Article 1 – Definitions
For the purposes of these General Terms and Conditions:
Article 3 – CC’s Position
- The objective of CarCollect is to offer an automotive platform for the valuation and trading of Vehicles by companies (including car companies, dealer holding companies and leasing companies), to handle the Transactions that arise as a result, as well as to increase the profile of CarCollect and CC.
Article 4 - Account and Registration
- CC's services enable the Participant to trade Vehicles on CarCollect. CC itself does not offer Vehicles on CarCollect and will not accept any liability for Vehicles traded on CarCollect or Transactions concluded accordingly. CC is not a party to the Transaction and only acts as an intermediary between Buyers and Sellers.
- Participants must resolve any disputes between themselves in accordance with the "CarCollect General Conditions of Sale and Delivery" that apply to Transactions concluded between Buyers and Sellers.
- CC is authorised - among other things in the context of quality assurance - to have an independent audit carried out on Vehicles offered by the Seller on CarCollect at any time.
Article 5 - Use of CarCollect and/or the Website
- CC's services are only available for the corporate market.
- Before CarCollect can be used, an account must be applied for, and specific details must be registered (offer). During the registration process, CC will ask the participant for the following information: name of participant, address, name of the contact person, email address of the contact person, telephone number, company registration number. The Participant guarantees that the person performing the registration is legally authorised to do so, and that the information provided is complete and accurate. The Participant is obliged to notify CC immediately in writing of any changes in the information provided. Application for an account and registration implies that permission is granted to CC to store and use these details in connection with the management of the account, among other things.
- CC is authorised to determine, at full discretion, whether an account will be provided, suspended, or revoked.
- Participants and Users are responsible for keeping the password of the account secret from others. Participants and Users will not grant others access to CarCollect through their account. Every User is liable for the consequences of unauthorised use of their account by others, with or without permission or knowledge. In the event of any unauthorised use, the User shall notify CC immediately.
- The User may terminate their (sub)account at any time. CC shall never be liable for any damage on the part of the User or Participant as a result of such termination.
Article 6 - Advertisement
- The Participant shall not collect personal details from other Participants or Users (including email addresses and telephone numbers) and/or approach them outside CarCollect for the purposes of buying Vehicles offered on CarCollect and/or selling or offering their own Vehicles, products and/or services.
a) infringe on the rights of CC or third parties, including copyrights, trademark rights or any other intellectual property rights or rights relating to the protection of privacy;
b) relate to the dissemination of viruses, Trojan horses, worms, bots or other programs that may damage, render unusable or inaccessible, delete or appropriate an automated work or data, or that are intended to circumvent the website’s technical protective measures, CarCollect or CC's computer systems;
c) result in the transmission of inappropriate messages to persons whose email address has been obtained through the Website and/or CarCollect;
d) lead to changes, damage, shut-down, overload, blockage or obstruction or impairing of use of the Website and/or CarCollect;
e) relate to threatening, insulting, discriminating or obstructing others;
f) lead to material or messages being delivered which are incorrect, threatening, insulting, discriminatory, intimidating, unlawful, defamatory, vulgar, obscene, libellous, misleading or fraudulent or may be interpreted as such, or which contain explicit or graphic descriptions of sexual acts, or which infringe on the privacy of others.
- CC only regulates communication between Participants and Users on CarCollect, not the content. It does, however, supervise such communication by randomly viewing and evaluating Advertisements on CarCollect. However, in view of the nature and size of the content on CarCollect, CC cannot guarantee the quality, security, lawfulness, integrity or accuracy of these Advertisements. Therefore, CC is not liable for acts or omissions of Participants and/or Users, including with respect to the files, data and/or materials which it makes available on CarCollect. The Participant is responsible for the (accuracy and completeness of the) content made available on CarCollect by them and/or by the User(s).
- CC is not liable for any damage as a result of a malfunction or otherwise inaccessibility or unavailability of the Website and/or CarCollect for the Participant.
