General Terms and Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
Aizy B.V. manages and optimizes your social media and Google advertisements by means of AI-driven marketing automation software and offers support to entrepreneurs for automating social media and Google Ads.
In these general terms and conditions, you can read on based on which conditions you can make use of our services. We have tried to use as few complicated legal terms as possible in these conditions. If the conditions are nevertheless unclear in some parts, please feel free to contact us at finance@aizy.nl.
Article 1 – Definitions
In these general terms and conditions, the same concepts are regularly used. In this article, you can therefore read what is meant by the various concepts:
Aizy B.V.: the party that provides the service and is thus the user of these general terms and conditions.
Customer: the company or organization that uses or wishes to use the services of Aizy B.V. and concludes a subscription for this purpose.
Subscription: the continuing performance contract that the Customer concludes with Aizy B.V. in order to be able to make use of Aizy B.V.'s services.
Service(s): the services that Aizy B.V. will perform for the Customer and for which an agreement is concluded.
Cloud software: the AI-driven marketing automation software with which Aizy B.V. performs the Service.
In Writing: both traditional written communication and digital communication via email.
Office hours: Monday to Friday from 08:30 to 17:00, with the exception of nationally recognized holidays.
For the readability of these general terms and conditions, the 'Customer' is also referred to as 'you/your' and the parties together are also referred to as 'Parties' or individually as 'Party'.
Article 2 – When do these general terms and conditions apply?
These general terms and conditions apply to the use of the services of Aizy B.V. and to all Subscriptions, agreements, and invoices of Aizy B.V.
These general terms and conditions apply for the benefit of all directors, partners, employees, and (possible) partners or other persons who use the Services of Aizy B.V. on behalf of the Customer.
Any general terms and conditions used by the Customer, however named, are explicitly not applicable to the agreement between the Parties.
If the Customer concludes a Subscription, Aizy B.V. assumes that the Customer is familiar with these general terms and conditions and agrees to their content.
Deviations and additions to these general terms and conditions only apply if they have been explicitly accepted in Writing by Aizy B.V.
These general terms and conditions also apply to Subscriptions that are upgraded or downgraded and extended Subscriptions.
Aizy B.V. may adjust these general terms and conditions from time to time. Only when a change affects the rights or obligations of the Customer, Aizy B.V. will inform the Customer about this in Writing beforehand. Minor or editorial adjustments are not covered by this.
If one or more provisions of these general terms and conditions prove to be void or voidable (invalid), the remaining provisions remain fully applicable. In that case, the Parties will agree on a new provision that resembles the invalid provision as much as possible in terms of purpose and scope.
When the content of these general terms and conditions conflicts with an agreement concluded between the Parties, the content of the agreement takes precedence over these general terms and conditions.
The products and services of Aizy B.V. are solely aimed at the business Customer.
Article 3 – Offer
If an offer from Aizy B.V. has a limited period of validity or in the case where conditions are attached to the offer, this is explicitly stated in the offer.
We assume that the details provided by the Customer to Aizy B.V. are correct, complete, and up-to-date.
Stated prices are always exclusive of VAT and explicitly exclusive of media spend (advertising budget).
The content of the agreement consists solely of what is described in the offer and/or the agreement.
Additional agreements or modifications made are only valid if the Parties have agreed upon them in Writing.
The Customer cannot hold Aizy B.V. to obvious mistakes and typos in the offer or programming and/or typing errors on our website or social media channels.
After the expiration of the validity period of a promotion or offer, the Customer can no longer claim the promotional rate or the promotional conditions that belonged to that offer.
Article 4 – How is the agreement established?
To be able to use the Services, the Customer concludes a Subscription. The Subscription is established by signing the service agreement. These general terms and conditions apply to the service agreement.
If a free month is granted when entering into the agreement, this applies exclusively to the first month of the Subscription. After that, the Subscription will automatically continue as a paid Subscription, in accordance with the agreed rates, unless the Parties have agreed otherwise in Writing.
Parties agree that all currently common means of communication, such as email, may be used for communication.
Aizy B.V. takes appropriate technical and organizational measures to secure the electronic transmission of data.
In the event of a sale or acquisition of (a part of) our business activities, we have the right to transfer the agreement to a third party. Of course, you will be informed about this in advance.
Article 5 – What can you expect from us?
Aizy B.V. will endeavor as a diligent service provider to ensure that the Customer can make optimal use of the Services. Aizy B.V. uses its knowledge, experience, and tools to the best of its insight and ability to provide the Service. Although the Services usually lead to good results, Aizy B.V. cannot guarantee that the Customer will achieve the desired result at all times. The outcome is partly dependent on external factors such as third-party systems and human actions. Aizy B.V. is therefore not bound to achieve a specific result.
If the Customer so wishes, Aizy B.V. can provide a report upon request containing the results over a period to be determined in more detail.
Aizy B.V. naturally handles the information shared by the Customer in a safe and responsible manner.
For the purpose of maintenance, adjustments, and improvements of the systems, the Cloud software may (temporarily) be put out of use or its use may be restricted. Aizy B.V. has no influence on this.
Support is available during Office hours.
Aizy B.V. may engage third parties in the execution of the Service. Articles 7:404, 7:407 paragraph 2, and 7:409 of the Dutch Civil Code are explicitly not applicable here. This agreement also applies with regard to the third parties engaged by Aizy B.V.
The Customer is aware that Aizy B.V. also works for other customers. These may also be companies competing with the Customer.
Results generated by the Cloud software, including recommendations, optimizations, and automations, are based on data analysis and algorithms. Aizy B.V. gives no guarantee on specific performances, revenue, conversions, or returns.
Any execution terms communicated by Aizy B.V. are indicative and cannot be seen as strict deadlines.
Article 5a – Use of the Cloud software
1. Aizy B.V. makes access to the Cloud software available to the Customer (if agreed) during the term of the Subscription.
2. The Customer is responsible for managing user accounts and keeping login details confidential.
3. Aizy B.V. may perform maintenance, updates, and improvements. As a result, the Cloud software may temporarily be unavailable or have limited availability.
4. If the Cloud software executes automations or scripts within advertising platforms (such as Google Ads or Meta), this occurs exclusively within the access granted by the Customer. The Customer remains responsible at all times for budgets, advertisements, settings, and results.
5. Aizy B.V. may temporarily suspend access to the Cloud software if this is necessary for security, maintenance, abuse, or payment arrears.
Article 6 – Your obligations
You must provide and use, at your own risk and expense, proper equipment and facilities (computer, smartphone, tablet, apps, website, and software, etc.) to be able to make use of our Services.
The Customer is self-responsible for the creation and delivery of content, unless it is explicitly specified in the agreement that Aizy B.V. performs these activities (in part). The services of Aizy B.V. relate exclusively to the optimization and automation of campaigns, not to content creation.
In case the creation and design of advertisements is not included in the execution of the Assignment, you shall deliver the content to us in a timely manner.
You will provide in a timely manner all information and cooperation necessary to make use of the Services of Aizy B.V.
This includes, but is not limited to, granting Aizy B.V. timely access to your Google Ads account and your Meta business manager.
When the start or execution of the Service is delayed because you do not provide access, necessary permissions, or content in time, Aizy may suspend the execution of the Service. Any extra costs will be at your expense.
Article 7 – Term and termination of Subscription
A Subscription has an initial term of twelve (12) months. After this period, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly subject to a notice period of one (1) calendar month.
Cancellation takes place in Writing via Opzeggingen@aizy.nl.
The Subscription has a fixed initial term of twelve (12) months and cannot be terminated early during this period. After the initial term, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly with due observance of a notice period of one (1) calendar month.
After termination of the Subscription, the Customer must revoke the access and permissions that the Customer has granted to Aizy B.V. in its Google Ads Account and Meta business manager.
Subscriptions can be upgraded at any time. Downgrading is possible at the end of the subscription term. In the case of an upgrade, an additional Fee will be charged. In the case of a downgrade, no refund of already paid amounts will take place. Please note that with a downgrade, certain services may no longer be accessible.
Aizy B.V. may choose to no longer offer a Subscription. In that case, Aizy B.V. can terminate the Subscription with a notice period of one (1) calendar month.
Aizy B.V. has the right to terminate the Subscription with immediate effect and without court intervention if the Customer acts in violation of the obligations under these general terms and conditions, including the failure to pay invoices (in a timely manner). This right also applies in the event of bankruptcy or suspension of payments of the Customer, or when a supplier of Aizy B.V. no longer delivers, preventing Aizy B.V. from fulfilling its obligations.
The full contract amount over the initial term is due, regardless of early termination, non-use, or a submitted chargeback. A chargeback does not release the Customer from their payment obligation.
Article 8 – Rates and payment
Aizy B.V. has the right to change rates. A proposed rate change will be communicated to the Customer in Writing at least thirty (30) calendar days before it takes effect.
Aizy B.V. is entitled to increase rates annually. The amount of this adjustment is determined by Aizy B.V. based on market developments, rising costs, or other business economic grounds. An annual price adjustment pursuant to this article is not considered a rate change within the meaning of this article and does not give the Customer the right to terminate the Subscription.
To use the Services of Aizy B.V., the Customer pays a monthly fee.
This fee is debited monthly via direct debit. The Customer authorizes Aizy B.V. upon concluding the Subscription for direct debit of the fee.
