Terms and Conditions of Delivery and Services of Spotter B.V. (Hereinafter “Terms”)
1. Definitions
In these Terms, the following is understood:
- Spotter B.V.: Spotter B.V. located at Leeuwenhoekweg 20c, 2661 CZ, Bergschenhoek, Netherlands.
- Buyer: The natural person or legal entity that has or enters into a contractual relationship with Spotter B.V.
- Consumer Buyer: The natural person, who does not act in the exercise of his or her profession or business, who has or enters into a contractual relationship with Spotter B.V.
- Products: The subject of one or more agreements.
- Trackers: Track and Trace hardware sold by Spotter B.V. under any brand name.
- Supplier: The provider of products or services in or through Spotter B.V.
- Counterparty: Any natural or legal person with whom Spotter B.V. enters into an Agreement or negotiates the conclusion of an agreement or to/for whom Spotter B.V. makes an offer or provides delivery or other performance.
- Services: All work, whether or not through a third party and in whatever form and manner, performed by Spotter B.V. for or on behalf of the Counterparty, Buyer, and Consumer Buyer, including services, facilities, and transport of telecommunications traffic provided by Spotter B.V. to the Counterparty, Buyer, or Consumer Buyer.
- Network: The network of the telecom provider with which Spotter B.V. collaborates.
- Agreement: The agreement for the provision of the Service and/or Product by Spotter B.V. to the Client. The price list and the Terms form part of the agreement.
- Spotter Customer Service: The customer service of Spotter B.V. where the Client can address all questions regarding Spotter B.V., reachable in writing at the address of Spotter B.V. or via e-mail: support@spottergps.com.
- Connection: The ability to use the Service with Spotter equipment.
- Content: Products offered by Spotter B.V. or third parties through or in connection with the Service or additional services, which may include text, audio, data, and/or software applications.
- Content Services: Services through which Spotter B.V. provides the Buyer access to Content.
2. General Provisions
2.1 These Terms apply to all agreements, requests, offers, and deliveries to, and (the conclusion of) agreements with counterparties regarding the provision and acceptance of the services, unless explicitly and in writing deviated from by the parties. The Terms also apply to all agreements with Spotter B.V. for the involvement of third parties, as well as to all (legal) acts reasonably preceding them.
2.2 Deviations from one or more provisions of these Terms are only possible if expressly agreed in writing. The other provisions of these Terms remain fully in force.
2.3 Terms applied by the Counterparty do not apply unless expressly agreed in writing by Spotter B.V.
2.4 By using the websites of Spotter B.V. and/or placing an order, the Counterparty accepts the Terms of Spotter B.V.
2.5 Spotter B.V. is authorized to use third parties in the execution of an agreement with the Counterparty.
2.6 The Counterparty can make use of additional services offered by Spotter B.V. These Terms apply to these additional services unless otherwise indicated in the product description of the relevant additional service. Additional terms may also apply to additional services.
2.7 In case of conflict between oral statements and written statements of Spotter B.V., the written statements prevail.
2.8 The Terms are filed with the Chamber of Commerce in The Hague. The Terms and Conditions are also stated on the website of Spotter B.V.
3. Offers and Conclusion of Agreements
3.1 Offers or quotations should be regarded as an invitation to potential Buyers to make a purchase. Spotter B.V. is in no way bound by this unless it is expressly and unambiguously recorded in writing. Acceptance of the invitation to make a purchase only leads to the conclusion of an agreement if the other provisions in this article are met.
3.2 Offers are valid while stocks last.
3.3 A purchase by the potential Buyer is deemed to have been made if the potential Buyer has explicitly indicated which product and/or service he wishes to receive and has placed the order via the website of Spotter B.V. or a reseller, and this order has been received by Spotter B.V.
3.4 The Agreement is concluded at the moment the order is placed via the site of Spotter B.V. or the reseller and payment is made electronically or by signing a document used by Spotter B.V.
3.5 The Buyer and Spotter B.V. explicitly agree that the use of electronic communication forms constitutes a valid Agreement. The absence of signatures does not affect the binding nature of the offer and acceptance.
3.6 Information, images, announcements, specifications, etc. regarding all offers and the main characteristics of the products are presented as accurately as possible. Spotter B.V. does not guarantee that all offers and products fully comply with the provided information. Deviations are generally not grounds for compensation and/or termination of the Agreement.
