Terms & conditions

In these General Terms and Conditions, the terms indicated with a capital letter have the following meaning:

1.1 Products and Services of Visionhost: all products and services offered or supplied by Visionhost, including: online (SaaS) platforms and subscription services (such as GrowVision, 123WEBSHOP and 123WEBPAGE), the development, supply and maintenance of custom software, connections and integrations, AI functionality, warehouse automation, hosting and e-mail services, the registration and lease of domain names, the production, placement and lease of websites, the supply or provision of Equipment, as well as all other additional and supporting products and services.

1.2 Client: the natural or legal person with whom the agreement for the supply of Products and Services of Visionhost is concluded.

1.3 Agreement: any mutual acceptance, confirmed in writing, by e-mail or via an online ordering process, of the supply of one or more Products or Services of Visionhost.

1.4 Data limit: the maximum amount of data traffic per calendar month.

1.5 General Terms and Conditions: these General Terms and Conditions of Visionhost as they read now or at any time in the future.

1.6 Website: the Website of Visionhost, with domain name ‘https://www.visionhost.com’.

1.7 Equipment: hardware supplied or made available by or through Visionhost, including sensors, gateways, measuring and scanning equipment.

1.8 Notifications: notifications, alarms, alerts and reports sent or displayed by or through the Products and Services, by e-mail, SMS, push message, telephone or otherwise.

1.9 AI functionality: parts of the Products and Services that process data or generate output with the help of artificial intelligence.

2.1 The General Terms and Conditions apply to the Agreement and all other legal relationships between Visionhost and the Client, on whatever grounds, including quotations issued.

2.2 The applicability of any general terms and conditions of the Client is expressly rejected by Visionhost.

2.3 Deviations from these General Terms and Conditions are only valid if expressly agreed in writing.

2.4 Additional or deviating (product) terms may apply to specific Products and Services. In the event of conflict, those additional terms prevail for the service in question.

2.5 The offering of Visionhost is exclusively aimed at Clients acting in the exercise of a profession or business. Visionhost does not conclude Agreements with consumers.

2.6 Visionhost is entitled to amend or supplement these General Terms and Conditions. Amendments are announced at least one month before they take effect, via the Website or by e-mail. The most recent version can always be consulted on the Website and, from the effective date, also applies to Agreements already concluded. If the Client does not wish to accept an amendment that materially worsens its position, it may terminate the Agreement as per the date on which the amendment takes effect.

3.1 All quotations and price estimates made by or on behalf of Visionhost are without obligation, unless Visionhost has stated otherwise in writing or by e-mail.

3.2 An offer or quotation made by Visionhost is valid for 14 days, unless stated otherwise.

4.1 An Agreement is concluded on the day on which the following conditions are met: the quotation or order form has been approved by the Client — in writing, by e-mail or via the online ordering process — and received and accepted by Visionhost. In addition — where applicable — any fees payable in advance must have been credited to the bank account of Visionhost.

4.2 Additions to and amendments of the Agreement may be made in writing (including by e-mail) only.

5.1 Unless otherwise agreed in writing in the quotation or Agreement, the Agreement is entered into for a minimum term of 12 calendar months. Unless the Client cancels the Agreement (or an individual domain name) no later than one month before the end of this period, it is renewed after expiry for successive periods of 12 calendar months.

(I) After renewal, the Client may cancel on any day. The cancellation takes effect one month after receipt of the cancellation. A ‘one month’ notice period is understood to mean, at the latest, the day with the same number in the following month. If, after termination, it appears that the Client has paid more than was due for the period between the last invoice and the moment of termination, we will refund the difference within 30 days.

(II) The previous clause only applies if the Client is not acting in the exercise of a profession or business. If the Client is acting from a profession or business, a notice period of two months applies against the end of the term of the Agreement.

(III) If the Client has entered into the Agreement by way of a trial or introduction, the Agreement ends by operation of law upon expiry of the trial or introductory period.

(IV) The minimum, renewal and notice periods referred to in this article apply only insofar as nothing else has been agreed in the quotation or Agreement for the relevant Product or Service. A deviating arrangement — such as a monthly cancellable subscription or a trial period with a refund scheme — prevails over this article.