If Aizy B.V. does not receive a payment on time or if a payment is reversed for invalid reasons, the Customer is in default by operation of law. Aizy B.V. then has the right to charge statutory commercial interest and collection complexity. Collection costs amount to ten percent (10%) of the outstanding amount with a minimum of two hundred and fifty euros (€ 250.00). In addition, Aizy B.V. has the right to suspend the Service or terminate the Subscription until you have met your payment obligation. In that case, Aizy B.V. is not liable for damage suffered by the Customer as a result.
Objections by the Customer to the amount of the invoice do not suspend the payment obligation.
In the event of liquidation, bankruptcy, seizure, or suspension of payments of the Customer, the claims that Aizy B.V. has against the Customer are immediately due and payable.
The Customer is not permitted to offset amounts.
A chargeback initiated by the Customer through a financial institution while the payment obligation remains unimpeded in force is classified as an invalid reversal within the meaning of this article and constitutes default by operation of law.
Article 9 – Guarantees, liability and indemnification
The Customer remains responsible at all times for checking entered budgets and created content. Aizy B.V. cannot be held liable for errors in budgets, texts, images, or other content.
In the execution of the Service, Aizy B.V. makes use of third-party software and tools. Aizy B.V. can therefore not guarantee that all Services and the Cloud software are usable and/or accessible at all times.
Achieving formulated objectives depends partly on the algorithm of social media channels, advertising platforms, and search engines, the quality and availability of required software and tools, guidelines and policies of third parties, and surfing behavior of people. These external factors can influence the results and the method of Aizy B.V. Because Aizy B.V. has no influence on this, Aizy B.V. cannot guarantee the success of digital media, including a certain number of likes, new followers, leads, views, and conversions.
For the execution of the Service, Aizy B.V. is dependent on the availability, functionality, as well as the policy rules and guidelines of advertising platforms. Aizy B.V. will naturally take these policy rules and guidelines into account when executing the Service. Advertising platforms mainly use automated technology to evaluate advertisements. Aizy B.V. explicitly has no influence on that assessment. The Customer can therefore not hold Aizy B.V. liable for rejections and restrictions by the advertising platform.
Aizy B.V. is only liable for direct damages and up to a maximum of the amount that the Customer has paid in the six (6) months prior to the damage. Aizy B.V. is not liable for indirect damages, such as loss of profit or revenue, missed savings, reputational damage, or business interruption. This limitation does not apply in case of intent or deliberate recklessness by Aizy B.V.
In no case is Aizy B.V. liable for an amount higher than the amount paid out by a liability insurance closed by Aizy B.V.
If a third party suffers damage because the Customer did not adhere to these general terms and conditions, the Customer is self-responsible for that damage and indemnifies Aizy B.V. against that damage.
Aizy B.V. is not liable for damage caused by relying on incorrect or incomplete details provided by or on behalf of the Customer.
Aizy B.V. is not liable for damage resulting from failures, changes, or limitations of advertising platforms, algorithm updates, or technical adjustments of third parties.
Aizy B.V. is also not liable for damage caused by failures in the electronic services of third parties such as providers, network operators, advertising platforms, and telecommunications services.
In deviation from the statutory limitation period, a limitation period of twelve (12) calendar months after termination of the Service applies to all claims related to these general terms and conditions.
The limitations of liability mentioned in this article do not apply in case Aizy B.V. caused the damage through intent or deliberate recklessness.
Article 10 – Force majeure and unforeseen circumstances
If Aizy B.V. cannot deliver the Service due to force majeure or an unforeseen circumstance, Aizy B.V. is not obliged to deliver the Service.
Force majeure or an unforeseen circumstance includes, but is not limited to:
a. failures or disruptions in telecommunications or internet connections;
b. non-delivery or defective delivery by suppliers of Aizy B.V.If a situation as described in paragraph 2 continues for more than sixty (60) calendar days, both Parties have the right to terminate the agreement without being liable for damages.
Article 11 – Intellectual property rights
All texts, images, logos, videos, and other materials that Aizy B.V. publishes on its website, social media channels, or shares in the context of the collaboration, are owned by Aizy B.V. These may not be copied, shared, or used in any other way without prior Written permission from Aizy B.V.
Aizy B.V. gets access to the advertising channels, data, and content of the Customer to manage and optimize campaigns. The content, data, and campaigns of the Customer remain fully owned by the Customer. Aizy B.V. uses these solely for the execution of the agreed Services and will not deploy them for other purposes.
If Aizy B.V. is requested by the Customer to make use of intellectual property rights of a third party who is not a party to this agreement, the Customer will arrange for the necessary permission from that third party.
The Customer guarantees when delivering content for the benefit of the execution of the Service not to act in violation of the intellectual property rights of third parties.
The Customer indemnifies and holds Aizy B.V. harmless from claims of third parties related to infringements made on intellectual property rights of third parties because the Customer does not meet the provisions of this article.
Aizy B.V. may place (reference) images on its website and social media channels and make use of the logo and commercial name and/or brand name of the Customer for this, unless the Customer indicates before the start of the Service not to agree to this.
In the event that the Customer acts in violation of this article, Aizy B.V. has the right to charge the damage suffered as a result to the Customer.
Article 12 – Customer data
1. All data, content, and advertising accounts of the Customer remain the property of the Customer.
2. The Customer grants Aizy B.V. the right to process this data to the extent necessary for the performance of the agreement, support, security, and product improvement.
3. For product improvement, Aizy B.V. solely uses aggregated and/or anonymized data.
4. After termination of the Subscription, the Customer may request an export of available Customer data. Aizy B.V. will subsequently delete or anonymize Customer data within a reasonable period, except for statutory retention obligations.
Article 13 – Complaints
If the Customer is not satisfied with the services of Aizy B.V. or has a complaint about the execution of the Service, the Customer must report this as soon as possible, but at the latest within fourteen (14) calendar days after the occurrence thereof, in a fully and clearly described Written manner via info@aizy.nl.
Article 14 – Privacy and the processing of personal data
The privacy and cookie statement of Aizy B.V. also applies to these general terms and conditions and to all agreements and Subscriptions. This can be consulted via the website www.aizy.nl.
The privacy and cookie statement explains how Aizy B.V. handles personal data. Aizy B.V. will only store and use the personal data provided by the Customer for the purposes as described in the privacy and cookie statement.
For the processing of personal data within the Cloud software, Aizy B.V. acts as a processor within the meaning of the GDPR, insofar as it processes personal data on behalf of the Customer. Aizy B.V.'s data processing conditions apply to these processing activities. These can be consulted via the website.
Article 15 – Applicable law and choice of forum
Dutch law is exclusively applicable to all agreements concluded and to be concluded by Aizy B.V., Subscriptions, and these general terms and conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.
Data Processor Agreement Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
When using the Cloud software of Aizy B.V., personal data may be processed. Hereby, based on the General Data Protection Regulation (GDPR), Aizy B.V. is seen as 'processor'. As user of the Cloud software, you have the role of 'data controller'. This means that you are and remain responsible for the personal data that you make available to Aizy B.V.
Based on Article 28 paragraph 3 of the GDPR, the processor (Aizy B.V.) and the data controller (you) are obliged to make agreements about the processing of personal data so that the privacy of data subjects to whom those personal data belong is ensured.
The agreements regarding data processing are recorded in these data processor agreement conditions.
The agreement that Aizy B.V. has concluded with you for the use of the Cloud software (the SaaS agreement) is referred to in these data processor agreement conditions as the 'Main Agreement'. For other definitions, reference is made to Article 1 of the general terms and conditions.
Article 1 – Term of these data processor conditions
These data processor conditions remain applicable to the Main Agreement for the entire duration of the Main Agreement. This means that the data processor conditions cannot be canceled prematurely.
Upon termination of the Main Agreement, these data processor conditions also terminate automatically. Because the processed personal data remain yours, Aizy B.V. will ensure that the personal data are returned to you in their original form or destroyed after termination of these data processor conditions. This does not apply to data that Aizy B.V. is obliged to keep based on legislation.
The agreements from Article 5 confidentiality and Article 9 liability and indemnification of these data processor conditions remain valid after termination of these data processor conditions.
Article 2 – Purpose, nature, and subject of processing
Aizy B.V. offers Cloud software with which social media and Google Ads can be automated. In this software, personal data from advertising accounts on social media connected with customers of Aizy B.V. are stored via a pixel. This concerns the following personal data:
hashed IP addresses;
browser type and version;
operating system;
referral source (e.g. website or page that led the user to the customer's website);
pages visited on the customer's website;
date and time of visit;
clicks on links and buttons on the customer's website;
interactions with forms on the customer's website (e.g. search queries or form submissions);
other similar anonymous data that can be used for analysis and marketing purposes.
Aizy B.V. processes these personal data only as far as necessary for the execution of the Main Agreement. The purpose of the processing is to automate social media and Google Ads.
Aizy B.V. may also use the personal data for quality assurance purposes, including conducting surveys among data subjects, statistical research for the benefit of the quality of Aizy B.V.'s services and/or the software supplier, and training the artificial intelligence and algorithms of the Cloud software.
Aizy B.V. may only process the personal data for other purposes if you have given prior Written permission for this. However, if in the future extra functionalities are offered that belong to the purposes mentioned in paragraph 2, this falls within the instruction of the Main Agreement and Aizy B.V. does not need to ask for extra permission for this.
Article 3 – Processing of personal data
Aizy B.V. will observe all due care in processing personal data and will comply with applicable privacy laws, including the GDPR.
Aizy B.V. will not process the personal data in violation of a legal obligation.
