirements of Customer.
Article 2 - Definitions
1. Alphadoc: Alphadoc B.V., with office address at Knopstraat 50, 3551 ET Utrecht, registered at the trade register of the Dutch Chamber of Commerce under number 85680222.
2. Agreement(s): this agreement between Alphadoc and the Customer regarding the provision of Services and all relevant Order Forms.
3. Charges: the charges of the Services as specified in the Order Form.
4. Clause: a clause in this Agreement.
5. Confidential Information: confidential information about the Customer or Alphadoc, including (i) information marked as 'confidential' in writing, (ii) information not generally known to the public, (iii) information not generally disclosed by the party to whom it relates and/or from who it originates, and (iv) information whose confidential nature is reasonably known.
6. Customer: the natural person or legal entity lister in the Order Form.
7. Customer Data: all data that the Customer (or someone on behalf of the Customer) enters in the Services and/or data that is shared by or on behalf of the Customer with Alphadoc.
8. Defects: all failures in the Services that significantly impede its functioning.
9. Employee: an employee of the Customer or Alphadoc and/or a natural person or legal entity who is authorised to work for or under the responsibility of the Customer or Alphadoc.
10. Effective Date: the date of this Agreement or an additional Order Form has been duly signed by both parties.
11. Login Details: usernames, passwords, tokens and other codes intended solely for the User to access the Services.
12. Login Procedure: the procedure prescribed by Alphadoc that the Customer must follow to access the Services.
13. Order Form: the SaaS Services Order Form attached to this Agreement as well as any additional order forms that follow.
14. Privacy Policy: the privacy policy, made separately available on the Website, which applies to Alphadoc's processing of the Customer's personal data.
15. Services: the services to be provided by Alphadoc as defined in the Order Form.
16. Standard Cap: as defined in Clause 14.1
17. Super Cap: as defined Clause 14.1
18. User: an Employee of the Customer or agents, consultants, contractors or vendors authorized by Customer.
19. Website: Alphadoc's website.
Article 3 - Right of use
1. Subject to Customer full payment of all applicable Charges, Alphadoc grants the Users a non-exclusive, non-transferable, revokable and non-sublicensable right to use the Services during the term of this Agreement, solely for their internal business operations.
2. The Customer may not allow the Services to be used by or for the benefit of any other person or legal entity other the Users. The Customer may not relicense or sublicense the Services, or use the Services for training third parties, commercial use, rental or use by a service agency.
3. Without Alphadoc's prior written consent, the Customer may not transfer an Agreement or any of their rights and/or obligations under this Agreement.
4. The Services are provided 'as-is' on the Effective Date and Alphadoc may adjust the Services at its own discretion provided that such changes do not materially and negatively impact the functionality, performance or security of the Services. Alphadoc will use reasonable efforts inform the Customer in due time of updates and/or upgrades of the Services.
Article 4 - Prices and payment
1. The Charges are as specified in the Order Form and are exclusive of VAT.
2. By default, the Customer will pay the Charges by direct debit and provide Alphadoc with the correct authorisation. The Customer must have a bank account with a national or international bank, registered with the local central bank. Direct debit payments are collected monthly or yearly. To the extent a direct debit is not possible, the Charges must be paid within 14 days of the invoice date.
3. Alphadoc may offer the Customer various payment methods (such as bank transfer, credit card, iDEAL, PayPal, etc.). To the extent Alphadoc offers a specific payment method to the Customer and the Customer accepts it, the Customer agrees that additional conditions of Alphadoc or of third parties may apply to that payment method.
4. In its sole discretion and at any time, Alphadoc may modify Charges for its subscription plans. Alphadoc will inform the Customer of an adjustment through the Website one month before the date on which the adjustment comes into effect. All changes to the Charges will become effective at the end of the current billing cycle of the Customer. If the adjustment leads to increased Charges and the Customer does not consent to the proposed change, it may terminate this Agreement in accordance with Clause 5.4, in absence whereof the Customer is deemed to have accepted the adjusted fees.
5. The Customer must provide Alphadoc with all relevant and correct details, including but not limited to their full name, address and payment details as well as relevant VAT details, and immediately notify Alphadoc of any change in these details through the Services or per email. In case Customer fails to do so and does not cooperate or provides unclear details, the consequences are at Customers own expense and risk.
