pt-pt

Terms of use

General Terms and Conditions

  1. Article 1: Definitions

    1. Capitalized terms used in these General Terms and Conditions shall have the following meanings:

      1. General Terms and Conditions means these General Terms and Conditions;
      2. F24: F24 Holding B.V., located at Nieuwe Bloksedijk 5, (3256 LF) in Achthuizen and/or, if applicable, other companies affiliated with F24 Holding B.V;
      3. Data: any data that is not directly or indirectly traceable to an individual and can be accessed through the Platform;
      4. Customer: a Party with whom F24 has entered into an Agreement;
      5. Agreement: any agreement entered into between F24 and the Customer;
      6. Parties: F24 and Customer collectively, and Party each individually;
      7. Personal Data: any data that is directly or indirectly traceable to an individual that is processed for the purpose of performing this Agreement;
      8. Platform: the Farm24 and Follow24 software services offered by F24 to which the Product sends data and through which the Customer has insight into and receives recommendations for his farming operations;
      9. Product: a product provided to Customer by F24 (including, without limitation, the A-Box, B-Box, S-Box, sensors and cables);

  2. Article 2: Applicability

    1. These General Conditions apply to all legal relationships in which F24 acts as seller, supplier and/or service provider.

    2. The applicability of any general terms and conditions used by the Customer is expressly excluded.

    3. F24 reserves the right to modify these Terms and Conditions. In the event of a change to these General Terms and Conditions, F24 shall notify the Customer of such a change.

  3. Article 3: Offers and conclusion of Agreement

    1. All quotations or other offers by F24 are without obligation, unless the Parties have expressly agreed otherwise in writing; they are valid for 30 days, unless the Parties haveexpressly agreed otherwise in writing.

    2. Any quotation or other offer is made under the then prevailing normal conditions and for the performance of work under normal working hours.

    3. The information outlined and provided by F24 in quotations or other offers, such as for example capacity statements of the Platform or the Product, are not binding on F24, unless the Parties have expressly agreed otherwise in writing.

    4. Changes to quotations or other offers are valid only if F24 has confirmed them in writing.

    5. The content of advertising media, including without limitation websites, brochures and leaflets, is not binding on F24.

    6. An Agreement is concluded as soon as F24 has accepted the Customer's order in writing or has started to carry out the order.

    7. If it is agreed that F24 will deliver in parts, each part will be considered a separate Agreement, in particular with regard to payment and warranty.

  4. Article 4: Prices

    1. Unless expressly agreed otherwise in writing, all prices are in euros, exclusive of VAT, administration costs, installation costs, shipping costs and or other statutory levies.

    2. The prices used by F24 in an offer are based on the wage costs, social security contributions, government charges, prices of raw materials and materials and other costs applicable to F24 at that time.

    3. F24 reserves the right to change its prices periodically per January 1 of each year and in the event of unforeseen circumstances and/or costs. F24 will inform the Customer as soon as possible. If the price increase is more than 10%, the Customer shall be entitled to terminate the Agreement.

  5. Article 5: Delivery and delivery times

    1. An agreed delivery time is not a deadline, unless expressly agreed otherwise in writing. In the event of late delivery, the Customer must therefore give F24 written notice of default.

    2. F24 is entitled to make partial deliveries and to invoice partial deliveries separately.

    3. Unless otherwise agreed, delivery shall be made FCA1 (in accordance with the latest Incoterms). If the Customer collects the Product from F24, delivery shall be Ex Works and the risk shall pass to the Customer as soon as the Product has left F24's warehouse.

    4. Except in the case of intent or gross negligence on the part of F24, exceeding the delivery time shall not entitle the Customer to any compensation for damages incurred or to reimbursement of any costs whatsoever, nor to dissolution of the Agreement and non-fulfilment of any obligation arising for the Customer from the Agreement.

    5. The Product shall be considered delivered when it has been made available to the Customer at a place of delivery agreed upon in writing between the Parties. The Platform shall be deemed delivered when it has been made available to the Customer for logging in.