Aizy B.V. only processes the personal data within the European Economic Area (EEA). If Aizy B.V. does transfer personal data to a country outside the EEA, this only happens if that country guarantees an appropriate protection level and meets the obligations under the GDPR and these data processor conditions. In case you transfer personal data to countries outside the EEA yourself, you indemnify Aizy B.V. against all legal claims of third parties claiming that this acts in violation of the GDPR.
Aizy B.V. ensures that you maintain access to the personal data at all times, also in case of bankruptcy or suspension of payments.
Aizy B.V. keeps a record of the personal data processed on your behalf (processing register). Upon your request, Aizy B.V. will give you insight into this processing register.
Article 4 – Engaging third parties (sub-processors)
Aizy B.V. can engage so-called sub-processors in processing personal data. These are persons or organizations engaged for the execution of the Main Agreement, such as the software supplier.
Aizy B.V. currently works together with AWS and Data Bricks. By agreeing to these data processor conditions, you give permission for this.Aizy B.V. solely appeals to sub-processors who can sufficiently guarantee that they offer appropriate security measures so that the processing of personal data meets the requirements of the GDPR and the protection of the rights of data subjects is secured.
Aizy B.V. remains responsible and liable for the actions of the sub-processors engaged by Aizy B.V.
Article 5 – Confidentiality
All personal data that Aizy B.V. receives from you and/or collects itself are subject to strict confidentiality vis-a-vis third parties.
Aizy B.V. is not obliged to keep confidentiality if Aizy B.V. is held to share the personal data based on a statutory obligation or if you have explicitly given permission to share the personal data with third parties.
Confidentiality also does not apply in case of sub-processing. Aizy B.V. ensures that engaged sub-processors observe confidentiality and adhere to a similar security level regarding the protection of personal data. Confidentiality is also imposed on the staff of Aizy B.V.
All login codes, passwords, and information about security measures provided by you to Aizy B.V. are confidential and will be treated as such by Aizy B.V.
Article 6 – Security
Aizy B.V. will take appropriate and adequate measures to protect the personal data processed by Aizy B.V. against loss, alternation, deletion, or unauthorized access. Aizy B.V. does this, among other things, by: regularly making a backup, using strong passwords, encryption of personal data, and using a secured network connection via Secure Socket Layer (SSL).
You in turn guarantee that you use our Cloud software in a responsible manner.
The measures taken by Aizy B.V. comply as much as possible with the provisions of Article 32 of the GDPR. This means that Aizy B.V. takes into account the state of the art, execution costs, nature, scope, context, purposes of processing, probability, and severity of the varying risks to the rights and freedoms of individuals when taking security measures. However, Aizy B.V. cannot guarantee that the security measures taken are effective under all circumstances.
In case you wish a higher security level than what the GDPR prescribes, Aizy B.V. may charge reasonable costs to you for this.
In the event of a security incident (data breach), Aizy B.V. will notify you within forty-eight (48) hours of discovery. Aizy B.V. will also provide you with all details that Aizy B.V. is obliged to provide based on the GDPR. Naturally, Aizy B.V. will try to undo the consequences of the security incident as quickly as possible. It is then your responsibility to assess whether the security incident must be reported to the Dutch Data Protection Authority (Autoriteit Persoonsgegevens) and to data subjects, and to make this notification when this is the case.
Before making such a notification, you inform Aizy B.V. about it. In case the Dutch Data Protection Authority decides to start an investigation, Aizy B.V. will naturally cooperate with that investigation.
Aizy B.V. registers all security incidents in a way that is insightful for you. This registration contains at least the following details:
a. a description of the security incident;
b. the number of persons affected by the security incident;
c. the date and time of the security incident;
d. the nature of the breach;
e. the type of data affected;
f. the possible consequences for the data subject;
g. the technical and organizational measures taken in response to the security incident.
Upon your request, Aizy B.V. will give insight into the data breach register.
Article 7 – Rights of data subjects
Aizy B.V. will provide all cooperation to the execution of rights that data subjects have based on the GDPR: request for access, restriction of processing, rectification, data erasure, data portability, or objection (Art. 15-22 GDPR).
As data controller, Aizy B.V. will inform you as quickly as possible of a complaint, a request, a question, or an order submitted by a data subject to Aizy B.V. in connection with the processing of personal data. Aizy B.V. will not respond to these requests itself but can inform the data subject about the transfer. You are obliged to accommodate the rights of data subjects.
Article 8 – Audits and inspections
You have the right to supervise (or have supervised) compliance with these data processor conditions. You can do this by executing (or having executed) audits at most once (1) per calendar year. You must inform Aizy B.V. about this in Writing at least fourteen (14) calendar days prior to the start.
Aizy B.V. will cooperate with audits and inspections allowing you to check whether Aizy B.V. adheres to the obligations applicable under the GDPR. For this, Aizy B.V. will, among other things, grant access to databases and provide all necessary information upon request. It is not permitted to communicate the outcome of audits with third parties without Aizy B.V. having given Written permission for this beforehand.
The costs for audits and inspections requested by you are at your expense.
Article 9 – Liability and indemnification
Parties indemnify each other mutually for fines and periodic penalty payments imposed by the Dutch Data Protection Authority because it has been established that the other Party does not adhere to applicable privacy laws. In addition, Parties indemnify each other against claims of data subjects.
Each party is and remains responsible itself for the damage caused by it as a result of violations of laws and regulations.
In case Aizy B.V. is liable for damage because this damage can be attributed to Aizy B.V., that liability is limited to what is agreed in the Main Agreement.
Article 10 – Miscellaneous agreements
If during the execution of these data processor conditions it appears that for a proper execution it is necessary to change the data processor conditions, the Parties will adjust the data processor conditions in mutual consultation. Adjustments are attached as an addendum to these data processor conditions.
If an article from these data processor conditions is void or voidable (is invalid), the remaining provisions in these data processor conditions remain applicable. In that case, the Parties will make a new agreement in mutual consultation that matches the original provision as much as possible in terms of purpose and scope.
If a provision from these data processor conditions contradicts the Main Agreement, these data processor conditions prevail over the Main Agreement.
Dutch law is exclusively applicable to these data processor conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.
General Terms and Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
Aizy B.V. manages and optimizes your social media and Google advertisements by means of AI-driven marketing automation software and offers support to entrepreneurs for automating social media and Google Ads.
In these general terms and conditions, you can read on based on which conditions you can make use of our services. We have tried to use as few complicated legal terms as possible in these conditions. If the conditions are nevertheless unclear in some parts, please feel free to contact us at finance@aizy.nl.
Article 1 – Definitions
In these general terms and conditions, the same concepts are regularly used. In this article, you can therefore read what is meant by the various concepts:
Aizy B.V.: the party that provides the service and is thus the user of these general terms and conditions.
Customer: the company or organization that uses or wishes to use the services of Aizy B.V. and concludes a subscription for this purpose.
Subscription: the continuing performance contract that the Customer concludes with Aizy B.V. in order to be able to make use of Aizy B.V.'s services.
Service(s): the services that Aizy B.V. will perform for the Customer and for which an agreement is concluded.
Cloud software: the AI-driven marketing automation software with which Aizy B.V. performs the Service.
In Writing: both traditional written communication and digital communication via email.
Office hours: Monday to Friday from 08:30 to 17:00, with the exception of nationally recognized holidays.
For the readability of these general terms and conditions, the 'Customer' is also referred to as 'you/your' and the parties together are also referred to as 'Parties' or individually as 'Party'.
Article 2 – When do these general terms and conditions apply?
These general terms and conditions apply to the use of the services of Aizy B.V. and to all Subscriptions, agreements, and invoices of Aizy B.V.
These general terms and conditions apply for the benefit of all directors, partners, employees, and (possible) partners or other persons who use the Services of Aizy B.V. on behalf of the Customer.
Any general terms and conditions used by the Customer, however named, are explicitly not applicable to the agreement between the Parties.
If the Customer concludes a Subscription, Aizy B.V. assumes that the Customer is familiar with these general terms and conditions and agrees to their content.
Deviations and additions to these general terms and conditions only apply if they have been explicitly accepted in Writing by Aizy B.V.
These general terms and conditions also apply to Subscriptions that are upgraded or downgraded and extended Subscriptions.
Aizy B.V. may adjust these general terms and conditions from time to time. Only when a change affects the rights or obligations of the Customer, Aizy B.V. will inform the Customer about this in Writing beforehand. Minor or editorial adjustments are not covered by this.
If one or more provisions of these general terms and conditions prove to be void or voidable (invalid), the remaining provisions remain fully applicable. In that case, the Parties will agree on a new provision that resembles the invalid provision as much as possible in terms of purpose and scope.
When the content of these general terms and conditions conflicts with an agreement concluded between the Parties, the content of the agreement takes precedence over these general terms and conditions.
The products and services of Aizy B.V. are solely aimed at the business Customer.
Article 3 – Offer
If an offer from Aizy B.V. has a limited period of validity or in the case where conditions are attached to the offer, this is explicitly stated in the offer.
We assume that the details provided by the Customer to Aizy B.V. are correct, complete, and up-to-date.
Stated prices are always exclusive of VAT and explicitly exclusive of media spend (advertising budget).
The content of the agreement consists solely of what is described in the offer and/or the agreement.
Additional agreements or modifications made are only valid if the Parties have agreed upon them in Writing.
The Customer cannot hold Aizy B.V. to obvious mistakes and typos in the offer or programming and/or typing errors on our website or social media channels.