3.7 Spotter B.V. is entitled to adjust its rates for services.
3.8 Offers or quotations do not automatically apply to reorders.
4. Address or Name Changes
4.1 The Counterparty must inform Spotter B.V. in writing 14 days before an address or contact details change, such as email addresses, takes effect. The Counterparty is liable for any consequences of failing to timely provide such notice.
4.2 If the Counterparty is a legal entity, it must also inform Spotter B.V. in writing about any relevant company changes (such as name or legal form).
5. SIM Card and Tracker
5.1 The hardware provided by Spotter B.V. to the Counterparty contains a SIM card, which remains the property of Spotter B.V.
6. System Codes
6.1 The Customer’s system code is determined by Spotter B.V.
6.2 The Counterparty has no claim to retain a particular system code, in accordance with applicable regulations and Spotter B.V.’s implementation thereof.
6.3 Spotter B.V. has the right to change this system code if deemed necessary, for example, for proper functioning of the Service or the Network or due to regulations. Spotter B.V. will reasonably consider the interests of the Counterparty.
7. Prices
7.1 All prices are expressed in Euros, in accordance with legal requirements, and include VAT unless expressly stated otherwise.
7.2 The Buyer owes the price communicated by Spotter B.V. in accordance with Article 3 of these Terms. Apparent (manipulation) errors in the price, such as obvious inaccuracies, may be corrected by Spotter B.V. even after the conclusion of the agreement.
7.3 Delivery costs are not included in the price.
7.4 Spotter B.V. is entitled to change its rates for the Service. Changes will be announced in advance, for example via its website. The current rates can also be requested from Spotter Customer Service via support@spottergps.com.
8. Payment
8.1 Orders via the Spotter B.V. website can be paid via iDEAL or Credit Card. Spotter B.V. may expand these payment options in the future. Other payment options will be communicated via the website.
8.2 If a Credit Card payment is chosen, the terms of the card issuer apply. Spotter B.V. is not a party to the relationship between the Buyer and the card issuer.
8.3 If Klarna payment is chosen, the Buyer agrees that personal data and order information will be forwarded to Klarna, according to Klarna’s privacy policy https://www.klarna.com/international/privacy-policy/.
8.4 If after the conclusion of the Agreement the payment made by the Buyer or a third party is revoked, this results in an immediately due claim of Spotter B.V. against the Buyer.
8.5 In case of late payment, in addition to statutory interest, all judicial and extrajudicial costs incurred by Spotter B.V. as a result of non-compliance by the Buyer shall be borne by the Buyer.
8.6 In case of late payment, Spotter B.V. may immediately dissolve the Agreement extrajudicially or suspend (further) delivery until the Buyer has fully met the payment obligations, including interest and costs.
8.7 If the order is not placed via the website, payment must be made within the term specified by Spotter B.V. after the invoice date, in the manner indicated by Spotter B.V. Unless otherwise agreed, payment will be made via bank transfer within 14 days after invoice date to the bank account of Spotter B.V. as stated on the invoice.
8.8 All payments must be made no later than the last day of the agreed payment term.
8.9 Any claim by the Counterparty to offset a claim on Spotter B.V. is excluded.
9. Use of the Service
9.1 The Counterparty must comply with the requirements for reasonable use of the Service and additional services.
9.2 It is possible to call the Tracker of Spotter B.V. The caller will be charged for the call. Since the Tracker operates with an international SIM card, the costs are charged according to the caller’s roaming rate. For roaming rates, the caller is referred to the website of the provider they have chosen.
9.3 Spotter B.V. has chosen to use an international SIM card to optimize the operation of the Tracker. Consequently, the Tracker will always select the best-functioning telecom network at that moment. This ensures that the Tracker’s performance is less affected by poor network coverage in certain locations in Europe.
9.4 For questions regarding the functioning of end devices, the Client may contact Spotter B.V. customer service.
9.5 For certain services, Spotter B.V. may provide system codes. The Counterparty must protect the system codes from unauthorized access. The Counterparty is responsible for all use of the system codes. In case of (suspected) unauthorized use, Spotter B.V. is entitled to block system codes immediately.
9.6 The Network operates through signal transmission. Since these signals can be disturbed by external sources and/or atmospheric conditions and depend on network coverage, the quality of a connection cannot be guaranteed everywhere or at all times. Spotter B.V. therefore provides no guarantee in this regard.
9.7 Spotter B.V. may make changes regarding the countries and/or networks from which the Tracker can be used. The Counterparty may use the network(s) specified for a particular country, taking into account the usage possibilities, quality characteristics, and regulations applicable to that country or network. Spotter B.V. does not guarantee the quality of the respective network.