5.2 The Client may communicate a cancellation through the same channel by which the Agreement was entered into.

5.3 Without prejudice to anything else stipulated regarding termination in these General Terms and Conditions, Visionhost is entitled, without being liable for any compensation, to suspend and/or terminate the Agreement in whole or in part with immediate effect by means of a notice to that effect to the Client, if:

• (I) the Client has been granted provisional or definitive suspension of payment, or the Client’s bankruptcy is applied for or granted, or its business is liquidated or terminated, or if the client has died, or a request has been filed against the Client under the Natural Persons Debt Rescheduling Act;
• (II) the Client acts in breach of the General Terms and Conditions or otherwise imputably fails in the fulfilment of its obligations towards Visionhost;
• (III) the Client moves to a premises where the Services are not offered by Visionhost;
• (IV) the Client’s use of the Services causes disruptions and/or nuisance to the Visionhost network, infrastructure and/or Services of Visionhost.

5.4 Without prejudice to the provisions of Article 17, Visionhost has the right to terminate the agreement with immediate effect and without judicial intervention if:

• the Client distributes information that conflicts with generally accepted standards and values;
• the Client distributes information that conflicts with (inter)national laws and regulations;
• the Client distributes information that is discriminatory with regard to appearance, race, religion, gender, culture, origin or that can otherwise be called offensive;
• the Client infringes (intellectual property) rights of third parties, or distributes or allows the distribution of malware, phishing, spam or otherwise unlawful content via the Products and Services.

5.5 Amounts owed by the Client to Visionhost in connection with the use of the Services prior to the termination of the Agreement remain due and payable in full after termination and become immediately due and payable at the moment of termination. In the event of suspension, the agreed fees owed by the client remain fully in force.

6.1 Delivery of Products and Services takes place as soon as possible after a written order and the supply of the required data and materials, or at a time agreed later by both parties.

6.2 If the agreed delivery time threatens to be exceeded, this will be communicated as soon as possible. In the event of force majeure on the part of Visionhost, the term will be extended by the term of that force majeure. Excessive overrun of the delivery time may be regarded as grounds for dissolution of the agreement.

6.3 When applying for and registering a domain, a lead time of several weeks must be taken into account, depending in part on the relevant Nic.

6.4 All (delivery) terms stated by Visionhost are indicative and never constitute strict deadlines. Custom software may, in consultation, be delivered in phases; a partial delivery counts as delivery for that part.

6.5 The Client must test delivered software immediately after (partial) delivery and check it for defects before putting it into use in a production environment. Putting it into use in a production environment — whether or not after prior testing — is entirely at the Client’s own expense and risk.

6.6 If the Client has not reported defects in writing, stating reasons, within 14 days after (partial) delivery, the delivered work is deemed accepted. Remedying defects found after acceptance may be charged as additional work, unless agreed otherwise in writing.

7.1 Force majeure in relation to the agreement is understood to mean everything that is understood by this in law and case law, including in any event: disruptions or outages of internet, telecommunications, network (including wireless sensor networks) or energy supplies, disruptions or failures at hosting, data centre, telecom, SMS, e-mail or other suppliers of Visionhost, (D)DoS and other cyber attacks, strikes, pandemics and government measures.

7.2 Visionhost is not bound by its obligations under the agreement if performance has become temporarily or permanently impossible due to force majeure. During the period of force majeure, the obligations of Visionhost are suspended. If the force majeure continues for more than 60 days, both parties are entitled to dissolve the agreement, without Visionhost being liable for any compensation.

8.1 A Data limit or fair use policy may be arranged in the Agreement between Visionhost and the Client.

8.2 If, according to the reasonable expectation of Visionhost, the Data limit will be exceeded by more than 25% in any calendar month, Visionhost will request the Client to make payable, within 24 hours, the agreed fee for the overrun in any month.

8.3 If the Client does not comply with the request for payment referred to in paragraph 2, Visionhost reserves the right to halt the data traffic for the calendar month in question from the moment the agreed Data limit is exceeded.

9.1 If the Client uses networks that are directly and indirectly connected to the Network of Visionhost, the condition applies that, as soon as the Client gains access to the network of a third party, it will comply with the statutory and other conditions that apply at that time for the use of that network.