After the expiration of the validity period of a promotion or offer, the Customer can no longer claim the promotional rate or the promotional conditions that belonged to that offer.
Article 4 – How is the agreement established?
To be able to use the Services, the Customer concludes a Subscription. The Subscription is established by signing the service agreement. These general terms and conditions apply to the service agreement.
If a free month is granted when entering into the agreement, this applies exclusively to the first month of the Subscription. After that, the Subscription will automatically continue as a paid Subscription, in accordance with the agreed rates, unless the Parties have agreed otherwise in Writing.
Parties agree that all currently common means of communication, such as email, may be used for communication.
Aizy B.V. takes appropriate technical and organizational measures to secure the electronic transmission of data.
In the event of a sale or acquisition of (a part of) our business activities, we have the right to transfer the agreement to a third party. Of course, you will be informed about this in advance.
Article 5 – What can you expect from us?
Aizy B.V. will endeavor as a diligent service provider to ensure that the Customer can make optimal use of the Services. Aizy B.V. uses its knowledge, experience, and tools to the best of its insight and ability to provide the Service. Although the Services usually lead to good results, Aizy B.V. cannot guarantee that the Customer will achieve the desired result at all times. The outcome is partly dependent on external factors such as third-party systems and human actions. Aizy B.V. is therefore not bound to achieve a specific result.
If the Customer so wishes, Aizy B.V. can provide a report upon request containing the results over a period to be determined in more detail.
Aizy B.V. naturally handles the information shared by the Customer in a safe and responsible manner.
For the purpose of maintenance, adjustments, and improvements of the systems, the Cloud software may (temporarily) be put out of use or its use may be restricted. Aizy B.V. has no influence on this.
Support is available during Office hours.
Aizy B.V. may engage third parties in the execution of the Service. Articles 7:404, 7:407 paragraph 2, and 7:409 of the Dutch Civil Code are explicitly not applicable here. This agreement also applies with regard to the third parties engaged by Aizy B.V.
The Customer is aware that Aizy B.V. also works for other customers. These may also be companies competing with the Customer.
Results generated by the Cloud software, including recommendations, optimizations, and automations, are based on data analysis and algorithms. Aizy B.V. gives no guarantee on specific performances, revenue, conversions, or returns.
Any execution terms communicated by Aizy B.V. are indicative and cannot be seen as strict deadlines.
Article 5a – Use of the Cloud software
1. Aizy B.V. makes access to the Cloud software available to the Customer (if agreed) during the term of the Subscription.
2. The Customer is responsible for managing user accounts and keeping login details confidential.
3. Aizy B.V. may perform maintenance, updates, and improvements. As a result, the Cloud software may temporarily be unavailable or have limited availability.
4. If the Cloud software executes automations or scripts within advertising platforms (such as Google Ads or Meta), this occurs exclusively within the access granted by the Customer. The Customer remains responsible at all times for budgets, advertisements, settings, and results.
5. Aizy B.V. may temporarily suspend access to the Cloud software if this is necessary for security, maintenance, abuse, or payment arrears.
Article 6 – Your obligations
You must provide and use, at your own risk and expense, proper equipment and facilities (computer, smartphone, tablet, apps, website, and software, etc.) to be able to make use of our Services.
The Customer is self-responsible for the creation and delivery of content, unless it is explicitly specified in the agreement that Aizy B.V. performs these activities (in part). The services of Aizy B.V. relate exclusively to the optimization and automation of campaigns, not to content creation.
In case the creation and design of advertisements is not included in the execution of the Assignment, you shall deliver the content to us in a timely manner.
You will provide in a timely manner all information and cooperation necessary to make use of the Services of Aizy B.V.
This includes, but is not limited to, granting Aizy B.V. timely access to your Google Ads account and your Meta business manager.
When the start or execution of the Service is delayed because you do not provide access, necessary permissions, or content in time, Aizy may suspend the execution of the Service. Any extra costs will be at your expense.
Article 7 – Term and termination of Subscription
A Subscription has an initial term of twelve (12) months. After this period, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly subject to a notice period of one (1) calendar month.
Cancellation takes place in Writing via Opzeggingen@aizy.nl.
The Subscription has a fixed initial term of twelve (12) months and cannot be terminated early during this period. After the initial term, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly with due observance of a notice period of one (1) calendar month.
After termination of the Subscription, the Customer must revoke the access and permissions that the Customer has granted to Aizy B.V. in its Google Ads Account and Meta business manager.
Subscriptions can be upgraded at any time. Downgrading is possible at the end of the subscription term. In the case of an upgrade, an additional Fee will be charged. In the case of a downgrade, no refund of already paid amounts will take place. Please note that with a downgrade, certain services may no longer be accessible.
Aizy B.V. may choose to no longer offer a Subscription. In that case, Aizy B.V. can terminate the Subscription with a notice period of one (1) calendar month.
Aizy B.V. has the right to terminate the Subscription with immediate effect and without court intervention if the Customer acts in violation of the obligations under these general terms and conditions, including the failure to pay invoices (in a timely manner). This right also applies in the event of bankruptcy or suspension of payments of the Customer, or when a supplier of Aizy B.V. no longer delivers, preventing Aizy B.V. from fulfilling its obligations.
The full contract amount over the initial term is due, regardless of early termination, non-use, or a submitted chargeback. A chargeback does not release the Customer from their payment obligation.
Article 8 – Rates and payment
Aizy B.V. has the right to change rates. A proposed rate change will be communicated to the Customer in Writing at least thirty (30) calendar days before it takes effect.
Aizy B.V. is entitled to increase rates annually. The amount of this adjustment is determined by Aizy B.V. based on market developments, rising costs, or other business economic grounds. An annual price adjustment pursuant to this article is not considered a rate change within the meaning of this article and does not give the Customer the right to terminate the Subscription.
To use the Services of Aizy B.V., the Customer pays a monthly fee.
This fee is debited monthly via direct debit. The Customer authorizes Aizy B.V. upon concluding the Subscription for direct debit of the fee.
If Aizy B.V. does not receive a payment on time or if a payment is reversed for invalid reasons, the Customer is in default by operation of law. Aizy B.V. then has the right to charge statutory commercial interest and collection complexity. Collection costs amount to ten percent (10%) of the outstanding amount with a minimum of two hundred and fifty euros (€ 250.00). In addition, Aizy B.V. has the right to suspend the Service or terminate the Subscription until you have met your payment obligation. In that case, Aizy B.V. is not liable for damage suffered by the Customer as a result.
Objections by the Customer to the amount of the invoice do not suspend the payment obligation.
In the event of liquidation, bankruptcy, seizure, or suspension of payments of the Customer, the claims that Aizy B.V. has against the Customer are immediately due and payable.
The Customer is not permitted to offset amounts.
A chargeback initiated by the Customer through a financial institution while the payment obligation remains unimpeded in force is classified as an invalid reversal within the meaning of this article and constitutes default by operation of law.
Article 9 – Guarantees, liability and indemnification
The Customer remains responsible at all times for checking entered budgets and created content. Aizy B.V. cannot be held liable for errors in budgets, texts, images, or other content.
In the execution of the Service, Aizy B.V. makes use of third-party software and tools. Aizy B.V. can therefore not guarantee that all Services and the Cloud software are usable and/or accessible at all times.
Achieving formulated objectives depends partly on the algorithm of social media channels, advertising platforms, and search engines, the quality and availability of required software and tools, guidelines and policies of third parties, and surfing behavior of people. These external factors can influence the results and the method of Aizy B.V. Because Aizy B.V. has no influence on this, Aizy B.V. cannot guarantee the success of digital media, including a certain number of likes, new followers, leads, views, and conversions.
For the execution of the Service, Aizy B.V. is dependent on the availability, functionality, as well as the policy rules and guidelines of advertising platforms. Aizy B.V. will naturally take these policy rules and guidelines into account when executing the Service. Advertising platforms mainly use automated technology to evaluate advertisements. Aizy B.V. explicitly has no influence on that assessment. The Customer can therefore not hold Aizy B.V. liable for rejections and restrictions by the advertising platform.
Aizy B.V. is only liable for direct damages and up to a maximum of the amount that the Customer has paid in the six (6) months prior to the damage. Aizy B.V. is not liable for indirect damages, such as loss of profit or revenue, missed savings, reputational damage, or business interruption. This limitation does not apply in case of intent or deliberate recklessness by Aizy B.V.
In no case is Aizy B.V. liable for an amount higher than the amount paid out by a liability insurance closed by Aizy B.V.
If a third party suffers damage because the Customer did not adhere to these general terms and conditions, the Customer is self-responsible for that damage and indemnifies Aizy B.V. against that damage.
Aizy B.V. is not liable for damage caused by relying on incorrect or incomplete details provided by or on behalf of the Customer.
Aizy B.V. is not liable for damage resulting from failures, changes, or limitations of advertising platforms, algorithm updates, or technical adjustments of third parties.
Aizy B.V. is also not liable for damage caused by failures in the electronic services of third parties such as providers, network operators, advertising platforms, and telecommunications services.
In deviation from the statutory limitation period, a limitation period of twelve (12) calendar months after termination of the Service applies to all claims related to these general terms and conditions.
The limitations of liability mentioned in this article do not apply in case Aizy B.V. caused the damage through intent or deliberate recklessness.
Article 10 – Force majeure and unforeseen circumstances
If Aizy B.V. cannot deliver the Service due to force majeure or an unforeseen circumstance, Aizy B.V. is not obliged to deliver the Service.