  6. Article 6: Duty to Monitor and Warranties

    1. The Customer must examine the Product (or have it examined) upon delivery or as soon as possible. Objections due to incomplete delivery and other visible defects must be reported in writing to F24 immediately after delivery and no later than fourteen days after the delivery date. Hidden defects must be reported in writing to F24 no later than fourteen days after their discovery.

    2. Claims due to delivery defects that have not been reported in accordance with clause 6.1. of these General Terms and Conditions shall be excluded from compensation in accordance with these General Terms and Conditions.

    3. F24 guarantees that at the time of delivery, the Product complies with the product specifications confirmed by F24 to the Customer and works in conjunction with the Platform. In addition, F24 guarantees that the Platform is accessible to the Customer at all 1 Seller makes the goods available for collection at an agreed place, often a business premises. After seller loads goods at the agreed location, the risk transfers from seller to buyer. times, subject to the provisions of article 13.1 of these General Terms and Conditions.

    4. F24 cannot guarantee that the Product will function in combination with items delivered by third parties and/or in combination with the Customer's items (e.g. with a certain tractor or machine), unless this has been explicitly discussed with F24 and this has been confirmed in writing by F24 to the Customer prior to the conclusion of the Agreement. Such warranty shall expire if, after delivery of the Product, it appears that circumstances are present or if items belonging to the Customer or third parties are present, which have not been reported to F24 prior to the conclusion of the Agreement and which in F24's opinion negatively affect the functioning of the Product.

    5. Unless otherwise agreed in writing between the Parties, the warranty for the Product shall be 12 (twelve) months from the time of delivery to the Customer.

    6. Any claim to a warranty under this Article 6 of the General Terms and Conditions shall be voided if any repair to the Product is carried out by the Customer itself or if the Customer has any repair carried out by any party other than F24, including any software modification, without the express prior written consent of F24. The warranties issued by F24 pursuant to this Article 6 shall also expire if defects in the Product or Platform are the result of improper, careless or incompetent use by the Customer or its personnel and if there is any fire, water or frost damage, hacking, viruses, etc.

    7. The data modules, indicated actions and its recommendations communicated to the Customer by the Platform are calculated and prepared by CropConsult B.V., a company registered in the Netherlands, on behalf of F24. These data modules, indicated actions or recommendations are indicative and the Customer cannot derive any rights from them in any way. F24 does not guarantee anything with regard to these savings, actions or recommendations and the Customer hereby indemnifies F24 and any auxiliary persons it may engage for any and all third party claims and for any and all damages resulting from any savings, recommendation or action incorrectly indicated by the Product and the Platform.

    8. If Customer wishes to claim the warranties issued by F24 under this Article 6, Customer must notify F24 in writing. Customer and F24 shall then further determine together the manner in which F24 shall inspect the Product.

    9. If, after inspection, F24 deems that the Customer may invoke the warranties set forth in this Article 6 of the General Terms and Conditions of Sale, F24 shall - at F24's option - arrange for the repair of the Product, replace the Product or refund the purchase price to the Customer upon return of the Product to which the complaint relates.

    10. For damage arising as a result of a defect in the delivered goods, F24 shall be liable in accordance with the provisions of Article 10.

    11. When the Product is to be repaired by F24, F24 is free to have the repair done by a third party.

    12. Repair or replacement of the Product will not extend the original warranty period.

    13. Damage to the appearance of the Product, such as scratches and/or paintwork and normal wear and tear, is excluded from the warranty unless it is the result of a manufacturing and/or material defect.

  7. Article 7: Duration of the Agreement

    1. The Agreement between the Parties for the sale of the Product is concluded once.

    2. The Agreement between the Parties relating to the Platform is entered into for the fixed term of one (1) year, unless the Parties have expressly agreed otherwise in writing.

    3. The fixed term Agreement is tacitly renewed automatically for the same period, unless the Customer has terminated this Agreement with one (1) month's notice before its expiration.

    4. If the Parties have entered into an Agreement for an indefinite period of time, then this Agreement for an indefinite period of time may be terminated at any time by either Party upon 2 (two) months notice, unless the Parties have agreed otherwise in writing.