9.2 Visionhost cannot reasonably be required to provide the Client with the conditions referred to in paragraph 1.

9.3 The Client indemnifies Visionhost against any liability arising from non-compliance with the provisions of paragraph 1.

9.4 The Client will not cause any disruption to the functioning of the Network of Visionhost, network(s) of third party(ies) and/or the connection between these networks through (the content of) the data traffic or through any act and/or omission of the Client.

9.5 If, in the reasonable opinion of Visionhost, a danger arises for the functioning of the Network of Visionhost and/or of the service provision to clients of Visionhost, such as — but not limited to — through spam mail, open relay, port scan or hacking by the Client and/or on behalf of the Client or otherwise, Visionhost may give the Client instructions which must be carried out within the stated term.

9.6 The Client is in default immediately, without further notice of default, if no response is given to the instruction referred to in the previous paragraph and/or if (the content of) the data traffic or the act and/or omission of the Client directly proves to cause a disruption to the functioning of the Network of Visionhost, networks of third parties or the connection between these networks.

10.1 Visionhost will, insofar as can reasonably be required of it, make efforts to keep the Service operational 7 days a week and 24 hours a day, except for the time required for maintenance work. Where reasonably possible, maintenance is announced in advance.

10.2 All Products and Services are provided on a best-efforts basis. Visionhost does not guarantee any minimum availability percentage (uptime) and does not provide a service level agreement (SLA), unless expressly agreed otherwise in writing.

10.3 The sending, timely delivery and receipt of Notifications depend on infrastructure and services of third parties, including internet and power supplies, (wireless) networks, including wireless sensor networks, and telecom, SMS, e-mail and push notification providers. Visionhost does not guarantee that Notifications are sent, arrive (on time) or are noticed by the Client. Notifications are an aid only: the Client remains at all times responsible for monitoring its own processes, crops, stocks and systems and for taking appropriate (emergency) measures.

10.4 Sensors and other Equipment may exhibit malfunctions, measurement deviations or outages, for example due to batteries, radio range, environmental factors or calibration. The Client must periodically verify the functioning of the Equipment and the plausibility of measured values itself and report malfunctions to Visionhost immediately.

10.5 Visionhost will, insofar as can reasonably be required of it, make efforts to maintain and keep up the connection with other networks.

10.6 The Client must report disruptions in the functioning of the Service to Visionhost immediately.

10.7 Visionhost will remedy a disruption in the Service as soon as possible after the disruption has been reported by the Client.

10.8 Visionhost in no way guarantees that the Service it provides is suitable for any purpose, nor does it give any other guarantees other than those mentioned in the (written) Agreement or in these terms and conditions.

10.9 The Client is entitled to use the Helpdesk in connection with the functioning of the Services. The Helpdesk can be reached by the client via the Website, via the Visionhost e-mail address or by telephone. All costs that the Client must incur to reach the Helpdesk are entirely for the account of the Client. Information regarding the Helpdesk, including opening hours, is available on the Website. The Helpdesk will use its best efforts to handle questions asked by the Client quickly and accurately. The Client expressly acknowledges that the Helpdesk has no obligation to achieve a result in this respect.

10.10 The costs of remedying a disruption in the Service are for the account of Visionhost, unless:

• (I) the Client has made injudicious use of the Service;
• (II) the Client has acted in breach of the Agreement or the General Terms and Conditions regarding the use of the Service;
• (III) the disruption can otherwise be attributed to the Client.

10.11 Visionhost is entitled to shut down an Internet Protocol (‘IP’) address at any time if it has fallen prey to one or more (Distributed) Denial of Service attacks.

11.1 All prices stated on the Website, as well as agreed prices, are exclusive of VAT, unless stated otherwise.

11.2 Visionhost has the right to amend the rates. These changes are announced to the Client in writing by e-mail no later than one month before they take effect. The Client is entitled to terminate the agreement on the date the change takes effect.

