Sign up

General Terms & Conditions

May 30, 2024

These are the General Terms and Conditions of Maneken B.V. (“Maneken”) which govern the use of the mock-up software (“Software”) provided to its user (“User”) via the website ("Website"). By accessing the Website and/or using the Software, User agrees to be bound by these General Terms and Conditions.

If you have any queries about these General Terms and Conditions you can contact us by e-mail at manekenapp@gmail.com

ARTICLE 1 Definitions and interpretations

1.1. Unless otherwise provided in the context, the words and expressions that are capitalized in these General Terms and Conditions are defined words and expressions with the following meaning:

Agreement(s)

Any Agreement that Maneken enters into with User, including but not limited to an license Agreement;

Content

The content created by User making use of the Service;

General Terms and Conditions

The General Terms and Conditions of Maneken that are applicable to every User of the Software and/or Website;

IP-Rights

All current and future intellectual property rights such as copyrights, database rights, related rights, trademark rights, registered and unregistered design rights, trade names and know-how and every other intellectual property right, registered or unregistered or able to be registered and regardless of protection in The Netherlands or any other part of the world;

Party

All parties that are part to the Agreement and therefore bound by these General Terms and Conditions;

Service(s)

The service(s) to be provided by Maneken to User under the Agreement, consisting of a browser powered editor software for the creation 2 of mock-ups as explained in article 2;

Software

Browser-powered editor software created by Maneken for designing, creating, customizing, modifying, maintaining and updating graphic arts, digital mock-ups, illustrations and visual advertising materials which is accessible on the Website;

Subscription(s)

The subscription(s) User obtained for purchasing a Service;

Subscription Fee(s)

The fee(s) that User pays to Maneken for the performance of the Service(s);

Third Party Applications.

third-party applications as referred to in article 6.1.

User

The User Guidelines as referred to in article 8;

Website

maneken.app, including all (sub)domains.

1.2. Unless these General Terms and Conditions expressly determine otherwise, the following applies to the interpretation of this Agreement:

a. a reference in this Agreement to an “Annex” or an “Article”, is a reference to a consideration, an attachment or an article of this Agreement; b. the attachments are inextricably linked to, and form part of this Agreement. A reference to this Agreement therefore also includes a reference to these Attachments; c. references to a Dutch legal concept also include, if applicable, the concept that most closely matches the Dutch concept in other relevant jurisdictions; d. the words "including" and words of similar meaning mean "including but not limited to"; e. a reference to a person is regarded as a reference to a natural person, a partnership or an entity; and f. the singular is considered to include the plural and vice versa. A reference to a masculine form is also considered to include a reference to a feminine form and vice versa.

ARTICLE 2 General remarks regarding Service

2.1. Maneken offers online services for creating mock-ups via their Software. The Service called Maneken can be obtained via various Subscriptions. By registering for and using the Service, including all associated functions and functionalities, websites and user interfaces, as well as all content and software applications that are linked to the service or by opening content or material made available through the service, User enters into a binding contract with Maneken.

2.2. The Agreement between User and Maneken includes these General Terms and Conditions and additional terms that User agreed to as discussed in the full agreement below article, except the terms and conditions that third parties use. User acknowledges that it has read and understood the Agreement, and accepts this Agreement, and agrees to be bound by them. If User does not agree with the Agreement (or cannot comply with them), User may not use the Service or access its content.

2.3. To use the Service and upload the Content, User must 1.) be at least 18 years of age or have full consent of its parent or guardian, 2.) has the right to enter into a binding agreement with Maneken and 3.) be living in a country where the Service is made available. User warrants that all information that is provided to Maneken is truthful, accurate, and complete.

ARTICLE 3 Applicability General Terms and Conditions

3.1. These General Terms and Conditions are applicable to every Agreement between Maneken and User and these General Terms and Conditions form an integral part of the Agreement between Maneken and User. By signing the Agreement User declares to have received a copy of the General Terms and Conditions and is aware of and agrees to the content of the General Terms and Conditions.

3.2. Agreements that deviate from these General Terms and Conditions are only valid if they have been agreed in writing.

3.3. Maneken is authorized to update the General Terms and Conditions. If this occurs, the new version of the General Terms and Conditions will automatically apply to all existing legal relationships and the new General Terms and Conditions will replace the present General Terms and Conditions. If Maneken makes substantial changes to the General Terms & Conditions and/or the Agreement, Maneken will inform User of such changes depending on the circumstances of the case, for example by placing a clear notice on the Website or by sending an e-mail to User. In some cases Maneken will inform User in advance. If User continues to make use of the Services, the General Terms and Conditions shall deemed to have been accepted by the User.

