Studio
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General terms and conditions
Studio Effective date: 14-02-2025
General terms and conditions
Studio Effective date: 14-02-2025
General terms and conditions
Studio Effective date: 14-02-2025
Welcome to Studio!
These terms and conditions govern your use of Studio and web pages located at https://app.tokens.studio
Article 1. Definition
The following definitions shall apply for the purposes of these general terms and conditions in so far as nothing else applies based on the nature or purport of their provisions:
Hyma: Hyma B.V - a company with limited liability, trading under the name of Tokens Studio, having its registered office at Lage Gouwe 92 in (2801 LJ) Gouda, the Netherlands, and registered in the commercial register under Chamber of Commerce Number 59750502, to be contacted at support@tokens.studio;
Client (singular): any natural person or legal entity with whom or which Hyma has entered or envisages entering into an Agreement;
Agreement/Contract: any agreement/contract between Hyma and a Client for the purposes of the former providing services to the latter;
In Writing/Written: a communication in writing, by email or any other means of communication, which may be held to be similar to them having regard to the state of the art and generally accepted standards.
Parties: Hyma and a Client jointly.
Purchase: the purchase of any product or service made available through the Service.
Article 1. Definition
The following definitions shall apply for the purposes of these general terms and conditions in so far as nothing else applies based on the nature or purport of their provisions:
Hyma: Hyma B.V - a company with limited liability, trading under the name of Tokens Studio, having its registered office at Lage Gouwe 92 in (2801 LJ) Gouda, the Netherlands, and registered in the commercial register under Chamber of Commerce Number 59750502, to be contacted at support@tokens.studio;
Client (singular): any natural person or legal entity with whom or which Hyma has entered or envisages entering into an Agreement;
Agreement/Contract: any agreement/contract between Hyma and a Client for the purposes of the former providing services to the latter;
In Writing/Written: a communication in writing, by email or any other means of communication, which may be held to be similar to them having regard to the state of the art and generally accepted standards.
Parties: Hyma and a Client jointly.
Purchase: the purchase of any product or service made available through the Service.
Article 1. Definition
The following definitions shall apply for the purposes of these general terms and conditions in so far as nothing else applies based on the nature or purport of their provisions:
Hyma: Hyma B.V - a company with limited liability, trading under the name of Tokens Studio, having its registered office at Lage Gouwe 92 in (2801 LJ) Gouda, the Netherlands, and registered in the commercial register under Chamber of Commerce Number 59750502, to be contacted at support@tokens.studio;
Client (singular): any natural person or legal entity with whom or which Hyma has entered or envisages entering into an Agreement;
Agreement/Contract: any agreement/contract between Hyma and a Client for the purposes of the former providing services to the latter;
In Writing/Written: a communication in writing, by email or any other means of communication, which may be held to be similar to them having regard to the state of the art and generally accepted standards.
Parties: Hyma and a Client jointly.
Purchase: the purchase of any product or service made available through the Service.
Article 2. Scope of application
These general terms and conditions shall govern all Contracts and undertakings made or given by or concluded between Hyma and a Client, relating to access to and the use of Studio.
Tokens Studio explicitly rejects the application of a Client’s general terms and conditions, howsoever they may be called.
These general terms and conditions shall also govern any Agreement for the purposes of whose execution Tokens Studio engages another party. Such other party may rely directly on these general terms and conditions in relation to the relevant Client.
The provisions of these general terms and conditions may only be derogated from In Writing. An amendment and/or deviation from these general terms and conditions will only be valid if confirmed In Writing by Tokens Studio.
In the event that there is a conflict between the general terms and conditions of Tokens Studio and an Agreement, what is stipulated in the latter shall prevail.
The nullification or nullity of one (1) or more provisions of these general terms and conditions shall not affect the validity of any of its other clauses. Where such a situation arises, the parties shall have a duty to enter into consultation with each other for the purposes of arranging to replace the affected clause. Consideration shall be given to the purpose and purport of the original provisions in this respect.
Tokens Studio shall be entitled to amend these general terms and conditions unilaterally. Any amendment shall come into effect one (1) month after notice of it is given on a date subsequently stipulated by means of a written notice to this effect or a notice published on the website of Tokens Studio. In the event that a Client declines to consent to an amendment of these general terms and conditions, until the time when such amendment is scheduled to come into effect, they shall be entitled to cancel the relevant Agreement by means of a registered letter as at the date on which the amended provisions are scheduled to come into effect. A Client shall be deemed to have tacitly consented to an amendment after the time when it comes into effect.
In these general terms and conditions, for the sake of readability, the Client is referred to in the masculine form. Wherever “he” is mentioned, “she” is also meant.
Article 2. Scope of application
These general terms and conditions shall govern all Contracts and undertakings made or given by or concluded between Hyma and a Client, relating to access to and the use of Studio.
Tokens Studio explicitly rejects the application of a Client’s general terms and conditions, howsoever they may be called.
These general terms and conditions shall also govern any Agreement for the purposes of whose execution Tokens Studio engages another party. Such other party may rely directly on these general terms and conditions in relation to the relevant Client.
The provisions of these general terms and conditions may only be derogated from In Writing. An amendment and/or deviation from these general terms and conditions will only be valid if confirmed In Writing by Tokens Studio.
In the event that there is a conflict between the general terms and conditions of Tokens Studio and an Agreement, what is stipulated in the latter shall prevail.
The nullification or nullity of one (1) or more provisions of these general terms and conditions shall not affect the validity of any of its other clauses. Where such a situation arises, the parties shall have a duty to enter into consultation with each other for the purposes of arranging to replace the affected clause. Consideration shall be given to the purpose and purport of the original provisions in this respect.
Tokens Studio shall be entitled to amend these general terms and conditions unilaterally. Any amendment shall come into effect one (1) month after notice of it is given on a date subsequently stipulated by means of a written notice to this effect or a notice published on the website of Tokens Studio. In the event that a Client declines to consent to an amendment of these general terms and conditions, until the time when such amendment is scheduled to come into effect, they shall be entitled to cancel the relevant Agreement by means of a registered letter as at the date on which the amended provisions are scheduled to come into effect. A Client shall be deemed to have tacitly consented to an amendment after the time when it comes into effect.
In these general terms and conditions, for the sake of readability, the Client is referred to in the masculine form. Wherever “he” is mentioned, “she” is also meant.
Article 2. Scope of application
These general terms and conditions shall govern all Contracts and undertakings made or given by or concluded between Hyma and a Client, relating to access to and the use of Studio.
Tokens Studio explicitly rejects the application of a Client’s general terms and conditions, howsoever they may be called.
These general terms and conditions shall also govern any Agreement for the purposes of whose execution Tokens Studio engages another party. Such other party may rely directly on these general terms and conditions in relation to the relevant Client.
The provisions of these general terms and conditions may only be derogated from In Writing. An amendment and/or deviation from these general terms and conditions will only be valid if confirmed In Writing by Tokens Studio.
In the event that there is a conflict between the general terms and conditions of Tokens Studio and an Agreement, what is stipulated in the latter shall prevail.
The nullification or nullity of one (1) or more provisions of these general terms and conditions shall not affect the validity of any of its other clauses. Where such a situation arises, the parties shall have a duty to enter into consultation with each other for the purposes of arranging to replace the affected clause. Consideration shall be given to the purpose and purport of the original provisions in this respect.