Force majeure or an unforeseen circumstance includes, but is not limited to:
a. failures or disruptions in telecommunications or internet connections;
b. non-delivery or defective delivery by suppliers of Aizy B.V.If a situation as described in paragraph 2 continues for more than sixty (60) calendar days, both Parties have the right to terminate the agreement without being liable for damages.
Article 11 – Intellectual property rights
All texts, images, logos, videos, and other materials that Aizy B.V. publishes on its website, social media channels, or shares in the context of the collaboration, are owned by Aizy B.V. These may not be copied, shared, or used in any other way without prior Written permission from Aizy B.V.
Aizy B.V. gets access to the advertising channels, data, and content of the Customer to manage and optimize campaigns. The content, data, and campaigns of the Customer remain fully owned by the Customer. Aizy B.V. uses these solely for the execution of the agreed Services and will not deploy them for other purposes.
If Aizy B.V. is requested by the Customer to make use of intellectual property rights of a third party who is not a party to this agreement, the Customer will arrange for the necessary permission from that third party.
The Customer guarantees when delivering content for the benefit of the execution of the Service not to act in violation of the intellectual property rights of third parties.
The Customer indemnifies and holds Aizy B.V. harmless from claims of third parties related to infringements made on intellectual property rights of third parties because the Customer does not meet the provisions of this article.
Aizy B.V. may place (reference) images on its website and social media channels and make use of the logo and commercial name and/or brand name of the Customer for this, unless the Customer indicates before the start of the Service not to agree to this.
In the event that the Customer acts in violation of this article, Aizy B.V. has the right to charge the damage suffered as a result to the Customer.
Article 12 – Customer data
1. All data, content, and advertising accounts of the Customer remain the property of the Customer.
2. The Customer grants Aizy B.V. the right to process this data to the extent necessary for the performance of the agreement, support, security, and product improvement.
3. For product improvement, Aizy B.V. solely uses aggregated and/or anonymized data.
4. After termination of the Subscription, the Customer may request an export of available Customer data. Aizy B.V. will subsequently delete or anonymize Customer data within a reasonable period, except for statutory retention obligations.
Article 13 – Complaints
If the Customer is not satisfied with the services of Aizy B.V. or has a complaint about the execution of the Service, the Customer must report this as soon as possible, but at the latest within fourteen (14) calendar days after the occurrence thereof, in a fully and clearly described Written manner via info@aizy.nl.
Article 14 – Privacy and the processing of personal data
The privacy and cookie statement of Aizy B.V. also applies to these general terms and conditions and to all agreements and Subscriptions. This can be consulted via the website www.aizy.nl.
The privacy and cookie statement explains how Aizy B.V. handles personal data. Aizy B.V. will only store and use the personal data provided by the Customer for the purposes as described in the privacy and cookie statement.
For the processing of personal data within the Cloud software, Aizy B.V. acts as a processor within the meaning of the GDPR, insofar as it processes personal data on behalf of the Customer. Aizy B.V.'s data processing conditions apply to these processing activities. These can be consulted via the website.
Article 15 – Applicable law and choice of forum
Dutch law is exclusively applicable to all agreements concluded and to be concluded by Aizy B.V., Subscriptions, and these general terms and conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.
Data Processor Agreement Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
When using the Cloud software of Aizy B.V., personal data may be processed. Hereby, based on the General Data Protection Regulation (GDPR), Aizy B.V. is seen as 'processor'. As user of the Cloud software, you have the role of 'data controller'. This means that you are and remain responsible for the personal data that you make available to Aizy B.V.
Based on Article 28 paragraph 3 of the GDPR, the processor (Aizy B.V.) and the data controller (you) are obliged to make agreements about the processing of personal data so that the privacy of data subjects to whom those personal data belong is ensured.
The agreements regarding data processing are recorded in these data processor agreement conditions.
The agreement that Aizy B.V. has concluded with you for the use of the Cloud software (the SaaS agreement) is referred to in these data processor agreement conditions as the 'Main Agreement'. For other definitions, reference is made to Article 1 of the general terms and conditions.
Article 1 – Term of these data processor conditions
These data processor conditions remain applicable to the Main Agreement for the entire duration of the Main Agreement. This means that the data processor conditions cannot be canceled prematurely.
Upon termination of the Main Agreement, these data processor conditions also terminate automatically. Because the processed personal data remain yours, Aizy B.V. will ensure that the personal data are returned to you in their original form or destroyed after termination of these data processor conditions. This does not apply to data that Aizy B.V. is obliged to keep based on legislation.
The agreements from Article 5 confidentiality and Article 9 liability and indemnification of these data processor conditions remain valid after termination of these data processor conditions.
Article 2 – Purpose, nature, and subject of processing
Aizy B.V. offers Cloud software with which social media and Google Ads can be automated. In this software, personal data from advertising accounts on social media connected with customers of Aizy B.V. are stored via a pixel. This concerns the following personal data:
hashed IP addresses;
browser type and version;
operating system;
referral source (e.g. website or page that led the user to the customer's website);
pages visited on the customer's website;
date and time of visit;
clicks on links and buttons on the customer's website;
interactions with forms on the customer's website (e.g. search queries or form submissions);
other similar anonymous data that can be used for analysis and marketing purposes.
Aizy B.V. processes these personal data only as far as necessary for the execution of the Main Agreement. The purpose of the processing is to automate social media and Google Ads.
Aizy B.V. may also use the personal data for quality assurance purposes, including conducting surveys among data subjects, statistical research for the benefit of the quality of Aizy B.V.'s services and/or the software supplier, and training the artificial intelligence and algorithms of the Cloud software.
Aizy B.V. may only process the personal data for other purposes if you have given prior Written permission for this. However, if in the future extra functionalities are offered that belong to the purposes mentioned in paragraph 2, this falls within the instruction of the Main Agreement and Aizy B.V. does not need to ask for extra permission for this.
Article 3 – Processing of personal data
Aizy B.V. will observe all due care in processing personal data and will comply with applicable privacy laws, including the GDPR.
Aizy B.V. will not process the personal data in violation of a legal obligation.
Aizy B.V. only processes the personal data within the European Economic Area (EEA). If Aizy B.V. does transfer personal data to a country outside the EEA, this only happens if that country guarantees an appropriate protection level and meets the obligations under the GDPR and these data processor conditions. In case you transfer personal data to countries outside the EEA yourself, you indemnify Aizy B.V. against all legal claims of third parties claiming that this acts in violation of the GDPR.
Aizy B.V. ensures that you maintain access to the personal data at all times, also in case of bankruptcy or suspension of payments.
Aizy B.V. keeps a record of the personal data processed on your behalf (processing register). Upon your request, Aizy B.V. will give you insight into this processing register.
Article 4 – Engaging third parties (sub-processors)
Aizy B.V. can engage so-called sub-processors in processing personal data. These are persons or organizations engaged for the execution of the Main Agreement, such as the software supplier.
Aizy B.V. currently works together with AWS and Data Bricks. By agreeing to these data processor conditions, you give permission for this.Aizy B.V. solely appeals to sub-processors who can sufficiently guarantee that they offer appropriate security measures so that the processing of personal data meets the requirements of the GDPR and the protection of the rights of data subjects is secured.
Aizy B.V. remains responsible and liable for the actions of the sub-processors engaged by Aizy B.V.
Article 5 – Confidentiality
All personal data that Aizy B.V. receives from you and/or collects itself are subject to strict confidentiality vis-a-vis third parties.
Aizy B.V. is not obliged to keep confidentiality if Aizy B.V. is held to share the personal data based on a statutory obligation or if you have explicitly given permission to share the personal data with third parties.
Confidentiality also does not apply in case of sub-processing. Aizy B.V. ensures that engaged sub-processors observe confidentiality and adhere to a similar security level regarding the protection of personal data. Confidentiality is also imposed on the staff of Aizy B.V.
All login codes, passwords, and information about security measures provided by you to Aizy B.V. are confidential and will be treated as such by Aizy B.V.
Article 6 – Security
Aizy B.V. will take appropriate and adequate measures to protect the personal data processed by Aizy B.V. against loss, alternation, deletion, or unauthorized access. Aizy B.V. does this, among other things, by: regularly making a backup, using strong passwords, encryption of personal data, and using a secured network connection via Secure Socket Layer (SSL).
You in turn guarantee that you use our Cloud software in a responsible manner.
The measures taken by Aizy B.V. comply as much as possible with the provisions of Article 32 of the GDPR. This means that Aizy B.V. takes into account the state of the art, execution costs, nature, scope, context, purposes of processing, probability, and severity of the varying risks to the rights and freedoms of individuals when taking security measures. However, Aizy B.V. cannot guarantee that the security measures taken are effective under all circumstances.
In case you wish a higher security level than what the GDPR prescribes, Aizy B.V. may charge reasonable costs to you for this.
In the event of a security incident (data breach), Aizy B.V. will notify you within forty-eight (48) hours of discovery. Aizy B.V. will also provide you with all details that Aizy B.V. is obliged to provide based on the GDPR. Naturally, Aizy B.V. will try to undo the consequences of the security incident as quickly as possible. It is then your responsibility to assess whether the security incident must be reported to the Dutch Data Protection Authority (Autoriteit Persoonsgegevens) and to data subjects, and to make this notification when this is the case.