10. Service Duration
10.1 The Agreement regarding the Service is entered into for a specific period, which may be 3 months, six months, one year, or two years, depending on what the Counterparty chooses on the Spotter B.V. website. The Service must be prepaid for the selected period. After the period ends, the Counterparty may select a new Service for a specific time. Upon selection and payment, the Service will continue for the chosen period. If no new Service is chosen and prepaid, Spotter B.V. will suspend the Service. If a Service is later chosen and paid, Spotter B.V. will reactivate it within 2 business days after receiving payment.
10.2 If the Service has not been paid for a period of 12 months or longer, Spotter B.V. may decide not to reactivate the Service.
11. Delivery and Delivery Time
11.1 Orders for the Service will be delivered as quickly as possible. In principle, Spotter B.V. aims to activate the Service within 2 business days after payment has been received.
11.2 Stated delivery times and periods can never be considered as strict deadlines unless expressly agreed otherwise in writing.
12. Orders Not Accepted or Not Collected
12.1 If an order is not accepted by the Buyer, is refused, or not collected on time and returned to Spotter B.V., this is considered as non-cooperation with delivery.
12.2 In that case, Spotter B.V. will offer the order a maximum of two (2) times at the address provided by the customer.
12.3 If the order is returned again after two attempts, the agreement is canceled. The cancellation will be confirmed by Spotter B.V. to the Buyer.
12.4 Upon cancellation, Spotter B.V. is entitled to withhold shipping costs once from the amount to be refunded. The remaining amount will be refunded within the statutory period.
12.5 If the Buyer wishes to receive the order after cancellation, a new order can be placed via the Spotter B.V. webshop.
13. Defects and Complaint Period
13.1 The Buyer is obliged to inspect the products immediately after receipt. The Consumer Buyer must notify Spotter B.V. of any complaints about visible defects as soon as possible and no later than a reasonable time after discovery via support@spottergps.com. Business Buyers must report complaints about visible defects within 2 business days after receipt.
13.2 Complaints must be described as accurately as possible, including clear photos of the product and packaging, to allow Spotter B.V. to make a correct assessment.
13.3 Buyers who are not Consumer Buyers are not entitled to return products without a motivated complaint. If products are returned without valid reasons, all associated costs are borne by the Buyer. Spotter B.V. is then free to store the products with third parties at the Buyer’s risk and expense.
14. Right of Withdrawal
14.1 The Consumer Buyer may exercise the right of withdrawal within fourteen (14) days after delivery of the product, without penalty and without giving reasons, by sending an email to support@spottergps.com. The Consumer Buyer may unpack and inspect the product as in a physical store. If the Consumer Buyer uses the product beyond what is necessary to determine its nature, characteristics, and functioning, Spotter B.V. may charge a depreciation fee. All accompanying documentation, warranty certificates, and packaging must be returned as far as reasonably possible.
14.2 In case of withdrawal, the Consumer Buyer must return the product within fourteen (14) days in good condition and, as far as reasonably possible, in the condition received. The return shipping costs are for the Consumer Buyer’s account.
14.3 The risk and burden of proof for correct and timely return lies with the Consumer Buyer until receipt by Spotter B.V. Spotter B.V. is not liable for damage, theft, or loss during return by or on behalf of the Consumer Buyer, unless caused by intent or gross negligence of Spotter B.V.
14.4 The Consumer Buyer agrees that the Service is activated immediately after ordering. The right of withdrawal only applies to the unused portion of the Service.
14.5 Buyers who are not Consumer Buyers do not have the right of withdrawal.
15. Liability
15.1 Spotter B.V. is not obliged to pay any compensation to the Buyer or others, unless there is intent or gross negligence on its part. Spotter B.V. accepts no liability for consequential or business damage, indirect damage, or loss of profit or turnover. For Consumer Buyers, nothing in these Terms limits statutory consumer rights, and exclusions or limitations of liability only apply as permitted by mandatory law.
15.2 If Spotter B.V. is liable to compensate for any damage, for Business Buyers, this compensation shall never exceed the invoice value of the product or service that caused the damage.
15.3 In all cases, the period within which Spotter B.V. can be held liable for compensation by Business Buyers is limited to twelve (12) months from the moment the damage is established.