Tokens Studio shall be entitled to amend these general terms and conditions unilaterally. Any amendment shall come into effect one (1) month after notice of it is given on a date subsequently stipulated by means of a written notice to this effect or a notice published on the website of Tokens Studio. In the event that a Client declines to consent to an amendment of these general terms and conditions, until the time when such amendment is scheduled to come into effect, they shall be entitled to cancel the relevant Agreement by means of a registered letter as at the date on which the amended provisions are scheduled to come into effect. A Client shall be deemed to have tacitly consented to an amendment after the time when it comes into effect.
In these general terms and conditions, for the sake of readability, the Client is referred to in the masculine form. Wherever “he” is mentioned, “she” is also meant.
Article 3. Accounts
The Client can create an account to use the services of Studio.
Client guarantees that their account is managed exclusively by Client themself, or at least by persons authorized by Client to do so and who are irrevocably and unrestrictedly authorized to represent Client to perform legal acts on their behalf towards Hyma.
When the Client creates an account, they guarantees that they are above the age of 18, and that the information the Client provides is accurate, complete, and current at that time. Inaccurate, incomplete, or obsolete information may result in the immediate termination of the the Client’s account.
The Client themself is fully responsible and liable for all actions performed using their account. The Client is solely responsible for Login data including passwords. Misuse of the account is always at the Client's risk and Hyma is not liable for any damage resulting from misuse.
The Client is solely responsible for maintaining the confidentiality of Login Data. As soon as Client has reason to suspect that Login Data have come into the hands of unauthorized persons, or becomes aware of such, the Client is obliged to immediately inform Hyma of this and the Client is obliged to take effective measures among others to limit damage, such as changing (or having changed) Login Data. Hyma is not liable for damages resulting from any unauthorized access to or use or misuse of Client's account by anyone, including unauthorized persons or third parties in a general sense.
The Client is expected to change the password associated with the Login Data from time to time. Hyma may request the Client to change passwords at any time, which request the Client shall promptly comply with.
Hyma has an obligation of means with respect to the Client's use of the account. The Client accepts that the account only contains the functionalities and features as Client finds them at the time of use, and as may be communicated via Studio’s documentation and support channels.
Hyma is entitled at any time, without prior notice and without being or becoming liable for damages or liability to the Client in any way, to modify and/or temporarily terminate the content or functionalities of the Studio to perform maintenance or upgrades, of which Hyma shall provide due notice.
If Client's account is temporarily unavailable, for example due to a technical failure, Hyma is not liable for the consequences thereof, unless such failure is the result of malafide intent or gross negligence of Hyma or its employees.
Article 3. Accounts
The Client can create an account to use the services of Studio.
Client guarantees that their account is managed exclusively by Client themself, or at least by persons authorized by Client to do so and who are irrevocably and unrestrictedly authorized to represent Client to perform legal acts on their behalf towards Hyma.
When the Client creates an account, they guarantees that they are above the age of 18, and that the information the Client provides is accurate, complete, and current at that time. Inaccurate, incomplete, or obsolete information may result in the immediate termination of the the Client’s account.
The Client themself is fully responsible and liable for all actions performed using their account. The Client is solely responsible for Login data including passwords. Misuse of the account is always at the Client's risk and Hyma is not liable for any damage resulting from misuse.
The Client is solely responsible for maintaining the confidentiality of Login Data. As soon as Client has reason to suspect that Login Data have come into the hands of unauthorized persons, or becomes aware of such, the Client is obliged to immediately inform Hyma of this and the Client is obliged to take effective measures among others to limit damage, such as changing (or having changed) Login Data. Hyma is not liable for damages resulting from any unauthorized access to or use or misuse of Client's account by anyone, including unauthorized persons or third parties in a general sense.
The Client is expected to change the password associated with the Login Data from time to time. Hyma may request the Client to change passwords at any time, which request the Client shall promptly comply with.
Hyma has an obligation of means with respect to the Client's use of the account. The Client accepts that the account only contains the functionalities and features as Client finds them at the time of use, and as may be communicated via Studio’s documentation and support channels.
Hyma is entitled at any time, without prior notice and without being or becoming liable for damages or liability to the Client in any way, to modify and/or temporarily terminate the content or functionalities of the Studio to perform maintenance or upgrades, of which Hyma shall provide due notice.
If Client's account is temporarily unavailable, for example due to a technical failure, Hyma is not liable for the consequences thereof, unless such failure is the result of malafide intent or gross negligence of Hyma or its employees.
Article 3. Accounts
The Client can create an account to use the services of Studio.
Client guarantees that their account is managed exclusively by Client themself, or at least by persons authorized by Client to do so and who are irrevocably and unrestrictedly authorized to represent Client to perform legal acts on their behalf towards Hyma.
When the Client creates an account, they guarantees that they are above the age of 18, and that the information the Client provides is accurate, complete, and current at that time. Inaccurate, incomplete, or obsolete information may result in the immediate termination of the the Client’s account.
The Client themself is fully responsible and liable for all actions performed using their account. The Client is solely responsible for Login data including passwords. Misuse of the account is always at the Client's risk and Hyma is not liable for any damage resulting from misuse.
The Client is solely responsible for maintaining the confidentiality of Login Data. As soon as Client has reason to suspect that Login Data have come into the hands of unauthorized persons, or becomes aware of such, the Client is obliged to immediately inform Hyma of this and the Client is obliged to take effective measures among others to limit damage, such as changing (or having changed) Login Data. Hyma is not liable for damages resulting from any unauthorized access to or use or misuse of Client's account by anyone, including unauthorized persons or third parties in a general sense.
The Client is expected to change the password associated with the Login Data from time to time. Hyma may request the Client to change passwords at any time, which request the Client shall promptly comply with.
Hyma has an obligation of means with respect to the Client's use of the account. The Client accepts that the account only contains the functionalities and features as Client finds them at the time of use, and as may be communicated via Studio’s documentation and support channels.
Hyma is entitled at any time, without prior notice and without being or becoming liable for damages or liability to the Client in any way, to modify and/or temporarily terminate the content or functionalities of the Studio to perform maintenance or upgrades, of which Hyma shall provide due notice.
If Client's account is temporarily unavailable, for example due to a technical failure, Hyma is not liable for the consequences thereof, unless such failure is the result of malafide intent or gross negligence of Hyma or its employees.
Article 4. Client's obligations and prohibited uses
The Client shall have a duty to present any information which is reasonably relevant for the purposes of structuring and executing an Agreement to Hyma as promptly as is possible and required for the purposes of structuring and executing (or continuing to execute) the Agreement.
The Client shall warrant that any information, which is supplied by them or on their behalf, is accurate and complete.
A Client shall be required to carry out any instructions or directions issued by Hyma immediately and to ensure the timely supply to the latter at their own initiative of any information, which the Client suspects or could suspect would be important or useful for the purposes of Hyma executing the Agreement in question.
In the event that any information that is sought is not provided to Hyma on time, the latter shall be entitled to suspend the work to be carried out for the purposes of executing the relevant Agreement and/or to charge the Client for any loss suffered pursuant to any delay in accordance with its normal rates.
