On the one hand, Coastline Villa Holding B.V., a limited liability company incorporated in Blaricum, with registered office at Torenlaan 9, 1261GA, Blaricum, The Netherlands and Tax Identification Number NL8080.89.857.B.01,
hereinafter referred to as i-Rent.net.
And on the other hand, the client, a limited liability company, or any other juridical or natural person that establishes a business activity by virtue of these presents. The client knows, understands and freely agrees with the contents of this Agreement, after being informed about the service characteristics. The client shall, in all cases, be the beneficiary of the service rendered by i-Rent.net pursuant to the terms set forth by i-Rent.net. Hereinafter referred to as The client.
Both parties have full legal capacity to formalise this Agreement and mutually acknowledge such capacity.
I. That i-Rent.net is an entity engaged in delivering Internet services through the Web page located at URL www.i-rent.net, which the former owns fully. I-Rent.net services include, among others, the publication of tourist rental accommodation at websites owned by the former.
II. That the client wishes to publish one or more rental properties at the websites offered by i-Rent.net.
III. That based upon the fact that the client considers that i-Rent.net has the capacity necessary to render the services required by the client, as it has the means needed to such end, both parties have agreed to formalise this Agreement pursuant to the following
FIRST - PURPOSE
This purpose of this Agreement shall be to regulate the tourist accommodation publication service that i-Rent.net shall render to the client.
i-Rent.net agrees to put all of its expertise and professional capacity at the disposal of the client, adjusting its work to the Web project requirements.
SECOND – SERVICE DESCRIPTION
2.1 The technical features of the services delivered by i-Rent.net and regulated by this Agreement are clearly stated at the web page www.i-rent.net and/or in the quotation.
2.2 The terms of this agreement govern all aspects of accommodation publications, including prices, photos and related data, processed through the i-Rent.net software system. This applies to all platforms - whether on i-Rent.net's own websites, own client websites or third-party sites such as Online Travel Agents (OTAs).
THIRD - VALIDITY
3.1 The service delivered by i-Rent.net being the subject matter of this Agreement shall become into force once the client has settled the relevant payment for the service, as per Provision 7 herein - FORM OF PAYMENT.
3.2 The Agreement is valid indefinitely until the Client decides to permanently discontinue further accommodation publications via the i-Rent.net software system.
3.3 Any bookings made prior to the termination and scheduled for future dates will still incur the regular charges imposed by i-Rent.net. These costs remain due even after the final termination of publications and the discontinuation of the i-Rent.net software system.
FOURTH – OBLIGATIONS AND LIABILITIES OF i-Rent.net
4.1 i-Rent.net agrees to deliver the service to the client - the purpose of this Agreement - making its best efforts in performing such work efficiently.
4.2 i-Rent.net shall serve all notifications to the client by electronic mail to the e-mail address provided by the client.
Therefore, i-Rent.net shall have no responsibility whatsoever regarding any consequences derived from failures in the operation of such electronic mail.
4.3 i-Rent.net shall keep the information furnished by the client as well as that submitted as part of its work under strict confidentiality. This provision shall apply in view of the obvious damages that could affect the client due to the disclosure of its Internet access plans and perspectives. From this standpoint, there is no practical difference between the design of websites and the design of an advertising campaign through conventional means. The ethical commitments involved are exactly the same.
4.5 Unless otherwise provided for, i-Rent.net agrees to make its best efforts to guarantee that the service shall be available, in general terms, 24 hours a day throughout the year, unless certain interventions require the service interruption. The client expressly states that it is aware of the fact that the service may be interrupted involuntarily, due to maintenance, repair, or safety tasks or service or functionality expansion or enhancement, or any other activity having an impact on the service improvement or preservation. Notwithstanding the foregoing, i-Rent.net shall reserve the right to interrupt the service in the following cases:
I. When so determined by a court or competent administrative authority.
II. Upon reception of a justified claim informing that some of the accommodation locations posted to the Web page contains unauthorised material.
i-Rent.net, shall, in any case and as far as possible, make its best efforts to notify the client about the timelines when such interruptions will take place. Such suspensions and/or interruptions shall give rise to no indemnity right whatsoever in favour of the client.
