Check HenQ › Terms & Conditions

Terms & Conditions

The fine print

These terms apply to every offer from, and every agreement with, Team HenQ B.V. for use of Check HenQ.

1. Definitions

Team HenQ - the private limited company TEAM HENQ B.V., registered with the Dutch Chamber of Commerce under number 98641689, registered office at Westbaan 142, 2841 MC Moordrecht, the Netherlands. Check HenQ is a product of Team HenQ; contact and company details run via Team HenQ.

Client - the party that enters into an agreement with Team HenQ for use of Check HenQ.

User - any person who has access to Check HenQ on behalf of the Client.

Service - the web-based application Check HenQ, used for compliance management, action management, audit management, toolbox talks, inspections, forms, documentation and improvement measures.

Agreement - the agreement between Team HenQ and the Client for use of the Service, of which these terms form part.

Content - all data, results, files and other information entered, uploaded or imported into the Service by the Client or a User.

2. Applicability

These terms apply to every offer from Team HenQ and every Agreement with the Client. The applicability of any purchasing or other conditions of the Client is expressly rejected.

Changes to the Agreement or deviations from these terms are only binding if confirmed by Team HenQ in writing.

If any provision of these terms is or becomes non-binding, the remaining provisions remain in full force. Team HenQ not always requiring strict compliance does not mean the provisions no longer apply, or that Team HenQ loses the right to require strict compliance later.

Team HenQ may unilaterally amend these terms. Material changes are announced at least 30 days in advance by email or within the Service. If the Client does not agree with a material change, it may terminate the Agreement as of the date the change takes effect.

3. Formation and duration of the agreement

An offer from Team HenQ is without obligation and valid for 14 days, unless stated otherwise. The Agreement is formed once the Client accepts the offer in writing (including by email), or by actual use of the Service following registration.

A subscription runs for a period of 12 months from the start date, and is thereafter tacitly renewed for successive 12-month periods, unless the Client or Team HenQ terminates with two months' notice before the end of the then-current term. On renewal, the then-current, annually indexed price applies (see Article 8).

During a pilot or trial period, the arrangements on duration and (free) termination set out in the offer apply.

4. Use of the Service

The Client is granted a non-exclusive, non-transferable right to use the Service for the duration of the Agreement, for its own internal purposes.

The Client is responsible for managing User accounts and login credentials, and for all use that occurs through them.

The Client will not use the Service in violation of the law, third-party rights, or these terms, and will not attempt to reverse-engineer the Service or make it unavailable to others. Team HenQ may temporarily suspend an account on reasonable suspicion of misuse, and will inform the Client as soon as possible.

5. Content and the Client's responsibility

The Client remains responsible at all times for the accuracy, completeness and timeliness of its Content, and for reviewing and approving all actions, audits, inspections and other outcomes recorded or flagged by the Service.

The Service is a tool for compliance management and demonstrability, and does not replace the Client's own quality and compliance processes or review responsibility. Team HenQ is not responsible for outcomes resulting from incorrect, incomplete or late data entered by the Client.

The Client warrants it is entitled to use the Content it enters and that this Content does not infringe third-party rights.

6. Changes to the Service

Team HenQ may change, improve or extend the functionality of the Service, provided the core functionality for which the Client entered into the Agreement is not materially affected. Material changes affecting core functionality are announced in advance.

7. Availability and maintenance

Team HenQ makes reasonable efforts to keep the Service available but does not guarantee uninterrupted availability. Team HenQ may temporarily take the Service out of use for maintenance, updates or security measures, and will announce this in advance where reasonably possible.

8. Price and payment

Prices are stated in the offer, in euros, exclusive of VAT and other government levies, unless stated otherwise. Team HenQ invoices in advance, periodically (monthly or annually) depending on the chosen subscription.

The Client pays invoices within 14 days of the invoice date. In the event of late payment, the Client is in default without notice, and statutory commercial interest (Section 6:119a Dutch Civil Code) becomes due. If payment remains outstanding after a reminder, the actual collection costs are for the Client's account, unless Team HenQ fixes these at 15% of the amount claimed.