Each party acknowledges that it will be responsible for the accuracy, quality, and legality of any content it submits through or processes using the Services. Client shall own all rights, title and interest in and to all Client Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of Client Content.
The Client may use Studio only for lawful purposes and in accordance with these terms and conditions. Client agrees not to use Studio:
In any way that violates any applicable national or international law or regulation;
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content or otherwise;
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter," "spam," or any other similar solicitation;
To impersonate or attempt to impersonate Company, a Company employee, another user, or any other person or entity;
In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity;
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of Service, or which, as determined by us, may harm or offend Company or users of Service or expose them to liability
In addition to the previous Clause, Client agrees not to:
Use Service in any manner that could disable, overburden, damage, or impair Service or interfere with any other party's use of Service, including their ability to engage in real time activities through Service;
Use any robot, spider, or other automatic device, process, or means to access Service for any purpose, including monitoring or copying any of the material on Service;
Use any manual process to monitor or copy any of the material on Service or for any other unauthorised purpose without our prior written consent;
Use any device, software, or routine that interferes with the proper working of Service;
Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
Attempt to gain unauthorised access to, interfere with, damage, or disrupt any parts of Service, the server on which Service is stored, or any server, computer, or database connected to Service;
Attack Service via a denial-of-service attack or a distributed denial-of-service attack;
Take any action that may damage or falsify ratings of Studio;
Otherwise attempt to interfere with the proper working of Service
Article 4. Client's obligations and prohibited uses
The Client shall have a duty to present any information which is reasonably relevant for the purposes of structuring and executing an Agreement to Hyma as promptly as is possible and required for the purposes of structuring and executing (or continuing to execute) the Agreement.
The Client shall warrant that any information, which is supplied by them or on their behalf, is accurate and complete.
A Client shall be required to carry out any instructions or directions issued by Hyma immediately and to ensure the timely supply to the latter at their own initiative of any information, which the Client suspects or could suspect would be important or useful for the purposes of Hyma executing the Agreement in question.
In the event that any information that is sought is not provided to Hyma on time, the latter shall be entitled to suspend the work to be carried out for the purposes of executing the relevant Agreement and/or to charge the Client for any loss suffered pursuant to any delay in accordance with its normal rates.
Each party acknowledges that it will be responsible for the accuracy, quality, and legality of any content it submits through or processes using the Services. Client shall own all rights, title and interest in and to all Client Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of Client Content.
The Client may use Studio only for lawful purposes and in accordance with these terms and conditions. Client agrees not to use Studio:
In any way that violates any applicable national or international law or regulation;
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content or otherwise;
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter," "spam," or any other similar solicitation;
To impersonate or attempt to impersonate Company, a Company employee, another user, or any other person or entity;
In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity;
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of Service, or which, as determined by us, may harm or offend Company or users of Service or expose them to liability
In addition to the previous Clause, Client agrees not to:
Use Service in any manner that could disable, overburden, damage, or impair Service or interfere with any other party's use of Service, including their ability to engage in real time activities through Service;
Use any robot, spider, or other automatic device, process, or means to access Service for any purpose, including monitoring or copying any of the material on Service;
Use any manual process to monitor or copy any of the material on Service or for any other unauthorised purpose without our prior written consent;
Use any device, software, or routine that interferes with the proper working of Service;
Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
Attempt to gain unauthorised access to, interfere with, damage, or disrupt any parts of Service, the server on which Service is stored, or any server, computer, or database connected to Service;
Attack Service via a denial-of-service attack or a distributed denial-of-service attack;
Take any action that may damage or falsify ratings of Studio;
Otherwise attempt to interfere with the proper working of Service
Article 4. Client's obligations and prohibited uses
The Client shall have a duty to present any information which is reasonably relevant for the purposes of structuring and executing an Agreement to Hyma as promptly as is possible and required for the purposes of structuring and executing (or continuing to execute) the Agreement.
The Client shall warrant that any information, which is supplied by them or on their behalf, is accurate and complete.
A Client shall be required to carry out any instructions or directions issued by Hyma immediately and to ensure the timely supply to the latter at their own initiative of any information, which the Client suspects or could suspect would be important or useful for the purposes of Hyma executing the Agreement in question.
In the event that any information that is sought is not provided to Hyma on time, the latter shall be entitled to suspend the work to be carried out for the purposes of executing the relevant Agreement and/or to charge the Client for any loss suffered pursuant to any delay in accordance with its normal rates.
Each party acknowledges that it will be responsible for the accuracy, quality, and legality of any content it submits through or processes using the Services. Client shall own all rights, title and interest in and to all Client Content and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of Client Content.
The Client may use Studio only for lawful purposes and in accordance with these terms and conditions. Client agrees not to use Studio:
In any way that violates any applicable national or international law or regulation;
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content or otherwise;
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail", "chain letter," "spam," or any other similar solicitation;
To impersonate or attempt to impersonate Company, a Company employee, another user, or any other person or entity;
In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity;
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of Service, or which, as determined by us, may harm or offend Company or users of Service or expose them to liability
In addition to the previous Clause, Client agrees not to:
Use Service in any manner that could disable, overburden, damage, or impair Service or interfere with any other party's use of Service, including their ability to engage in real time activities through Service;
Use any robot, spider, or other automatic device, process, or means to access Service for any purpose, including monitoring or copying any of the material on Service;
Use any manual process to monitor or copy any of the material on Service or for any other unauthorised purpose without our prior written consent;
Use any device, software, or routine that interferes with the proper working of Service;
Introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
Attempt to gain unauthorised access to, interfere with, damage, or disrupt any parts of Service, the server on which Service is stored, or any server, computer, or database connected to Service;
Attack Service via a denial-of-service attack or a distributed denial-of-service attack;
Take any action that may damage or falsify ratings of Studio;
Otherwise attempt to interfere with the proper working of Service
Article 5. Execution of an agreement
Hyma shall execute any Agreement to the best of its understanding and ability. Hyma shall at all times only have a duty of care.
The parties are aware that the success of a Contract depends on the effort made on both sides, proper communication and close collaboration with each other. As such, the Client shall provide every reasonable form of assistance which may be expected of them when requested to do so by Hyma.
In the event that and in so far as this is required to ensure that an Agreement is executed properly, Hyma shall be at liberty to arrange for other parties to carry out specific work.
Should it become clear during the execution of an Agreement that an amendment of or addendum to it is required for the purpose of its execution, the parties shall proceed with the timely amendment of the Agreement in consultation with each other.
Where a deadline is agreed to or stipulated for the performance of specific work, it shall be indicative and shall under no circumstances constitute a material deadline. A failure on the part of Hyma to meet a deadline shall never result in it having a duty to provide compensation.
Hyma warrants that the Services will perform materially in accordance with the applicable documentation, specifications, and help center materials. The Client's sole and exclusive remedy for Hyma's breach of this warranty shall be Hyma's use of commercially reasonable efforts to modify the Services to achieve the functionality described in the documentation. If Hyma is unable to restore such functionality, Client shall be entitled to terminate the Agreement and receive a pro-rata refund of any prepaid fees for the remaining subscription term. The refund amount will be computed from the date that Hyma was notified of such deficiency in writing.
