Terms and Conditions

Definitions

Sellerly: A trade name of RWLR, registered with the Chamber of Commerce with registration number 84879467.

Client: the individual or legal entity to whom Sellerly makes an offer or with whom Sellerly enters into an Agreement.

Subscription Agreement: any Agreement between Sellerly and the Client that grants the Client the right to use the agreed service during the Contract Period in exchange for payment of the applicable subscription fee.

Agreement: Any arrangement between Sellerly and the Client regarding the use of Sellerly's services.

Service: The functionalities and/or software provided by Sellerly to the Client under the Subscription Agreement.

Contract Period: the term that begins when use of the agreed service according to the Subscription Agreement starts and continues for the period agreed between Sellerly and the Client in the Subscription Agreement.

Personal Contact: an email or SMS sent by Sellerly addressed to the Client, containing notifications about any changes that may affect the Agreement between Sellerly and the Client.

General Terms: these conditions.

Data Processing Agreement (DPA): The agreement that outlines the responsibilities of Sellerly and the Client in the processing of personal data in compliance with applicable privacy laws.

Sellerly account: the account used to gain access to Sellerly's features.

Bol sales account: the account at Bol.com linked with the Sellerly account by the Client.

Order Volume: the number of orders in the Bol sales account linked with the Sellerly account.

Introduction

By accessing or using any part of the website, you agree to be bound by these general terms and conditions. In these terms, 'us' and 'our' refers to Sellerly. 'You' refers to the user or visitor of this website.

Identity

Sellerly is a trade name of RWLR, located at Damastberg 136, 4708DG Roosendaal, Netherlands, and registered with the Chamber of Commerce with registration number 84879467.

Applicability

These General Terms apply to every offer from Sellerly and every Agreement that Sellerly enters into with the Client for providing services or performing tasks. Before the Agreement is concluded, the text of these General Terms will be made available to the Client. By entering into the Agreement, the Client declares to have read and agreed to the General Terms. Sellerly is entitled to unilaterally change the General Terms. Sellerly will announce a proposed change at least 1 month in advance through a notice on the website. If the Client does not wish to accept changes to the General Terms, they have the right to terminate the Agreement in writing up to the date on which the changes take effect. The amended General Terms will apply from the effective date to all existing and future Agreements, even if they were concluded before the amendment.

Subscription

Sellerly reserves the right to refuse a subscription request without giving reasons. Sellerly is entitled to change the form, rate, and available functionalities of subscriptions at any time. If the Client does not wish to accept changes to the subscription, they have the right to terminate the Agreement in writing. The Client is in no case entitled to any compensation or damages. The responsibility for timely submitting a written cancellation of a subscription lies with the Client.

Payment

Sellerly is entitled to invoice and automatically collect payment for an established agreement. Payment of an invoice must be made within 14 days of the invoice date. Sellerly offers various products based on Order Volume. If it turns out at the end of the contract period that the Client has a higher or lower Order Volume than the current product entails, the product corresponding to the new Order Volume will be charged automatically and retrospectively. Invoices reflecting a correction of the Order Volume are deemed correct unless the Client submits a written objection within 14 days of receipt.

If the Client is in default of fulfilling any obligation under the Subscription Agreement, all costs of judicial and extrajudicial collection of the outstanding amount are for the account of the Client, and they are liable for default interest to Sellerly, without further demand or notice of default, at the rate of the statutory commercial interest increased by 2 percent. Interest on the claimable amount will be calculated from the time the default occurs until the full amount due is paid.

If the Client is in breach of their obligations, Sellerly reserves the right to deny the Client access to Sellerly’s services and to halt any outstanding actions.

Duration and Termination

Every Subscription Agreement between Sellerly and the Client is entered into for a duration of 1 calendar month or 1 calendar year, unless expressly agreed otherwise. The start date of a Contract Period is the same as the start date of the Agreement. After the Contract Period ends, the Agreement is automatically renewed unless the Client has communicated in writing during the interim that they do not wish to continue the Agreement.

