Terms and Conditions Partner

Taking into account that:

• Local Deals offers a website with the aim of bringing Partner and User together;
• Partner wishes to use the Local Deals website;
• Partner can offer services, products and/or vouchers through the website that can be accepted by the User;
• If an Agreement is concluded between Partner and User, this will take place without the express and explicit intervention of Local Deals;
• The parties intend to record the agreements they have made by means of this agreement.

Taking into account that:

Article 1 – Definitions 

1. In these terms and conditions, the following terms are used with the following meaning, unless expressly stated otherwise:

2. Local Deals: the provider of Services that User and Partner can use.

3. Company: the natural or legal person acting in the exercise of a profession or business.

4. Consumer: the natural person who is not acting in the exercise of a profession or business.

5. Service: Local Deals mediates via the Website between User and Partner with the aim of bringing together supply and demand regarding the services, products and/or vouchers that Partner can make available via the Website.

6. Partner: the Company that offers a service/product through the Local Deals Website.

7. User: The Consumer who uses the Local Deals website.
8. Offer: any Offer from a Partner to the User with regard to the services, products and/or vouchers offered by the Partner.

Article 2 – The agreement 

1. Partner enters into an agreement for the duration of [number of months] and the number of [x] vouchers/coupons offered on the Local Deals platform.

2. Local Deals can dissolve the agreement immediately and without any compensation, for whatever reason, being owed to Partner in the event:

1. Partner is in suspension of payment or is in a state of bankruptcy;
2. Partner, in the sole opinion of Local Deals, seriously fails to fulfill its obligations under this agreement and is in default;
3. Partner uses the server and/or software in violation of applicable laws and regulations or is otherwise regarded as undesirable in the opinion of Local Deals.

4. After this Agreement has ended, Partner is obliged to return any documents,    data and/or products provided by Local Deals to Local Deals.

Article 3 – Access to the service 

1. Local Deals only offers the Service. Local Deals is never responsible for and/or influences contact and agreements made between Partner and User. Local Deals does not mediate in any way between Partner and a specific User.

2. Local Deals makes evvery effort to make the Website available to Partner. Local Deals undertakes to make an effort to perform the Service with the greatest possible care, as may be expected from a good service provider. All Services are performed on the basis of a best efforts obligation. Under no circumstances does Local Deals guarantee a minimum number of visitors to the website and/or assignments with Partner.

3. Partner ensures that all information, data, intelligence and cooperation, of which Local Deals indicates that they are necessary or of which Partner should reasonably understand that they are necessary for access and/or use of the Service, are provided to Local Deals in a timely manner. Deals. If Partner suspects that the information provided by him is incorrect or incomplete, Partner will immediately inform Local Deals and provide the correct information.

4. Local Deals is not liable for damage of any nature whatsoever caused by Local Deals relying on incorrect and/or incomplete information provided by the Partner, unless this inaccuracy or incompleteness was known to Local Deals.

5. The User will at all times comply with the terms of use set by Local Deals while using the Service.

6. Access to the Service offered by Local Deals ends when the agreement ends.

Article 4 – Availability of the Service

1. Local Deals will perform the necessary maintenance on the Website. Local Deals strives to make an effort to offer the Service and access to the Website thereto to Partner uninterrupted as far as possible.

2. Local Deals will try to inform Partner of this maintenance as much as possible, but is not obliged to do so. Local Deals is never liable to pay compensation in connection with the maintenance and unavailability of the Service.

3. Local Deals is entitled, if in its sole opinion there is a danger to the proper functioning of the Website, to (temporarily) suspend the use of the Service by Partner. Local Deals is also entitled to take measures that it reasonably considers necessary to ensure the proper functioning of the Website.

4. In all other cases of unavailability of the Service, including but not limited to malfunctions or force majeure, Local Deals will also endeavor to inform Partner as much as possible about the nature and duration of the interruption of the Service.