3.4. The applicability of the General Terms and Conditions of User are expressively rejected. Reference by User to the applicability of its own general terms and conditions has no legal effect.

3.5. If one or more provisions of the General Terms and Conditions is invalid or void, the remaining provisions of the General Terms and Conditions will remain in full force. The parties will consult about provisions that are not legally valid or void in order to replace this provision with a provision that is valid and that is as much as possible in line with the intention of the invalid/void provision.

ARTICLE 4 Prices and Payment

4.1. Depending on the Service obtained, User shall pay Maneken a Subscription Fee in order to use this Service. User expressly authorises Maneken or the third-party payment processor to charge User for a Service after purchasing this Service.

4.2. The Services Maneken offer have different pricing plans, including a free plan and a pro plan. The specific Subscription Fee following from these pricing plans can be charged monthly or annually and are available here. The specific rights and responsibilities User has concerning certain Services will be determined, at least in part, by the pricing plan User selects.

4.3. Unless explicitly agreed otherwise in writing, prices are always inclusive of all costs to be incurred and exclusive of VAT. All Subscription Fees are solely payable in Euro’s, unless otherwise agreed. Unless otherwise specified, all Subscription Fees shall be due 30 days from the invoice date and all Subscription Fees are non-cancellable and non- refundable.

4.4. By accepting these General Terms and Conditions and acquiring the Service, User acknowledges that the Service entails recurring payments, and User accepts the responsibility for fulfilling all such recurring payment obligations until the Service is cancelled either by User or Maneken. Maneken (or its third-party payment processor) will automatically charge User in accordance with the Subscription Fee mentioned in the pricing plan of the Service on the date corresponding to the Subscription, using the payment details provided by User.

4.5. In the event that User fails to pay the full amount owed to Maneken, Maneken may limit User’s access to the Service, in addition to any other rights or remedies Maneken may have.

4.6. Maneken can increase the prices of its Services. Maneken will inform User of this in writing.

4.7. The order process of Maneken is conducted by third-party payment processors which will process all the orders of Maneken and provides all customer service inquiries.

ARTICLE 5 IP-Rights

5.1. The Software is provided by Maneken “as is” and is the sole and exclusive property of Maneken. All IP-Rights not expressly granted in these General Terms and Conditions are reserved by Maneken.

5.2. The standard license, provided for both the free plan and pro plan, grants the User a non-exclusive, non-transferable, non-sublicensable, revocable license to use the Software for non-commercial purposes during the term of the Agreement. The User can use this standard license for non-commercial personal purposes such as presentations, case studies, website content, and/or personal social media.

Rights granted under this standard license include:

  • Unlimited personal use
  • No commercial gain or resale
  • License valid for the term of the Agreement
  • Non-exclusive

Permitted self-promotion usage includes:

  • Presentations and Pitches
  • Internal Communications
  • Competition Entries
  • Non-Paid Press Announcements
  • Personal Websites (excluding e-commerce)
  • Organic Social Media Content for User's Accounts
  • Educational Purposes (e.g., in lectures or workshops)
  • Non-Commercial Blog Posts

5.3. The extended license grants the User a non-exclusive, non-transferable, non-sublicensable, revocable license to use the Software per mockup purchase for commercial purposes during the term of the Agreement. This license can be used for digital or physical advertising, paid placements, and promotional and marketing content.

Rights granted under this extended license include:

  • Unlimited personal use
  • Unlimited physical ads
  • Unlimited digital ad impressions
  • License valid for the term of the Agreement
  • Non-exclusive

Permitted commercial and digital paid promotion usage includes:

  • Social Media Ads: Such as boosted posts and sponsored content.
  • Collaborative Partnerships: Paid collaborations with influencers and brands.
  • Marketing Newsletters: Promotional emails and updates.
  • Online Sales: Use in e-commerce websites and platforms.
  • Sponsored Webinars and Online Workshops
  • Advertorials and Paid Content

5.4. The User may not modify, copy, distribute, sell, lease, sublicense, or reverse engineer the Software and/or the Service.

5.5. All trademarks, trade names, logos, and domain names of Maneken are exclusively owned by Maneken and/or its licensors. These General Terms & Conditions and Agreement do not give any rights to the User unless prior written consent of Maneken is obtained.