Article 7 - Transactions and Bids
- The Seller can place an Advertisement on CarCollect.
- One Vehicle is offered per Advertisement.
- The Seller guarantees that the text, price, features and photo(s) in the Advertisement correspond with the Vehicle offered.
- In the Advertisement, the Seller indicates the date on which they expect to be able to deliver the Vehicle. If this date changes, the Seller will also change the date stated in the Advertisement as soon as possible - but no later than fourteen days after the originally expected delivery date by the Seller has been exceeded.
- Once the vehicle offered in the Advertisement has been sold, the Advertisement on CarCollect shall be hidden from third parties. The Advertisement remains visible to the Buyer and Seller (archived and for a period of at least 12 months). A vehicle no longer offered by the Seller will remain (archived and for a period of at least 12 months) visible to the Seller.
Article 8 – Payments
- The Participant can place an Advertisement on CarCollect.
- A Bid is valid for a period of four weeks.
- A Bid for a Vehicle offered in an Advertisement is not binding for the Seller. A Seller is not obliged to accept a Bid unless the Seller is offering the Vehicle at an actual asking price and the Buyer has offered this asking price.
- The Transaction between the Seller and the Buyer occurs when (a) the Seller accepts an Offer by offering the Vehicle through CarCollect to the Buyer or (b) if the Buyer has bid the asking price stated by the Seller. If the Seller does not (yet) have the Vehicle in their possession, the Transaction will be formed under the condition precedent that the Vehicle is delivered by the Customer to the Seller.
- The Seller shall make all reasonable effort to persuade the Customer to deliver the Vehicle to the Seller. Except in cases of force majeure, the Seller shall owe the Buyer a penalty of 15% of the agreed purchase price with a minimum of EUR 250.
- The Buyer will owe the Seller an amount of EUR 50 excluding VAT in administration costs for each Transaction.
- A Bid made by the Buyer cannot be withdrawn unless (1) it concerns an obvious clerical error and the Buyer reports this to CC by e-mail (to email@example.com) within one hour after the Bid is made and it is clear to CC - at their sole discretion – that it does concern an obvious clerical error or (2) all parties concerned agree to the withdrawal of the Bid.
- It is prohibited to place Bids with an Advertisement for the sole purpose of disrupting the bidding process.
- If an Advertisement is removed because the placement period has expired or for any other reason, any corresponding Bids will also be removed.
Article 9 - Intellectual Property Rights
- The Seller arranges the mutual settlement of the Transaction with the Buyer in accordance with the provisions of “CarCollect's General Conditions of Sale and Delivery” or other (general) conditions agreed between the Buyer and the Seller. CC is in no way a party or otherwise involved in the Transaction.
- The Transaction is settled by bank; cash payments are not accepted.
Article 10 - Notification of Unlawful Content
- All rights to (the contributions on) CarCollect and/or Website are owned by CC, licensers or Participants and are protected by applicable intellectual property rights, including but not limited to copyrights, database rights, neighbouring rights, trademark rights and patents. It is not permitted to remove, obscure, hide or change notifications or statements relating to intellectual property rights.
- For the duration of the agreement CC grants the Participant a limited, personal, revocable, non-exclusive, non-sublicensable, non-transferable, right to view the files which are made available on CarCollect in the manner and in the format in which these are made available. It is not permitted to download, copy, change, disclose files, or to use files for direct or indirect commercial purposes or for any other purpose than the trading of Vehicles via CarCollect, unless CC or the entitled party concerned has given permission to do so.
- In principle, the Participant reserves the copyrights and other intellectual property rights which they own with respect to the files which they make available to other Participants on CarCollect. By making files, data and/or materials available on CarCollect, the Participant grants a free, unencumbered, transferable, sublicensable, non-exclusive licence, which is not limited by place or time, to CC to:
a. use, duplicate, disseminate and publish the files, data and/or materials in connection with the objective of Carcollect; and
b. use and duplicate (and allow third parties to use and multiply) the files, data and/or materials in any media for marketing and/or promotional purposes in connection with CC and/or CarCollect.