15.4 Spotter B.V. is not liable for damage resulting from any defect, including bugs in the software and/or hardware used by Spotter B.V., insofar as these cannot be attributed to Spotter B.V. Spotter B.V. will endeavor to investigate reported bugs and, where reasonably possible, resolve them. Whether and when a bug is resolved depends on the nature and priority of the report.
15.5 Spotter B.V.’s website may contain links to other websites of potential interest or information. Such links are purely informational. Spotter B.V. is not responsible for their content.
15.6 Product functioning depends on infrastructures such as GPS, GSM connections, and internet connections beyond Spotter B.V.’s control. Spotter B.V. is not liable for proper and uninterrupted functioning of these infrastructures or peripheral equipment, nor for system failures or inaccessibility.
15.7 Spotter B.V. is not liable for any damage caused by temporary unavailability of ordering, inaccessibility, or removal of (data from) the website due to maintenance or otherwise.
15.8 The Buyer shall not use the product to commit crimes or unlawful acts or to harm third parties and indemnifies Spotter B.V. in this regard.
15.9 In case of misuse of a Tracker, Spotter B.V. reserves the right to block the associated SIM card at any time.
16. Warranty
16.1 The warranty period for hardware is 24 months. The warranty period starts from the moment the hardware is delivered. This warranty does not affect the statutory rights of the Consumer Buyer (legal conformity).
16.2 If visible defects, imperfections, and/or faults occur during the execution of the work, in the materials used, or in the delivered items that must have been present at the time of delivery, Spotter B.V. will, within the warranty period, repair or replace these items free of charge at its discretion.
16.3 Spotter B.V. guarantees that the delivered items possess the properties necessary for normal use.
16.4 No warranty applies to hardware if:
- normal wear and tear occurs;
- modifications have been made to or in the product, including repairs not authorized by Spotter B.V.;
- the original invoice cannot be presented, is altered, or unreadable;
- defects result from improper or unintended use;
- damage arises from intent, gross negligence, or lack of maintenance;
- connectors, plugs, or wiring are damaged or modified.
17. Claiming Warranty
17.1 If the Counterparty wishes to invoke the warranty mentioned in Article 16, they must contact Spotter B.V. Customer Service via e-mail: support@spottergps.com, by creating a case via the customer service form on the website, or via the website chat.
17.2 After reporting, the Counterparty will receive the necessary instructions and information from Spotter B.V. regarding returning or repairing the Product, if applicable. Warranty can only be invoked under the conditions stated in Article 16 and only if the Counterparty follows the instructions of Spotter B.V. This does not affect the statutory rights of the Consumer Buyer.
17.3 Warranty does not apply in case of improper use, normal wear, or if user instructions are not followed correctly.
18. Force Majeure
18.1 In the event of force majeure, Spotter B.V. is not obliged to fulfill its obligations toward the Buyer. Spotter B.V. is entitled to suspend its obligations for the duration of the force majeure.
18.2 Force majeure is understood as any circumstance beyond its control that prevents full or partial compliance with obligations toward the Buyer. Such circumstances include, but are not limited to, strikes, fire, operational failures, power outages, disruptions in (communication) networks or systems used, temporary unavailability of the website, non-delivery or late delivery by suppliers or other third parties, and the absence of any government-required permits.
19. Services
19.1 Spotter B.V. provides its services, including via its website, striving for optimal service but cannot guarantee that the service will function flawlessly or uninterrupted. Services provided may be disrupted by (external) factors beyond Spotter B.V.’s control, and therefore, the quality or usability of the services cannot be guaranteed.
19.2 Spotter B.V. may change, suspend, or withdraw (parts of) the Services at any time if necessary to maintain or protect the services, solely at the discretion of Spotter B.V. Temporary service interruptions for maintenance are included, and these will be announced in advance unless they are very brief and limited, making prior notice unreasonable. In case of a material change in the Service, the Consumer Buyer has the right to terminate the Service free of charge as of the effective date of the change.
19.3 Spotter B.V. is dependent on third parties, such as hardware suppliers, mobile operator networks, and Tracker performance, which is sensitive to environmental factors. Although Spotter B.V. selects its partners carefully, Spotter B.V. is never liable toward the Counterparty or any third party for damages suffered as a result of (defects in) Products and Services of these third parties.
19.4 To use Spotter B.V. services, the Counterparty must access the specifically reserved area of the website using a unique login name and password. Spotter B.V. will make reasonable efforts and take necessary security measures to ensure that access to the reserved area is only possible using the login name and password chosen by the Counterparty. The Counterparty is responsible for keeping their login credentials confidential.