5.6. Content uploaded by the User to the Website and/or Service will not be the property of Maneken (see Article 7 – User Created Content). By uploading content, the User provides Maneken a royalty-free, worldwide, and unlimited license to use the content for promoting the Website and/or Service.

5.7. he User agrees to fully respect the IP-Rights of Maneken and those of other Users and comply with the User Guidelines (see Article 8 – User Guidelines).

5.8. Third-party software included in the Website and/or Service is made available to the User under the license terms of the relevant third-party software licensing conditions.

ARTICLE 6 Third Party applications and devices

6.1. The Service is integrated with or may otherwise communicate with third-party applications, websites and/or services (“Third-party applications”) and third-party devices to make the Service available to User. These Third-party applications and devices may have their own terms and conditions and privacy policies, and the use of these third- party applications and devices is solely and exclusively controlled and governed by such terms and conditions and privacy policies. User understands and agrees that Maneken does not endorse, and is not responsible or liable for the behaviour, functions or content of Third-party applications or devices, nor for transactions that User may enter into with the provider of such application and devices from third parties.

ARTICLE 7 User created content

7.1. User is able to upload, or otherwise create Content with the Service, including for example photos, text, messages, information and/or other types of Content.

7.2. User warrants with the regard to the Content that is uploaded that

  1. User owns or has the right to upload such Content to the Website and/or Service and
  2. that such the uploading of the Content is fully compliant with these Terms & Conditions and/or the Agreement and
  3. is not infringing with any rights mentioned in the User Guidelines.

7.3. User is solely responsible for all Content that is uploaded to the Website and/or Service. Maneken is not responsible for Content, nor does Maneken endorse any opinion contained in the Content.

ARTICLE 8 User Guidelines

8.1. User commits to using the Website and/or Software, in accordance with the law and these General Terms and Conditions as well as with morals and good manners.

8.2. User shall not use the Website and/or Software to engage in any illegal, unethical, or harmful activities, including but not limited to infringing intellectual property rights, distributing malware, or conducting unauthorized access or hacking attempts.

8.3. User shall refrain from using the Website and/or Software for unlawful or prohibited purposes that are harmful to the rights and interests of third parties or that in any way can damage, disable, overload, disrupt, or prevent the normal use of the computer equipment and the documents, files, and all types of content stored on any of the provider’s computer equipment.

8.4. In particular, and by way of illustration but not exhaustive, User undertakes to not transmit, disseminate, or make available to third parties the information, data, content, messages, graphics, drawings, sound or image files, photographs, recordings, software, and, in general, any kind of material on the Website that: a. is contrary to, disparages, or violates the fundamental rights and public freedoms recognised constitutionally, in international treaties, and in other existing regulations; b. induces, incites, or promotes discriminatory actions, attitudes, or thoughts based on sex, race, religion, belief, age, or condition; c. is contrary to the right to honour, personal and family privacy, or people’s self- image; d. damages the credibility of the provider or third parties in any way; e. constitutes illegal, misleading, or unfair advertising; or f. is gathered with ‘crawling’ software, such as bots, scrapers and spiders.

8.5. User assumes full responsibility for all actions carried out through their account. By granting access to others, including access to information about the account's viewing activity, User acknowledges that these individuals act on their behalf and are subject to any alterations made to the account, including changes to the Service utilized. To retain control over the account and prevent unauthorized entry, User must maintain control over the devices used to access the Service and must refrain from divulging the account's password or any pertinent details to anyone.

Article 9 Personal Data Protection and use of cookies

9.1. Maneken will process the (personal) data of User in accordance with the General Data Protection Regulation (GDPR) and its Privacy Statement (source of the Privacy Statement)

9.2. The Website makes use of cookies in agreement with the Cookie Statement (source of Cookie Statement). By accessing the Website, User agrees to the use of cookies in accordance with its cookie settings.

Article 10 Warranties

10.1. The Website, Service and Software is provided on an "as is" and "as available" basis, without any warranties, expressed or implied.

10.2. Maneken does not represent that the Website and/or Services will be error-free, or that it will meet the requirements of User or that the overall system that makes the Website and/or Service available (including but not limited to the internet, other transmission networks, and the local network and equipment of User) will be free of viruses or harmful component, or that the use of the Website and/or Service will be uninterrupted or error free.