5. Local Deals can perform maintenance work at the request of the Partner, such as adjusting the posted data. Partner provides Local Deals with the necessary information for this. Updates.

6. The cooperation contract ends by operation of law when the number of agreed deals from the same contract have been sold on Local Deals.

Article 5 – Rights Local Deals 

1. Local Deals can impose instructions on Partner with regard to the security    measures to be taken and/or updates and configurations to be performed, which Partner must always strictly follow.
2. Local Deals has the right to verify the service, coupon/voucher and/or product offered. This verification can take up to 48 hours. This process entails that the offered service, voucher and/or product will be offered on the Website after a maximum of 48 hours, unless there is reason not to offer the offered service, voucher and/or product.

3. Local Deals is entitled to inform and/or check the activities of Partner with the aim of guaranteeing the quality of the service, voucher/coupon and/or product offered to the User. If, in the sole opinion of Local Deals, the quality standard is not met, Local Deals has the right to (temporarily) exclude Partner from the Service and/or to terminate the agreement immediately. Local Deals is never obliged to any form of refund of monies already paid and/or compensation for damage suffered by the Partner (including consequential damage).

4. If and insofar as there is an infringement of the rights of Local Deals or third parties and/or unlawful acts by Partner, Local Deals is entitled to immediately close that part of the Website and/or terminate the agreement with Partner. suspend or dissolve immediately. Under no circumstances is Local Deals liable towards Partner if it suffers damage as a result. Local Deals will immediately remove the relevant (infringing) information.

5. Local Deals is entitled to provide all relevant Partner data to a competent authority. Local Deals will also, if and insofar as possible criminal information is involved, file a report and perform all actions if Local Deals is requested to do so by the relevant authority(ies) in the context of the investigation.

6. Under no circumstances is Local Deals liable for damage suffered by the Partner of any nature whatsoever, as a result of the (temporary) closure of the Service and/or the removal or passing on of data.

7. Partner indemnifies Local Deals against any damage, claims, demands and/or charges from itself and/or third parties in connection with the content of the relevant information and/or (part of) part of the Website.

8. Local Deals has the right to deny Partner access to the Service and/or to terminate the use of the Service in the event of abuse as referred to in the previous paragraph and/or possible criminal offences.

9. Local Deals is not liable for damage caused by complications related to the availability or operation of the Website for third parties, as well as damage resulting from use of the Website in violation of conditions or purposes other than those for which the Website is intended.

10. Local Deals is authorized to terminate the use of the Service without prior notice of default if circumstances arise of such a nature that offering the Service to Partner is impossible or can no longer be required according to standards of reasonableness and fairness or if otherwise circumstances arise of such a nature that an unaltered offer of the Service cannot reasonably be expected.

11. Local Deals always reserves the right to claim any compensation from Partner if Local Deals has incurred damage caused by Partner’s conduct.

Article 6 – Payment and collection policy

1. Payment for the purchased services, coupons/vouchers and/or products via the Local Deals Website will be made to Partner by means of a bi-weekly invoicing of the total amount of all purchased services, coupons/vouchers and/or products minus the Local Deals fee. amounting to a maximum of 35% of the sales price of the service, coupon/voucher and/or product.

2. The Partner cannot derive any rights or expectations from a budget issued in advance by Local Deals, unless the Parties have expressly agreed otherwise.

3. If Local Deals has incurred more or higher costs that are reasonably necessary, these are eligible for reimbursement. The incurred judicial and execution costs are also for the account of Partner.

Article 7 – Force majeure

1. Local Deals is not liable if it cannot fulfill its obligations under the agreement as a result of a force majeure situation, nor can it be obliged to comply with any obligation if it is prevented from doing so as a result of a circumstance that cannot be is attributable to her fault, and is not for her account under the law, a legal act or generally accepted views.