Before making such a notification, you inform Aizy B.V. about it. In case the Dutch Data Protection Authority decides to start an investigation, Aizy B.V. will naturally cooperate with that investigation.
Aizy B.V. registers all security incidents in a way that is insightful for you. This registration contains at least the following details:
a. a description of the security incident;
b. the number of persons affected by the security incident;
c. the date and time of the security incident;
d. the nature of the breach;
e. the type of data affected;
f. the possible consequences for the data subject;
g. the technical and organizational measures taken in response to the security incident.
Upon your request, Aizy B.V. will give insight into the data breach register.
Article 7 – Rights of data subjects
Aizy B.V. will provide all cooperation to the execution of rights that data subjects have based on the GDPR: request for access, restriction of processing, rectification, data erasure, data portability, or objection (Art. 15-22 GDPR).
As data controller, Aizy B.V. will inform you as quickly as possible of a complaint, a request, a question, or an order submitted by a data subject to Aizy B.V. in connection with the processing of personal data. Aizy B.V. will not respond to these requests itself but can inform the data subject about the transfer. You are obliged to accommodate the rights of data subjects.
Article 8 – Audits and inspections
You have the right to supervise (or have supervised) compliance with these data processor conditions. You can do this by executing (or having executed) audits at most once (1) per calendar year. You must inform Aizy B.V. about this in Writing at least fourteen (14) calendar days prior to the start.
Aizy B.V. will cooperate with audits and inspections allowing you to check whether Aizy B.V. adheres to the obligations applicable under the GDPR. For this, Aizy B.V. will, among other things, grant access to databases and provide all necessary information upon request. It is not permitted to communicate the outcome of audits with third parties without Aizy B.V. having given Written permission for this beforehand.
The costs for audits and inspections requested by you are at your expense.
Article 9 – Liability and indemnification
Parties indemnify each other mutually for fines and periodic penalty payments imposed by the Dutch Data Protection Authority because it has been established that the other Party does not adhere to applicable privacy laws. In addition, Parties indemnify each other against claims of data subjects.
Each party is and remains responsible itself for the damage caused by it as a result of violations of laws and regulations.
In case Aizy B.V. is liable for damage because this damage can be attributed to Aizy B.V., that liability is limited to what is agreed in the Main Agreement.
Article 10 – Miscellaneous agreements
If during the execution of these data processor conditions it appears that for a proper execution it is necessary to change the data processor conditions, the Parties will adjust the data processor conditions in mutual consultation. Adjustments are attached as an addendum to these data processor conditions.
If an article from these data processor conditions is void or voidable (is invalid), the remaining provisions in these data processor conditions remain applicable. In that case, the Parties will make a new agreement in mutual consultation that matches the original provision as much as possible in terms of purpose and scope.
If a provision from these data processor conditions contradicts the Main Agreement, these data processor conditions prevail over the Main Agreement.
Dutch law is exclusively applicable to these data processor conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.
General Terms and Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
Aizy B.V. manages and optimizes your social media and Google advertisements by means of AI-driven marketing automation software and offers support to entrepreneurs for automating social media and Google Ads.
In these general terms and conditions, you can read on based on which conditions you can make use of our services. We have tried to use as few complicated legal terms as possible in these conditions. If the conditions are nevertheless unclear in some parts, please feel free to contact us at finance@aizy.nl.
Article 1 – Definitions
In these general terms and conditions, the same concepts are regularly used. In this article, you can therefore read what is meant by the various concepts:
Aizy B.V.: the party that provides the service and is thus the user of these general terms and conditions.
Customer: the company or organization that uses or wishes to use the services of Aizy B.V. and concludes a subscription for this purpose.
Subscription: the continuing performance contract that the Customer concludes with Aizy B.V. in order to be able to make use of Aizy B.V.'s services.
Service(s): the services that Aizy B.V. will perform for the Customer and for which an agreement is concluded.
Cloud software: the AI-driven marketing automation software with which Aizy B.V. performs the Service.
In Writing: both traditional written communication and digital communication via email.
Office hours: Monday to Friday from 08:30 to 17:00, with the exception of nationally recognized holidays.
For the readability of these general terms and conditions, the 'Customer' is also referred to as 'you/your' and the parties together are also referred to as 'Parties' or individually as 'Party'.
Article 2 – When do these general terms and conditions apply?
These general terms and conditions apply to the use of the services of Aizy B.V. and to all Subscriptions, agreements, and invoices of Aizy B.V.
These general terms and conditions apply for the benefit of all directors, partners, employees, and (possible) partners or other persons who use the Services of Aizy B.V. on behalf of the Customer.
Any general terms and conditions used by the Customer, however named, are explicitly not applicable to the agreement between the Parties.
If the Customer concludes a Subscription, Aizy B.V. assumes that the Customer is familiar with these general terms and conditions and agrees to their content.
Deviations and additions to these general terms and conditions only apply if they have been explicitly accepted in Writing by Aizy B.V.
These general terms and conditions also apply to Subscriptions that are upgraded or downgraded and extended Subscriptions.
Aizy B.V. may adjust these general terms and conditions from time to time. Only when a change affects the rights or obligations of the Customer, Aizy B.V. will inform the Customer about this in Writing beforehand. Minor or editorial adjustments are not covered by this.
If one or more provisions of these general terms and conditions prove to be void or voidable (invalid), the remaining provisions remain fully applicable. In that case, the Parties will agree on a new provision that resembles the invalid provision as much as possible in terms of purpose and scope.
When the content of these general terms and conditions conflicts with an agreement concluded between the Parties, the content of the agreement takes precedence over these general terms and conditions.
The products and services of Aizy B.V. are solely aimed at the business Customer.
Article 3 – Offer
If an offer from Aizy B.V. has a limited period of validity or in the case where conditions are attached to the offer, this is explicitly stated in the offer.
We assume that the details provided by the Customer to Aizy B.V. are correct, complete, and up-to-date.
Stated prices are always exclusive of VAT and explicitly exclusive of media spend (advertising budget).
The content of the agreement consists solely of what is described in the offer and/or the agreement.
Additional agreements or modifications made are only valid if the Parties have agreed upon them in Writing.
The Customer cannot hold Aizy B.V. to obvious mistakes and typos in the offer or programming and/or typing errors on our website or social media channels.
After the expiration of the validity period of a promotion or offer, the Customer can no longer claim the promotional rate or the promotional conditions that belonged to that offer.
Article 4 – How is the agreement established?
To be able to use the Services, the Customer concludes a Subscription. The Subscription is established by signing the service agreement. These general terms and conditions apply to the service agreement.
If a free month is granted when entering into the agreement, this applies exclusively to the first month of the Subscription. After that, the Subscription will automatically continue as a paid Subscription, in accordance with the agreed rates, unless the Parties have agreed otherwise in Writing.
Parties agree that all currently common means of communication, such as email, may be used for communication.
Aizy B.V. takes appropriate technical and organizational measures to secure the electronic transmission of data.
In the event of a sale or acquisition of (a part of) our business activities, we have the right to transfer the agreement to a third party. Of course, you will be informed about this in advance.
Article 5 – What can you expect from us?
Aizy B.V. will endeavor as a diligent service provider to ensure that the Customer can make optimal use of the Services. Aizy B.V. uses its knowledge, experience, and tools to the best of its insight and ability to provide the Service. Although the Services usually lead to good results, Aizy B.V. cannot guarantee that the Customer will achieve the desired result at all times. The outcome is partly dependent on external factors such as third-party systems and human actions. Aizy B.V. is therefore not bound to achieve a specific result.
If the Customer so wishes, Aizy B.V. can provide a report upon request containing the results over a period to be determined in more detail.
Aizy B.V. naturally handles the information shared by the Customer in a safe and responsible manner.
For the purpose of maintenance, adjustments, and improvements of the systems, the Cloud software may (temporarily) be put out of use or its use may be restricted. Aizy B.V. has no influence on this.
Support is available during Office hours.
Aizy B.V. may engage third parties in the execution of the Service. Articles 7:404, 7:407 paragraph 2, and 7:409 of the Dutch Civil Code are explicitly not applicable here. This agreement also applies with regard to the third parties engaged by Aizy B.V.
The Customer is aware that Aizy B.V. also works for other customers. These may also be companies competing with the Customer.
Results generated by the Cloud software, including recommendations, optimizations, and automations, are based on data analysis and algorithms. Aizy B.V. gives no guarantee on specific performances, revenue, conversions, or returns.
Any execution terms communicated by Aizy B.V. are indicative and cannot be seen as strict deadlines.
Article 5a – Use of the Cloud software
1. Aizy B.V. makes access to the Cloud software available to the Customer (if agreed) during the term of the Subscription.
2. The Customer is responsible for managing user accounts and keeping login details confidential.
3. Aizy B.V. may perform maintenance, updates, and improvements. As a result, the Cloud software may temporarily be unavailable or have limited availability.
4. If the Cloud software executes automations or scripts within advertising platforms (such as Google Ads or Meta), this occurs exclusively within the access granted by the Customer. The Customer remains responsible at all times for budgets, advertisements, settings, and results.
5. Aizy B.V. may temporarily suspend access to the Cloud software if this is necessary for security, maintenance, abuse, or payment arrears.
Article 6 – Your obligations
You must provide and use, at your own risk and expense, proper equipment and facilities (computer, smartphone, tablet, apps, website, and software, etc.) to be able to make use of our Services.
