Terms and conditions

General Terms and Conditions

LiveChat Service – Delftsestraat 11-15 – 3013AB Rotterdam

Article 1 Applicability

1. With the exclusion of all other terms and conditions, these conditions apply between LiveChat
Service BV registered with the Chamber of Commerce in Rotterdam under number 60948086 and a
client.
2.Additional and / or deviating conditions – including purchasing conditions – are not part of the
agreement and therefore do not bind LiveChat Service B.V., unless Live Chat Service B.V. has
explicitly and in writing accepted the conditions.
3. In case of contradictions between these conditions and those of LiveChat Service B.V., these
conditions prevail unless LiveChat Service B.V. has confirmed in writing that the conditions of the
client prevail.

Article 2 Realization of the agreement

An agreement is made through an offer by LiveChat Service B.V. and acceptance thereof by the
client. An agreement becomes official in writing when the client provides LiveChat Service B.V. with an
acceptance of the agreement by email and/or a signed agreement or the order confirmation is
returned.

Article 3 Offers and Prices

1. All offers and quotations of LiveChat Service B.V. are without obligation and are subject to model
changes.
2. LiveChat Service B.V. reserves the right to change its prices periodically. Any new prices shall
supersede any earlier prices.
3. The order-based purchase agreement is made by either written confirmation of the order or by
transmission by LiveChat Service B.V. of the invoice related to an order.
4. The prices stated in the price overview are excluding VAT.
5. An offer issued by LiveChat Service B.V. has a validity period of 14 days net counted from the
quotation date. After the 14 days the quotation will expire unless LiveChat Service B.V. and the client
have agreed otherwise.

Article 4 Change in the goods to be delivered

LiveChat Service B.V. is authorized to deliver items that differ from the items described in the
purchase agreement by the following aspects: programming language, manuals, form, color;  subject
to the condition that deviations do not lead to a reduction of the practical or acquisition value and entail
an improvement.

Article 5 Retention of title

All goods delivered to the client remain the property of LiveChat Service B.V. The received chat
conversations, regardless of the module in the LiveChat Service B.V. area, will remain the property of
the client for the entire license period. After expiration of the license period, all information and data
will be removed from the LiveChat Service B.V database.

Article 6 Confidential Information

Each party will take all reasonable precautions to keep the confidential information received from the
other party confidential.

Article 7 Intellectual property

1. Copyright and all other intellectual or industrial property rights on all web applications,
equipment or other materials (such as: analysis, design, documentation, reporting, quotations) as well
as (other) preparatory material thereof, belong exclusively to LiveChat Service B.V.. The client obtains
thereof only the rights of use that are explicitly granted in these conditions, unless LiveChat Service
B.V. and the client have agreed otherwise in writing.
2. The client is not permitted to remove or change any indication concerning copyrights, brands, trade
names or other intellectual or industrial property rights from the web application, equipment or
materials, including indications concerning the confidential nature and secrecy of the web application.
3. The client is permitted to take technical measures to protect the web application. If LiveChat Service
B.V.  has secured the web application by technical measures, the client is not permitted to remove or
circumvent this security. If the security measures mean that the client is unable to make a backup copy of the web application, LiveChat Service B.V. will make a back-up copy of the web application
available to the client at the request of the client.
4. LiveChat Service B.V. will indemnify the client against any action based on the claim that the
service provided by LiveChat Service B.V. self-developed web application infringes a copyright
applicable in the Netherlands. This indemnification does not apply if the client makes changes or has
them made by third parties.

Article 8 Right of use

1. With the right of use the client acquires the authority to use the web application per purchased unit
on one domain website at the same time, unless otherwise agreed in writing.
2. The client is not allowed to:
a. Copy the web application in its entirety or in part, in whatever way, regardless of form or medium form-control.
b. To delete or change badges such as trade names, logos, product names and copyright notices.
c. Modify the web application in its entirety or in part, modify it, convert or imitate it, or otherwise edit,
apply reverse engineering or have third parties do this.
d. Rent out, to alienate, to transfer in security, or, under any title, to make available to third parties, to
make available for inspection or to make accessible, the web application in its entirety or in part, also
including the administration of data by persons other than the client.
e. Transfer the web application in its entirety or in part by using electronic or telecommunication
means to another website.
3. The client shall take all measures that are reasonably necessary to prevent the web application
from being wholly or partially in the hands of third parties.