Article 5. Execution of an agreement
Hyma shall execute any Agreement to the best of its understanding and ability. Hyma shall at all times only have a duty of care.
The parties are aware that the success of a Contract depends on the effort made on both sides, proper communication and close collaboration with each other. As such, the Client shall provide every reasonable form of assistance which may be expected of them when requested to do so by Hyma.
In the event that and in so far as this is required to ensure that an Agreement is executed properly, Hyma shall be at liberty to arrange for other parties to carry out specific work.
Should it become clear during the execution of an Agreement that an amendment of or addendum to it is required for the purpose of its execution, the parties shall proceed with the timely amendment of the Agreement in consultation with each other.
Where a deadline is agreed to or stipulated for the performance of specific work, it shall be indicative and shall under no circumstances constitute a material deadline. A failure on the part of Hyma to meet a deadline shall never result in it having a duty to provide compensation.
Hyma warrants that the Services will perform materially in accordance with the applicable documentation, specifications, and help center materials. The Client's sole and exclusive remedy for Hyma's breach of this warranty shall be Hyma's use of commercially reasonable efforts to modify the Services to achieve the functionality described in the documentation. If Hyma is unable to restore such functionality, Client shall be entitled to terminate the Agreement and receive a pro-rata refund of any prepaid fees for the remaining subscription term. The refund amount will be computed from the date that Hyma was notified of such deficiency in writing.
Article 5. Execution of an agreement
Hyma shall execute any Agreement to the best of its understanding and ability. Hyma shall at all times only have a duty of care.
The parties are aware that the success of a Contract depends on the effort made on both sides, proper communication and close collaboration with each other. As such, the Client shall provide every reasonable form of assistance which may be expected of them when requested to do so by Hyma.
In the event that and in so far as this is required to ensure that an Agreement is executed properly, Hyma shall be at liberty to arrange for other parties to carry out specific work.
Should it become clear during the execution of an Agreement that an amendment of or addendum to it is required for the purpose of its execution, the parties shall proceed with the timely amendment of the Agreement in consultation with each other.
Where a deadline is agreed to or stipulated for the performance of specific work, it shall be indicative and shall under no circumstances constitute a material deadline. A failure on the part of Hyma to meet a deadline shall never result in it having a duty to provide compensation.
Hyma warrants that the Services will perform materially in accordance with the applicable documentation, specifications, and help center materials. The Client's sole and exclusive remedy for Hyma's breach of this warranty shall be Hyma's use of commercially reasonable efforts to modify the Services to achieve the functionality described in the documentation. If Hyma is unable to restore such functionality, Client shall be entitled to terminate the Agreement and receive a pro-rata refund of any prepaid fees for the remaining subscription term. The refund amount will be computed from the date that Hyma was notified of such deficiency in writing.
Article 6. Duration and termination of a contract
Some parts of Service are billed on a subscription basis. The Client will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing Cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a subscription.
At the end of each Billing Cycle, the Client’s subscription will automatically renew under the exact same conditions unless the Client cancels it or Tokens Studio cancels it. The Client may cancel the Subscription renewal either through his online account management page or by contacting Tokens Studio customer support team
The parties shall be permitted to cancel an Agreement unilaterally subject to a reasonable term of notice of no less than one (1) month, provided that either of them is of the opinion that it is no longer possible to execute the relevant Contract in accordance with the Agreement concerned. Notice of a wish to cancel must be given to the other party in writing, citing grounds for it. The parties may only avail themselves of the power to cancel, provided that the completion of the relevant Contract cannot reasonably be demanded of the cancelling party due to facts and circumstances beyond the latter’s control or for which they cannot be held to be culpable. Tokens Studio may charge the Client for any use of Services until then. Tokens Studio shall be entitled to charge the Client for any additional costs in this respect.
Article 6. Duration and termination of a contract
Some parts of Service are billed on a subscription basis. The Client will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing Cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a subscription.
At the end of each Billing Cycle, the Client’s subscription will automatically renew under the exact same conditions unless the Client cancels it or Tokens Studio cancels it. The Client may cancel the Subscription renewal either through his online account management page or by contacting Tokens Studio customer support team
The parties shall be permitted to cancel an Agreement unilaterally subject to a reasonable term of notice of no less than one (1) month, provided that either of them is of the opinion that it is no longer possible to execute the relevant Contract in accordance with the Agreement concerned. Notice of a wish to cancel must be given to the other party in writing, citing grounds for it. The parties may only avail themselves of the power to cancel, provided that the completion of the relevant Contract cannot reasonably be demanded of the cancelling party due to facts and circumstances beyond the latter’s control or for which they cannot be held to be culpable. Tokens Studio may charge the Client for any use of Services until then. Tokens Studio shall be entitled to charge the Client for any additional costs in this respect.
Article 6. Duration and termination of a contract
Some parts of Service are billed on a subscription basis. The Client will be billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing Cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a subscription.
At the end of each Billing Cycle, the Client’s subscription will automatically renew under the exact same conditions unless the Client cancels it or Tokens Studio cancels it. The Client may cancel the Subscription renewal either through his online account management page or by contacting Tokens Studio customer support team
The parties shall be permitted to cancel an Agreement unilaterally subject to a reasonable term of notice of no less than one (1) month, provided that either of them is of the opinion that it is no longer possible to execute the relevant Contract in accordance with the Agreement concerned. Notice of a wish to cancel must be given to the other party in writing, citing grounds for it. The parties may only avail themselves of the power to cancel, provided that the completion of the relevant Contract cannot reasonably be demanded of the cancelling party due to facts and circumstances beyond the latter’s control or for which they cannot be held to be culpable. Tokens Studio may charge the Client for any use of Services until then. Tokens Studio shall be entitled to charge the Client for any additional costs in this respect.
Article 7. Subscriptions and payment
Unless otherwise stipulated, the fees that are commensurate with the relevant offer presented by Hyma shall apply. Any prices mentioned in a quotation shall be exclusive of VAT, unless explicitly stipulated otherwise.
Unless Hyma and the Client explicitly agree otherwise, the latter shall be charged separately for the fees of any other party whom Hyma engages for the purposes of executing the relevant Agreement.
Hyma shall at all times be entitled to require full or partial payment of the agreed fee in advance, or payment of an advance or some other form of security.
Hyma shall not be required to execute an Agreement (or continue to do so) as long as the Client is in default of payment of any financial obligation which they have towards Hyma.
Invoices issued by Hyma must be paid punctually without any deduction, discount or setoff. A Client shall not be entitled to suspend any financial obligation.
Hyma shall be entitled to issue a Client with any invoices addressed to them solely by email.
Unless otherwise agreed in writing, a valid payment method, including credit card or PayPal, is required to process the payment for a subscription. The Client shall provide Hyma with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, the Client automatically authorises Hyma to charge all subscription fees incurred through his account to any such payment instruments.
Should automatic billing fail to occur for any reason, Hyma will issue an electronic invoice indicating that the Client must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
Under no circumstances shall a Client be entitled to set off any amount that they owe to Hyma against any counterclaim on any grounds whatsoever which the Client may think to have against Hyma. This shall also apply where a Client has applied for or has been granted a moratorium on payments, has filed for bankruptcy or has been declared bankrupt, and/or has applied for and been afforded a debt rescheduling procedure.