The Customer is self-responsible for the creation and delivery of content, unless it is explicitly specified in the agreement that Aizy B.V. performs these activities (in part). The services of Aizy B.V. relate exclusively to the optimization and automation of campaigns, not to content creation.
In case the creation and design of advertisements is not included in the execution of the Assignment, you shall deliver the content to us in a timely manner.
You will provide in a timely manner all information and cooperation necessary to make use of the Services of Aizy B.V.
This includes, but is not limited to, granting Aizy B.V. timely access to your Google Ads account and your Meta business manager.
When the start or execution of the Service is delayed because you do not provide access, necessary permissions, or content in time, Aizy may suspend the execution of the Service. Any extra costs will be at your expense.
Article 7 – Term and termination of Subscription
A Subscription has an initial term of twelve (12) months. After this period, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly subject to a notice period of one (1) calendar month.
Cancellation takes place in Writing via Opzeggingen@aizy.nl.
The Subscription has a fixed initial term of twelve (12) months and cannot be terminated early during this period. After the initial term, the Subscription is automatically converted into an ongoing Subscription that can be terminated monthly with due observance of a notice period of one (1) calendar month.
After termination of the Subscription, the Customer must revoke the access and permissions that the Customer has granted to Aizy B.V. in its Google Ads Account and Meta business manager.
Subscriptions can be upgraded at any time. Downgrading is possible at the end of the subscription term. In the case of an upgrade, an additional Fee will be charged. In the case of a downgrade, no refund of already paid amounts will take place. Please note that with a downgrade, certain services may no longer be accessible.
Aizy B.V. may choose to no longer offer a Subscription. In that case, Aizy B.V. can terminate the Subscription with a notice period of one (1) calendar month.
Aizy B.V. has the right to terminate the Subscription with immediate effect and without court intervention if the Customer acts in violation of the obligations under these general terms and conditions, including the failure to pay invoices (in a timely manner). This right also applies in the event of bankruptcy or suspension of payments of the Customer, or when a supplier of Aizy B.V. no longer delivers, preventing Aizy B.V. from fulfilling its obligations.
The full contract amount over the initial term is due, regardless of early termination, non-use, or a submitted chargeback. A chargeback does not release the Customer from their payment obligation.
Article 8 – Rates and payment
Aizy B.V. has the right to change rates. A proposed rate change will be communicated to the Customer in Writing at least thirty (30) calendar days before it takes effect.
Aizy B.V. is entitled to increase rates annually. The amount of this adjustment is determined by Aizy B.V. based on market developments, rising costs, or other business economic grounds. An annual price adjustment pursuant to this article is not considered a rate change within the meaning of this article and does not give the Customer the right to terminate the Subscription.
To use the Services of Aizy B.V., the Customer pays a monthly fee.
This fee is debited monthly via direct debit. The Customer authorizes Aizy B.V. upon concluding the Subscription for direct debit of the fee.
If Aizy B.V. does not receive a payment on time or if a payment is reversed for invalid reasons, the Customer is in default by operation of law. Aizy B.V. then has the right to charge statutory commercial interest and collection complexity. Collection costs amount to ten percent (10%) of the outstanding amount with a minimum of two hundred and fifty euros (€ 250.00). In addition, Aizy B.V. has the right to suspend the Service or terminate the Subscription until you have met your payment obligation. In that case, Aizy B.V. is not liable for damage suffered by the Customer as a result.
Objections by the Customer to the amount of the invoice do not suspend the payment obligation.
In the event of liquidation, bankruptcy, seizure, or suspension of payments of the Customer, the claims that Aizy B.V. has against the Customer are immediately due and payable.
The Customer is not permitted to offset amounts.
A chargeback initiated by the Customer through a financial institution while the payment obligation remains unimpeded in force is classified as an invalid reversal within the meaning of this article and constitutes default by operation of law.
Article 9 – Guarantees, liability and indemnification
The Customer remains responsible at all times for checking entered budgets and created content. Aizy B.V. cannot be held liable for errors in budgets, texts, images, or other content.
In the execution of the Service, Aizy B.V. makes use of third-party software and tools. Aizy B.V. can therefore not guarantee that all Services and the Cloud software are usable and/or accessible at all times.
Achieving formulated objectives depends partly on the algorithm of social media channels, advertising platforms, and search engines, the quality and availability of required software and tools, guidelines and policies of third parties, and surfing behavior of people. These external factors can influence the results and the method of Aizy B.V. Because Aizy B.V. has no influence on this, Aizy B.V. cannot guarantee the success of digital media, including a certain number of likes, new followers, leads, views, and conversions.
For the execution of the Service, Aizy B.V. is dependent on the availability, functionality, as well as the policy rules and guidelines of advertising platforms. Aizy B.V. will naturally take these policy rules and guidelines into account when executing the Service. Advertising platforms mainly use automated technology to evaluate advertisements. Aizy B.V. explicitly has no influence on that assessment. The Customer can therefore not hold Aizy B.V. liable for rejections and restrictions by the advertising platform.
Aizy B.V. is only liable for direct damages and up to a maximum of the amount that the Customer has paid in the six (6) months prior to the damage. Aizy B.V. is not liable for indirect damages, such as loss of profit or revenue, missed savings, reputational damage, or business interruption. This limitation does not apply in case of intent or deliberate recklessness by Aizy B.V.
In no case is Aizy B.V. liable for an amount higher than the amount paid out by a liability insurance closed by Aizy B.V.
If a third party suffers damage because the Customer did not adhere to these general terms and conditions, the Customer is self-responsible for that damage and indemnifies Aizy B.V. against that damage.
Aizy B.V. is not liable for damage caused by relying on incorrect or incomplete details provided by or on behalf of the Customer.
Aizy B.V. is not liable for damage resulting from failures, changes, or limitations of advertising platforms, algorithm updates, or technical adjustments of third parties.
Aizy B.V. is also not liable for damage caused by failures in the electronic services of third parties such as providers, network operators, advertising platforms, and telecommunications services.
In deviation from the statutory limitation period, a limitation period of twelve (12) calendar months after termination of the Service applies to all claims related to these general terms and conditions.
The limitations of liability mentioned in this article do not apply in case Aizy B.V. caused the damage through intent or deliberate recklessness.
Article 10 – Force majeure and unforeseen circumstances
If Aizy B.V. cannot deliver the Service due to force majeure or an unforeseen circumstance, Aizy B.V. is not obliged to deliver the Service.
Force majeure or an unforeseen circumstance includes, but is not limited to:
a. failures or disruptions in telecommunications or internet connections;
b. non-delivery or defective delivery by suppliers of Aizy B.V.If a situation as described in paragraph 2 continues for more than sixty (60) calendar days, both Parties have the right to terminate the agreement without being liable for damages.
Article 11 – Intellectual property rights
All texts, images, logos, videos, and other materials that Aizy B.V. publishes on its website, social media channels, or shares in the context of the collaboration, are owned by Aizy B.V. These may not be copied, shared, or used in any other way without prior Written permission from Aizy B.V.
Aizy B.V. gets access to the advertising channels, data, and content of the Customer to manage and optimize campaigns. The content, data, and campaigns of the Customer remain fully owned by the Customer. Aizy B.V. uses these solely for the execution of the agreed Services and will not deploy them for other purposes.
If Aizy B.V. is requested by the Customer to make use of intellectual property rights of a third party who is not a party to this agreement, the Customer will arrange for the necessary permission from that third party.
The Customer guarantees when delivering content for the benefit of the execution of the Service not to act in violation of the intellectual property rights of third parties.
The Customer indemnifies and holds Aizy B.V. harmless from claims of third parties related to infringements made on intellectual property rights of third parties because the Customer does not meet the provisions of this article.
Aizy B.V. may place (reference) images on its website and social media channels and make use of the logo and commercial name and/or brand name of the Customer for this, unless the Customer indicates before the start of the Service not to agree to this.
In the event that the Customer acts in violation of this article, Aizy B.V. has the right to charge the damage suffered as a result to the Customer.
Article 12 – Customer data
1. All data, content, and advertising accounts of the Customer remain the property of the Customer.
2. The Customer grants Aizy B.V. the right to process this data to the extent necessary for the performance of the agreement, support, security, and product improvement.
3. For product improvement, Aizy B.V. solely uses aggregated and/or anonymized data.
4. After termination of the Subscription, the Customer may request an export of available Customer data. Aizy B.V. will subsequently delete or anonymize Customer data within a reasonable period, except for statutory retention obligations.
Article 13 – Complaints
If the Customer is not satisfied with the services of Aizy B.V. or has a complaint about the execution of the Service, the Customer must report this as soon as possible, but at the latest within fourteen (14) calendar days after the occurrence thereof, in a fully and clearly described Written manner via info@aizy.nl.
Article 14 – Privacy and the processing of personal data
The privacy and cookie statement of Aizy B.V. also applies to these general terms and conditions and to all agreements and Subscriptions. This can be consulted via the website www.aizy.nl.
The privacy and cookie statement explains how Aizy B.V. handles personal data. Aizy B.V. will only store and use the personal data provided by the Customer for the purposes as described in the privacy and cookie statement.
For the processing of personal data within the Cloud software, Aizy B.V. acts as a processor within the meaning of the GDPR, insofar as it processes personal data on behalf of the Customer. Aizy B.V.'s data processing conditions apply to these processing activities. These can be consulted via the website.
Article 15 – Applicable law and choice of forum
Dutch law is exclusively applicable to all agreements concluded and to be concluded by Aizy B.V., Subscriptions, and these general terms and conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.