    5. Obligations and rights of the Parties under the Agreement or these Terms and Conditions, which are intended to continue, shall continue in full force and effect after the termination of the Agreement.

  8. Article 8: Invoicing and Payments

    1. Payment of amounts due to F24 must be made no later than 14 days after the invoice date, unless the Parties have expressly agreed otherwise in writing.

    2. All payments shall be made in accordance with the payment terms specified on F24's invoice and without any deduction or set-off by the Customer. The Customer's payment obligation shall not be suspended by any claims.

    3. F24 has the right at any time to request a prepayment of any amount due from the Customer prior to the delivery of the Product or Platform.

    4. If the Customer fails to pay within the agreed period, the Customer shall be deemed to be in default by operation of law, without any notice of default being required. In that case, F24 may charge the Customer statutory commercial interest on top of the amount due from the day the said amount became due.

    5. In the event of liquidation, bankruptcy or suspension of payment of the Customer, the obligations of the Customer shall become immediately due and payable.

    6. If the Customer is in default, the Customer shall owe F24 compensation for judicial and extrajudicial costs, including but not limited to the costs incurred by F24 for legal assistance and bailiff costs.

  9. Article 9: Retention of title

    1. All Products delivered by F24 shall remain the property of F24 until such time as Customer has paid all amounts due to F24, including any related interest and costs, under all Contracts entered into between the Parties.

    2. The Customer may not pledge or otherwise encumber the Products subject to the retention of title (except where F24 has given the Customer written consent to do so).

    3. By entering into the Agreement, the Customer gives express and irrevocable permission to F24 and third parties to be appointed by F24 to enter all places where the property of F24 may be located and to take back these goods, in the event that F24 wishes to exercise its ownership rights as referred to in article 9.1.

  10. Article 10: Liability

    1. For defects in delivered Products, the warranty as described in Article 6 of the General Conditions shall apply.

    2. Any liability of F24 other than that referred to in Article 10.1 of the General Terms and Conditions shall be limited to the amount paid out in the relevant case by the insurer under the applicable (professional) liability insurance of F24. If the insurer does not pay out or in case the damage is not covered by the insurance, F24's liability will be limited to the invoice amount of the delivery or order in question.

    3. F24 shall never be liable for indirect damage and/or consequential damage. This includes (growth) damage to crops, business damage, stagnation damage, lost income, lost savings and lost profits.

    4. F24 shall not be liable for any infringement of licenses, patents or other third party rights resulting from the use by or on behalf of the Customer of data provided.

    5. F24 can never be held liable for the use of data or actions by third parties due to the use of data. Even if F24 has transferred data to third parties for processing or other purposes, F24 can never be held liable.

    6. The Customer shall indemnify F24 and/or the auxiliary persons engaged by F24 in the performance of the Agreement against all third party claims as a result of a defect or shortcoming in or during the performance of the Agreement and/or for damages arising from the provision or application of results of the work performed by F24.

    7. In case of intent or gross negligence on the part of F24 or its directors, F24 cannot invoke the exclusion of liability.

    8. Any legal claim for damages on account of F24's liability shall lapse one year from the time of delivery.

  11. Article 11: Intellectual property

    1. The parties expressly do not intend for the Agreement to transfer intellectual property rights.

    2. All intellectual property rights in the Product and the Platform (such as all documentation) delivered and made available to the Customer under the Agreement shall belong exclusively to F24.

    3. The Customer only receives the non-transferable right to use the Platform.

    4. The Customer shall not reproduce, counterfeit or provide third parties for inspection any of the documents, the Product and the Platform.

    5. The Customer is forbidden to remove or alter any copyright, brand name, trade name or other intellectual property right markings from the goods delivered or made available by F24 under the Agreement. The Customer shall also be prohibited from removing or circumventing any technical and/or security measures for the protection of the goods delivered or made available.

