Terms and Conditions

DOCKTRAFFIC, private limited liability company (besloten vennootschap or BV) incorporated and existing under the laws of Belgium, with its registered seat at Rijselsestraat 38 box 0041, 8500 Kortrijk, Belgium, and registered with the Crossroads Bank for Enterprises (Kruispuntbank van Ondernemingen) under enterprise number 1023.406.022 (the "Company", "we", "us" or "Docktraffic"), offers software that enables the collection, analysis, and display of publicly available maritime logistic flows at specific port docks (together with any future software products or services offered by Docktraffic and accessed or used by you, the "Services"). These terms and conditions (the "Terms"), and together with any specific agreement, the "Agreement") govern your access to and use of the Services.

Disclaimer

Docktraffic BV collects, uses and structures exclusively publicly available data for professional users. Because these sources are public, external and not controlled by Docktraffic, the information generated by the platform can include assumptions or estimations regarding vessel and port activity. The insights provided should therefore not be considered complete, verified or conclusive evidence of such activities.

While Docktraffic BV strives to present data in a clear and structured manner, all information is provided "as is" and may be subject to inaccuracies, omissions or delays inherent to publicly available sources. Docktraffic BV does not guarantee the accuracy, completeness, reliability or timeliness of any data used within the platform. Users remain solely responsible for any interpretations, conclusions or decisions made on the basis of the information provided. To the maximum extent permitted by applicable law, Docktraffic BV shall not be liable for any loss, damage or consequences resulting from the use of, reliance on, or interpretation of the data or insights generated through the platform. In no event shall Docktraffic’s liability exceed the limitations set out in Section 8 of the Terms.

By accessing or using the Services, or by clicking a button or checking a box marked "I agree" (or similar), you (a) confirm that you have read, understand, and agree to be bound by this Agreement, and (b) consent to enter into this Agreement electronically and agree that your electronic acceptance in the manner described herein satisfies any requirements under applicable law that such agreements be in writing or signed. If you do not agree to this Agreement, you may not access or use the Services.

We may update or otherwise amend this Agreement from time to time. If we make material changes, we will notify all users by email and we will post the updated Terms on our website with a "Last Updated" effective date of the revisions. Your continued use of the Services after an update shall constitute acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Services.

If you are entering into this Agreement on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you are authorized to bind that entity to this Agreement, in which case "you" or "your" shall refer to that entity. If you do not have the authority to bind that entity or do not agree with any provision of this Agreement, you must not accept this Agreement and may not use the Services.

Any capitalized words not defined in the text of the Terms, are defined in the definitions in Addendum to these Terms.

1. Services

Subject to your compliance with this Agreement, the Company hereby grants you a (i) non-exclusive, non-sublicensable, revocable (only as expressly permitted hereinunder), non-transferable (except as expressly permitted hereinunder) right to access and use the Services during the Term, solely for your internal business purposes, in accordance with, and subject to, any other terms set out in the then-current Agreement.

2. Restrictions

Except as expressly permitted by this Agreement, you will not and will not permit any third party (including Authorized Users) to use the Services in any manner beyond the scope of the rights expressly granted in this Agreement. Specifically, you will not at any time, directly or indirectly, and will not permit any third party to:

• copy, modify or create derivative works of the Services or Documentation;
• reverse engineer, decompile, decode, or otherwise attempt to improperly access the software component of the Services;
• share passwords or allow unauthorized access to the Services;
• use the Services in any manner or for any purpose that infringes on third party IP or other rights or that violates any applicable law;
• disrupt or interfere the Services or its data;
• use unauthorized tools to access or search the Services; or
• use the Services, Documentation or Confidential Information of the Company to develop competing products or copy ideas, features, functions or graphics of the Services.

2.1 Authorized Users

You will not permit any person or entity other than your Authorized Users to access, use or operate the Services. You are fully and directly responsible to the Company for: (a) any act or omission by each of your Authorized Users in connection with such Authorized User’s use of the Services; and (b) any use of the Services through your account, whether authorized or unauthorized. You will use and will require all Authorized Users to use all reasonable means to secure usernames and passwords, hardware and software used to access the Services and will promptly notify the Company if you or any Authorized User know or reasonably suspect that any username and password have been compromised. Each account for access to and use of the Services may only be accessed and used by the specific Authorized User for whom such account is created.

