General terms and conditions for the porter products and services
- We, the team of Porter Systems BV, Johan Huizingalaan 763A, 1066VH Amsterdam, Netherlands (“Porter”), are pleased to see you being interested in our products and we are confident that our products match your interests perfectly.
- Please read the following T&C carefully before you make use of our services. These are our relevant general terms and conditions regarding our apps and our website, and its services, functions, content and applications.
- Porter operates a platform for several producers to lock and unlock access products. Therefore, Porter develops, hosts, distributes and produces, or have third party produce, respectively:
- Porter mobile apps for Android and iOS (“Apps”);
- Porter web admin portal (“Admin Portal”);
- Various locking/unlocking products and accessories (“Hardware”); and
- Possible future products and services (“Future Products”, and, together with Apps, Admin Portal and Hardware, the “Products”).
- In order to be able to use the complete spectrum of the Products, Porter may provide the User with Owner-Account for certain Products to register/delete the respective Products (see Section “Registration”, below). However, certain content, including general descriptions of Porter can be viewed without registration.
- Porter’s goal is to revolutionize the way of locking and unlocking movables and immovables.
- The safety of your movables and immovables is very important to us. Always consult your insurance company about Porter’s effect on your insurance cover. Porter is not responsible for your behavior. By accepting these T&C, you confirm that you are solely responsible for your movables and immovables.
Validity of the T&C
- Porter offers the Products on the basis of these T&C. By installing, using or buying the the Products, the user consents to the validity of these T&C and any agreements incorporated therein by reference.
- Neither the registration nor the use of the complete spectrum of products and services shall be possible without explicit consent to these T&C.
- These T&C shall apply to all points of access, including subdomains and mobile applications, for Porter’s products and services. In particular, the Porter online offering will be accessible via the following domains: https://www.porter.pt/, https://admin.porter.pt/ and https://shop.porter.pt/.
- These T&C shall be valid until cancelled in the currently valid version as of June 18th, 2018.
- For now only the English version of this T&C is binding, unless a version in the respective language of such region is available.
Subject of the Agreement
- Porter offers its users the usage of Products pursuant to the provisions of this T&C.
- With regard to certain Products, additional or amended terms of usage and liability may apply. The user will be provided with such terms, if applicable.
- The provision of the Porter technology occurs either:
- via Porter as a single source supplier, if the Porter Hardware will be bought over the Porter Online channel; or
- via Porter as an App provider, if the Hardware will be bought via one of Porter’s partners.
- Porter will send newsletters to registered users. By accepting these T&C, the user allows Porter to send newsletters about current or future products and services on a regular basis. The user can opt out of receiving a newsletter each time such newsletter is received. Upon opting out, the user will not receive any further newsletters from Porter.
- In order to be able to use the Porter software application (the “Software”), a one-time, free registration is required, which will be subject to the actual Section and the next one of this T&C.
- In order to use certain Porter Products, the user will be provided with so called “Owner-Account” that especially allows the registration and deletion of Porter access devices. The holder of such Owner-Account can access to the respective Porter Product at any time via an active connection to the Porter platform.
- Porter offers users two options of registering on the Porter platform:
- The “Owner” registers herself/himself and her/his Product via the provided Owner-Account as an administrator of a locking system, which allows the user to manage the access to such locking system. Unless provided otherwise, any registered locking system is connected to a free of charge access licenses; additional licensed services may be purchased by the Owner via the App or the online shop;
- The “Authorized Person” receives an access license to a certain locking system (“Smartphone Key”), which allows her/him to lock or unlock the respective locking system free of charge. An Authorized Person may have an arbitrary number of Smartphone Keys on its virtual key ring.
- Only persons legally capable to enter into agreements on their own behalf shall be permitted to register with Porter. Minors may only register with Porter subject to the explicit consent of their parents or legal guardians.
- By registering, the user confirms its knowledge and the unlimited recognition of the content of these T&C.
- Registration by use of the Porter authentication method via the Portal or the App: registration form provided on the Porter platform:
- For purposes of registration, the user shall provide the details requested by the registration form, currently the email address, first name, last name, in future possibly other personal information, completely and correctly, unless such details are marked as voluntary.
- In future there’s the possibility of adoption by Porter of registration details provided by the user in a social network:
- Registration via a social network account requires the user to confirm that the selected details, which the user previously provided on such social media network supported by Porter, i.e. currently the email address, first name, last name, in future possibly other personal information, shall be adopted by the Porter network.