19.5 All data generated on the reserved area of the website for the Counterparty remains the property of the Counterparty and is at their risk. Spotter B.V. will only use this data to improve its service for the Counterparty and its services in general. Spotter B.V. processes data in accordance with its privacy statement and applicable laws and regulations.
19.6 If Spotter B.V. processes personal data on behalf of a Business Counterparty, the parties will conclude a processing agreement in compliance with Article 28 GDPR. Spotter B.V. will implement appropriate technical and organizational measures. The Counterparty indemnifies Spotter B.V. only for claims directly resulting from unlawful instructions or improper use by the Counterparty.
20. Risk of Information Storage
20.1 Spotter B.V. is obliged to ensure careful storage of data or information from the Counterparty. Unless proven otherwise, Spotter B.V. is deemed to have fulfilled this obligation.
20.2 Information or data generated from goods provided by Spotter B.V. may contain imperfections, e.g., due to incomplete GPS coverage, incomplete GSM/GPRS/UMTS coverage, irregularities in power supply, irregularities at the internet provider of Spotter B.V. or the Counterparty, or equipment used locally by the Counterparty to access the internet.
20.3 The Counterparty bears the risk of damage or loss of data or information stored by Spotter B.V. or third parties, unless the damage or loss is due to gross negligence, gross fault, or intent of Spotter B.V.
21. Personal Data Protection and Confidentiality
21.1 Spotter B.V. processes personal data in accordance with the General Data Protection Regulation (GDPR) and applicable electronic communications rules. Further information regarding processing (including categories of data, purposes, retention periods, recipients, rights of data subjects, and contact information) is included in the Spotter B.V. privacy statement, which applies integrally.
21.2 Parties commit to confidentiality of all information (including personal data) received from the other party that is known or reasonably presumed to be confidential. Disclosure is only allowed (i) to the extent necessary for performing the agreement, (ii) to engaged third parties bound by equivalent confidentiality obligations, or (iii) if legally required.
21.3 If the Buyer provides personal data to Spotter B.V. solely for the Buyer’s purposes, the parties will, if required, conclude a processing agreement in accordance with Article 28 GDPR.
21.4 Spotter B.V. processes personal data only if there is a legal basis and only as necessary for, among other things:
a) entering and performing the agreement and delivering/activating the Service;
b) management, maintenance, security, and improvement of systems and usage analysis;
c) sending service messages and, where allowed, direct marketing with simple opt-out options;
d) preventing and investigating fraud/misuse and ensuring business continuity;
e) complying with legal obligations.
21.5 Personal data is not retained longer than necessary for the purposes for which it was collected, unless a legal retention requirement or legitimate interest justifies a longer retention period.
21.6 If Spotter B.V. processes personal data for direct marketing, the data subject may object at any time. Upon objection, personal data will no longer be used for direct marketing.
22. Intellectual Property
22.1 The Buyer explicitly acknowledges that all intellectual property rights of displayed information, announcements, or other expressions relating to products and/or the website are held by Spotter B.V., its suppliers, or other rights holders.
22.2 Intellectual property rights include patents, copyrights, trademarks, design rights, and/or other (intellectual property) rights, including technical and/or commercial know-how, methods, and concepts, whether patentable or not.
22.3 The Buyer is prohibited from using and/or modifying intellectual property rights as described in this article, such as reproducing without express prior written permission from Spotter B.V., its suppliers, or other rights holders, unless for private use of the product itself.
23. Applicable Law and Competent Court
23.1 All offers and Agreements are governed exclusively by Dutch law.
23.2 The applicability of the Vienna Sales Convention is explicitly excluded.
23.3 All disputes arising from or related to offers of Spotter B.V. or Agreements concluded with it, for Business Buyers, are submitted to the competent court in Rotterdam. Consumers may submit the dispute to the legally competent court (in principle, the court of their place of residence).
24. Final Provisions
24.1 All correspondence regarding an agreement or these Terms should be sent to support@spottergps.com as indicated on the website.
24.2 Spotter B.V. strives to respond to received messages within 2 business days.
24.3 Spotter B.V. is established in the Netherlands and registered with the Chamber of Commerce in The Hague.
24.4 The aforementioned General Terms and Conditions of delivery and services of Spotter B.V. come into effect on the day of filing with the Chamber of Commerce in The Hague. They should be stated as follows: General Terms and Conditions of Delivery and Services of Spotter B.V. in Bergschenhoek.