10.3. Maneken makes no warrant regarding features or services provided by third parties. The Warranties stated in article 10 (Warranties) are the sole and exclusive warranties offered by Maneken, there are no other warranties or conditions, express or implied, statutory or otherwise, including without limitation, those of merchantability, fitness for a particular purpose or non-infringement of third-party rights. User assumes all responsibility for determining whether the Website and/or Service are accurate or sufficient for the purposes of User, as well as the selection of the Website and/or Service and documentation necessary to achieve the intended results of User, and for the use and the results of the Website and/or Service.

Article 11 Limitation of liability

11.1. Maneken will not be liable to any third party for loss of profits or for any special, indirect, incidental, consequential or exemplary damages (including without limitation, damages for loss of business profits, loss of goodwill, business interruption) in connection with the performance of the Website and/or Service, or the performance of any other obligation under this Agreement, even if it is aware of the possibility of the occurrence of such damages.

11.2. Maneken’s total liability for any direct loss, cost, claim, or damages of any kind shall not exceed the amount of Subscription Fees paid or payable to Maneken during the twelve (12) months prior to the event giving rise to such loss, cost, claim, or damages.

Article 12 Cancelling Subscriptions

12.1. User can cancel their Subscription at any time by notifying Maneken via the contact details below. Unless mandated by applicable law, no refund of the Subscription Fee paid for the ongoing Subscription period will be provided upon cancellation.

12.2. User will be responsible for all Subscription Fees accrued for the ongoing Subscription period. Additionally, cancelling the Subscription will not lead to the termination of the Maneken account. For information on terminating the account, see article 13 (Term and Termination).

Article 13 Term and termination

13.1. These General Terms and Conditions are effective unless and until terminated by either User or Maneken. User may terminate the Agreement at any time by notifying Maneken that User no longer wish to use the Website or Service via the contact details below. Such termination will be effective at the end of the then-current Subscription period. 13.2. Maneken may terminate User’s access to all or any part of Website and/or Service, in its sole discretion, at any time and without notice or liability to User, provided that if Maneken freezes the account or cancels the Subscription of User and the termination is not due to User’s breach of these General Terms and Conditions, Maneken will provide User a pro rata refund of pre-paid unused Subscription Fees unless, given a reasonable estimation, Maneken is not legally permitted to do so.

13.2. Upon termination, User shall cease using the Service and Software, and all licenses and rights granted shall immediately terminate.

13.3. The termination of the Agreement shall not relieve User of any obligations or liabilities incurred prior to the termination.

Article 14 Indemnification

14.1. User agrees to indemnify, defend and hold harmless Maneken, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of User’s use of the Platforms and/or Software, including but not limited to User’s violation of these General Terms and Conditions.

ARTICLE 15 General provisions

15.1. These General Terms and Conditions together with the Agreement contain the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous proposals, understanding, representations, warranties, covenants, and any other communications (whether written or oral) between the Parties relating thereto and is binding upon the Parties and their permitted successors and assigns. Except as otherwise provided herein, no modification, amendment, or waiver of any provision of this Agreement will be effective unless in writing and signed by the Parties.

15.2. These General Terms and Conditions shall be construed and interpreted fairly, in accordance with the plain meaning of its terms, and there shall be no presumption or inference against the Party drafting this General Terms and Conditions in construing or interpreting the provisions hereof. In the event of any conflict or inconsistency among the following documents, the order of precedence shall be: (1) the Agreement, (2) General Terms and Conditions.

15.3. Maneken may assign these General Terms and Conditions and the Agreement as part of a corporate reorganization, consolidation, merger, or sale of all or substantially all of its assets. Except as expressly stated in the Agreement, neither Party may otherwise assign its rights or delegate its duties under the Agreement either in whole or in part without the prior written consent of the other Party, and any attempted assignment or delegation without such consent will be void.

15.4. Maneken may use independent contractors or subcontractors to assist in the delivery of services, provided, however, that Maneken shall remain liable for the actions or omissions of such independent contractors or subcontractors and for the payment of their compensation.

15.5. The Parties shall attempt in good faith to resolve any claim or dispute concerning the Agreement prior to the commencement of litigation.

15.6. Dutch law is applicable on all disputes and the competent court in Amsterdam is exclusively competent to take notice of all disputes or lawsuits that might arise out of these General Terms and Conditions and/or Agreement.

15.7. Any notice, approval, request, authorization, direction or other communication shall be given in writing, including mail.