Article 9 License and Maintenance Agreement

1. If the agreement relates to the periodic provision of new updates for the web application, the
agreement is entered into for a period of one month, unless another period has explicitly been agreed.
2. The license period starts at the moment that LiveChat Service B.V. provides the necessary scripts
that are essential for the client to use the software. If the client incurs delays internally after delivery of
the scripts, this will have no consequences for the duration of the license.
2. The duration will be extended in consultation of the original period, unless the client or LiveChat
Service B.V. terminate the agreement in writing with due observance of a notice period of one month
before the end of the relevant period.
3. LiveChat Service B.V. will update in accordance to the agreements made with the client in writing
with care.
4. LiveChat Service B.V. can make changes to the size or content of the web application. These
changes may affect the necessary specifications of the equipment and / or website used. The costs of
this are at the expense of the client.

Article 10 Client Cooperation

1. Because of the necessity of  the client’s cooperation in the execution of the agreement, the client
will always provide all useful and necessary data or information to LiveChat Service B.B. in a timely
manner.
2. The client is responsible for the use and proper application in its organization of the web application
and of the services provided by LiveChat Service B.V.
3. If the information necessary for the execution of the agreement is not made available, on time or not
in accordance with the agreements to LiveChat Service B.V. or if the client does not fulfill their
obligations in any other way, LiveChat Service B.V. holds the right to suspend the execution of the
agreement and LiveChat Service B.V has the right to charge additional costs following the usual rates
of LiveChat Service B.V

Article 11 Termination of the contract

1. The claims of LiveChat Service B.V. on the client are immediately claimable in the following cases:
– if after the conclusion of the agreement LiveChat Service B.V. becomes aware of circumstances that
give LiveChat Service B.V. good grounds to fear that the client will not fulfill their obligations.
-If LiveChat Service B.V. has requested the client for security during the conclusion of the agreement
and this security is not forthcoming or insufficient.

In the cases mentioned, LiveChat Service B.V. is authorized to suspend further performance of the
agreement or to dissolve the agreement, without prejudice to the right of LiveChat Service B.V.
claiming damages.
2. If circumstances arise with regard to persons and / or material of which LiveChat Service B.V. uses
to engage or commits to operate in the performance of the agreement, and if these circumstances are
of such a nature that the execution of the agreement is impossible or so fraught with difficulty,
objectionably and / or disproportionately expensive that compliance with the agreement cannot
reasonably be required, LiveChat Service B.V. is authorized to terminate the agreement and the client
himself is responsible for the possible costs associated with this.

Article 12 Guarantee and Execution

1. The web application is guaranteed against programming errors for the period as agreed. During this
period, repair will be free of charge unless the errors or the malfunctioning of the web application are
wholly or partly the result of incorrect, careless or incompetent use, external causes (such as: server
failure, internet failure and / or changes to the client's digital resources where LiveChat Service B.V.
on running).
2. LiveChat Service provides online dialogues or chats for the client by the use of LiveChat
Operators. 3. On National Holidays, no services are provided unless otherwise agreed.

Article 13 Liability

1. LiveChat Service B.V. does not accept any liability for damage suffered by the client and / or third
parties that is the result of conditions that apply outside the guarantee.
2. LiveChat Service B.V. is not liable for the unlawful and irresponsible handling by the client of the
personal data of the customer information that is collected with the software of LiveChat Service B.V ..

Article 14 Payment

1. Payment must be made within 14 days of the invoice date by transfer of the amount owed to the
account number stated on the invoice, unless otherwise agreed in writing. Customers who pay a year
in advance receive a 5% discount on the total amount excluding VAT. The customer must indicate that
they wish to make use of this payment discount.
2. The Client will take out a subscription for the LiveChat Service B.V. software for a certain period
and pay the amount for the services provided in one go.
3. After the expiration of the term referred to in paragraph 1, the client is in default: the client is due
from the moment of default an interest of one percent (1%) per month or part of a month, or the
statutory interest if this is higher.
4. The amounts in the quotation, on the website and on the invoice are excluding VAT.
5. If the client is in default or fails to comply with one or more of their obligations, then all extrajudicial
collection costs apply to the client. The client is due:
– 15% of the first € 2000 with a minimum of € 200,
– 10% of the amount up to € 6000,
– 8% of the amount up to € 15,000,
– 5% of the amount up to € 60,000,
– 3% of the amount,
If LiveChat Service B.V. proves to have incurred higher costs, which were reasonably necessary,
these are also eligible for reimbursement. In addition, LiveChat Service B.V. reserves the right to
deactivate the software on the client’s website.

Article 15 Privacy

1. LiveChat Service B.V. takes every effort to optimally protect the personal details of its clients
against unlawful use. Only authorized personnel have access to the data. The storage and
retransmission of your data via the Internet is secured with the current usual techniques.
2. LiveChat Service B.V. does not make the details of its clients available to third parties in any way.
You as a client have the right to inspect and correct your personal data if desired.

Article 16 Applicable law

Dutch law is applicable on every agreement between LiveChat Service B.V. and the client.

Livechat: More than just a <strong>  contact channel </strong>

Livechat: More than just a contact channel