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Terms & Conditions

Terms and Conditions 

 

  1. Definitions

1.1 Pretim: Pretim B.V., registered at Sophiastraat 34, Breda, The Netherlands (CoC 91713242). 
1.2 Agreement: The subscription agreement between Pretim and the Other Party, including these Terms and Conditions and any appendices. 
1.3 Other Party: The client or subscribing party. 

 

  1. Applicability and Hierarchy

2.1 These Terms and Conditions apply to all offers and agreements between Pretim and the Other Party, except where superseded by the Subscription Agreement. 
2.2 In case of any conflict between the Subscription Agreement and these Terms and Conditions, the Subscription Agreement prevails. 

 

  1. Term and Renewal

3.1 The initial term and renewal terms are as defined in the Subscription Agreement (e.g., 2 years initial term, automatic 1-year renewals). 
3.2 Renewal notice periods (e.g., 90 days for the initial term, 60 days thereafter) apply as specified in the Subscription Agreement. 

 

  1. Prices and Payments

4.1 Prices are as specified in the Subscription Agreement and payable in euros, excluding VAT and applicable taxes. 
4.2 Payment terms align with the Subscription Agreement (monthly invoicing, payment within 30 days). 
4.3 Price increases shall be limited to the greater of inflation indexation per the European HICP or 6% annually. Increases above 4% require the Other Party’s written consent or provide the Other Party the right to terminate with 30 days’ notice. 
4.4 Pretim may suspend services after 60 days overdue only after 14 days’ written notice. 
4.5 Administrative charges for repeated due diligence requests are capped at €1,000 per calendar year with prior notification to the Other Party. 

 

  1. Performance and Obligations

5.1 Pretim’s performance timelines are contingent on the Other Party’s timely provisioning of information and cooperation. 
5.2 Pretim disclaims warranties beyond explicitly stated service levels or SLAs. 

 

  1. Liability and Indemnification

6.1 Pretim’s total liability is limited to the greater of €25,000 or the total fees paid in the previous 12 months, except for gross negligence, willful misconduct, fraud, and data protection breaches, which incur full liability. 
6.2 Both parties indemnify each other per the Subscription Agreement terms. 

 

  1. Force Majeure

7.1 Either party may suspend or terminate the Agreement for force majeure if it persists for 30 consecutive days, upon written notice. 
7.2 Both parties shall notify each other promptly and use reasonable efforts to mitigate impact. 

 

 

 

 

  1. Intellectual Property

8.1 Pretim retains exclusive ownership of all intellectual property in its products and services. 
8.2 The Other Party receives a limited, revocable license to use the services during the Agreement term. 
8.3 IP disputes will be resolved first by negotiation and then mediation. 

 

  1. Assignment

9.1 Neither party may assign the Agreement without prior written consent, except Pretim may assign to affiliates or successors with 30 days’ notice. 

 

  1. Confidentiality and Compliance

10.1 Both parties agree to keep all confidential information secure and only use it for the Agreement purpose. Obligations survive termination. 

 

  1. Complaints

11.1 Complaints must be submitted in writing within 5 working days of discovery or are deemed waived. 

 

  1. Governing Law and Dispute Resolution

12.1 The Agreement is governed by Dutch law. 
12.2 Disputes are resolved in the Zeeland-West-Brabant Court, Breda. 
12.3 All proceedings are conducted in Dutch. 

 

  1. Amendments

13.1 Amendments require written agreement of both parties. Pretim may publish updated Terms and Conditions with notice, subject to Agreement terms.