In the event that prompt payment is not forthcoming, the Client shall be in default by operation of the law. As of the time when a Client defaults, it shall be liable for payment of interest on the amount due at the rate of 1.5% per month or the legally stipulated interest should the latter be higher, where part of a month shall be treated as a full month.
The Client shall be liable for all reasonable costs, including any judicial, extrajudicial or enforcement expenses, which are incurred for the purposes of collecting the amounts owed by the Client. Such expenses shall amount 15% of the sum owed, with a minimum of EUR 250,-.
Article 7. Subscriptions and payment
Unless otherwise stipulated, the fees that are commensurate with the relevant offer presented by Tokens Studio shall apply. Any prices mentioned in a quotation shall be exclusive of VAT, unless explicitly stipulated otherwise. Where no Written offer has been presented, a Client shall be charged the normal fees which Tokens Studio charges.
Unless Tokens Studio and a Client explicitly agree otherwise, the latter shall be charged separately for the fees of any other party whom Tokens Studio engages for the purposes of executing the relevant Agreement.
Tokens Studio shall at all times be entitled to require full or partial payment of the agreed fee in advance, or payment of an advance or some other form of security.
Tokens Studio shall not be required to execute an Agreement (or continue to do so) as long as the relevant Client is in default of payment of any financial obligation which they have towards Tokens Studio.
Invoices issued by Tokens Studio must be paid punctually without any deduction, discount or setoff. A Client shall not be entitled to suspend any financial obligation.
Tokens Studio shall be entitled to issue a Client with any invoices addressed to them solely by email.
A valid payment method, including credit card or PayPal, is required to process the payment for a subscription. The Client shall provide Tokens Studio with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, the Client automatically authorises Tokens Studio to charge all subscription fees incurred through his account to any such payment instruments.
Should automatic billing fail to occur for any reason, Tokens Studio will issue an electronic invoice indicating that the Client must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
Under no circumstances shall a Client be entitled to set off any amount that they owe to Tokens Studio against any counterclaim on any grounds whatsoever which the Client may (think) have against Tokens Studio. This shall also apply where a Client has applied for or has been granted a moratorium on payments, has filed for bankruptcy or has been declared bankrupt, and/or has applied for and been afforded a debt rescheduling procedure.
In the event that prompt payment is not forthcoming, the Client shall be in default by operation of the law. As of the time when a Client defaults, it shall be liable for payment of interest on the amount due at the rate of 1.5% per month or the legally stipulated interest should the latter be higher, where part of a month shall be treated as a full month.
The Client shall be liable for all reasonable costs, including any judicial, extrajudicial or enforcement expenses, which are incurred for the purposes of collecting the amounts owed by the Client. Such expenses shall amount 15% of the sum owed, with a minimum of EUR 250,-.
Article 7. Subscriptions and payment
Unless otherwise stipulated, the fees that are commensurate with the relevant offer presented by Hyma shall apply. Any prices mentioned in a quotation shall be exclusive of VAT, unless explicitly stipulated otherwise.
Unless Hyma and the Client explicitly agree otherwise, the latter shall be charged separately for the fees of any other party whom Hyma engages for the purposes of executing the relevant Agreement.
Hyma shall at all times be entitled to require full or partial payment of the agreed fee in advance, or payment of an advance or some other form of security.
Hyma shall not be required to execute an Agreement (or continue to do so) as long as the Client is in default of payment of any financial obligation which they have towards Hyma.
Invoices issued by Hyma must be paid punctually without any deduction, discount or setoff. A Client shall not be entitled to suspend any financial obligation.
Hyma shall be entitled to issue a Client with any invoices addressed to them solely by email.
Unless otherwise agreed in writing, a valid payment method, including credit card or PayPal, is required to process the payment for a subscription. The Client shall provide Hyma with accurate and complete billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information, the Client automatically authorises Hyma to charge all subscription fees incurred through his account to any such payment instruments.
Should automatic billing fail to occur for any reason, Hyma will issue an electronic invoice indicating that the Client must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
Under no circumstances shall a Client be entitled to set off any amount that they owe to Hyma against any counterclaim on any grounds whatsoever which the Client may think to have against Hyma. This shall also apply where a Client has applied for or has been granted a moratorium on payments, has filed for bankruptcy or has been declared bankrupt, and/or has applied for and been afforded a debt rescheduling procedure.
In the event that prompt payment is not forthcoming, the Client shall be in default by operation of the law. As of the time when a Client defaults, it shall be liable for payment of interest on the amount due at the rate of 1.5% per month or the legally stipulated interest should the latter be higher, where part of a month shall be treated as a full month.
The Client shall be liable for all reasonable costs, including any judicial, extrajudicial or enforcement expenses, which are incurred for the purposes of collecting the amounts owed by the Client. Such expenses shall amount 15% of the sum owed, with a minimum of EUR 250,-.
Article 8. Loss, liability and warranty
Each party represents and warrants that it has the legal power to enter into this Agreement.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND HYMA MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Each party's liability shall be confined to direct, material loss. Neither party shall be liable for any indirect, incidental, special, punitive, or consequential damages, including but not limited to loss of profits, revenue, data, or use, incurred by either party or any third party, whether in an action in contract or tort, even if the other party has been advised of the possibility of such damages.
Except for each party's indemnification obligations set forth in Article 8.6, each party's aggregate liability for damages hereunder shall not exceed the greater of: (i) €10,000.00 or (ii) the amount paid by Client in the twelve (12) months preceding the incident giving rise to the claim.
Any claims must be brought within one (1) year of the date of the event giving rise to the claim.
Indemnification:
Hyma shall defend, indemnify and hold Client harmless against any claim, demand, suit, or proceeding made or brought against Client by a third party alleging that the Services infringe or misappropriate such third party's intellectual property rights ("IP Claim"). Hyma shall pay any damages finally awarded against Client as a result of such IP Claim.
Client shall defend, indemnify and hold Hyma harmless against any claim, demand, suit or proceeding made or brought against Hyma by a third party alleging that Client Content infringes or misappropriates such third party's intellectual property rights or violates applicable law.
The indemnifying party's obligations are conditioned upon the indemnified party: (i) promptly giving written notice of the claim; (ii) giving sole control of the defense and settlement of the claim; and (iii) providing reasonable assistance in defending the claim.
Any liability on the part of Hyma shall be confined to the direct, material loss which has been suffered due to any non-compliance for which it may be held liable.
In the event that Hyma defaults on the execution of an Agreement with a Client, it shall never be liable for any indirect loss suffered by the Client, which in particular is deemed to include but is not confined to consequential loss, such as loss of earnings or turnover, forgone savings, the disruption of business or any harm caused to another party.
Under no circumstances shall Hyma be liable for any loss whatsoever which is due to an error or malfunction in any software which it uses or any other computer program, or any loss which is suffered because it cannot be used in its entirety or without interruption.
In the event that Hyma is liable for any loss, its liability shall be confined to the sum equivalent to the fee which Hyma has received for the Service in accordance with the relevant Contract.
Where a Contract is a continuing performance agreement with a term in excess of one (1) year, the maximum amount mentioned in the foregoing clause shall comprise a one-off sum equal to what the Client was charged during the twelve (12) months preceding the occurrence of the loss concerned.