2.2 Modification, Suspension or Termination

We may (i) modify, deprecate, or update the Services, in whole or in part, at any time during the Term; and (ii) without liability to you, immediately suspend, terminate, or limit your access to the Services, including to modify the Services or to suspend or stop providing all or portions of the Services, at any time, if we reasonably suspect that the Services are being used in violation of this Agreement and to the extent permitted by law. Without limitation, we will have no liability for any damages, liabilities, or losses as a result of any suspension, limitation, or termination of your or your Authorized User’s right to use the Services in accordance with this subsection.

3. Fees and Payment

3.1 Fees

You will pay the Company the Fees as set out in the relevant Agreement. All Fees are non-refundable and neither party will have the right to set off, discount or otherwise reduce or refuse to pay any amounts due to the other party under this Agreement. Unless otherwise set out in the relevant Agreement, we reserve the right to change the Fees at the end of the relevant agreement Term, upon 30 days’ prior notice to you.

3.2 Automatic Payment

If you have signed up for automatic billing, we will charge your selected payment method (such as credit card or debit card) for any Fees on the applicable payment date, including any applicable taxes. If we cannot charge your selected payment method for any reason (such as expiry or insufficient funds), you remain responsible for any uncollected amounts, and we may attempt to charge the payment method again if you update your payment method information. In accordance with local law, we may update information regarding your selected payment method if such information is provided by your financial institution. Invoicing will happen solely online as is legally obligated by Peppol from 01/01/2026.

3.3 Late Payment

We may charge interest on late payments at a rate of 10% or the maximum rate permitted by applicable law for commercial transactions, whichever is higher, and we may suspend access to the Services until all payments are made in full. You will reimburse the Company for all costs and expenses incurred (including attorneys’ fees) in collecting any late payments or interest.

3.4 Taxes

You are responsible for paying all sales, use, value-added (VAT), or similar taxes on any amounts owed to the Company under this Agreement. The Company will, however, remain responsible for any taxes assessed on its own income.

4. Suspension and Termination

4.1 Agreement Term

If you have entered into a specific Agreement with the Company, this Agreement will begin on the Effective Date specified in that Agreement and, unless terminated earlier in accordance with this Agreement, will remain in effect for as long as the Agreement is active (the "Term"). Each Agreement will apply for its initial duration (the "Agreement Initial Term") and any subsequent renewal periods (the "Agreement Renewal Terms"). Collectively, the Initial Term and Renewal Terms are referred to as the "Agreement Term." If you have not entered into an Agreement with the Company, this subsection 4.1 does not apply.

4.2 Termination

We reserve the right to immediately suspend, terminate, or limit your access to the Services as set out under subsection 2.2 of these Terms. You have the right to stop using the Services at any time.

4.3 Liability

We are not responsible for any loss or harm related to your inability to access or use the Services as a result of such termination, suspension or limitation under subsection 2.2 of these Terms.

4.4 Effect of Termination

No expiration or termination of your access to the Services will affect your obligation to pay any amounts legitimately owed to the Company prior to the effective date of such expiration or termination (the "Effective Termination Date"). After the Effective Termination Date, the Company will have no obligation to maintain or provide Your Content, and may, in its sole discretion, delete or destroy all copies of Your Content in the Services or in its possession or control.

4.5 Survival

Sections related to Restrictions, Authorized Users, Fees and Payments, Effect of Termination, Survival, IP Rights, Confidentiality, Representations and Warranties, Indemnification, Limitation of Liability, General Provisions, and any other provisions that, by their nature, are intended to survive the Term, shall survive termination.

5. IP Rights

5.1 Company

The Company (and, where applicable, its licensors) has and retains ownership of all rights in and to (including all IP Rights in and to) the Docktraffic IP. No rights are granted to you hereunder (whether by implication, exhaustion or otherwise) other than as expressly set out herein.