The Client has no right to set-off. Objections to an invoice do not suspend the payment obligation and must be reported within 10 days of the invoice date.

Team HenQ may index prices annually. A material price increase is announced at least 30 days in advance; the Client may terminate as of the date the increase takes effect.

9. Liability and indemnification

Team HenQ is only liable for direct damage resulting from an attributable shortcoming, and only after the Client has given Team HenQ written notice of default with a reasonable period to remedy it, and Team HenQ fails to do so.

Team HenQ is never liable for indirect damage, including consequential damage, lost profit, missed savings, and damage due to business interruption. Team HenQ is not liable for damage resulting from incorrect or incomplete data provided by the Client, or from decisions the Client makes based on results, calculations or flags shown in the Service. The Client remains ultimately responsible for review and approval (see Article 5).

Team HenQ's total liability per event (a series of related events counts as one event) is limited to the amount paid by the Client for the Service in the twelve months preceding the event, with an absolute maximum of EUR 15,000, unless Team HenQ's insurer pays out a higher amount in the relevant case, in which case that higher amount applies, increased by the deductible.

These limitations do not apply in case of intent or gross negligence by Team HenQ.

A claim for damages lapses if the Client does not report the damage in writing within 7 days of it arising or being discovered, and in any case 6 months after the damage arose.

The Client indemnifies Team HenQ against third-party claims related to the Client's use of the Service, or to the Content entered by the Client.

10. Intellectual property

All intellectual property rights in the Service, the software, the design, the trademarks (including Check HenQ and its associated logos) and documentation belong to Team HenQ or its licensors. Nothing in the Agreement transfers these rights to the Client.

The Client retains all rights to its own Content. Team HenQ uses this Content solely to provide the Service to the Client, and, where applicable, for aggregated, anonymised statistics to improve the Service.

11. Confidentiality

Both parties keep confidential information received from the other party secret and use it only for the purpose of the Agreement. This does not apply to information that was already public or already known to the receiving party, or that must be disclosed under a legal obligation. This obligation survives termination of the Agreement.

12. Privacy and personal data

Team HenQ respects the Client's privacy and processes personal data carefully and in line with the GDPR. See the Privacy Policy.

Insofar as personal data of third parties (for example, the Client's staff) is processed through use of the Service, Team HenQ processes this data as a processor on the Client's instructions, under a separate data processing agreement.

13. Force majeure

Team HenQ is not obliged to fulfil its obligations if prevented from doing so by force majeure: all foreseen or unforeseen external causes beyond Team HenQ's control, including outages at internet or hosting providers, cyberattacks and power failures. Team HenQ may suspend its obligations for the duration of the force majeure event. If this lasts longer than 2 months, either party may dissolve the Agreement in writing without owing compensation.

14. Duration, termination and cancellation

Termination is given in writing (including by email), with the notice period set out in Article 3.

Team HenQ may suspend or dissolve the Agreement with immediate effect if the Client fails to meet a material obligation and does not remedy this within 14 days of written notice, or in the event of suspension of payment, bankruptcy, or cessation of the Client's business. Team HenQ is not obliged to pay compensation in that case.

After termination, the Client has 30 days to export its Content, after which Team HenQ may delete it. Should the Client require support in doing so, Team HenQ provides that support on request; the parties agree the scope, planning and any costs in advance.

15. Miscellaneous

The Client's rights under the Agreement cannot be transferred without Team HenQ's prior written consent.

Team HenQ may engage third parties in performing the Agreement. The applicability of Sections 7:404, 7:407(2) and 7:409 of the Dutch Civil Code is expressly excluded.

16. Governing law and disputes

The Agreement and these terms are governed exclusively by Dutch law.

Disputes will first be resolved through good consultation. Failing that, disputes will be submitted exclusively to the competent court of the Rotterdam District Court.