- Following successful registration, the user can log on to Porter by either entering its email address and the chosen password.
- Porter reserves the right to reject users without giving reasons. In this event, any transmitted details will be deleted promptly.
General Terms and Conditions for all Users
- Fraud protection.
- You must protect your account from unauthorized and fraudulent use. Please notify us immediately by email at email@example.com of any unauthorized or fraudulent use of your account, or if you suspect that your account may be at risk.
- Porter will not refund any amounts paid by you to Porter before you report an unauthorized or fraudulent use of your account.
- Porter has the right to close or cancel the account of any registered user in the event of any unauthorized or fraudulent use of the account.
- Porter may run promotions and free offers, which may be subject to additional terms or restrictions. These promotions and offers may not be transferred between users.
Special Terms and Conditions for Premium Services
- Porter plans in the future to provide certain premium services.
- Porter offers its Hardware products and related software services (Apps, Admin Portal and Premium Services) according to the Porter pricing model (“Pricing Model”). Please contact us for the Pricing Model. The Pricing Model is an integrated part of this T&C.
- In order to use the Porter Premium Service, you must (i) be a registered user of Porter, and (ii) pay the stipulated price, including applicable VAT, if any, and any other fees or amounts associated with the Premium Services, by credit card or any other form of payment accepted by Porter (the “Subscription”). If you are not a registered user of Porter, you must register before you can execute the Subscription.
- Porter offers different Premium Services so that you can choose the one that best satisfies your needs. All prices are subject to change at Porter’s discretion at any time. Any price changes will be announced on the Porter platform.
- During the introduction phase ending by 30.12.2018 Porter may offer selected premium features and allow use of paid products and paid services temporarily for free. The user accepts that this temporary consumption of products and services shall not affect any claims of the user for any future use of this product in excess of this period of phase.
- Payment is made in advance for each subscription period. In other words, you can select the subscription period that best satisfies your needs to access the Premium Services. Once you signed up and paid for the Subscription, the selected Premium Service will be associated with your account.
- Payments for the entire term of your Premium Service shall be due immediately upon invoicing. Payment can be made using different online payment systems accepted by Porter. If Porter is unable to collect any fees from an account designated by the user due to lack of funds, the user shall bear all costs arising therefrom, including bank charges related to any debit entries or similar charges. Porter may deliver invoices and payment reminders to the user by email.
- When your Subscription period expires, your credit card will be charged automatically with the then-current standard subscription price, i.e., special offer prices do not apply in this case, and your Subscription will be renewed for the same period of time unless you cancel your Subscription, at least one month prior to the expiration of your current Subscription.
- You may cancel your Subscription to Porter Premium Service at any time by initiating the cancellation on the Porter platform. Unless otherwise provided for in Section , Porter will not refund previously paid amounts.
- Subject to Section before, for lack of a user’s cancellation of such user’s Subscription, each Subscription period ends only upon expiration of the agreed-upon time period, and regardless of the user’s actual use of the Porter Premium Service during such period. Each user can check the length of the current Subscription period by viewing such user’s account information.
- Unless otherwise specified in this Section, all other provisions of these General Term and Conditions apply also to the Premium Services.
Special Terms and Conditions for the Online Shop
- This section applies to orders of Products offered in our online shop. To any matters not regulated in this section the remaining provisions of this T&C shall apply.
- By clicking the Button “Buy now” you (the “Buyer”) make a binding offer to purchase the Products being in your shopping cart and accept the T&C. After that, the Buyer receives an automatic order confirmation via email, which solely records the receipt of the order. This shall not constitute an acceptance of the offer. A binding contract shall be achieved upon Porter’s expressive acceptance declaration.
- If the ordered Product may not be available in the short term, the Buyer will receive a respective notification. If the ordered Product may be permanently unavailable, no contract shall enter into force and the Buyer will be notified respectively.
- The ordered Products will be delivered to the address announced by the Buyer. The shipping costs disclosed during the ordering process shall be borne by the Buyer. Provided that the Buyer is an entrepreneur, the delivery shall occur on the Buyer’s risk.
- If the Products shall be delivered to a destination outside the European Union, certain tariffs may apply and shall be borne by the Buyer. The Buyer shall inform herself/himself about such tariffs. Porter has no influence on tariffs.
- All prices disclosed in the online shop are in EUR, including the applicable VAT. Shipping and packing costs are disclosed separately.