    6. f the Customer infringes on F24's intellectual property rights, the Customer shall owe F24 an immediately payable penalty in the amount of EUR 10.000, without prejudice to F24’s right to recover from Customer all damages actually suffered.

  12. Article 12: Processing of Personal Data and the privacy policy of F24

    1. F24's privacy policy, which is available at the following link Private Policy shall also apply to any Agreement following these Terms and Conditions.

    2. F24 may, in order to execute the Agreement, process Personal Data originating from the Customer. F24 will do this in accordance with the General Data Protection Regulation (the AVG). If F24 processes Personal Data from the Customer or its personnel, F24 will do so as a 'Processor' within the meaning of the AVG.

    3. The processing of Personal Data that F24 performs for the Customer will be subject to the processing agreement that is part of the Agreement. Provisions of that processing agreement, as far as the processing of Personal Data is concerned, take precedence over any conflicting provisions in these General Terms and Conditions.

    4. F24 will take measures with respect to the Personal Data so that it is secured and protected against loss and for any form of unlawful acquisition by a party other than F24 (not engaged by F24). F24 cannot guarantee that such security will be effective at all times.

    5. F24 will not sell Personal data nor Customer's Data unless otherwise agreed by F24 and Customer in the Agreement.

  13. Article 13: Updates and maintenance of the Platform

    1. F24 reserves the right to implement or take updates and/or security measures for the Product and Platform on an irregular basis and without notice. As a result, the Product or Platform may temporarily not function properly or be inaccessible to the Customer.

    2. F24 shall not, for the cases described above, be held liable by Customer for any damages and Customer shall not be entitled to any reimbursement of other costs. Nor can the Customer claim non-performance of the Agreement by F24. By entering into the Agreement, the Customer indemnifies F24 for all claims from the Customer and/or third parties for any damages if the Product or Platform is temporarily not (fully) accessible to the Customer or cannot be used optimally.

    3. No updates and or security measures for the Product will be implemented by F24 if the Product is 5 (five) years old or older from the time of delivery to the Customer.

  14. Article 14: Dissolution and suspension

    1. If the Customer does not comply, does not comply properly or does not comply on time with any obligation arising from the Agreement, as well as in the event of bankruptcy, suspension of payment, shutdown, liquidation or total or partial transfer of the Customer's business, it shall be deemed to be in default by operation of law and F24 shall have the right, without any demand, notice of default or judicial intervention, to dissolve the Agreement concluded with the Customer in whole or in part, without F24 being liable for any compensation and without prejudice to the Agreement rights accruing to F24.

    2. The rights of F24 described in article 14.2 shall not affect the right of F24 to suspend execution of the Agreement and to immediately demand full payment of all that the Customer owes or will owe under the Agreement. In addition, in this case, F24 shall be entitled to claim compensation for the damage it suffers as a result of the suspension and its consequences.

  15. Article 15: Force Majeure

    1. In these General Terms and Conditions, force majeure means any circumstance beyond the control of F24 - even if this could already be foreseen at the time the Agreement was concluded - which prevents performance of the Agreement permanently or temporarily, as well as, insofar as not already included, war, danger of war, civil war, riots, strikes, lock-outs, transport difficulties, epidemics, fire and other serious disruptions in the business of F24 or its suppliers.

    2. If due to force majeure F24 cannot comply with the Agreement in time, F24 shall have the right to perform the Agreement at a later date or to terminate the Agreement, such at F24's discretion. In such cases, F24 shall be entitled to terminate without any obligation to pay damages or to demand that the Agreement be adjusted to the circumstances.

    3. Under no circumstances can a Party suspend its payment obligations by claiming force majeure.

  16. Article 16: Choice of law and competent court

    1. All Agreements between F24 and the Customer shall be governed by Dutch law, with the exclusion of the Vienna Convention on the International Sale of Goods 1981.

    2. Should any disputes arise as a result of an Agreement, these disputes will be exclusively settled by the competent court in Zeeland-West Brabant.

1 Seller makes the goods available for collection at an agreed place, often a business premises. After seller loads goods at the agreed location, the risk transfers from seller to buyer.