Terms and Conditions VWE

Article 2 – Applicability and Severability Clause 

2.1. These General Terms and Conditions (including Appendices) apply to all quotations, (online) offers, legal relationships, and agreements between VWE and its (business and private) customers, unless the parties have expressly agreed otherwise in writing.

2.2. If one or more provisions of these terms and conditions are found to be void, voidable, invalid or unenforceable, the remaining provisions shall remain in full force and effect. In that case, the parties shall immediately consult with each other to replace the relevant provision(s) with one or more valid and enforceable provisions that most closely align with the content and intent of the original provision.

2.3. The applicability of purchasing or other general terms and conditions used by the Customer is expressly rejected.

2.4. By digitally signing or electronically confirming via VWE's systems (such as account activation or clicking ‘Submit my application’), or any other form of direct or indirect consent, the Customer agrees to these terms and conditions. The Customer is also deemed to agree to these terms and conditions as soon as they actually make use of VWE's Services or Products. 

Article 3 – Agreements

3.1. All offers and quotations from VWE are without obligation, unless explicitly stated otherwise in writing in the offer.

3.2. An agreement is concluded as soon as VWE has received the Customer's acceptance. If the agreement is concluded electronically (for example, via a customer portal or digital registration form), ticking the designated box or signing electronically constitutes valid acceptance of both the agreement and these general terms and conditions. The acceptance must indicate that the Customer agrees to the applicability of these general terms and conditions and, where applicable, waives their own (purchase) conditions.

3.3. If the Customer makes reservations or amendments in advance, the agreement will only come into effect once VWE has confirmed this in writing.

3.4. Offers and quotations are based on the data, information, and requirements provided by the Customer. The Customer is responsible for the accuracy and completeness thereof.

3.5. Correspondence and declarations via e-mail or through VWE's digital environment shall be deemed equivalent to written communication, unless the law prescribes a more formal method.

3.6. Verbal commitments, assignments or declarations by VWE employees are only binding if they have been confirmed in writing or by e-mail by an authorised representative of VWE.

3.7. Offers and quotations are valid for one (1) month from the date thereof, unless otherwise agreed in writing.

3.8 VWE reserves the right to correct manifest errors, calculation, typing, programming or other mistakes in offers, quotes, agreement texts or online published prices. If an offer or part thereof contains a manifest error or misprint, and the Customer could reasonably have understood this to be the case, then no agreement shall be concluded. In that event, VWE shall not be liable for damages. If the Customer has already paid, VWE shall refund the amount in question without delay.

3.9. VWE reserves the right to refuse an agreement in the event of (suspected) abuse, fraud, or violation of RDW or privacy legislation.

Article 4 – Prices and payments 

4.1. All prices from VWE are exclusive of VAT and exclusive of any government levies or taxes, unless expressly stated otherwise.

4.2. VWE is entitled to adjust its prices annually, including indexing in accordance with the CBS consumer price index (CPI). VWE shall inform the Customer of a price change at least thirty (30) days prior to the effective date. If the total increase within one (1) year exceeds the inflation rate published by the CBS (for the current or preceding year) by more than five (5) percentage points, the Customer may terminate the agreement in writing as of the date on which the price change takes effect.

4.3. VWE will invoice monthly, providing a breakdown of the amounts due. Payment is due within 14 days of the invoice date. Payment is preferred via direct debit, unless otherwise agreed in writing. The Customer will provide all necessary details for successful direct debit collection and is not entitled to set-off, suspension, or compensation.

4.4. If the Customer defaults, VWE may suspend access to Products and Services without prior warning until full payment has been made. The Customer's payment obligation shall remain in force.

4.5. If payment is not made, the Customer shall be in default by operation of law without further notice of default. From that moment, statutory commercial interest shall be due in accordance with Article 6:119a of the Dutch Civil Code, as well as reasonable extrajudicial collection costs.

4.6. If the Customer does not wish to pay by direct debit, VWE may charge a reasonable administration or processing fee.

4.7. Any objections to the invoice must be reported in writing to VWE with justification within fourteen (14) days of the invoice date. The Customer remains obliged to pay the undisputed portion of the invoice within the payment term.

Article 5 – Customer Account and Customer Obligations 

5.1. To use VWE's services, a personal customer account is required. Registration takes place via VWE's online application form or in another manner designated by VWE.

5.2. Following registration, VWE shall provide the Customer with the necessary login details (such as username and password) for access to the Products and Services. The Customer is obliged to treat the login details confidentially and not to share them with third parties, unless VWE has given prior written consent.

5.3. The Customer shall report loss, theft or unauthorised use of login credentials directly to VWE, so that appropriate measures can be taken.

5.4. The Customer is fully responsible and liable for the use of their account and login details, and for all actions performed with them. VWE shall not be liable for misuse or unauthorized use of login details.