Under no circumstances shall the overall compensation payable for a loss pursuant to this article exceed €10,000.00 in the case of each occurrence, where a series of related occurrences shall be deemed to constitute a single occurrence.
Any loss for which Hyma may be held liable in accordance with these general terms and conditions must be reported to Hyma In writing as soon as possible but no later than fourteen (14) days after it occurs. Any loss of which notice is not given by the aforementioned deadline shall not qualify for compensation, unless the Client can show that it is reasonable to assume that it was impossible for them to report it sooner.
Hyma shall not be liable for any loss suffered by a Client because it acted on the basis of inaccurate or incomplete information supplied by the Client or another party.
Hyma shall be entitled to engage another party and avail itself of the latter’s services or products for the purposes of providing services and carrying out work. Nevertheless, Hyma remains liable for the consequences of acts or omissions of that third party.
A Client shall indemnify Hyma against any claim made by another party – in relation to a loss suffered by such other party, amongst other things – pursuant to the use of any goods, files and/or services which Hyma has supplied to the Client and/or placed at the latter's disposal.
Any limitation of liability pursuant to these general terms and conditions shall not apply where a loss is caused by a deliberate act or omission, or wilful recklessness on the part of Hyma.
Article 8. Loss, liability and warranty
Each party represents and warrants that it has the legal power to enter into this Agreement.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND HYMA MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Each party's liability shall be confined to direct, material loss. Neither party shall be liable for any indirect, incidental, special, punitive, or consequential damages, including but not limited to loss of profits, revenue, data, or use, incurred by either party or any third party, whether in an action in contract or tort, even if the other party has been advised of the possibility of such damages.
Except for each party's indemnification obligations set forth in Article 8.6, each party's aggregate liability for damages hereunder shall not exceed the greater of: (i) €10,000.00 or (ii) the amount paid by Client in the twelve (12) months preceding the incident giving rise to the claim.
Any claims must be brought within one (1) year of the date of the event giving rise to the claim.
Indemnification:
Hyma shall defend, indemnify and hold Client harmless against any claim, demand, suit, or proceeding made or brought against Client by a third party alleging that the Services infringe or misappropriate such third party's intellectual property rights ("IP Claim"). Hyma shall pay any damages finally awarded against Client as a result of such IP Claim.
Client shall defend, indemnify and hold Hyma harmless against any claim, demand, suit or proceeding made or brought against Hyma by a third party alleging that Client Content infringes or misappropriates such third party's intellectual property rights or violates applicable law.
The indemnifying party's obligations are conditioned upon the indemnified party: (i) promptly giving written notice of the claim; (ii) giving sole control of the defense and settlement of the claim; and (iii) providing reasonable assistance in defending the claim.
Any liability on the part of Hyma shall be confined to the direct, material loss which has been suffered due to any non-compliance for which it may be held liable.
In the event that Hyma defaults on the execution of an Agreement with a Client, it shall never be liable for any indirect loss suffered by the Client, which in particular is deemed to include but is not confined to consequential loss, such as loss of earnings or turnover, forgone savings, the disruption of business or any harm caused to another party.
Under no circumstances shall Hyma be liable for any loss whatsoever which is due to an error or malfunction in any software which it uses or any other computer program, or any loss which is suffered because it cannot be used in its entirety or without interruption.
In the event that Hyma is liable for any loss, its liability shall be confined to the sum equivalent to the fee which Hyma has received for the Service in accordance with the relevant Contract.
Where a Contract is a continuing performance agreement with a term in excess of one (1) year, the maximum amount mentioned in the foregoing clause shall comprise a one-off sum equal to what the Client was charged during the twelve (12) months preceding the occurrence of the loss concerned.
Under no circumstances shall the overall compensation payable for a loss pursuant to this article exceed €10,000.00 in the case of each occurrence, where a series of related occurrences shall be deemed to constitute a single occurrence.
Any loss for which Hyma may be held liable in accordance with these general terms and conditions must be reported to Hyma In writing as soon as possible but no later than fourteen (14) days after it occurs. Any loss of which notice is not given by the aforementioned deadline shall not qualify for compensation, unless the Client can show that it is reasonable to assume that it was impossible for them to report it sooner.
Hyma shall not be liable for any loss suffered by a Client because it acted on the basis of inaccurate or incomplete information supplied by the Client or another party.
Hyma shall be entitled to engage another party and avail itself of the latter’s services or products for the purposes of providing services and carrying out work. Nevertheless, Hyma remains liable for the consequences of acts or omissions of that third party.
A Client shall indemnify Hyma against any claim made by another party – in relation to a loss suffered by such other party, amongst other things – pursuant to the use of any goods, files and/or services which Hyma has supplied to the Client and/or placed at the latter's disposal.
Any limitation of liability pursuant to these general terms and conditions shall not apply where a loss is caused by a deliberate act or omission, or wilful recklessness on the part of Hyma.
Article 8. Loss, liability and warranty
Each party represents and warrants that it has the legal power to enter into this Agreement.
EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND HYMA MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Each party's liability shall be confined to direct, material loss. Neither party shall be liable for any indirect, incidental, special, punitive, or consequential damages, including but not limited to loss of profits, revenue, data, or use, incurred by either party or any third party, whether in an action in contract or tort, even if the other party has been advised of the possibility of such damages.
Except for each party's indemnification obligations set forth in Article 8.6, each party's aggregate liability for damages hereunder shall not exceed the greater of: (i) €10,000.00 or (ii) the amount paid by Client in the twelve (12) months preceding the incident giving rise to the claim.
Any claims must be brought within one (1) year of the date of the event giving rise to the claim.
Indemnification:
Hyma shall defend, indemnify and hold Client harmless against any claim, demand, suit, or proceeding made or brought against Client by a third party alleging that the Services infringe or misappropriate such third party's intellectual property rights ("IP Claim"). Hyma shall pay any damages finally awarded against Client as a result of such IP Claim.
Client shall defend, indemnify and hold Hyma harmless against any claim, demand, suit or proceeding made or brought against Hyma by a third party alleging that Client Content infringes or misappropriates such third party's intellectual property rights or violates applicable law.
The indemnifying party's obligations are conditioned upon the indemnified party: (i) promptly giving written notice of the claim; (ii) giving sole control of the defense and settlement of the claim; and (iii) providing reasonable assistance in defending the claim.
Any liability on the part of Hyma shall be confined to the direct, material loss which has been suffered due to any non-compliance for which it may be held liable.
In the event that Hyma defaults on the execution of an Agreement with a Client, it shall never be liable for any indirect loss suffered by the Client, which in particular is deemed to include but is not confined to consequential loss, such as loss of earnings or turnover, forgone savings, the disruption of business or any harm caused to another party.
Under no circumstances shall Hyma be liable for any loss whatsoever which is due to an error or malfunction in any software which it uses or any other computer program, or any loss which is suffered because it cannot be used in its entirety or without interruption.
In the event that Hyma is liable for any loss, its liability shall be confined to the sum equivalent to the fee which Hyma has received for the Service in accordance with the relevant Contract.