- At the end of the ordering process, the payment means offered by Porter are disclosed and may be chosen by the Buyer. Porter reserves its right to limit the offered payment means on a case-by-case basis.
- The Buyer hereby expressly consents to the transfer of her/his payment information to the respective payment service provider for payment execution purposes.
- The delivered Products shall remain in Porter’s property until Porter’s receipt of the full purchase price, including shipping and packing costs.
- In case of the Buyer’s default of payment, Porter is entitled to charge 12% interest. Porter’s right to claim contractual damages shall remain unaffected by the preceding sentence. Furthermore, the Buyer shall be obliged to compensate any costs in connection with the dunning procedure.
- Any potential reimbursement occurs via the payment method used by the Buyer for his order.
- Any claims for warranty shall be addressed to the address set forth in section “Special Cancellation Right for Consumers”. The receipt of such claims does not constitute any acceptance by Porter. For consumers, the mandatory warranty rules, including, but not limited to, the warranty period of 2 years upon receipt of the Products, shall apply. For entrepreneurs, the warrants period shall be limited to 12 months upon receipt of the Products.
Assignment and Withdrawal of Access Licenses
- During the introduction phase ending by 30.12.2018 Porter may offer selected premium features and allow use of paid products and paid services temporarily for free. After that the clients will always fit in the free package.
Forfeiture of Support Services
- The user shall be excluded from official support services and only receive best effort-support, if:
- The user uses a rooted smartphone or a smartphone running an operating system not authorized by the smartphone producer;
- The usage of Porter is disrupted by malware due to insufficient safeguards; or
- The user uses an operating system that deviates more than two main versions from the then current operating system (e.g. Android 5.x instead of Android 7.x).
- Each user shall have the right to terminate the use of Porter online platform at any time via its account settings. Porter shall confirm such termination vis-a-vis the user.
- Additionally, Porter reserves the right to terminate a user’s membership for important reasons, such as due to gross breaches of the user‘s obligations.
- As a result of any termination pursuant to this Section 10 or cancellation pursuant to Section 11 hereof,
- All personal details provided by the user upon registration shall be deactivated and saved in compliance with statutory retention periods, or deleted, respectively;
- Upon the user’s request, all saved personal details not required for Porter’s performance of contractual obligations or mandatorily saved due to statutory retention obligations shall be irrevocably deleted. The user shall request such deletion by email sent to firstname.lastname@example.org, which shall include the email address provided to Porter upon registration.
Special Cancellation Right for Consumers
- If you as a user are registered on the Porter platform or ordered items via the Porter online shop for a purpose that is not related to either your commercial or professional freelance activity, the following provisions apply to you as a consumer within the meaning of the Consumer Rights in The Netherlands.
- You may cancel your agreement with Porter in writing, e.g., by letter, fax or email, within 14 days from the later of the date (i) on which the agreement was entered into and (ii) of receipt of any physical products you may have ordered, in each case without stating any reasons. You can cancel the agreement by sending your notification to:
Porter Systems BV
Johan Huizingalaan 763A
1066VH Amsterdam, Netherlands
- In the event of cancellation, any benefits received by one party from the other must be returned, and any economic advantages gained must be repaid. If you are not able to return the services rendered to Porter in full or in part, you are obligated to reimburse Porter for the value lost. This may mean that you are required to fulfill your payment obligations until cancellation has become effective. Obligations to reimburse costs must be fulfilled within 30 days. For you, this period begins when you send your contract termination, for us when we receive it.
- The exercise of your cancellation right pursuant to this section may occur via the following cancellation form:
(If you wish to cancel the agreement, please fill in and return the form below.)
To Porter Systems BV, Johan Huizingalaan 763A, 1066VH Amsterdam, Netherlands , E-Mail email@example.com:
I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract of sale of the following goods (*)/for the provision of the following service (*),
Ordered on (*)/received on (*),
Name of consumer(s),
Address of consumer(s),
Signature of consumer(s) (only if this form is notified on paper),
(*) Delete as appropriate.
- In case of a return delivery, the Buyer shall return the goods in full and suitable for shipping. The costs for a return delivery shall be borne by the Buyer.
- The Buyer is only liable for any diminished value of the goods resulting from the handling other than necessary to establish the nature, characteristics and functioning of the goods.
- The special cancellation right shall be excluded for:
- Contracts concerning the delivery of not prefabricated goods, or goods which fabrication is subject to the Buyer’s customized choice or determination, or goods that are clearly customized for the Buyer’s requirements;
- Services that have been fully performed by Porter, provided that the user noticed and explicitly agreed that Porter may commence the performance of the service and the user will lose its cancellation right upon full performance of the service; and
- Contracts concerning the delivery of goods that have been mixed with goods of different quality based on the nature of the respective goods.