FIFTH – OBLIGATIONS AND LIABILITIES OF the client
5.1 Use of the service other than in good faith is forbidden.
5.2 The following shall be prohibited as well:
I. The execution of projects contrary to the Dutch laws or violating third parties’ rights.
II. The publication or dissemination of any contents that, in the opinion of i-Rent.net, may be violent, obscene, indecent, illegal, discriminatory, xenophobic or slanderous. Particularly but not limited to, the following contents shall not be permitted:
a) material infringing upon unduly authorised authorship rights, or any other intellectual or industrial property rights;
b) material offensive to the community and public morale;
c) material supporting terrorism, racism or any other illegal behaviour;
d) pornographic material, specially the type involving minors; and
e) threatening or slanderous material.
i-Rent.net shall be entitled to interrupt the service until the client actually withdraws such data or contents.
III. Cracks, program serial numbers or any other contents violating intellectual property rights of third parties.
IV. The collection and/or utilisation of personal data from other users in breach of Organic Law 15/1999, dated 13 December, on Personal Data Protection.
5.3 The client agrees to provide an e-mail address and to keep it operational in order to receive any notifications sent by i-Rent.net.
5.4 The client shall be fully responsible for the use of the hired service and the contents stored as part thereof. It further agrees to observe the intellectual and industrial property rights of the information and contents that the former may decide to include in its website, safeguarding i-Rent.net from any claim derived therefrom.
Information Ownership: The client guarantees that it is the owner of the information contained in the published accommodation items or that, in any case, it holds intellectual or industrial property rights and authorisation to disclose such information over the Internet and host data that may be transferred to the server without violating any rights of third parties.
5.5 The client shall indemnify i-Rent.net for any expenses incurred by the latter due to circumstances attributable to the client, including the fees and costs of lawyers hired by i-Rent.net, even in the case of non-final judicial decision.
5.6 The client agrees to provide the overall graphical and informative material required by i-Rent.net to prepare and commission the hired service. Likewise, it shall facilitate the work of i-Rent.net to the maximum extent possible in order to obtain the desired final product.
5.7 The client agrees to maintain updated information, descriptions and photographs relative to all tourist accommodation centres available for rental so that they may reflect the accommodation features accurately. Specifically, the client shall maintain all the information concerning the occupation and availability of accommodation locations duly updated.
5.8 The client agrees to pay the agreed price on a timely basis. Should the client fail to pay the relevant amounts or honour them in due time, then i-Rent.net shall interrupt the publication of accommodation until such payments are duly settled.
SIXTH – PRICE OF SERVICES
6.1 The price of the services provided by i-Rent.net is specified in the quotation if available. Quotations are valid for a maximum of 3 months. The applicable prices are stated on the i-rent.net website.
6.2 Any modification by the client of the hired services shall vary the price of the hired product upwards but never downwards. The minimum price of the hired services is the one specified in the i-rent.net website.
6.3 If the agreed prices differ from the prices stated on the i-rent.net website, a written price agreement shall be drawn up which is accepted by both parties.
6.4 i-Rent.net has the right to change and/or increase prices unilaterally without prior notice to the client.
SEVENTH – FORM OF PAYMENT
7.1 Payments of accommodation publication services are automatically deducted from the credit in the clients account. Payments for credit in the account can be settled by wire bank transfer or credit card.
7.2 Bank transfers shall be done to bank account number:
IBAN: NL65 RABO 0331120607 BIC: RABONL2U
held with the Rabobank. Once the client makes a payment, the same shall send a copy of the bank transfer voucher. Bank transfer expenses shall be borne by the client.
7.3. In case of termination and subsequent discontinuation of publications, all bookings made through third-party websites, such as OTAs and partners, scheduled for future dates must be settled immediately by the Client upon termination. Payment is required before the date of termination.
7.4 In the event of a Client's announced termination of use of the i-Rent.net software system, i-Rent.net reserves the right to transfer all outstanding charges for future bookings directly to the Client's credit. This may result in a negative credit balance for the Client, which may limit access to the account until immediate settlement.