6. If Customer does not pay the Charges when due, or revokes the direct debit mandate without valid reason, or if the payment cannot be processed for reasons not attributable to Alphadoc, Alphadoc will inform the Customer accordingly and reserves its right to limit the functionality of the Services without incurring any liability towards the Customer. At the Customer's request, Alphadoc may lift that restriction or blocked access to the Services when the outstanding amounts, plus an additional fee in accordance with article 4.7, have been paid in full.
7. If Customer fails to make payment in accordance with this Clause 4, then Alphadoc shall be entitled to charge the statutory commercial interest rate on the overdue amount within the meaning of Section 6:119a of the Dutch Civil Code, from the date on which such amount fell due until payment.
8. The Customer is liable for all costs, expenses and (financial) damages, including but not limited to lawyer's fees and collection costs that Alphadoc incurs because of Customer's failure to fulfil its payment obligations.
Article 5 - Term and termination of this Agreement
1. This Agreement commences on the Effective Date and is entered into for the term as listed in the Order Form. At the end of the term this Agreement is tacitly renewed, unless a party terminates this Agreement by written notice taking into account a one-month notice period. This Agreement cannot be terminated for convenience by Customer before the end of the term except as set forth in Clause 5.4.
2. Notwithstanding its other rights and defences, Alphadoc may, without liability, suspend its obligations and/or block a Customer's access to the Services with immediate effect, if that Customer fails to duly fulfil any of its obligations under this Agreement.
3. Either party may fully or partially terminate this Agreement for cause (ontbinden) without further liability at any time, with immediate effect and without judicial intervention, by means of notice (electronic or otherwise), if the other party: (i) fails to duly fulfil one of its obligations under this Agreement and, after written notice, does not remedy this failure to perform within a reasonable period after provision of that notice, (ii) files or has filed a petition for bankruptcy which is not dismissed within 30 days, a receiver is appointed, (iii) it receives written notice that the other party can no longer fulfil its (payment) obligations (iv) it becomes apparent from the circumstances that the other party can no longer fulfil its payment obligations, or (v) if the any party is dissolved, granted a moratorium on the payment of its debts, liquidated or ceases its activities as a going concern.
4. Customer may terminate (opzeggen) this Agreement: (1) at the end of its current billing cycle if Alphadoc increases the Charges, by written notice within 10 business days of being informed of such increased charges per Clause 4.3; or (2) by written notice within 10 business days of being informed of amendments of the Agreement per Clause 1.4.
5. The termination of this Agreement does not release the Customer from pre-existing obligations to pay any fees or other amounts due to Alphadoc, nor does it entitle the Customer to any refund of any Charges or other amounts paid under it. Alphadoc is under no circumstances obliged to pay compensation because of termination and the termination for cause will not create any obligations to undo (ongedaanmakingsverbintenissen).
6. On termination of this Agreement, the Customer can request a copy of its Customer Data up to the last day of this Agreement. Alphadoc shall fulfil this request as soon as reasonably possible. After termination of this Agreement, the Customer must immediately and permanently cease using the Services and will no longer have access to the Services and its data. The Customer hereby grants consent to Alphadoc for (i) retaining the Customer Data for a period of three months after the termination of this Agreement, and (ii) destroying the Customer Data at the end of that three-month period, ultimately six months after the termination of this Agreement.
Article 6 - Login Procedure
1. The Customer and Users gain access to the Services through the Login Procedure, exclusively using the Login Details that Alphadoc provides to the Customer. Alphadoc is entitled to adjust the Login Procedure at its own discretion and will inform the Customer of this in a timely manner.
2. The Customer is responsible for the Login Details and must handle these details with due care. Each individual User has its own Login Details that are personal to the individual User and may not be shared with or transferred to any other party or person, whether or not part of the Customer's organisation. The Customer and Users must keep the Login Details completely confidential. The Customer is liable for any use of the Login Details by the Users. Customer is responsible for the compliance at all times of itself and its Users with all terms of this Agreement. Customer accepts liability for the applicable acts and omissions of its Users as if they were acts or omissions of Customer itself.
Article 7 - Rules of use
1. The Customer warrants that the Users will use the Services in accordance with this Agreement and applicable laws and regulations, and will not use the Services for any acts and/or conduct that would expose Alphadoc to negative publicity. The Customer is ultimately responsible for all information the Users add to or change in the Services.