Where a Contract is a continuing performance agreement with a term in excess of one (1) year, the maximum amount mentioned in the foregoing clause shall comprise a one-off sum equal to what the Client was charged during the twelve (12) months preceding the occurrence of the loss concerned.
Under no circumstances shall the overall compensation payable for a loss pursuant to this article exceed €10,000.00 in the case of each occurrence, where a series of related occurrences shall be deemed to constitute a single occurrence.
Any loss for which Hyma may be held liable in accordance with these general terms and conditions must be reported to Hyma In writing as soon as possible but no later than fourteen (14) days after it occurs. Any loss of which notice is not given by the aforementioned deadline shall not qualify for compensation, unless the Client can show that it is reasonable to assume that it was impossible for them to report it sooner.
Hyma shall not be liable for any loss suffered by a Client because it acted on the basis of inaccurate or incomplete information supplied by the Client or another party.
Hyma shall be entitled to engage another party and avail itself of the latter’s services or products for the purposes of providing services and carrying out work. Nevertheless, Hyma remains liable for the consequences of acts or omissions of that third party.
A Client shall indemnify Hyma against any claim made by another party – in relation to a loss suffered by such other party, amongst other things – pursuant to the use of any goods, files and/or services which Hyma has supplied to the Client and/or placed at the latter's disposal.
Any limitation of liability pursuant to these general terms and conditions shall not apply where a loss is caused by a deliberate act or omission, or wilful recklessness on the part of Hyma.
Article 9. Force majeure
In the event of force majeure, Hyma shall be entitled to suspend its obligations pursuant to an Agreement temporarily without any obligation to provide compensation as a result. It may not be called to account for any non-compliance during a period of force majeure.
Amongst other things, force majeure is deemed to refer to fire, a power failure, a disruption of internet services, cyber attacks, hacks, epidemics and pestilence, extreme temperature fluctuations, natural disasters, a (local) government-imposed lockdown and the inability of any third party whose services Hyma avails itself of for the purposes of executing an Agreement to proceed with execution irrespective of the reason for this.
Hyma shall no longer be entitled to such suspension where any force majeure has lasted for an uninterrupted period of three (3) months or at such time prior to this if and when it is established that compliance is permanently impossible due to force majeure. The parties shall then be entitled to cancel the relevant Agreement in the absence of any duty to compensate each other. Such cancellation shall not affect any financial obligations that are due from the relevant Client.
Article 9. Force majeure
In the event of force majeure, Tokens Studio shall be entitled to suspend its obligations pursuant to an Agreement temporarily without any obligation to provide compensation as a result. It may not be called to account for any non-compliance during a period of force majeure.
Amongst other things, force majeure is deemed to refer to fire, a power failure, a disruption of internet services, cyber attacks, hacks, extreme temperature fluctuations, natural disasters, a (local) government-imposed lockdown and the inability of any third party whose services Tokens Studio avails itself of for the purposes of executing an Agreement to proceed with execution irrespective of the reason for this.
Tokens Studio shall no longer be entitled to such suspension where any force majeure has lasted for an uninterrupted period of three (3) months or at such time prior to this if and when it is established that compliance is permanently impossible due to force majeure. The parties shall then be entitled to cancel the relevant Agreement in the absence of any duty to compensate each other. Such cancellation shall not affect any financial obligations that are due from the relevant Client.
Article 9. Force majeure
In the event of force majeure, Hyma shall be entitled to suspend its obligations pursuant to an Agreement temporarily without any obligation to provide compensation as a result. It may not be called to account for any non-compliance during a period of force majeure.
Amongst other things, force majeure is deemed to refer to fire, a power failure, a disruption of internet services, cyber attacks, hacks, epidemics and pestilence, extreme temperature fluctuations, natural disasters, a (local) government-imposed lockdown and the inability of any third party whose services Hyma avails itself of for the purposes of executing an Agreement to proceed with execution irrespective of the reason for this.
Hyma shall no longer be entitled to such suspension where any force majeure has lasted for an uninterrupted period of three (3) months or at such time prior to this if and when it is established that compliance is permanently impossible due to force majeure. The parties shall then be entitled to cancel the relevant Agreement in the absence of any duty to compensate each other. Such cancellation shall not affect any financial obligations that are due from the relevant Client.
Article 10. Suspension and cancellation
In the event that Hyma has reasonable grounds to believe that a Client will fail to comply with their obligations, the former shall be entitled to suspend the execution of any Agreement and to do everything in its power to ensure that any risk of non-compliance is restricted to a minimum.
In the event of suspension as provided for in the foregoing clause, a Client shall forfeit any claims to the execution of the relevant Agreement while remaining liable for any obligations arising pursuant to the Agreement or these general terms and conditions.
In particular and in so far as is relevant, Hyma shall be entitled to suspend an Agreement in the event that:
a Client fails to comply with their obligations arising pursuant to the relevant Agreement and/or these general terms and conditions;
after concluding the relevant Agreement, circumstances come to the attention of Hyma which give it reasonable grounds to fear that the Client will not comply with their obligations;
when concluding the relevant Agreement, the Client was requested to provide security for compliance with their obligations arising pursuant to it and such security has not been forthcoming or is inadequate.
In the event that circumstances occur which are of such a nature that compliance with or the continued compliance with the relevant Agreement cannot reasonably be expected of Hyma in its original form, Hyma shall be entitled to cancel that Agreement.
Article 10. Suspension and cancellation
In the event that Hyma has reasonable grounds to believe that a Client will fail to comply with their obligations, the former shall be entitled to suspend the execution of any Agreement and to do everything in its power to ensure that any risk of non-compliance is restricted to a minimum.
In the event of suspension as provided for in the foregoing clause, a Client shall forfeit any claims to the execution of the relevant Agreement while remaining liable for any obligations arising pursuant to the Agreement or these general terms and conditions.
In particular and in so far as is relevant, Hyma shall be entitled to suspend an Agreement in the event that:
a Client fails to comply with their obligations arising pursuant to the relevant Agreement and/or these general terms and conditions;
after concluding the relevant Agreement, circumstances come to the attention of Hyma which give it reasonable grounds to fear that the Client will not comply with their obligations;
when concluding the relevant Agreement, the Client was requested to provide security for compliance with their obligations arising pursuant to it and such security has not been forthcoming or is inadequate.
In the event that circumstances occur which are of such a nature that compliance with or the continued compliance with the relevant Agreement cannot reasonably be expected of Hyma in its original form, Hyma shall be entitled to cancel that Agreement.
Article 10. Suspension and cancellation
In the event that Hyma has reasonable grounds to believe that a Client will fail to comply with their obligations, the former shall be entitled to suspend the execution of any Agreement and to do everything in its power to ensure that any risk of non-compliance is restricted to a minimum.
In the event of suspension as provided for in the foregoing clause, a Client shall forfeit any claims to the execution of the relevant Agreement while remaining liable for any obligations arising pursuant to the Agreement or these general terms and conditions.
In particular and in so far as is relevant, Hyma shall be entitled to suspend an Agreement in the event that:
a Client fails to comply with their obligations arising pursuant to the relevant Agreement and/or these general terms and conditions;
after concluding the relevant Agreement, circumstances come to the attention of Hyma which give it reasonable grounds to fear that the Client will not comply with their obligations;
when concluding the relevant Agreement, the Client was requested to provide security for compliance with their obligations arising pursuant to it and such security has not been forthcoming or is inadequate.