- The licence as referred to in Article 9.3 will expire at the moment when the Participant or CC removes the files, data and/or materials from the CarCollect.
- CC will at all times remain authorised to remove the files, data and/or materials made available by the Participant from CC’s servers and the CarCollect, intentionally or accidentally, for any reason and without reason, without CC becoming liable to the Participant or third parties as a result of such a removal.
Article 11 - Costs of the Provision of Services by the Participant
- A Participant who believes that another Participant or User commits an infringement of their rights on CarCollect is requested to notify CC by email, (to firstname.lastname@example.org) accompanied by as much concrete information as possible, including: (a) the URL where the infringing material can be found on CarCollect; (b) a substantiated report of the suspicion that an infringement is committed and why; (c) contact details of the affected Participant; (d) a statement accompanied by proof that the information in the notification is accurate and complete and – if it concerns an infringement of intellectual property rights – that the complaining Participant is the owner of the intellectual property rights concerned and, where applicable, that the complaining Participant is authorised to act on behalf of the owner; (e) if it concerns an infringement of intellectual property rights – a description of the work which has (allegedly) been infringed with a specification of the infringing act.
- CC reserves the right to forward the report to the persons or legal entities responsible for the content to which the notification relates.
- If it appears from the report that the content is unmistakably unlawful, it will be removed or made inaccessible by CC.
- CC reserves the right not to comply with a request to remove content or make content inaccessible if it has well-founded reasons to doubt the accuracy of the report or the lawfulness of the proof furnished or if the content to which the report relates appears not to be obviously unlawful. In this context CC may, for example, require a decision from a competent court in the Netherlands, from which it follows that the content concerned is obviously unlawful. By sending a report, the complaining Party indemnifies CC and all its affiliated companies well as its management, directors, employees, representatives, and legal successors against any claim from third parties in connection with the removal or ensuring inaccessibility of information. The indemnity also relates to any loss, damage or costs which have been or may be incurred by CC or which CC is obliged to incur in connection with such a claim, including – but not limited to – the compensation of the costs of legal assistance.
- CC can in no way be a party to a dispute between the party that has sent a report and the Participant to which the report relates.
Article 12 - Duration and End of the Agreement
- CC makes separate arrangements with a Participant with respect to the price to be charged for its services. The prices stated are exclusive of VAT, unless otherwise specified.
- The Participant will be notified of any price adjustments during the term of the Agreement four weeks before these take effect. In that case, the Participant will be entitled to terminate the Agreement as from the date when the price adjustment takes effect. If the Participant continues to make use of CC’s services after the price adjustment has taken effect, the Participant will be deemed to have agreed to the price adjustment.
Article 13 - Discontinuation and Availability of Services
- Unless Parties agree otherwise in writing, the Agreement between the Participant and CC can be terminated by each of the Parties in writing, on the understanding that the Bids already made and/or Transactions agreed upon within the meaning of Article 7 cannot be cancelled and - if awarded - must be settled.
- Each Party can terminate the Agreement in writing with immediate effect if a petition for the liquidation of the other Party has been filed or if the other Party has been granted a deferment of payment, has discontinued their business operations or has been liquidated.
- As soon as the Agreement is terminated, the Participant no longer has access to CarCollect, and CC is free to delete their account and all related data.
Article 14 - Valuation Report; No Guarantees
- In addition to other means and legal remedies at CC’s disposal, CC will, at all times, without stating a reason and without prior explanation, be entitled, with respect to one or more or all Users/Participants, to fully or partly restrict or suspend CarCollect or (temporarily) take it out of operation, discontinue and/or remove accounts temporarily or permanently, remove files, data and/or materials, issue a warning, terminate the provision of services and refuse to provide services, especially, but not limited to, if: (a) the Conditions are infringed, (b) CC considers that Users’ acts may cause loss, damage or liability to the User themselves or to other Users, CC or third parties. CC will in no case be liable as a result of this.
