General terms and conditions

01

Definitions

1.1. Itjoe: [statutory name], trading as Online AI Training van Itjoe, registered with the Dutch Chamber of Commerce under number [KvK number], with its office at [registered address]. Reachable at hallo@itjoe.nl and +31 85 301 83 44.

1.2. Customer: the organisation that enters into an Agreement with Itjoe. 1.3. Participant: an employee of the Customer with an account on the Platform. 1.4. Platform: Itjoe's online learning environment, with e-learnings, practical assignments, assessments, certificates and dashboards.

1.5. Seat: one place on the Platform for one active account of one Participant. 1.6. Licence Period: the twelve month period during which Participants have access to the Platform. 1.7. Agreement: all arrangements between Itjoe and the Customer, consisting of the quote, these terms and the Data Processing Agreement. 1.8. Data Processing Agreement: the agreement on the processing of personal data as referred to in Article 28 GDPR.

02

Applicability

2.1. These terms apply to all quotes issued by Itjoe and to every Agreement. 2.2. Purchasing conditions or other terms of the Customer do not apply, unless Itjoe has accepted them in writing. 2.3. Deviations from these terms are only valid when recorded in writing. Confirmation by email counts as written.

2.4. If a provision is invalid, the rest of these terms remain in force. The parties will replace the invalid provision with a valid one that comes as close to it as possible.

03

Quote and formation

3.1. A quote is valid for thirty days, unless the quote itself states a different period. 3.2. The Agreement is formed as soon as the Customer accepts the quote in writing. Approval by email is sufficient. 3.3. Seat numbers, prices, volume discounts and the start date are stated in the quote.

3.4. A pilot is possible: up to twenty Participants, with no minimum, with an assessment before the start and another after thirty days. If you take out a full licence after the pilot, Itjoe credits the pilot cost, with a discount, against the final quote. The pilot arrangements are stated in the quote.

04

The service

4.1. During the Licence Period, Itjoe gives Participants access to the Platform, with the components belonging to the purchased package. 4.2. Depending on the package, the Customer receives an employer dashboard with aggregated group figures and progress information. What the Customer does and does not see there is described in Article 9. 4.3. Classroom sessions fall outside the licence. They are quoted and agreed separately.

4.4. The Platform is fully separate from the Customer's IT environment. Itjoe guarantees: no connection to Microsoft Graph or the Customer's tenant, no access to documents, mail or chats, no time tracking and no productivity score. The Platform processes what a Participant enters in the closed learning environment, and also keeps track of each Participant's progress: which parts are completed, how far someone is, and where there is room to improve. What the Customer sees of that is described in Article 9.

05

Licences and duration

5.1. Licences are per Seat. One Seat belongs to one active account. Accounts are personal and not transferable. If a Participant leaves the organisation, the Customer can have the account deactivated. The Seat does not automatically become available: reassigning it to a new Participant happens in consultation with Itjoe. 5.2. The Licence Period is twelve months, starting on the date stated in the quote.

5.3. The Agreement ends automatically after twelve months. There is no automatic renewal and no notice period: the Customer does not need to cancel anything. Continuing is only possible through a new, explicit arrangement. 5.4. After the Licence Period, the environment is deactivated: Participants and administrators no longer have access. Certificates remain visible. Of the account data, Itjoe only keeps whether a training was completed and the data needed for the certificate (name and certificate number); the remaining account data and all login data are deleted. If the Customer wants renewed access afterwards, for example to the prompt gallery, that is possible at a renewal rate, with or without the training modules.

5.5. Adding extra Seats is possible at any time during the Licence Period. Reducing the number of Seats mid-term is not; with a new arrangement, the Customer sets the number again.

06

Prices and payment

6.1. Prices are stated in the quote. They apply per Participant and exclude VAT. 6.2. Any volume discount is stated in the quote, not in these terms. That way the Customer knows exactly what has been agreed. 6.3. The price is fixed for the entire Licence Period. There are no mid-term price changes.

6.4. Itjoe invoices at the start of the Licence Period, unless the quote states otherwise. The payment term is thirty days from the invoice date. 6.5. If payment is not made, Itjoe first sends a reminder with a new term of fourteen days. If payment still does not follow, Itjoe may suspend access to the Platform until payment is received, and the Customer owes the statutory commercial interest and reasonable collection costs. A suspension does not extend the Licence Period.

07

Obligations of the Customer

7.1. The Customer provides correct and up-to-date Participant details and passes on changes in good time. 7.2. Accounts are personal. The Customer ensures that Participants do not share their login credentials. 7.3. The Customer's administrators always log in with a passkey. If the Customer's tenant supports single sign-on with Microsoft Entra ID, administrators and, if desired, Participants use SSO too; if not, Participants log in with a username and password, with account lockout after five failed attempts. This is an obligation, not an option.