2. The Customer shall not: (i) use or attempt to use the Services for any illegal or unlawful purpose or to infringe intellectual property rights belonging to third parties; (ii) use or attempt to use the Services in such a way that it disrupts Alphadoc's provision of the Services to third parties; (iii) access or attempt to access any part of the Services which the Customer is not authorised to access; (iv) access or attempt to access any part of the Services with automated means; (v) access, store, distribute, upload or transmit any virus, Trojan horse, worm or other electronically infected file or device; (vi) use any form of automated integration other than automated integration through APIs (application programming interfaces) that Alphadoc provides; (vii) reverse engineer, decompile, copy, distribute, disseminate, sublicense, modify, translate, scan, adapt or otherwise modify and/or reproduce any software or other code or script forming part of or accessible through the Services or Website; (viii) using the Services for spreading or facilitating spam; and/or (ix) directly or indirectly disrupt or attempt to disrupt the functioning of all or any part of the infrastructure of Alphadoc or of third parties or connections between them.
3. Alphadoc provides the Services based on a fair use policy. This means that Alphadoc generally imposes no restrictions on the nature and scope of the Customer's use of the Services, other than as intended in this Agreement. Alphadoc offers the Services for a quantity of information that it stores and the volume of data transport it realises, as can be expected on average in a big or medium-sized enterprise. Alphadoc reserves the right to take measures if excessive use occurs, namely use that significantly exceeds a Customer's average use. The Customer must take immediate measures to end this excessive use after the first notice from Alphadoc. Alphadoc may suspend the Services if a persistently excessive burden occurs or is suspected. Alphadoc may charge the Customer for the costs relating to this excessive burden at prices and rates effective that moment. Excessive burden also includes excessively high use of processing, memory, network, disk and storage capacity, as well as excessive use of support services and management services.
4. The Customer is responsible for the operation of its hardware and software, configuration, peripheral equipment and internet connection required for using the Services. The Customer is responsible for taking the necessary measures to protect its equipment, software, Login Details and telecommunications and internet connections against viruses, computer crimes and unauthorised third-party use.
5. For any actual or suspected misuse or other improper use of the Services or other violation of the provisions of this Agreement, Alphadoc may, at its sole discretion and with immediate effect: (i) demand the Customer to temporarily or permanently remove all offensive data from its equipment, systems and/or servers (in the case of hosting); and/or (ii) temporarily or permanently restrict or block the Customer's access to the Services or the us
B. BUSINESS DATA
This section B applies only to the processing of Business Data and not to Your Personal Data. You are the data controller for the processing of your Business Data. As you are controller for the processing of the Business Data, Alphadoc is not responsible for the lawfulness of the data processing we perform on your behalf. The responsibilities and liabilities for Business Data are set out in the Agreement. In case of conflict with any stipulation in the Agreement, this Section B shall prevail.
Looking into and using your Business Data
Our personnel may access your Business Data (such as customer support or consulting), only if this is necessary to operate the Alphadocs Services, to improve, to analyze or to support your use of the Alphadoc Services.
How you manage the access and use of your Business Data
The user management of the Alphadoc Services, including providing access and granting and revoking of permissions within your area of the Alphadoc Services, is your own responsibility. The Alphadoc Services may provide certain functionalities for creating and deactivating users and setting permissions to ensure support of segregation of duties. Log-in details are personal to the individual user and must not be shared with other users.
Retention, removal and retrieval of Business Data
All Business Data entered in the Alphadoc Services will be stored and retained for the duration of the Agreement. After termination of the Agreement the Business Data will be no longer accessible to you. Depending on your Alphadoc Services, your Business Data may be retained for an additional grace period. This grace period varies depending on your Alphadoc Services between 30 days and 6 months. During the grace period the contract can be re-activated without losing Business Data. After the grace period the Business Data will be permanently removed from storage. For the avoidance of doubt, we have no such retention or storage obligations in relation to any Business Data you store 'on premise' while using the Alphadoc Services.
Sub-processors
You consent to Alphadoc hiring sub-processors to deliver (parts of) the Alphadoc Services and to process your Business Data. Such sub-processors are prohibited from using Personal Data for any other purpose than stated in the Agreement and Alphadoc contractually ensures that the sub-processors and their employees will maintain confidentiality regarding the Personal Data and will comply with the necessary instructions and security measures as determined in this Privacy Policy.