- A Participant can place a review relating to their experiences with a Buyer or Seller on the page intended for that purpose on CarCollect. These reviews can be viewed by all Participants. CC cannot be held liable for the content of the reviews. It reserves the right not to place and/or remove reactions and to report punishable acts.
Article 15 - Liability
- The Seller is obliged to provide correct information about the Vehicle offered and, in this context, to complete the valuation report fully and truthfully, by means of the model form made available on CarCollect by CC. The Seller themselves shall conduct sufficient research and gain sufficient information before placing an Advertisement on CarCollect. CC does not verify the data included in Advertisements and provides no guarantee in that regard. The valuation report shall be signed by the Seller as well as the Customer. The Seller will remain responsible at all times for the information that they provide in the Advertisement and/or the valuation report.
- The Seller will include the condition of the Vehicle in their Advert using figures for (a) the appearance of the Vehicle and (b) the technology of the Vehicle.
1. The Seller will include clear photographs of any visible damage to the Vehicle in their advertisement for the purpose of fully and accurately informing the Buyer of the condition of the Vehicle.
2. If the Seller disagrees with the Buyer as to whether the Vehicle purchased by the Buyer meets what the Buyer could reasonably expect, they may - jointly or otherwise - engage an independent inspector to conduct an inspection, which will be a binding opinion.
Article 16 - Indemnification and Penalty
- CC accepts no liability whatsoever for loss or damage as a result of an (attributable) failure to fulfil the Agreement, including but not limited to loss or damage arising from or connected with the use of CarCollect or the impossibility to use it and/or any related service of CC or any unlawful act or otherwise, insofar as this is allowed on the basis of mandatory law, except in the event of intentional acts or omissions and/or wilful recklessness on the part of CC. CC expressly notes that it (also) does not accept any liability for loss or damage as a result of incorrect and/or incomplete information on the Website or use of the Vehicles purchased on CarCollect.
- Insofar as any liability lies with CC, this liability to the Participant on any basis will at all times be limited to EUR 3,000.00 (in words: three thousand euros). CC is in no case liable for any consequential loss or damage, including pure financial loss, loss of turnover and profit, loss of data and immaterial damage, connected with or arising from the services that CC provides and/or the use of CarCollect.
- A precondition for any right to compensation is that the Participant notifies CC in writing of the loss or damage as soon as possible, but no later than eight days from the inception of such loss or damage. Any loss or damage of which CC has been notified outside this time-limit will not be eligible for compensation unless the Participant proves that they were unable to report the loss or damage sooner.
- All claims for compensation against CC will expire by the mere lapse of six (6) months from the inception of the claim.
Article 17 - Other Provisions
- Every Participant will indemnify CC against claims from third parties regarding loss or damage incurred as a result of:
a. entering into an agreement on the basis of an Advertisement;
b. the use of Vehicles bought through CarCollect;
c. the (alleged) infringing and/or otherwise unlawful nature of the (content of the) Advertisement and/or the car which was delivered.
- The indemnity also relates to any loss or damage which has been or will be incurred by CC and costs which CC is obligated to incur in connection with such a claim, including – but not limited to – the compensation of the cost of legal assistance.
- The Participant is obliged to pay a contractually agreed penalty of EUR 5,000.00 to CC for every attributable failure to fulfil the obligations referred to the Agreement, without prejudice to the right to compensation in the event of higher damages on the part of CC.
- In so far as CC and the User process personal data, they will act in accordance with the applicable privacy legislation, including Regulation (EU) 2016/679 (GDPR). Insofar as the User provides personal data to CC, the User warrants that this is in accordance with the applicable privacy legislation, including the GDPR.
- The Agreement is governed by Dutch law. All disputes which may arise in connection with the Agreement will be submitted to the competent Dutch District Court of Zeeland-West-Brabant, location Middelburg.
Version: October 2021