11.3 Visionhost is additionally entitled to index its rates annually on the basis of a price index published by Statistics Netherlands (CBS), such as the services price index or the consumer price index, with a minimum of 0%: a negative index does not lead to a reduction of the rates. Such indexation does not constitute a change within the meaning of Article 11.2 and does not entitle a Client acting in the exercise of a profession or business to terminate. Statutory rights of consumers remain unaffected.

12.1 The Client’s payment obligation commences on the day on which the agreement is concluded. The payment relates to the period that commences on the day of the actual provision of Products and Services of Visionhost.

12.2 Payment must be made within 14 days of the invoice date, in a manner to be indicated by Visionhost, in the currency in which the invoice was issued. The moment of payment is the moment the amount due is received by Visionhost.

12.3 The fee owed in respect of the agreement is exclusive of VAT and any other levies arising from statutory regulations. The Client also owes the fees arising from these terms and conditions.

12.4 Visionhost sends the Client an invoice per payment term for the costs associated with the agreement.

12.5 The costs owed are, depending on the term for which the agreement is entered into, charged in advance and must be paid monthly/annually in advance by direct debit or invoice. If not, Visionhost reserves the right to (temporarily) halt the Service.

12.6 If the Client fails to pay within the term of 8 days, the Client is in default by operation of law without further notice of default. The Client then owes interest of 1% per month, unless the statutory interest is higher, in which case the statutory interest applies. The interest on the amount due is calculated from the moment the Client is in default until the moment of payment of the full amount.

12.7 If the Client is of the opinion that the costs charged are incorrect, the Client may notify Visionhost of the objections within 14 days of the date stated on the invoice. Upon receipt of the objection, Visionhost will investigate the correctness of the invoice amount.

12.8 Payment of the costs owed may take place by means of a monthly direct debit and/or a one-off direct debit, which the Client has authorised at the start of the agreement or later.

12.9 In the case of direct debit, the Client must ensure sufficient balance in its account.

12.10 The Client is in default from the moment the fee owed cannot be collected, or is not paid to Visionhost, due to the Client’s actions.

12.11 If a higher amount is collected by mistake, Visionhost must return the amount collected in excess to the Client without delay at the Client’s first request, increased by statutory interest from the day of collection until the day on which the amount in question is returned.

12.12 If the Client is in default, all reasonable costs of obtaining payment out of court are for the account of the Client, calculated in accordance with the Dutch Extrajudicial Collection Costs (Standards) Act, with a minimum of € 40. For Clients who are consumers, these costs only become due after they have been sent a demand for payment following the occurrence of default and have failed to pay within fourteen days.

13.1 The Client is permitted to download and use the software present on the Visionhost site on which no (intellectual) property rights rest or which are expressly not exercised (so-called freeware).

13.2 The Client must respect the intellectual property rights in respect of protected software and/or other works (including so-called “shareware”) and indemnifies Visionhost against any claim in this regard.

13.3 The Client guarantees that it has all rights, or has acquired all rights, to send, store, display and/or reproduce data by means of the Services, and hereby grants Visionhost a licence to store, display, reproduce and/or distribute that data for the duration of the Agreement.

13.4 All intellectual property rights in all software and source code developed or made available by or for Visionhost (including custom software and the SaaS platforms), websites, designs, integrations and documentation rest exclusively with Visionhost or its licensors. A transfer of intellectual property rights only takes place if and insofar as this has been expressly agreed in writing; payment of the agreed fees does not constitute a transfer. The Client only obtains a non-exclusive and non-transferable right of use for the duration of the Agreement and for the agreed purpose.

13.5 Data that the Client processes with or enters into the Products and Services remains the property of the Client.

14.1 After termination of the Agreement, licence rights of Visionhost are not transferred to the Client.

14.2 After termination of the Agreement, Visionhost is indemnified by the Client against liability associated with any use of licence rights by the Client.

14.3 Supplied Equipment remains the property of Visionhost until all amounts owed for it have been paid in full. Equipment provided on a rental or loan basis remains the property of Visionhost at all times; the Client handles it with care and returns it at the end of the Agreement at first request.

15.1 In its activities, Visionhost depends on the cooperation, services and supplies of third parties (including hosting, data centre, network, telecom, SMS and e-mail providers), over which Visionhost has little or no influence. Visionhost is not liable for damage arising from the acts or omissions of, or disruptions at, these third parties, regardless of whether the damage arises or becomes apparent during the relationship with Visionhost.