Location of Business Data
Depending on the Alphadoc Services you have requested, your Business Data may be stored on servers of our subprocessors, which are located in different datacenters. By entering into the Agreement, you consent to your Business Data being stored on the servers of our sub-processors. The datacenters/servers for storage purposes are located at: [**].
Security breaches
To protect Business Data from unauthorized access, use, modification or accidental loss and destruction, Alphadoc has taken technical and organizational measures for the security of the processing of your Business Data (see section D). Should any security breach occur that impacts Business Data you will be notified without undue delay once the breach has been determined. The term “security breach” shall be understood to mean: any breach of the security measures as set out in the header ”Security measures to protect Personal Data” in section D leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Business Data transmitted, stored or otherwise processed.
Once we notify you of any security breach we shall cooperate with you with regard to such incidents, to enable you to perform an investigation into the incident. To the extent such security breach was caused by a violation of the requirements of the Agreement and/or this Privacy Policy by us, we shall make reasonable efforts to identify and to take suitable further steps in respect of the security breach.
Any notifications pursuant to the event of a security breach shall be addressed to your contact person as stated in the Agreement.
C. USE OF OUR WEBSITE
This section tells you about the information Alphadoc may collect on this website, how the information is used, and how you can access and correct certain information that we may collect.
If you as a visitor choose to register or submit information to Alphadoc via this website (the “Site”), you agree to the use of such data in accordance with this Privacy Policy.
Collection of Your Personal Data
You can access many areas of our Site without submitting any personally identifiable data. You may voluntarily choose to provide Alphadoc with identifiable personal data by completing forms, sending emails, or other means as may be provided from time to time on the Site. The personally identifiable data that we would collect from you if you so choose would typically include your name and title, email address, mailing address, telephone, social media details and information about your company. In addition to information that you voluntarily submit, Alphadoc may, at its option, collect additional information about you from third party sources. Personal data collected by Alphadoc will be as reasonably necessary to fulfil your requests and to provide the most relevant, targeted offers and information from Alphadoc. All such information collected shall be referred to herein as “Personal Data”.Furthermore, Alphadoc monitors incoming and outgoing Site traffic data to help diagnose problems with its servers and to administer its Site. Alphadoc also uses this data to assemble broad demographic information about its visitors, customers, and partners in general.The following is a list of examples where you may choose to specifically and voluntarily submit Personal Data to Alphadoc through this Site, which Alphadoc may use for each purpose indicated at the time of your submission:
o Register for access to certain areas of the Site;
o Request access to demos;
o Contact us for further information about products, services, events, and programs or to submit questions or comments to Alphadoc;
o Subscribe to receive newsletters, information, alerts, offers, and other communications;
o Submit a resume and/or job application for possible employment with Alphadoc;
o Register for attendance or sponsorship at events, webinars and conferences.
Use of Your Personal Data
Alphadoc uses Personal Data submitted through the Site to provide a way for customers, partners, customer and partner prospects, and other contacts to communicate with our team. Alphadoc collects the Personal Data from you in order to establish and maintain relationships, and in order to serve you better. When appropriate, Alphadoc may also use the Personal Data separately or in combination with pre-existing information.By voluntarily submitting your Personal Data, you consent to the collection and use of your Personal Data as described in this Privacy Policy. In some circumstances, Alphadoc may share Personal Data that you voluntarily submit with trustworthy business partners. We will only use such third party business partners in order to deliver services to us or on our behalf, and they are prohibited from using that information for any other purpose.Due to the existing legal, regulatory, and security environment, Alphadoc may be required, under certain circumstances, to disclose aggregate level and/or personally identifiable data submitted to Alphadoc through the Site. Alphadoc will use reasonable efforts to limit such disclosures to the following circumstances: (i) where Alphadoc believes in good faith that it is required to do so in response to a subpoena or other legal process; (ii) where reasonably required to do so in order to maintain, update or otherwise implement Alphadoc’s data security measures, equipment, technical operations and the like; (iii) where reasonably necessary to identify, contact, or bring legal action against persons or entities to preserve and/or enforce Alphadoc’s rights; (iv) protect and defend the rights or property of Alphadoc; or (v) in urgent circumstances to protect the personal safety of the public or of users of the Alphadoc products, services, and the Site.