7.4. The Customer uses the Platform only for training its own employees. Reselling, renting out or use for third parties is not permitted. 7.5. The Customer does not perform security tests or penetration tests on the Platform without a prior written arrangement with Itjoe. 7.6. The Customer reports any suspicion of misuse or a compromised account to Itjoe immediately.

08

Intellectual property

8.1. All rights to the Platform and its content (texts, videos, assignments, assessments and the prompt library) belong to Itjoe or its licensors. 8.2. The Customer receives a non-exclusive and non-transferable right of use, for the duration of the Licence Period and only for its own Participants. 8.3. Copying, reselling, renting out or reusing content outside the Platform is not permitted, except where these terms or the quote explicitly allow it.

8.4. SCORM export of content is only available when stated in the quote. Itjoe prepares the export on request. The same right of use applies to the export: internal use, within the Licence Period. 8.5. A certificate, once earned, belongs to the Participant, also after the Agreement has ended.

09

Privacy and data

9.1. For the personal data of Participants, the Customer is the controller and Itjoe is the processor. The Data Processing Agreement forms an integral part of the Agreement. 9.2. All data is stored exclusively within the European Union.

9.3. The employer dashboard shows aggregated group figures only, and only from five Participants per group. That threshold is fixed in the software and cannot be adjusted, not even at the Customer's request. Individual answers to assessments never go to the Customer. Visible per Participant: progress per module, certificate status and a training recommendation. 9.4. For Participants and other data subjects, the full explanation is in the privacy statement on this site.

9.5. Itjoe may also use Participants' progress data for its own internal analysis and market research, for example to improve the training. That data never leaves Itjoe: not to other customers, not to third parties, and never in a form traceable to a Participant or the Customer.

10

Availability and maintenance

10.1. Itjoe makes every reasonable effort to keep the Platform available, but deliberately gives no uptime guarantee. We prefer to promise what we can deliver: responding quickly and communicating openly when something goes wrong.

10.2. Planned maintenance takes place outside office hours where possible. Maintenance with noticeable impact is announced in advance. 10.3. Itjoe responds to fault reports within two working days. In the event of a fault affecting the entire Platform, Itjoe starts work as soon as the fault is known.

11

Liability

11.1. Itjoe is only liable for direct damage resulting from an attributable failure by Itjoe. 11.2. Itjoe's liability is limited to the amount the Customer paid to Itjoe in the twelve months before the event causing the damage, under the Agreement from which the damage arises.

11.3. Itjoe is not liable for indirect damage, including consequential damage, lost profit, missed savings, reputational damage and damage due to business interruption. 11.4. The limitations in this article do not apply if the damage results from intent or deliberate recklessness on the part of Itjoe. 11.5. A claim for damages lapses twelve months after the Customer discovered the damage or could reasonably have discovered it.

12

Force majeure

12.1. Itjoe is not required to fulfil an obligation if force majeure prevents it. Force majeure includes in any case: failures at hosting or email providers, internet and power outages, cyberattacks despite appropriate security, government measures, and illness or prolonged unavailability of persons who cannot reasonably be replaced at short notice.

12.2. If the force majeure lasts longer than sixty days, either party may terminate the Agreement in writing. The Customer then only pays for what has already been delivered and receives a proportionate refund for the remaining months of the Licence Period.

13

Suspension and termination

13.1. Itjoe may suspend access to the Platform or terminate the Agreement if the Customer fails to pay after a reminder, materially breaches the Agreement, or is declared bankrupt or applies for suspension of payments. 13.2. The Customer may terminate the Agreement if Itjoe materially breaches the Agreement and does not remedy this within thirty days of a written notice.

13.3. At the end of the Agreement, Article 5.4 applies: the environment is deactivated and the data is processed in accordance with the Data Processing Agreement. On request, Itjoe provides an export of the Customer's data before deactivation.

14

Confidentiality

14.1. Both parties keep each other's confidential information secret and use it only for the performance of the Agreement. Confidential is in any case: everything a party knows or ought to know is confidential. 14.2. This obligation continues after the end of the Agreement.

15

Changes to these terms

15.1. Itjoe may change these terms. A new version applies only to new Agreements and to arrangements made after that. 15.2. During a current Licence Period, the terms therefore never change silently. What the Customer accepted is what applies.

16

Governing law and disputes

16.1. The Agreement is governed by Dutch law. 16.2. In the event of a dispute, the parties first consult to resolve it together. If that fails, the District Court of Rotterdam has jurisdiction.