2. Force majeure is in any case understood, but is not limited to what is understood in this regard by law and jurisprudence, (i) force majeure of suppliers of Local Deals, (ii) failure to properly fulfill obligations of suppliers, (iii ) defective goods, equipment, software or materials of third parties, (iv) government measures, (v) electricity failure, (vi) failure of the internet, data network and telecommunication facilities (for example due to: cybercrime and hacking), (vii) natural disasters, (viii ) war and terrorist attacks, (ix) general transport problems, (x) strikes in the company of Local Deals and (xi) other situations that, in the opinion of Local Deals, fall outside its sphere of influence that temporarily or permanently prevent the fulfillment of its obligations.

3. Local Deals has the right to invoke force majeure if the circumstance that prevents (further) fulfillment occurs after Local Deals should have fulfilled its obligation.
4. Parties can suspend the obligations under the agreement during the period that the force majeure continues. If this period lasts longer than two months, either party is entitled to dissolve the agreement, without any obligation to pay damages to the other party.

5. Insofar as Local Deals has already partially fulfilled its obligations under the agreement at the time of the occurrence of force majeure or will be able to fulfill them, and the fulfilled or to be fulfilled part has independent value, Local Deals is entitled to part to be invoiced separately. Partner is obliged to pay this invoice as if it were a separate agreement.

Article 8 – Limitation of liability

1.Local Deals only offers a Service in the form of a Website that both Partner and User can use and never offers any guarantees for use. Local Deals excludes all liability suffered by a Partner insofar as a legal provision does not oppose this.

2.In the event of an attributable shortcoming on the part of Local Deals, Local Deals is only obliged to pay any compensation if Partner has given Local Deals notice of default within 14 days after discovery of the shortcoming, and Local Deals subsequently fails to rectify this shortcoming within has restored the reasonable term stated in the notice of default. The notice of default must be submitted in writing and contains such an accurate description of the shortcoming or defect that Local Deals is able to respond adequately.

3.If the performance of the services by Local Deals leads to liability towards Partner, the liability is limited to the costs charged in connection with the assignment (but no more than over a period of 12 months prior to the notice of default) with regard to direct injury. Direct damage is understood to mean: reasonable costs incurred to limit or prevent direct damage, to determine the cause of damage and the direct damage.

4.Local Deals is not liable for consequential damage, indirect damage, trading loss, loss of profit and/or loss suffered, missed savings and damage as a result of using Services provided by Local Deals, damage due to loss of data, damage due to exceeding delivery terms, delays – and interest loss.

5.Liability of Local Deals towards a Partner is excluded if there is a malfunction, force majeure, maintenance and/or another cause attributable to Local Deals or its (sub)supplier.

6.Local Deals is never liable for ambiguities or disputes that arise between Partner and User.

7.Local Deals can never guarantee an increase in purchases of services, coupons/vouchers and/or products offered by Partner. Local Deals is not obliged to any form of refund of an amount already paid, if there is no increase in turnover at Partner after payment of the amount due.

8.Partner is responsible for the timely and correct delivery of all necessary information, including the correct prices and details regarding a service, voucher and/or product.

9.Local Deals is not liable for damage that is or may be the result of any act or omission as a result of (incomplete and/or incorrect) information in the Website or that of linked websites. Local Deals strives to keep (the information in) the Website up-to-date as much as possible and cannot be held liable for the unavailability of the Website.

10.Local Deals is not responsible for errors and/or irregularities in the functionality of the Website and is not liable for malfunctions, maintenance moments, or the unavailability of the Website for any reason.

11. Local Deals does not guarantee a correct and complete transfer of the content of and by/on behalf of Local Deals e-mail, nor for the timely receipt thereof.

12. All claims of the Partner due to shortcomings on the part of Local Deals lapse if they have not been reported to Local Deals in writing and with reasons. Any claim for compensation against Local Deals must always be reported in writing, but no later than six months after Partner was aware or could reasonably be aware of the facts on which he bases his claims. The liability of Local Deals expires six months after the end of the agreement.
13.  Local Deals offers a platform where it connects interested consumers and Partners. Local Deals only has facilitating or. mediating rol. We therefore a not liable and responsible for incorrect and incomplete information and violation of Aruban Law.    