Data Processor Agreement Conditions Aizy B.V.
Aizy B.V. is established at Van de Reijtstraat 30, 4814 NE in Breda and registered in the Commercial Register of the Chamber of Commerce under number: 95180672.
When using the Cloud software of Aizy B.V., personal data may be processed. Hereby, based on the General Data Protection Regulation (GDPR), Aizy B.V. is seen as 'processor'. As user of the Cloud software, you have the role of 'data controller'. This means that you are and remain responsible for the personal data that you make available to Aizy B.V.
Based on Article 28 paragraph 3 of the GDPR, the processor (Aizy B.V.) and the data controller (you) are obliged to make agreements about the processing of personal data so that the privacy of data subjects to whom those personal data belong is ensured.
The agreements regarding data processing are recorded in these data processor agreement conditions.
The agreement that Aizy B.V. has concluded with you for the use of the Cloud software (the SaaS agreement) is referred to in these data processor agreement conditions as the 'Main Agreement'. For other definitions, reference is made to Article 1 of the general terms and conditions.
Article 1 – Term of these data processor conditions
These data processor conditions remain applicable to the Main Agreement for the entire duration of the Main Agreement. This means that the data processor conditions cannot be canceled prematurely.
Upon termination of the Main Agreement, these data processor conditions also terminate automatically. Because the processed personal data remain yours, Aizy B.V. will ensure that the personal data are returned to you in their original form or destroyed after termination of these data processor conditions. This does not apply to data that Aizy B.V. is obliged to keep based on legislation.
The agreements from Article 5 confidentiality and Article 9 liability and indemnification of these data processor conditions remain valid after termination of these data processor conditions.
Article 2 – Purpose, nature, and subject of processing
Aizy B.V. offers Cloud software with which social media and Google Ads can be automated. In this software, personal data from advertising accounts on social media connected with customers of Aizy B.V. are stored via a pixel. This concerns the following personal data:
hashed IP addresses;
browser type and version;
operating system;
referral source (e.g. website or page that led the user to the customer's website);
pages visited on the customer's website;
date and time of visit;
clicks on links and buttons on the customer's website;
interactions with forms on the customer's website (e.g. search queries or form submissions);
other similar anonymous data that can be used for analysis and marketing purposes.
Aizy B.V. processes these personal data only as far as necessary for the execution of the Main Agreement. The purpose of the processing is to automate social media and Google Ads.
Aizy B.V. may also use the personal data for quality assurance purposes, including conducting surveys among data subjects, statistical research for the benefit of the quality of Aizy B.V.'s services and/or the software supplier, and training the artificial intelligence and algorithms of the Cloud software.
Aizy B.V. may only process the personal data for other purposes if you have given prior Written permission for this. However, if in the future extra functionalities are offered that belong to the purposes mentioned in paragraph 2, this falls within the instruction of the Main Agreement and Aizy B.V. does not need to ask for extra permission for this.
Article 3 – Processing of personal data
Aizy B.V. will observe all due care in processing personal data and will comply with applicable privacy laws, including the GDPR.
Aizy B.V. will not process the personal data in violation of a legal obligation.
Aizy B.V. only processes the personal data within the European Economic Area (EEA). If Aizy B.V. does transfer personal data to a country outside the EEA, this only happens if that country guarantees an appropriate protection level and meets the obligations under the GDPR and these data processor conditions. In case you transfer personal data to countries outside the EEA yourself, you indemnify Aizy B.V. against all legal claims of third parties claiming that this acts in violation of the GDPR.
Aizy B.V. ensures that you maintain access to the personal data at all times, also in case of bankruptcy or suspension of payments.
Aizy B.V. keeps a record of the personal data processed on your behalf (processing register). Upon your request, Aizy B.V. will give you insight into this processing register.
Article 4 – Engaging third parties (sub-processors)
Aizy B.V. can engage so-called sub-processors in processing personal data. These are persons or organizations engaged for the execution of the Main Agreement, such as the software supplier.
Aizy B.V. currently works together with AWS and Data Bricks. By agreeing to these data processor conditions, you give permission for this.Aizy B.V. solely appeals to sub-processors who can sufficiently guarantee that they offer appropriate security measures so that the processing of personal data meets the requirements of the GDPR and the protection of the rights of data subjects is secured.
Aizy B.V. remains responsible and liable for the actions of the sub-processors engaged by Aizy B.V.
Article 5 – Confidentiality
All personal data that Aizy B.V. receives from you and/or collects itself are subject to strict confidentiality vis-a-vis third parties.
Aizy B.V. is not obliged to keep confidentiality if Aizy B.V. is held to share the personal data based on a statutory obligation or if you have explicitly given permission to share the personal data with third parties.
Confidentiality also does not apply in case of sub-processing. Aizy B.V. ensures that engaged sub-processors observe confidentiality and adhere to a similar security level regarding the protection of personal data. Confidentiality is also imposed on the staff of Aizy B.V.
All login codes, passwords, and information about security measures provided by you to Aizy B.V. are confidential and will be treated as such by Aizy B.V.
Article 6 – Security
Aizy B.V. will take appropriate and adequate measures to protect the personal data processed by Aizy B.V. against loss, alternation, deletion, or unauthorized access. Aizy B.V. does this, among other things, by: regularly making a backup, using strong passwords, encryption of personal data, and using a secured network connection via Secure Socket Layer (SSL).
You in turn guarantee that you use our Cloud software in a responsible manner.
The measures taken by Aizy B.V. comply as much as possible with the provisions of Article 32 of the GDPR. This means that Aizy B.V. takes into account the state of the art, execution costs, nature, scope, context, purposes of processing, probability, and severity of the varying risks to the rights and freedoms of individuals when taking security measures. However, Aizy B.V. cannot guarantee that the security measures taken are effective under all circumstances.
In case you wish a higher security level than what the GDPR prescribes, Aizy B.V. may charge reasonable costs to you for this.
In the event of a security incident (data breach), Aizy B.V. will notify you within forty-eight (48) hours of discovery. Aizy B.V. will also provide you with all details that Aizy B.V. is obliged to provide based on the GDPR. Naturally, Aizy B.V. will try to undo the consequences of the security incident as quickly as possible. It is then your responsibility to assess whether the security incident must be reported to the Dutch Data Protection Authority (Autoriteit Persoonsgegevens) and to data subjects, and to make this notification when this is the case.
Before making such a notification, you inform Aizy B.V. about it. In case the Dutch Data Protection Authority decides to start an investigation, Aizy B.V. will naturally cooperate with that investigation.
Aizy B.V. registers all security incidents in a way that is insightful for you. This registration contains at least the following details:
a. a description of the security incident;
b. the number of persons affected by the security incident;
c. the date and time of the security incident;
d. the nature of the breach;
e. the type of data affected;
f. the possible consequences for the data subject;
g. the technical and organizational measures taken in response to the security incident.
Upon your request, Aizy B.V. will give insight into the data breach register.
Article 7 – Rights of data subjects
Aizy B.V. will provide all cooperation to the execution of rights that data subjects have based on the GDPR: request for access, restriction of processing, rectification, data erasure, data portability, or objection (Art. 15-22 GDPR).
As data controller, Aizy B.V. will inform you as quickly as possible of a complaint, a request, a question, or an order submitted by a data subject to Aizy B.V. in connection with the processing of personal data. Aizy B.V. will not respond to these requests itself but can inform the data subject about the transfer. You are obliged to accommodate the rights of data subjects.
Article 8 – Audits and inspections
You have the right to supervise (or have supervised) compliance with these data processor conditions. You can do this by executing (or having executed) audits at most once (1) per calendar year. You must inform Aizy B.V. about this in Writing at least fourteen (14) calendar days prior to the start.
Aizy B.V. will cooperate with audits and inspections allowing you to check whether Aizy B.V. adheres to the obligations applicable under the GDPR. For this, Aizy B.V. will, among other things, grant access to databases and provide all necessary information upon request. It is not permitted to communicate the outcome of audits with third parties without Aizy B.V. having given Written permission for this beforehand.
The costs for audits and inspections requested by you are at your expense.
Article 9 – Liability and indemnification
Parties indemnify each other mutually for fines and periodic penalty payments imposed by the Dutch Data Protection Authority because it has been established that the other Party does not adhere to applicable privacy laws. In addition, Parties indemnify each other against claims of data subjects.
Each party is and remains responsible itself for the damage caused by it as a result of violations of laws and regulations.
In case Aizy B.V. is liable for damage because this damage can be attributed to Aizy B.V., that liability is limited to what is agreed in the Main Agreement.
Article 10 – Miscellaneous agreements
If during the execution of these data processor conditions it appears that for a proper execution it is necessary to change the data processor conditions, the Parties will adjust the data processor conditions in mutual consultation. Adjustments are attached as an addendum to these data processor conditions.
If an article from these data processor conditions is void or voidable (is invalid), the remaining provisions in these data processor conditions remain applicable. In that case, the Parties will make a new agreement in mutual consultation that matches the original provision as much as possible in terms of purpose and scope.
If a provision from these data processor conditions contradicts the Main Agreement, these data processor conditions prevail over the Main Agreement.
Dutch law is exclusively applicable to these data processor conditions.
All disputes between Parties will be resolved mutually as much as possible. If this fails, disputes will be submitted to the competent judge of the Court of Zeeland-West-Brabant, unless a mandatory statutory provision opposes this. This also applies to disputes that are only seen as a dispute by one of the Parties.