Cookies
If you review or download information, we may track the visit through the use of "cookies". You can find the cookie policy on: https://alphadoc.io/#cookiepolicy
Links to other websites
This Site may contain links to websites which are owned and operated by third parties and do not operate in accordance with this Privacy Policy. When you link to other websites through this Site, this Privacy Policy no longer applies. We encourage you to review each website’s privacy policy before disclosing any personally identifiable information. Alphadoc is not responsible for the privacy practices of such third party websites.
Choices Regarding Use of Personal Information
Upon voluntarily providing your Personal Data to Alphadoc through this Site, Alphadoc will use your Personal Data in accordance with this Privacy Policy. Should you at any time decide that you do not want to continue to receive electronic communications, you will have the ability to unsubscribe or “opt out” from such communications by means of a link provided in each such communication, or if not provided therein, by sending an email or contacting us at the contact details provided in this Privacy Policy.
D. ALL PERSONAL DATA
This section D applies to the processing of all Personal Data (including both Your Personal Data and Business Data) by Alphadoc.
Support in the case of termination of the Agreement
If the Agreement is terminated, you have the possibility only for certain Alphadoc Services to download all Data up to the last day of the Agreement.
Data protection legislation
Protecting the privacy and security of Personal Data is of the highest importance to us, and we are committed to compliance with all applicable country-specific data protection laws that apply to the Alphadoc Services and processing of your Data, as agreed upon in the Agreement.
Law enforcement requests
We will not disclose Personal Data to a third party (including law enforcement, other government entities or civil litigants) except as described in this Privacy Policy and above under “Sub-processors”, as you direct us or as required by law, an ordinance, or a court order.
Confidentiality
Alphadoc shall treat all Personal Data as strictly confidential and shall inform all its employees, agents and/or subprocessors engaged in processing the Personal Data of the confidential nature of such Personal Data. Alphadoc shall ensure that all such persons or parties are bound by similar confidentiality obligations.
Security measures to protect Personal Data
Alphadoc shall take technical and organizational measures for the security of the processing of the Personal Data. These measures shall include, but not be limited to:
1. the prevention of unauthorized persons from gaining access to data processing systems (physical access control);
2. the prevention of processing systems from being used without authorization (logical access control);
3. ensuring that persons entitled to use a data processing system gain access only to such Personal Data as they are entitled to accessing in accordance with their access rights, and that, in the course of processing or use and after storage, Personal Data cannot be read, copied, modified or deleted without authorization (Data access control);
4. ensuring that Personal Data cannot be read, copied, modified or deleted without authorization during electronic transmission, transport or storage on storage media, and that the target entities for any transfer of Personal Data by means of Personal Data transmission facilities can be established and verified (Data transfer control);
5. ensuring that measures are implemented for subsequent checking whether Personal Data have been entered, changed or removed (deleted), and by whom (input control);
6. ensuring that Personal Data are processed solely in accordance with the instructions (control of instructions);
7. ensuring that Personal Data are protected against accidental destruction or loss (availability control);
8. ensuring that Personal Data collected for different purposes can be processed separately (separation control).
The internet is in itself not a secure environment and we cannot give an absolute assurance that your Data will be secure at all times. Transferring Personal Data over the internet is at your own risk and you should only enter the Alphadoc Services or transfer Personal Data to and within the Alphadoc Services by using a secure environment. Alphadoc strongly advices you to connect to the Alphadoc Services via secure and encrypted channels.
Despite the above mentioned measures, you are solely responsible for implementing appropriate security measures for Personal Data processed when using the Alphadoc Services in accordance with data protection laws applicable to them.
Changes
We reserve the right to change this Privacy Policy. Any amendments to this Privacy Policy are effective upon posting at this website and we will revise the “last updated” date at the top of this Privacy Policy. You should check this website and our customer portals frequently to see recent amendments. Your continued use of the Alphadoc Services will be deemed as acceptance of any amended Privacy Policy.
INQUIRIES AND COMPLAINTS
If you have any questions, concerns or complaints about how we handle the processing of Personal Data or about this Privacy Policy you can contact us via the contact details further below. Dependent of the nature of your question, concern or complaint we will provide you with an initial response within a reasonable time. We will only take your question, concern or complaint in consideration if all relevant details are included. In addition to this initial response, we will give maximum effort to investigate and attempt to resolve your question, concern or complaint within 30 business days or such longer period as is necessary and notified to you. Should you have unresolved concerns you have the right to file a complaint with your local data protection authority.
Contact Us
Name: Job Rietbergen
Title: CEO
Email: post@alphadoc.io