User Obligations and Conduct
- Each user of the Porter platform must:
- Truthfully provide, and keep current and complete, its registration details, and must not pass on such details to third parties;
- Not carry out any disrupting interferences in the Porter network by use of technical or electronic aids, such as hacking attempts, brute force-attacks, planting of viruses/worms/trojans, denial of service attempts and other disrupting attempts regarding Porter’s software or hardware;
- Not copy, distribute, transmit or collect by use of technical aids, e.g., by crawlers or bots, accessible details without the consent of the respective owner;
- Provide prompt notice via email to firstname.lastname@example.org of any detected breaches of the aforementioned obligations;
- Diligently care for the personal details and Owner-Account and not allow unauthorized persons access to its own details, or Owner-Account, respectively;
- Regularly save important personal details externally, e.g., on an external storage medium, hard drive or in the cloud. Porter shall not be responsible for any lost or impaired details;
- Perform the updates for firmware, Apps and other Products provided by Porter;
- Always provide for an alternative way to access or exit movables and immovables locked by Porter;
- Not lock essential or vital movables or immovables or movables/immovables with exceedingly great value (e.g. drugs, defibrillators, hospitals, safes) by using Porter;
- Provide that the access for emergency personnel and rescue teams in case of an emergency shall not be impeded compared to customary locking systems;
- Prevent that any person may be held against her/his will in a movable or immovable locked by Porter; and
- To do her/his best to prevent the unauthorized access to a smartphone, personal computer, Mac, etc. connected to the Porter platform.
- The user is hereby advised always to provide for a NFC-transponder (if the locking system supports NFC-technology) connected to the locking system for cases where the Porter platform is not available or the hardware connected to the locking system shows any defects.
- Furthermore, the user is advised to assign the access licenses in a way that allows the transfer of the required Smartphone Key to the respective recipient in good time.
- If a battery-powered Porter locking system is used, the user shall regularly check the battery level and provide for a sufficient power supply, e.g. watch out for and react on the low-battery notification.
Breach of User Obligations
- In order to ensure the proper and reliable provision of services, Porter reserves its right to, temporarily or ultimately, block a user or the respective Products.
- The type of sanction shall depend on the purpose, impact and type of the breach in light of Porter’s and the user’s interests.
- In the event a user account shall be cancelled in accordance with this Section ”Breach of User Obligations”, the respective user shall not be permitted to register again.
- Porter permits its registered users to use the offered portfolio of products and services in accordance with statutory law and these T&C, in order to save, distribute, transmit and share content.
- The user consents that as a result of the automatic evaluation of the way such user uses the platform, it may be exposed to certain offers and/or marketing messages tailored to such user.
- The user consents that marketing measures may also be taken in the proximity of content created by such user.
- Porter shall have the right to save content or disclose such content to third parties, to the extent this is required by law, or legally permissible and reasonably necessary, in order to
- comply with statutory law, or court or administrative orders;
- Ensure compliance with these T&C;
- React to claims of breaches of law raised by third parties; or
- Safeguard the rights, property or personal safety of Porter, its users and the general public.
- The user grants Porter the irrevocable, free, non-exclusive and unlimited right to use all content generated, transmitted, saved and published by such user. Accordingly, Porter shall have the right to use, irrespective of the type of usage, all content both as part of the Porter platform and any other activity of Porter or any company affiliated with Porter. This shall include the right to change and edit such content, unless such changes or edits impair material interests of the user. In this connection, the user waives, to the extent legally permissible, all intellectual property rights. However, to the extent feasible, in the event that Porter uses content created by a user outside the Porter platform, Porter shall note that such content was created by the user.
- Porter does not claim ownership of any content created by users and will not supervise such content.
- Porter reserves the right to delete content created by users without giving reasons. In this event, the user shall be notified and, in the event of a breach of these T&C, may be sanctioned in accordance with Section “Termination”.
- Porter shall not be responsible for inaccurate content created by users.
Representations and Warranties
- Porter does not represent or warrant that the Porter platform will be available at all times, or that it and the necessary hardware and software will be completely free from errors.
- Porter does not represent or warrant that the transmission of data via other systems, in particular the internet and telecommunication networks, is not tracked, recorded or distorted by third parties.