5.2 Feedback

You grant the Company a perpetual, royalty-free license to use any feedback you or your representatives provide for the Company’s business purposes, including to improve the Services. The foregoing license includes the right to profit from such feedback without compensating you or crediting you in any way. Feedback will not be considered your trade secret.

6. Confidentiality

6.1 Non-Disclosure of Confidential Information

The parties will protect one another’s confidential information and not use or disclose it except as necessary to perform the Services. Confidential information includes all non-public information provided by a party under this Agreement that is designated as confidential at the time of disclosure or that, under the circumstances, a person exercising reasonable business judgment would understand to be confidential or proprietary. Docktraffic’s Confidential Information includes, without limitation, all non-public elements of the Services.

6.2 Exceptions

The confidentiality obligation under subsection 6.1 does not apply to information that is public, previously known to the receiving party, disclosed to the receiving party by a third party without a breach of confidence, independently developed by a party without reference to the confidential information, or legally required to be disclosed.

7. Representations and Warranties

7.1 Your Representations and Warranties

You represent and warrant to the Company that: (i) you have obtained and will continue to have all necessary rights, authority, consents, and licenses for the access to and use of Your Content as contemplated by this Agreement; (ii) you will comply with all applicable laws in your use of the Services and performance of this Agreement; and (iii) our use of Your Content in accordance with the Agreement will not cause a breach of any agreement or obligations between you and any third party.

7.2 Docktraffic’s Representations and Warranties

Except as expressly set forth herein, the Services and other Docktraffic IP are provided on an "as is" basis, and Docktraffic makes no warranties or representations to you, your Authorized Users or to any other party regarding the Docktraffic IP, the Services or any other services or materials provided hereunder. To the maximum extent permitted by law, Docktraffic hereby disclaims all warranties and representations, whether express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, commercial result, or non-infringement, and any warranties arising out of course of dealing or usage of trade. Without limiting the foregoing, Docktraffic hereby disclaims any warranty that use of the Services will be error-free, bug-free or uninterrupted. Docktraffic’s only obligations with respect to the Services are expressly stated in this Agreement.

8. Limitation of Liability

8.1 Exclusion of Damages

Neither party will be liable for any loss of revenue, anticipated profits, lost business or lost sales, or for any incidental, indirect, punitive, special or consequential damages arising from or related to the Agreement, the Docktraffic IP, or the provision of the Services (including, without limitation, lost profits or other economic loss, lost reimbursements, lost data, lost savings or reputational damages), whether based in contract, tort (including negligence), strict liability, or otherwise, and even if such party has been advised of the possibility of such damages.

8.2 Total Liability

The Company’s aggregate liability arising out of or related to the Services shall not exceed the total of the amounts paid by you for the Services in the three month period preceding the event giving rise to the Claim, regardless of the grounds on which the Claim or liability is based, and whether or not such party was advised of the possibility of such loss or damage.

8.3 Basis of the Bargain

The parties hereby acknowledge and agree that the limitations of liability in this section 8 are an essential part of the basis of the bargain between them and will apply even if the remedies available hereunder are found to fail their essential purpose.

9. Dispute Resolution

9.1 Settlement

Where a dispute or claim arises from this Agreement, the parties agree to do all reasonable efforts to settle the dispute or claim by mutual concessions (dading) before bringing any legal action, claim, or other proceeding.

9.2 Governing Law

The Agreement shall be governed by and construed in accordance with the laws of Belgium, without regard to the conflict of laws provisions thereof. The parties hereby submit to the personal and subject matter jurisdiction of the courts of the registered seat of the Company, which shall be the exclusive venue for any such dispute.

10. General Provisions

10.1 Order of Precedence

In the event of any conflict or inconsistency between the components of the Agreement, the following order of precedence shall govern: (1) the relevant Agreement, and (2) these Terms.