EIGHTH - MODIFICATIONS
8.1 i-Rent.net shall reserve the right to modify the characteristics of the delivered service and shall pursue to act to the benefit of the same. If applicable, i-Rent.net shall forthwith notify the client about any changes made. The client shall have a term of 15 days to notify its disagreement and terminate the Agreement. Once such term has elapsed, no reply from the client having been received, the latter shall be deemed to have accepted the new conditions.
NINTH - REIMBURSEMENT
9.1 the client shall not be entitled to exercise any reimbursement right once a product has been hired.
TENTH – AGREEMENT TERMINATION CAUSES
10.1 Should either party violate any of the obligations undertaken by virtue of this Agreement, either in part or in whole, or repeatedly, shall the other party be entitled to terminate it unilaterally. Specifically, this Agreement shall terminate for the following causes:
I. Bankruptcy or curatorship of either party.
II. If the client fails to comply with any obligations put forward herein.
ELEVENTH - NOTIFICATIONS
11.1 i-Rent.net shall send notifications to the client to the electronic mail address indicated by the client.
11.2 The client shall serve notifications to i-Rent.net in writing to the following e-mail address: email@example.com. The client shall include its user name or e-mail for login purposes.
TWELFTH – GENERAL ASPECTS
This Agreement contains the overall agreement between the parties on the same purpose and subrogates and replaces any other previous agreement, oral or written, that may have been entered into by the parties.
Should any contradiction arise between the conditions foreseen herein and those set out in any other agreement executed by both parties before, the provisions herein shall prevail.
None of the provisions herein purports any lis pendens nor does it constitute either party as agent of the other. Neither party shall be held liable for any statement, act or omission by the other party in breach of the aforementioned.
Abstention by either party to claim any of its rights in accordance herewith shall not be deemed as a waiver to such rights in the future.
The provisions put forward in this Agreement shall remain in force and be binding to both parties after the termination or expiry thereof, whether it be implicitly or explicitly provided for.
THIRTEENTH – LIMITATION OF GUARANTEE AND LIABILITY
13.1 Under no circumstances shall i-Rent.net or its managers and top management, administrators, shareholders, agents or employees be held liable for any use by the client of the service rendered by i-Rent.net, either for direct or indirect causes.
13.2 The parties acknowledge that the enforcement of this Agreement implies no agency, delegation, guarantee or any agreements other than those expressly stated herein. And in accordance therewith, all the terms, conditions, guarantees or other aspects arising from covenants or general regulations shall be explicitly excluded to the extent permitted by law.
FOURTEENTH - NULLITY
14.1 Should any provision herein be declared null or void, either fully or partially, by any court or competent authority, the remaining provisions shall remain valid, unless the parties mutually agree to terminate this Agreement.
FIFTEENTH – APPLICABLE LAW AND COMPETENT COURTS
15.1 Regarding aspects beyond the scope of this Agreement, as well as the construction and settlement of conflicts between the parties as a result thereof, they shall be subjected to the Dutch law.
15.2 Should any conflict arise between the parties as for the construction and enforcement of this Agreement, and should the parties fail to settle it by mutual agreement, the same shall be resolved at the request of the other party after written notification served to the other party through arbitration at the Official Chamber of Trade, Industry and Navigation of The Netherlands.
Each party shall undertake its own arbitration expenses. Nevertheless the compensation and expenses of arbiters shall be borne as established by arbitral decision.
15.3 All of the foregoing shall be understood without detriment to the fact that the parties can subject themselves to a legal procedure. In this case, claims shall be filed within the jurisdiction of the courts and tribunals of The Netherlands. The parties shall expressly waive their own jurisdictions should the procedural law allow so, and should such jurisdiction be different.
15.4 If possible in reasonable terms, this Agreement shall continue to be valid during the development of any conflict and/or legal or arbitral proceeding.
15.5 For customers located outside the Netherlands, i-Rent.net reserves the right to change the applicable law and jurisdiction and choose the court that has jurisdiction based on the customer's place of residence.
In Blaricum 29/01/2019.