15.2 If Visionhost imputably fails in the fulfilment of the Agreement, Visionhost is only liable for direct damage. The total liability of Visionhost — on whatever grounds — is limited per event to the amount (excluding VAT) that the Client paid to Visionhost in the twelve (12) months preceding the event causing the damage for the Service from which the damage arises, with a maximum of € 5,000 (five thousand euros) per event and also in total per calendar year. A series of connected events counts as one event.

15.3 Any liability of Visionhost for indirect damage and consequential damage is excluded. This includes in any event: lost profit or turnover, missed savings, business interruption, reputational damage, loss, damage or corruption of data, crop damage, loss of harvest, spoilage or loss of quality of products or stocks, as well as damage resulting from (i) Notifications that were not sent or received, not sent or received on time, sent or received incorrectly, or not noticed, (ii) malfunctions, measurement deviations or outages of sensors or other Equipment or of networks or services of third parties, (iii) decisions taken by the Client (partly) on the basis of the Products and Services, including output of AI functionality, or acts performed automatically by AI functionality, and (iv) putting delivered software into use, or using it, in a production environment without prior adequate testing or acceptance by the Client.

15.4 The limitations and exclusions of liability included in these General Terms and Conditions do not apply if and insofar as the damage is the result of intent or deliberate recklessness of Visionhost or its management, nor insofar as liability cannot be limited or excluded under mandatory law.

15.5 Liability of Visionhost for an imputable failure only arises if the Client gives Visionhost proper written notice of default without delay, setting a reasonable term to remedy the failure, and Visionhost continues to imputably fail in the fulfilment of its obligations after that term.

15.6 Any right to compensation lapses if the claim has not been reported to Visionhost and brought before a court within six (6) months after the Client became aware of the damage or could reasonably have been aware of it.

15.7 The Client indemnifies Visionhost against all claims for damages that third parties may assert in respect of damage that has arisen in any way through the unlawful or careless use of the Products and Services of Visionhost supplied to the Client.

15.8 In view of the large number of nodes on the internet with human intervention, the use of local networks and wireless communication, one must take into account the fact that the information obtained or sent via the internet is freely accessible. Visionhost cannot be held liable for damage in any form whatsoever caused by the sending of confidential or secret information. Visionhost is not liable for the security or misuse by third parties of the data that is stored.

15.9 Visionhost is not responsible or liable for the content of (promotional) material supplied by the Client or of data processed by the Client via the Products and Services.

15.10 The Client is liable for all damage that Visionhost may suffer as a result of an imputable failure of the Client in the fulfilment of the obligations arising from the agreement and these terms and conditions.

15.11 The Client must immediately notify Visionhost in writing of changes to the Client’s details. If the Client fails to do so, the Client is liable for any damage that Visionhost suffers as a result.

16.1 The parties are not entitled to transfer their rights or obligations arising from an agreement to third parties without the prior written consent of the other party.

16.2 In deviation from Article 16.1, Visionhost is entitled to transfer its rights and obligations under the Agreement to a third party in the context of a merger, acquisition or transfer of (part of) its business.

17.1 Visionhost has the right to (temporarily) decommission supplied Products and Services and/or to restrict their use if the Client fails to fulfil an obligation towards Visionhost in respect of the agreement or acts in breach of these General Terms and Conditions. Visionhost will notify the Client of this in advance, unless this cannot reasonably be required of Visionhost. The obligation to pay the amounts owed continues to exist during the decommissioning.

17.2 Recommissioning takes place if the Client has fulfilled its obligations within a term set by Visionhost and has paid a fixed amount for recommissioning of € 100 excl. VAT.

18.1 The Client must complain in writing about perceptible defects no later than 8 days after delivery, failing which any claim against Visionhost lapses.

18.2 Complaints regarding invisible defects must be made in writing by registered letter within 8 days after the defect has been discovered, could have been discovered or should have been discovered. If this does not happen, any claim against Visionhost lapses.

18.3 If a complaint is justified, the Products or Services supplied will, after consultation, be adjusted, replaced or compensated.