Article 9 – Passing of Risk and Indemnity

1. Local Deals is not responsible for the (possible) loss, damage or mutilation of (digital) data that Partner places or has placed on the Website. Partner is responsible for his data.

2. Partner indemnifies Local Deals against all claims with regard to all damage that both Partner and User suffer in connection with the use of the Services provided by Local Deals.

3. Partner indemnifies Local Deals against all third-party claims due to infringements of data and/or information posted/uploaded by Partner and/or User. If Local Deals is held liable by third parties, it will recover all damage suffered by it from Partner.

Article 10 – Privacy, data processing and security

1. Local Deals handles the (personal) data of Partners and Users who use the Website with care.

2. Processing of personal data will only take place in the context of the performance of the Local Deals Services. Local Deals will not process the personal data for any other purpose.

3. If Local Deals must provide information security on the basis of the nature of the Service offered, this security will comply with the agreed specifications and a security level that, given the state of the art, the sensitivity of the data, and the associated costs is not unreasonable.

Article 11 – Intellectual property rights

1. All intellectual property rights and copyrights of Local Deals, including but not limited to the graphic designs, concepts and the like relating to the Website, are vested exclusively in Local Deals and are not transferred to Partner.

2. The Partner retains ownership of the content that it places or has placed on the Local Deals Website, if and insofar as this content does not already belong to third parties.

3. The Partner is prohibited from sharing, disclosing and/or combining, changing or making available information about Local Deals in the context of the implementation of the Service to third parties without the explicit written permission of Local Deals.

4. If requested to do so, Partner is obliged to immediately return this information to Local Deals at the first request of Local Deals.

5. The Partner is not permitted to remove or change any indication regarding copyrights, brands, trade names or other intellectual property rights, including indications regarding the confidential nature and secrecy.

6. Parties will inform each other and act jointly against any infringement of intellectual property rights.

Article 12 – Confidentiality

1. All information shared for the purpose of the agreement will be treated confidentially and will not be disclosed to third parties without the prior written consent of Local Deals.

2. Confidential information is understood to mean information that is made available by one party to the other party and which is clearly marked as confidential, or which the parties can and may reasonably expect to be confidential information.

3. The parties undertake to also impose this duty of confidentiality on third parties engaged by them. This duty of confidentiality also applies to the personnel of each party.

4. If Local Deals is obliged on the basis of a statutory provision or a court decision to (also) provide the confidential information to a third party designated by law or competent court, and Local Deals cannot invoke a right of nondisclosure, Local Deals is not obliged to any compensation and Partner is not entitled to dissolve the Agreement.

Article 13 – Terms and Conditions

No general terms and conditions apply to this agreement.

Article 14 – Final provisions

1. This agreement supersedes all previous agreements and understandings concluded by the Parties that have an equivalent subject.

2. The rights and obligations of Partner may under no circumstances be transferred without the prior consent of Local Deals.

3. If one of the clauses of this Agreement is partly or wholly void, all other provisions will nevertheless continue to apply, unless the provisions of Article 3:41 of the Dutch Civil Code regarding indissolubility apply. A possibly null and void clause will be amended in accordance with the provisions of Article 3:42 of the Dutch Civil Code. The parties undertake to replace the void clause by mutual agreement with a clause that comes as close as possible to the economic intent of the voided clause.

4. The fact that one of the Parties fails to demand strict compliance with one of the contractual obligations cannot be understood as an tacit waiver of the contractual rights that this Party has under the present Agreement and does not prevent the latter from subsequently require strict compliance with the relevant provisions or other provisions of this Agreement.

Article 15 – Disputes

Dutch law applies to this agreement.

By electronic acceptance, Partner agrees to these general terms and conditions for entrepreneurs.