Terms and Conditions

Definitions

Sellerly: Sellerly B.V., registered with the Chamber of Commerce under CoC number 42055433.

Client: the natural person 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 gives the Client the right to use the agreed-upon 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 that Sellerly provides to the Client based on the Subscription Agreement.

Contract Period: the term that commences at the moment the use of the agreed-upon service starts according to the Subscription Agreement, and which term continues for the period agreed upon between Sellerly and the Client in the Subscription Agreement.

Personal Contact: an email message or an SMS message sent by Sellerly and addressed to the Client, providing notifications about any adjustments that may relate to the Agreement between Sellerly and the Client.

Terms and Conditions: these terms.

Data Processing Agreement (DPA): The agreement in which the responsibilities of Sellerly and the Client regarding the processing of personal data are established in accordance with applicable privacy legislation.

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

Bol sales account: the account on Bol.com that the Client links with the Sellerly account.

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

Introduction

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

Identity

Sellerly is a trade name of Sellerly B.V., located at Damastberg 136, 4708DG Roosendaal, the Netherlands, and registered with the Chamber of Commerce under CoC number 42055433.

Applicability

These Terms and Conditions apply to every offer made by Sellerly and to every Agreement Sellerly enters into with a Client to provide services or perform work. Before the Agreement is concluded, the text of these Terms and Conditions will be made available to the Client. By entering into the Agreement, the Client declares to have read and agreed to the Terms and Conditions. Sellerly is entitled to unilaterally amend the Terms and Conditions. Sellerly will announce a proposed amendment at least 1 month prior to its effective date via a notification on the website. If the Client does not wish to accept the amendments to the Terms and Conditions, they have the right to terminate the Agreement in writing up to the effective date of the amendments, effective from the date the amended Terms and Conditions come into force. The amended Terms and Conditions apply to all existing and future Agreements from their effective date, even if they were concluded before the amendment of the Terms and Conditions.

Subscription

Sellerly reserves the right to refuse a request to start a subscription without giving reasons. Sellerly is entitled to change the structure, the rate, and the offered features 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. Under no circumstances is the Client entitled to any compensation or damages. The responsibility for submitting a written subscription termination on time lies with the Client.

Payment

Once an agreement is made, Sellerly is entitled to invoice and automatically charge via direct debit. Payment of an invoice must be made within 14 days of the invoice date. Sellerly offers different plans based on Order Volume. If, at the end of the contract period, it appears that the Client has a higher or lower Order Volume than fits their current plan, they will automatically and retroactively be charged for the plan corresponding to the new Order Volume. Invoices containing an adjustment for Order Volume are deemed correct unless the Client objects in writing within 14 days of receipt.

If the Client defaults on any obligation under the Subscription Agreement, all costs of judicial and extrajudicial collection of the outstanding amount will be borne by the Client. Furthermore, without further notice or default summons, a late payment interest is due to Sellerly on outstanding amounts equal to the statutory commercial interest rate increased by 2 percent. Interest on the due amount will be calculated from the moment of default until the full outstanding amount is paid. 

If the Client is in default or fails to perform their obligations on time, Sellerly reserves the right to deny the Client access to Sellerly's services and stop any active operations.

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 explicitly 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 tacitly renewed, unless the Client has declared in writing in the meantime that they do not wish to continue the Agreement. 

A Subscription Agreement can be cancelled in writing at the end of the current Contract Period without any notice period. A Subscription Agreement cannot be terminated halfway through a Contract Period.

If the Client goes bankrupt, requests key suspension of payment, ceases operations, or acts in violation of these Terms and Conditions or other provisions in the Agreement, Sellerly has the right to terminate the Agreement immediately without notice. This does not release the Client from the obligation to pay outstanding amounts 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 stop offering the service concerned. In that case, Sellerly will inform the Client in a timely manner and apply reasonable transition periods where possible.

Termination of the Agreement does not release either party from obligations which by their nature are intended to continue, such as payment obligations and confidentiality duties.

Use of Service

The Client declares that all information provided is accurate and that Sellerly's services are used exclusively for themselves. The Client declares not to abuse Sellerly's services for any purpose other than what the services are reasonably intended for by Sellerly. Under no circumstances will the Client use Sellerly's services to send spam, unsolicited messages, or texts that could reasonably be considered offensive or illegal. In case of any suspicion of service abuse, Sellerly has the right to terminate the Agreement immediately and block the use of the Services.

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

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

In case this limit is exceeded or if abuse is suspected (for example, but not limited to, when stores are not owned by the same owner or use falls outside Sellerly's scope), Sellerly will consult with the Client. Sellerly reserves the right to take appropriate action immediately upon detection, including limiting the number of linked stores or (temporarily) suspending access.

Data and Information

Sellerly guarantees to the Client that stored information will not be used for any other purpose than the services for which the Agreement was entered into. Sellerly guarantees that business information will not be sold to, shared with, or used by third parties.

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

Liability

When using Sellerly, the Client declares that any form of liability or responsibility for direct or indirect damage is explicitly excluded by Sellerly. The Client declares that Sellerly's service cannot be held responsible for any damage to, but not limited to, review scores, loss of revenue, or the loss of the Bol sales account.

Disclaimer

• Automatically Generated Recommendations
  Sellerly's software provides automatically generated recommendations for optimizing content, prices, and images on marketplace platforms. These recommendations are generated based on algorithms, available data, and best practices, and are intended for support in your workflow.
  While we aim to deliver valuable and accurate suggestions, we make no guarantees about the accuracy, timeliness, or effectiveness of these recommendations. The final choice to implement changes is entirely up to the user. Sellerly is in no way liable for any direct or indirect damage resulting from following or ignoring these recommendations. We always advise users to assess recommendations for relevance to their specific situation and to seek professional advice where necessary.

• Emails Sent on Behalf of Client
  If requested by the Client, Sellerly can send emails on the Client's behalf to their customers (such as buyers on Bol.com). This feature is provided purely 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 laws and regulations (including privacy and spam laws). Sellerly is in no way liable for direct or indirect damage or fines resulting from using this feature in violation of marketplace platform guidelines or applicable laws.

Confidentiality

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

Other Provisions

These Terms and Conditions are governed exclusively by Dutch law. Any disputes arising from or related to the Terms and Conditions will be exclusively submitted to the Court of Zeeland-West-Brabant.

Changes

These Terms and Conditions may change over time. Any changes will be announced via Personal Contact, via the Client's email address, or via a notification on the website.