- Porter shall not be liable for any potential negative influence of the usage of Porter on the user’s insurance cover.
- The user uses the Porter offering exclusively at its own risk. This applies, without limitation, to
- The related use of any hardware, including, but not limited to, (i) the respective smartphone, (ii) PC/MAC, (iii) smartphone dongles, und (iv) the NFC-transponder;
- Downloading of the user’s own and third party content; and
- Any use by the user of data created or provided by Porter. The user explicitly acknowledges that any such data or content may contain errors, and Porter does not, to the extent permitted by law, assume any responsibility for the correctness of such data.
- Additionally, Porter does not make any representations or warranties with respect to external links, banners or other information and marketing offers that may be made accessible to the user. Any contractual arrangements entered into between the user and a third party provider, e.g., via linked websites or banners, result in a contractual relationship between such user and the third party provider only. Porter does not make any representations or warranties with respect to products or services of third party providers, including without limitation, locking systems not produced or distributed by Porter.
Limitation of Liability
- Porter shall be liable as currently provided by law, regardless of the statutory basis of such liability (precontractual, contractual, tort) only if Porter has caused a certain damage willfully or with gross negligence. In the event of slight negligence, Porter shall not be liable to other businesses and shall be liable to consumers only for personal damages. Porter shall not be liable to businesses for follow-on damages, mere pecuniary losses, lost profits or damages resulting from claims of third parties.
- Unless required by statutory law, neither Porter nor any of its business affiliates shall be liable for damages resulting from the use of content made accessible through the use of the online platform or other forms of use of the online platform or mobile apps. This also applies to damages resulting from errors, problems, viruses or loss of data.
- Porter assumes no liability for downloaded material or material obtained as a consequence of using the Porter platform. The Registered User is solely responsible for any damages caused by such materials to his computer system or for information that is lost as a consequence of downloading materials from the Porter platform.
- The Registered User is exclusively liable for any claims of lawsuits of any kind in any way derived from or related to conflicts with other users. The Registered User acknowledges and accepts that Porter will not, under any circumstances, be liable for the acts and omissions of other users, including the damages associated with such acts or omissions.
Indemnification by Users
- The user shall indemnify Porter for all claims raised by third parties as a result of an infringement of their rights by the user in connection with content uploaded to the Porter platform by such user or as a result of any other usage by such user of applications available from Porter. This indemnification shall also apply to claims raised by another user. The user shall bear the costs of any legal proceedings, in which Porter may be involved in connection with such claims, including all court costs and attorney’s fees to the extent permitted by law, unless the user was not at fault in causing such infringement.
- In the event that a claim is brought by a third party, the user shall promptly, truthfully and completely make available to Porter all information available to such user that may be necessary to verify such claim and defend against it. Any additional claims for damages that Porter may be entitled to bring against the user shall not be affected.
Changes to the T&C
- Porter reserves the right to amend these T&C from time to time for a number of reasons including, without limitation, for commercial reasons, to comply with applicable law or regulations, or for customer service-reasons. At any time, the then-current version of these T&C is available for viewing on the Porter platform and under the menu option “About” in the App.
- Changes to these T&C, other than changes to Section “Subject of the Agreement” require the consent of the respective user, to whom the changed T&C shall apply. If Porter intends to implement such changes to these T&C, Porter will give the user as much prior notice of such changes as possible. Such notice shall be made (i) via email to the email address the user previously supplied, (ii) on the relevant pages of the Porter platform, or (iii) on any other device through which the user accesses the Porter services. We may invite the user to accept the new T&C by clicking “yes” or “I accept”, checking a “tick box” or any other similar method of confirmation. Any such modifications will take effect within thirty days of publication or by installing the App, respectively.
- Following amendment of the T&C, provided that the user did not accept the new T&C, the continued use of Porter’s offering following the notification or, as the case may be, expiration of such thirty days-period, by any registered user shall be deemed user’s consent to the amended T&C.
- Subject to this Section, any changes to these T&C must be made in writing. No ancillary oral arrangements exist.
- In the event that individual provisions of these T&C shall be or become invalid, all other terms and conditions shall remain in full force and effect.
- Governing Law and Jurisdiction.
- These T&C and all contractual relations and litigation between the users and Porter shall be governed by the Netherlands law, excluding the conflict of law-provisions of the United Nations Convention on Contracts for the International Sale of Goods.
- Place of delivery and exclusive court of jurisdiction shall be Utrecht, the Netherlands.