18.4 A complaint does not suspend the obligations of the Client.

18.5 For Clients who are consumers, this article applies without prejudice to their mandatory statutory rights.

19.1 The court in the place of business of Visionhost has exclusive jurisdiction to hear disputes, unless the subdistrict court has jurisdiction. Nevertheless, Visionhost has the right to submit the dispute to the court that has jurisdiction under the law.

19.2 The parties will only appeal to the court after they have made every effort to settle a dispute by mutual consultation.

19.3 Dutch law applies to every agreement between Visionhost and the Client.

19.4 The General Terms and Conditions are stated on the Website of Visionhost and can be retrieved there. They are also sent free of charge on request.

19.5 If any provision of these General Terms and Conditions is null and void or is annulled, the remaining provisions of these General Terms and Conditions will remain fully in force. The Client and Visionhost will consult in order to agree on a new provision to replace the null and void or annulled provision, taking into account as much as possible the purpose and intent of the null and void or annulled provision.

20.1 In the context of the service provision, Visionhost International B.V. processes personal data of clients. Personal data is used to: perform the agreement or take pre-contractual measures; inform clients about products and services of Visionhost International B.V.; conduct market research and analysis to improve the service provision of Visionhost International B.V.; pass on applications for domain name registrations to registering bodies in accordance with art. 20.2.

20.2 For the application, allocation and possible use of a domain name, Visionhost International B.V. fulfils an intermediary role. Such applications are subject to the applicable rules and procedures of the relevant registering bodies, such as the Foundation for Internet Domain Registration in the Netherlands (SIDN). The relevant body decides on the allocation of a domain name. In order to carry out the application, Visionhost International B.V. will, insofar as necessary in the context of the application, provide personal data to these bodies.

20.3 The full and current privacy statement of Visionhost International B.V. can be consulted online in our privacy statement.

20.4 Visionhost International B.V. does not take note of non-public information, including personal data, placed on our systems by the client, unless this is necessary for the proper performance of the service provision or such inspection is based on a statutory obligation.

20.5 The client acknowledges that Visionhost International B.V. may be required, under laws and regulations or by order of a competent authority, to retain or provide certain data.

20.6 Insofar as Visionhost International B.V. processes personal data on behalf of the client by means of the services, Visionhost International B.V. does so as a processor of personal data within the meaning of the General Data Protection Regulation (GDPR). The Addendum to these General Terms and Conditions contains the terms and conditions of this processing of personal data by Visionhost International B.V.

21.1 AI functionality may perform acts automatically, such as taking and forwarding orders, (pre-)booking invoices and documents and conducting correspondence or customer contact. Such acts are performed for the account and risk of the Client and are deemed acts of the Client. The Client is responsible for setting up and maintaining appropriate controls, limits and human oversight, geared to the nature and risk of the process in question.

21.2 AI functionality uses models and services of third parties (such as providers of AI models). Visionhost depends on these third parties: the availability, operation and pricing of their models and services may change or be discontinued. Visionhost is entitled to replace the models, versions or providers used. The terms of use and (acceptable use) policies of the relevant providers also apply to the use of AI functionality; the Client will not act in breach of them.

21.3 Data supplied by the Client or processed via the Services (including documents, messages and personal data) may, for the purposes of AI functionality, be processed by the third parties referred to in Article 21.2 as sub-processors in accordance with the Addendum. The Client warrants that it is entitled to supply this data for that purpose. Visionhost does not use Client data to train its own AI models.

21.4 When using AI functionality within its business operations, the Client qualifies as the deployer within the meaning of applicable regulations, including the AI Act (Regulation (EU) 2024/1689). The Client is responsible for compliance with its own obligations, including transparency towards its end users (such as disclosing that they are communicating with an AI system). Use of the AI functionality for prohibited practices or high-risk applications within the meaning of the AI Act is not permitted without the prior express written agreement of Visionhost.

21.5 Output of AI functionality is generated automatically and may be incorrect, incomplete or outdated. The Client is responsible for checking output before use and for decisions that are (partly) based on it. Output does not constitute (legal, financial or other professional) advice. Visionhost claims no rights in output and does not warrant that output does not infringe rights of third parties.