A Subscription Agreement can be terminated in writing at any time without notice, at the end of the current Contract Period. A Subscription Agreement cannot be terminated midway through a Contract Period.

If the Client is declared bankrupt, applies for a moratorium, ceases business operations, or is in breach of these General Terms or any other provisions of the Agreement, Sellerly has the right to terminate the Agreement without notice. This does not relieve the Client of the obligation to pay the amounts already due to Sellerly. In such cases, the Client is not entitled to any compensation or damages.

Sellerly reserves the right to terminate the Agreement in whole or in part if it decides to no longer offer the relevant service. In that case, Sellerly will notify the Client in time and, where possible, observe reasonable transition periods.

Termination of the Agreement does not relieve either party of obligations intended to continue, such as payment obligations and confidentiality obligations.

Use of Service

The Client declares that all provided data is correct and that Sellerly's services are used exclusively for themselves. The Client declares not to misuse Sellerly's services for any purpose other than those for which they are reasonably intended by Sellerly. Under no circumstances may the Client use Sellerly's services for sending spam, unsolicited messages, or textes that could reasonably be considered offensive or illegal. In the event of suspected misuse of the services, Sellerly has the right to terminate the Agreement immediately and block the use of the Services.

Fair Use Policy (FUP)
Sellerly offers subscriptions allowing Clients to link an unlimited number of stores to their Sellerly account. This functionality is intended for normal business use by Clients who are the owner or operationally responsible for these stores.

To prevent abuse or improper use, Sellerly reserves the right to limit the number of stores linked to one Sellerly account to a maximum of 10 stores per account, unless otherwise agreed in writing with Sellerly.

If this limit is exceeded or misuse is suspected (including, but not limited to, when stores do not fall under the same ownership or use is outside Sellerly's scope), Sellerly will discuss with the Client. Sellerly reserves the right to take appropriate measures immediately upon detection, including limiting the number of linked stores or (temporarily) suspending access.

Data and Information

Sellerly assures the Client that stored information from the Client will not be used for any other purpose than for the services for which an Agreement has been made. Sellerly states that business information will not be sold, shared, or used by third parties.

Sellerly processes personal data on behalf of the Client in compliance with applicable privacy laws and the data processing agreement. A separate data processing agreement is available upon request.

Liability

By using Sellerly, the Client declares that any form of liability or responsibility for direct or indirect damage by Sellerly is explicitly excluded. The Client states that Sellerly's service cannot be held responsible for any damage to, among others, review score, loss of revenue, or the loss of the Bol sales account.

Disclaimer

• Automatically Generated Recommendations
  Sellerly's software provides automatically generated suggestions regarding the optimization of content, prices, and images on marketplace platforms. These recommendations are generated based on algorithms, available data and best practices, and are intended to support the user.
  While we strive to make valuable and accurate suggestions, we do not guarantee the accuracy, timeliness, or effectiveness of these recommendations. The final decision to implement changes rests entirely with the user. Sellerly is in no way liable for direct or indirect damage resulting from following or ignoring these recommendations. We advise users to always review recommendations for relevance to their specific situation and seek professional advice where necessary.

• Emails Sent on Behalf of Client
  If desired by the Client, Sellerly can send emails on behalf of the Client to their customers (such as buyers on Bol.com). This functionality is provided solely as a tool and is entirely the responsibility of the Client.
  The Client is responsible for complying with all applicable rules and guidelines of the marketplace platform (such as Bol.com), as well as relevant legislation (including privacy and anti-spam laws). Sellerly is in no way liable for any direct or indirect damage or penalties resulting from the use of this functionality in violation of the platform's guidelines or applicable laws.

Confidentiality

Each party involved in this agreement will keep all information related to or obtained from the other party confidential from third parties.

Other Provisions

Only Dutch law applies to these General Terms. Any disputes arising from or related to the General Terms will be exclusively submitted to the Court of Zeeland-West-Brabant.

Changes

These General Terms may be amended. Each change will be announced via Personal Contact, the Client's email address, or a notification on the website.