Terms of Service
These general terms and conditions apply between the Customers who have concluded a Term Sheet with Gymly (Gymly B.V. Chamber of Commerce number: 86153528).
Services: Gymly offers the following services to the Customers:
1. software to provide administrative support to Customers in the area
of Membership Administration;
2. software to publish the class schedules of Customers and enable the reservation of these classes by the Members of these Customers;
3. software for Gymly Members themselves to participate in classes offered by affiliated Customers on the part of Gymly that serves as an aggregator;
4. additional services against (extra) payment.
Gymly: Gymly B.V. a private company with limited liability under Dutch law, with its registered office in Amsterdam, with address Overtoom 143, (1054 HG) Amsterdam, registered in the trade register under number 86153528.
Adyen: Third party that carries out the transactions between the Members and Gymly. Adyen N.V. is a limited liability company under Dutch law, with its registered office in Amsterdam, with address Simon Carmiggeltstraat 6, 5th floor (1011 DJ) registered in the trade register under number 34259528.
Customer: Anyone who purchases a service from Gymly.
Termsheet: The contract that the Customer and Gymly have concluded. Transaction: Any payment attempt via Gymly.
Members: the Members of the Customers (consumers).
TERMS AND CONDITIONS
These are Gymly's terms and conditions. The Customer accepts these general terms and conditions by signing the Termsheet with these general terms and conditions as an attachment.
Gymly reserves the right to amend these general terms and conditions and will inform the Customer thereof.
The general terms and conditions of the Customer do not apply. Deviations from these general terms and conditions are only valid if they have been confirmed in writing by both parties.
If there is a conflict between the Termsheet and these terms and conditions, the Termsheet will prevail between the parties.
The Customer meets the following requirements:
1. the Customer meets all safety conditions;
2. the Customer can provide the requested documents for the 'know your customer check' of Adyen; and
3. the Customer meets the obligations from the Term Sheet.
Gymly always reserves the right to refuse the Customer, without giving any reason.
The Customer can take out a subscription to Gymly, under the following conditions:
1. the Customer's Members accept that Gymly offers advertisements in the software; and
2. the Customer's Members will pay Gymly a fee per Transaction; and
The fee is charged to the Customer via the app. This is done by automatic debit. Afterwards, the Customer receives an itemized invoice stating the fees that the Customer has paid for the Transaction of each member.
Gymly reserves the right to make fee adjustments. Gymly will announce this one month in advance. Gymly will pass on these fee adjustments.
In addition, the Customer can, of course, purchase paid additional services, including a subscription. The price list for the additional services can be found on the Gymly website.
Gymly reserves the right to make price adjustments for the additional services. Gymly will announce this one month in advance. Gymly will pass on these price adjustments.
INVOICE & PAYMENTS
Payment of the fees, VAT and additional services is done by direct debit. Gymly prepares a collective invoice of the additional services and fees and the VAT on the transaction costs and sends it out at the end of the month.
If the payment via direct debit is unsuccessful, Gymly will try again after 14 days. If that does not work, Gymly will send a payment link via e-mail with a friendly request to pay within 14 days. If that does not happen, no further postponement is possible and:
1. Gymly is entitled to cancel the subscription with immediate effect and/or to suspend or terminate our obligations; and
2. Gymly draws up the final bill and Gymly charges the remaining and due subscription fee, VAT, fees plus any additional costs.
If the member does not pay, this will be for the account of the Customer and this will be settled with the Customer.
Gymly is only liable for damage resulting from a shortcoming in the fulfillment of its obligations under this Termsheet up to an amount that its insurer actually pays out for the damage in question.
Gymly is not liable for damage suffered by members of the Customer. The Customer therefore indemnifies Gymly against all claims of its members.
Either Party may terminate this agreement in writing with due observance of a notice period of 3 months. Further, either Party may terminate this Agreement in writing with immediate effect if:
• the other Party fails to comply with one or more obligations under the Term Sheet and these General Terms and Conditions (not even after having been given a reasonable period for rectification);
• bankruptcy, suspension of payments, debt restructuring or a comparable measure has been requested for the other Party; and
• if the Customer no longer meets the conditions of the subscription.
Any damage resulting from the termination of the agreement by the Customer or through the actions of the Customer will be borne by the Customer.
Dutch law is applicable.