In the event that circumstances occur which are of such a nature that compliance with or the continued compliance with the relevant Agreement cannot reasonably be expected of Hyma in its original form, Hyma shall be entitled to cancel that Agreement.
Article 11. Claims and complaints
Hyma must be notified of a complaint concerning the Service within five (5) working days after the Client discovers or should reasonably have discovered any deficiency and in this respect the Client shall be required to stipulate the nature of such deficiency, submitting proof of it, and how they discovered it. Failure to meet this deadline shall cause all claims to lapse.
Any claim pertaining to the value of an invoiced amount must be submitted to Hyma within fourteen (14) days after the relevant invoice date. Failure to meet this deadline shall cause all claims to lapse.
A Client shall remain liable for timely payment to Hyma even where they submit a timely claim.
Article 11. Claims and complaints
Hyma must be notified of a complaint concerning the Service within five (5) working days after the Client discovers or should reasonably have discovered any deficiency and in this respect the Client shall be required to stipulate the nature of such deficiency, submitting proof of it, and how they discovered it. Failure to meet this deadline shall cause all claims to lapse.
Any claim pertaining to the value of an invoiced amount must be submitted to Hyma within fourteen (14) days after the relevant invoice date. Failure to meet this deadline shall cause all claims to lapse.
A Client shall remain liable for timely payment to Hyma even where they submit a timely claim.
Article 11. Claims and complaints
Hyma must be notified of a complaint concerning the Service within five (5) working days after the Client discovers or should reasonably have discovered any deficiency and in this respect the Client shall be required to stipulate the nature of such deficiency, submitting proof of it, and how they discovered it. Failure to meet this deadline shall cause all claims to lapse.
Any claim pertaining to the value of an invoiced amount must be submitted to Hyma within fourteen (14) days after the relevant invoice date. Failure to meet this deadline shall cause all claims to lapse.
A Client shall remain liable for timely payment to Hyma even where they submit a timely claim.
Article 12. Intellectual property
Hyma Property: Hyma owns and retains all right, title, and interest in and to the Services, including all software, databases, and related materials and documentation, including all modifications, improvements, upgrades, derivative works and feedback related thereto and intellectual property rights therein. Client agrees to respect and not to remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Services.
Client Property: Client owns and retains all right, title and interest in and to the Client Content, including all intellectual property rights therein. Client hereby grants to Hyma a worldwide, non-exclusive license to host, copy, transmit and display Client Content, solely as necessary for Hyma to provide the Services in accordance with this Agreement.
License Grant: Subject to the terms and conditions of this Agreement, Hyma grants to Client a non-transferable, non-exclusive license during the term of the Agreement to:
(i) access and use the Services solely for Client's internal business purposes in accordance with the documentation; and
(ii) use any Hyma trademarks, service marks, or logos that Hyma may make available through the Services solely for the purpose of identifying that the Services are provided by Hyma.
Article 12. Intellectual property
Service and its original content (excluding content provided by clients), features and functionality are and will remain the exclusive property of Tokens Studio and its licensors. Service is protected by copyright, trademark, and other laws of the Netherlands and foreign countries. The trademarks of Tokens Studio and trade dress may not be used in connection with any product or service without the prior written consent of Tokens Studio.
Subject to the provisions of these general terms and conditions, Tokens Studio reserves all rights to intellectual property and related rights, such as (non-exhaustively) copyright and trademark rights. In no way is any intellectual property right transferred by Tokens Studio to Client.
Client is granted a personal and non-transferable right to use the Service during the term of the Agreement on the conditions applicable to it, provided that Client complies and continues to comply with its obligations, the General Terms and Conditions and any (further) conditions of use. Tokens Studio is at all times entitled to suspend or revoke this right of use, for example if Client violates a provision of the General Terms and Conditions, otherwise commits a breach of contract or an unlawful act towards Tokens Studio, in the case of fraud, acting contrary to good morals or in the case of violating a legal provision.
Article 12. Intellectual property
Hyma Property: Hyma owns and retains all right, title, and interest in and to the Services, including all software, databases, and related materials and documentation, including all modifications, improvements, upgrades, derivative works and feedback related thereto and intellectual property rights therein. Client agrees to respect and not to remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the Services.
Client Property: Client owns and retains all right, title and interest in and to the Client Content, including all intellectual property rights therein. Client hereby grants to Hyma a worldwide, non-exclusive license to host, copy, transmit and display Client Content, solely as necessary for Hyma to provide the Services in accordance with this Agreement.
License Grant: Subject to the terms and conditions of this Agreement, Hyma grants to Client a non-transferable, non-exclusive license during the term of the Agreement to:
(i) access and use the Services solely for Client's internal business purposes in accordance with the documentation; and
(ii) use any Hyma trademarks, service marks, or logos that Hyma may make available through the Services solely for the purpose of identifying that the Services are provided by Hyma.
Article 13. Assignment
Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the other party's prior written consent, which is not to be unreasonably withheld.
However, either party may assign this Agreement in its entirety, without the other party's consent to its affiliate, or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
Subject to the foregoing, this Agreement shall endure to the benefit of the parties, their respective successors and permitted assigns.
Article 13. Assignment
Any Agreement or legal relationship arising pursuant to it shall be solely governed by and construed in accordance with the law of the Netherlands.
Any dispute arising pursuant to a legal relationship between Tokens Studio and a Client shall be brought before and shall be adjudicated by the District Court of The Hague, the Netherlands. In derogation from this, Tokens Studio shall be at liberty to bring a dispute before a court of law, which enjoys jurisdiction in accordance with the law.
Article 13. Assignment
Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the other party's prior written consent, which is not to be unreasonably withheld.
However, either party may assign this Agreement in its entirety, without the other party's consent to its affiliate, or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.
Subject to the foregoing, this Agreement shall endure to the benefit of the parties, their respective successors and permitted assigns.
Article 14. Disputes
Any Agreement or legal relationship arising pursuant to it shall be solely governed by and construed in accordance with the law of the Netherlands.
Any dispute arising pursuant to a legal relationship between Hyma and a Client shall be brought before and shall be adjudicated by the District Court of The Hague, the Netherlands. In derogation from this, Hyma shall be at liberty to bring a dispute before a court which enjoys jurisdiction in accordance with the law.
Article 14. Disputes
Any Agreement or legal relationship arising pursuant to it shall be solely governed by and construed in accordance with the law of the Netherlands.
Any dispute arising pursuant to a legal relationship between Tokens Studio and a Client shall be brought before and shall be adjudicated by the District Court of The Hague, the Netherlands. In derogation from this, Tokens Studio shall be at liberty to bring a dispute before a court of law, which enjoys jurisdiction in accordance with the law.
Article 14. Disputes
Any Agreement or legal relationship arising pursuant to it shall be solely governed by and construed in accordance with the law of the Netherlands.
Any dispute arising pursuant to a legal relationship between Hyma and a Client shall be brought before and shall be adjudicated by the District Court of The Hague, the Netherlands. In derogation from this, Hyma shall be at liberty to bring a dispute before a court which enjoys jurisdiction in accordance with the law.