10.2 Force Majeure

Neither party will be liable in damages or have the right to terminate this Agreement for any delay or default in performing hereunder (except for a failure to pay Fees) if such delay or default is caused by conditions beyond its reasonable control, including acts of God, causes associated with weather, flooding, acts or requirements of any government, enemy act, act of war or civil disorder, fire or other casualty, technical or mechanical difficulties, significant outage, disruption, or unavailability of services by cloud service providers or any other cause or circumstance beyond the control of such party ("Force Majeure Event"), provided that the affected party uses all reasonable efforts to avoid or remove such causes of non-performance and gave written notice of the Force Majeure Event to the other party. The party affected by the Force Majeure Event is held to resume the execution of the Agreement whenever the Force Majeure Event has ended. If the Force Majeure Event prevents performance for a period of more than ten (10) working days, or such other period as mutually agreed, then the performing party may elect to terminate the Agreement on written notice to the non-performing party, without giving rise to any indemnification.

10.3 Notices

All legal notices given hereunder shall be in writing and shall be deemed to have been duly given (a) on the delivery date if delivered personally, by nationally recognized overnight courier, or by email transmission, or (b) five business days after the mailing date whether or not actually received, if sent via registered or certified mail or equivalent, if available, return receipt requested, in each case with any delivery fees pre-paid and addressed to the party at the address set forth in the Agreement, or such other address provided by the other party in writing. This section does not apply to the service of any documents in any legal action or other method of dispute resolution.

10.4 Assignment

You may not assign, delegate, or otherwise transfer your rights or obligations under this Agreement in whole or in part, except that you may assign this Agreement, subject to prior approval of the Company, in connection with a merger, acquisition, sale of a majority of its equity, sale of substantially all of its assets to which this Agreement relates, or a similar transaction. This Agreement shall be binding upon and will inure to the benefit of the parties and their permitted successors and assigns.

10.5 Entire Agreement

This Agreement constitutes the entire agreement between the Parties with respect to its subject matter and supersedes all prior understandings or agreements. Any amendment or waiver shall only be valid if made in writing and signed by both Parties.

10.6 No Subcontracting

Nothing contained in this Agreement will be deemed to create, or be construed as creating, a relationship as contractor and sub-contractor, a joint venture, or a partnership between the parties. Except as otherwise set forth in this Agreement, neither party is restricted from doing business with any other person, entity or organization by virtue of this Agreement. Neither party to this Agreement is granted any right or authority to assume or to create any obligation or responsibility, express or implied, on behalf or in the name of the other party, or to bind such other party in any manner. Nothing contained in this Agreement will be deemed to create any third-party beneficiary right upon any third party whatsoever.

10.7 Severability

In the event that any term or provision of this Agreement shall be held to be invalid, void or unenforceable, then the remainder of this Agreement shall not be affected, impaired or invalidated, and each such term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law.

10.8 Counterparts

This Agreement may be executed in counterparts, each of which will constitute the same instrument. Electronic signatures shall be given the same effect and weight as originals.

Addendum - Definitions

"Aggregate Data" means any data that is derived or aggregated in deidentified form from (a) Your Content, or (b) your and/or your Authorized Users’ use of the Services, including, without limitation, any usage data or trends with respect to the Services. Subject to the foregoing, you have and retain ownership of Your Content, and any intellectual property rights therein.

"Authorized User" means any natural person who is your employee or your contractor and who: (a) you authorize to use the Services; and (b) receives an account issued by the Company to use the Services.

"Docktraffic IP" means the Services, the underlying software provided in conjunction with the Services, algorithms, interfaces, technology, databases, tools, know-how, processes and methods used to provide or deliver the Services and Documentation, all improvements, modifications, or enhancements to, or derivative works of, the foregoing (regardless of inventorship or authorship), whether of a general nature or specifically or individually conceived, created, or delivered by Docktraffic alone or jointly with the customer, and all IP Rights in and to any of the foregoing.

"Documentation" means the operator and user manuals, training materials, specifications, and/or similar materials in hard copy or electronic form if and as provided by the Company to you (including any revised versions thereof) relating to the Services, which may be updated from time to time.

"IP Rights" means patent rights (including, without limitation, patent applications and disclosures), inventions, copyrights, trade secrets, know-how, data and database rights, and any other intellectual property rights recognized in any country or jurisdiction in the world.

"Agreement" means any mutually executed Agreement which references this Agreement.

"Your Content" means any non-public information captured through the Services, or otherwise made available to the Company, by or on behalf of you or your Authorized User.

Contact Information

For any questions about these Terms and Conditions, please contact us at: