Terms and conditions

Article 1: Definitions

Customer: the organisation, with which OnlineSeminar concludes the agreement for the delivery of the webinar platform.

NATE data: the name, address, town of residence and the email address and phone number of participants.

OLS: abbreviation of OnlineSeminar.

OLS system: the OnlineSeminar webinar platform in which webinars are conducted, prepared and broadcast.

Webinar option: a webinar option is a webinar that has not yet been made final.

Webinar definitive: after a webinar has been applied for by the Customer for a certain date, this date has been confirmed by OLS and the remaining time until the start of the webinar is 4 weeks or less, a webinar has become definitive.

Article 2: User right

2.1 OLS grants to the Customer a non-transferable and non-exclusive user right for the OLS system for organisation of webinars for a certain period. The specifications of the period, the number of webinars to be organised in this period, the number of participants per webinar and the prices hereof for this period have been specified in the purchase agreement.

2.2 The user right encompasses solely the authorisations which have explicitly been attributed in this Agreement. OLS is always authorised to provide the Customer with further directions (of use) and/or other instructions concerning the use of the OLS system. Customer already presently declares for any such situation to accept these further directions (of use) and/or instructions.

2.3 The actions included in the user right may solely be executed to the benefit of own enterprise or professional activities of the Customer, but never in such a manner that these lead or can lead to any form of exploitation, whether or not commercial, of the OLS system or any part thereof by the Customer or a third party.

2.4 The use of the OLS system is at the expense and risk of the Customer. Acts of OLS for the benefit of the facilitating of webinars, including (but not limited to) the sending of invitations and reminders to visitors of a webinar, will be deemed to have been carried out on behalf of the Customer. OLS is not liable for any possible damage resulting from these acts executed by it, by order of the Customer, nor for damage as a consequence of acts of the Customer within the OLS system.

2.5 In case of use of the OLS system by the Customer or employees of the Customer that is in violation of the directions and/or instructions of OLS or of otherwise improper use, the Customer shall be liable for all damage that is the consequence of this use.

Article 3: Terms of delivery

3.1 Delivery is executed by means of an agreement between OnlineSeminar
and Customer. Each agreement will be recorded in writing.

3.2 Delivery becomes effective after signing of the agreement by OnlineSeminar and Customer.

3.3 The process provides for a conversion of a PowerPoint or pdf-presentation with the purpose of rendering it usable within the OLS system. After the set-up, this presentation will be broadcast with video and audio in a webinar. The process does not provide for the delivery of a file/recording of the webinar, the on-demand version. Delivery of this on-demand version is only possible against a fee.

3.4 The maximum duration of a presentation is 60 minutes, whereby an overrun of 15 minutes is permitted, provided that this overrun is not of a structural nature. A deviating duration of webinars can be included individually in the contract. In case of a longer overrun than 15 minutes, article 4.8 will be applicable.

Article 4: Payment and cancellation conditions

4.1 The webinar process provides for the conversion of a PowerPoint presentation with the objective to make it usable within the OLS system. In case of additional wishes regarding:
a) the presentation, such as the use of film during the webinar, or
b) the changing of the set-up system, such as the creation of an own “look and feel”
environment, an extra fee shall be liable to be paid in addition to the agreed price, which will be calculated based on post-calculation basis, based on the hours that will be spent by OLS to realise these wishes.

4.2 The Customer can, before the webinar takes place, decide in consultation with OLS, to increase the maximum number of participants to a webinar, after which OLS adapts the cost price to the newly established maximum number of participants. Increase is possible based on the table provided by OLS (see price list). Decrease of the number of participants of a confirmed webinar is not possible.
OLS bears no responsibility for the number of registrations and the actual number of participants to a webinar. Over-subscribing in the registration phase of a webinar is permitted to 30% of the maximum number of participants. If the final number of participants to a webinar, as a consequence of over-registration, exceeds the maximum number of participants, then no extra costs will be charged for this. A lower show-up than the maximum possible number of participants does not lead to a decrease of the webinar price.

4.3 OLS shall invoice the Customer according to the payment conditions included in the Agreement. The Customer shall pay the invoice within two weeks.

4.4 If the invoice has not been paid by the Customer within the term mentioned in the Agreement, then OLS is authorised to apply the statutory interest over the due amount from that term.

4.5 If the Customer, after summation by OLS, remains in default to comply with his payment obligations, then OLS is authorised to let collection take place by third parties on behalf of the Customer, or to dissolve the Agreement without further default notice and judicial intervention, and to claim compensation of damages.

4.6 OLS is authorised to suspend compliance with its obligations towards the Customer, for as long as the Customer has not complied with all of his (payment) obligations. This suspension applies until the moment when the Customer has finally complied fully with his obligations towards OLS.

4.7 As soon as a webinar has been applied for by the Customer for a certain date and this date has been confirmed by OLS, then the Customer is liable to pay the total webinar costs to OLS. Cancellation of the webinar by the Customer for whatever reason, irrespective of whether the invitations for the webinar have been sent, does not relieve the Customer from the obligation to compensate the costs of the webinar.

Rescheduling and cancellation of a webinar option:
• A webinar option can be rescheduled free of charge up to 4 weeks before the start of the webinar.
• A webinar option will become automatically definitive 4 weeks before the start of the web-
inar.
• When a date plus time of a webinar that is under option by another Customer, is applied for, then the first applicant has 24 hours to convert the option into a definitive booking (except for customers with their own studio).

Rescheduling and cancellation of webinars, inclusive of studio of OnlineSeminar:
• In case of rescheduling or cancellation up to 4 weeks before the webinar, no cost will be charged.
• In case of rescheduling or cancellation from 4 weeks up to 1 week before the webinar, the
costs for the studio rent and 50% of the original webinar price will be charged.
• In case of rescheduling or cancellation within 1 week before the start of the webinar, the costs for the studio rent and the full webinar price will be brought charged.

Rescheduling and cancellation of webinars, with own studio:
• In case of rescheduling or cancellation up to 2 weeks before the webinar, no costs will be charged.
• In case of rescheduling within 2 weeks before the webinar or in case of cancellation €250 will be charged.

After a webinar has been applied for by the Customer for a certain date and this date is confirmed by OLS, then the Customer and OLS can in case of a calamity, move the date of the webinar, after mutual consultation regarding the new date. The rescheduling of a webinar has, in case of calamities, no financial consequences. The obligation to compensate the fixed costs of the webinar by the Customer does not pertain if a confirmed webinar is cancelled by OLS.

4.8 The maximum duration of a presentation is 60 minutes, whereby an overrun of 15 minutes is permitted, provided that this overrun is not of a structural nature. When the overrun is more than 15 minutes, then per extra quarter of an hour, starting from the first minute of the first following quarter of an hour, a quarter of the webinar price will be charged. Regarding the overrun of a webinar, OLS applies a fair-use policy. Upon the repeated overrunning of the maximum duration, OLS has the right, following a first warning, to also charge costs for the first 15 minutes of overrun.

Article 5: Force Majeure and liability

5.1 Under Force Majeure will be understood each shortcoming in the execution of the Agreement that cannot be imputed to OLS, because it is not due to the fault of OLS, nor can be attributed to it according to the law, a legal act or publicly held opinion.

5.2 Under Force Majeure will be understood, among other matters, explicitly the not properly functioning of servers, computer programs, grid tension, telecommunication or network facilities and the not timely or not proper execution of activities by third parties.

5.3 In case the Customer cannot exercise the user right of the OLS system as a consequence of Force Majeure, then OLS is authorised to suspend the user right during a reasonable term to be determined by it, without being held to any compensation of damages.

5.4 In case of permanent Force Majeure, including a circumstance on which OLS and the Customer have nor can reasonably have any influence and that renders impossible the exercise of the user right of the OLS system, then OLS respectively the Customer, is authorised to dissolve the Agreement out-of-court. In case of Force Majeure, the Customer can claim no compensation of the damage suffered by him from OLS.

5.5 Although with regard to the functioning of the OLS system and the activities that relate to the facilitating of a webinar, the utmost care will be strived for by OLS, the total absence of possible errors or incomplete matters in the process of a webinar cannot be warranted.

5.6 In case a webinar cannot take place as a consequence of an imputable shortcoming on the side of OLS, OLS shall organise, through consultation with the Customer, a comparable webinar free of charge.

5.7 OLS is not liable for damage as a consequence of incomplete or incorrect information in the OLS system or incorrect or incomplete matters in the facilitating of a webinar, nor for damage as a consequence of a webinar not being able to take place, with the exception of direct damage as a consequence of errors caused by wilful intent or gross negligence by OLS. Liability of OLS is furthermore always limited to the maximum of the amount that the insurer in the prevalent case pays out to OLS. Nor is OLS liable for indirect damage, including but not limited to consequential damage, missed profits, damage due to operational stagnation and damage of third parties.

5.8 If OLS by order of the Customer in any way makes use of matters like, but not limited to, company or brands names and logos or any other (image) material to which the Customer is not self the rights holder, then the Customer warrants that explicit permission to that effect has been granted by the rights holder. The Customer safeguards OLS for any form of liability towards third parties deriving from the use of, but not limited to, these company or brands names and logos or any other (image) material.

5.9 Use of the OLS system on location of the Customer takes place at the risk of the Customer. If equipment, computer programs, network or internet connection prove not to be sufficient, then OLS shall not be liable for possible damage, and not be obliged to the enabling free of charges again of a webinar.

Article 6: Intellectual property rights

6.1 All copyrights and all other possible rights of intellectual property concerning the OLS system, belong solely to OLS.

6.2 No provision in the Agreement whatsoever, serves to the entire or partial transfer to the Customer of rights as referred to under 6.1.

Article 7: Description of acts and authorisations

7.1 The Customer shall obtain access to the OLS system through electronic means, via the internet. The Customer acquires access to the system via the administrator of the Customer. Only the administrator is authorised to execute acts within the OLS system. The administrator will be designated by the Customer and introduced to OLS as the person in charge who, on behalf of the Customer, executes acts within the OLS system. OLS is in no manner whatsoever liable for the consequences of acts of the administrator in relation to the OLS system, or for acts of third parties within the organisation of the Customer that have obtained their right to act within the OLS system via the administrator.

7.2 The process of a webinar starts with the sending of the invitations. The invitations can be arranged for by the Customer or, if so desired, by OLS. In the latter case, the Customer shall provide OLS with the required NATE data of the persons that the Customer wishes to invite for a webinar, after which OLS will arrange for the invitations.

7.3 These NATE data remain the property of the Customer and shall be used by OLS solely for the benefit of the invitation of potential participants to a webinar by order of the Customer.

7.4 The confirmation path consists of no more than two e-mail messages to one and the same potential participant to a webinar, being a confirmation and a reminder. This will possibly be extended with an SMS-message for reminding, if the mobile number of the potential participant is known to the Customer and/or OLS.

7.5 The presentation will be arranged for by an employee of the Customer, possibly with the assistance of moderators.

7.6 Both during and after the presentation, the Customer can have at his disposal via the OLS system of the feedback of the participants to a webinar and of the data with regard to the number of participants and the period that they have taken part in the webinar.

7.7 OLS reserves the right to analyse data that derive from a presentation, solely with the purpose of optimising the OLS system.

7.8 If during a consecutive period of 6 months, the Customer does not book a webinar, then OLS has the right to render the OLS system inactive for that Customer. Rendering it inactive entails that logging into the accounts that give access to the OLS system is no longer possible and that thus the OLS system will be blocked for viewing and treatment of data. The Customer will be timely informed by OLS of the resolution to and the time of de-activating the OLS system. The Customer is subsequently self-responsible for the exporting and storage of data from the moment that the OLS system shall be actually inactive. The “on-demand versions” and “look back links” remain available during the agreed period, whether or not via the OLS system. When a new webinar will be booked, the OLS system will be activated, without costs being involved for this for the Customer.

Contact information
OnlineSeminar BV in Amsterdam, the Netherlands
Rietlandpark 301 1019 DW
service@onlineseminar.nl
+31 (0)20 845 7405

Business information
Chamber of Commerce Amsterdam 34332265
VAT NL8205.85.300.B01