5.5. The Customer is also responsible for costs and damages arising from incorrect input, duplicate queries, software errors or other mistakes in the use of the services that can be attributed to the Customer.

5.6. By creating an account, the Customer accepts the applicability of these general terms and conditions (including Appendices) and undertakes to comply with VWE's code of conduct (appendix 1 to these general terms and conditions).

5.7. VWE is entitled to block or terminate the Customer's account in the event of (suspected) misuse, fraud, or breach of the terms of use. In the event of repeated or structural misuse, VWE may charge a reactivation fee and recover any damages from the Customer. As soon as the provision of services ends – for whatever reason – access to the account will be terminated and the data will be processed in accordance with current privacy legislation, unless statutory retention periods require otherwise.

5.8. VWE may require the use of two-factor authentication or an equivalent security mechanism for access to its Products and Services.

5.9. VWE observes retention periods in accordance with applicable legislation. Personal data will not be retained for longer than is necessary for the purpose for which they were collected.

Article 6 – Intellectual property rights 

6.1. All intellectual property rights relating to the Products and Services supplied by VWE, including but not limited to software, data files, designs, documentation and other materials, are vested in VWE or its licensors. VWE has the exclusive right to further develop the VWE Products and Services and to make its use available to third parties by means of licences.

6.2. VWE reserves all rights and powers vested in it by virtue of the Copyright Act and other intellectual property legislation. VWE may use knowledge acquired during the performance of an agreement for other purposes, provided that no strictly confidential information of the Client is disclosed to third parties.

6.3. Intellectual property rights in analyses, designs, reports, specifications and other materials developed or provided by the Customer shall exclusively accrue to the Customer, unless otherwise agreed in writing.

6.4. If the parties agree in writing that specific intellectual property rights shall accrue to the Customer, the transfer thereof shall only take place after the Customer has fully paid all amounts owed to VWE, including any development or buy-out costs.

6.5. The Customer obtains an exclusive, non-transferable, and non-sublicensable right of use to the Products and Services supplied by VWE.

6.6. The Customer is prohibited from decompiling, reverse engineering or processing the Software by automated means in a way that leads to the extraction, reuse or restructuring of data for (i) data aggregation, scraping or data mining and/or (ii) the training or operation of AI or machine learning applications, unless VWE has given prior written consent.

6.7. Any such transfer as referred to in Art. 6.4 shall not prevent VWE from continuing to use for other clients or new Products and Services the knowledge, methodologies, algorithms and techniques underlying those rights, documentation and materials, provided that confidential client information is not disclosed.

6.8. The Customer is solely responsible for any material (including images, texts, data or software) that it provides to VWE or makes public via the services.

6.9. The Customer guarantees that material supplied by them or made public through the service (including images, texts, data, software, analyses or other content) does not infringe on third-party rights, including copyrights, database rights, trademark rights or other intellectual property rights. The Customer fully indemnifies VWE against all claims, damages, costs and demands from third parties arising from such infringements. VWE is not liable for damage caused by material supplied by the Customer infringing on third-party rights. Any damage and costs incurred by VWE as a result thereof may be fully recovered from the Customer.

6.10. The Customer grants VWE an irrevocable, unlimited, worldwide licence to use anonymised or derived data for analysis, training, and product development. 

Article 7 – (Delivery of) Services and/or Goods 

The Customer is obliged to accept the agreed Products and/or Services at the moment they are delivered or made available by VWE.

7.2. All delivery times are target times and do not constitute essential times. VWE will use its best endeavours to deliver the Products and/or Services in a timely and careful manner, but exceeding an indicative timeframe will not result in default without written notice of default, whereby the Customer grants VWE a reasonable period to deliver thereafter.

7.3. VWE may maintain its systems between 18:00 and 06:00 or on Sundays. The Customer will be informed in good time if maintenance may affect availability.

7.4. VWE shall only be liable for damage that is the direct consequence of late delivery if and to the extent that it is in default. In such a case, liability shall be limited to a maximum of 2.51% of the fee payable by the Customer for the delivery in question.

7.5. Delivery of physical goods shall be made ex-works (“Ex Works” Incoterms) from VWE. The risk of loss, damage or deterioration shall pass to the Customer as soon as the goods have been made available. If the Customer refuses to accept or fails to cooperate with delivery, VWE may store the goods at the Customer's expense and risk.

7.6. Items that are part of the services provided remain the property of VWE until all amounts owed by the Customer under the agreement have been paid in full to VWE. The Customer shall not pledge or otherwise encumber these items.

7.7. The Customer undertakes to insure and keep insured the goods supplied under retention of title against fire, explosion, water damage and theft, and to present the policy to VWE upon first request.

7.8. The Customer shall inspect, or have inspected, the delivered goods, data or services immediately upon delivery to ascertain whether they comply with the agreement.

7.9. The Customer shall, in any event, check the following:
a) whether the correct Service or case has been delivered;
b) whether the delivery corresponds in quantity to what has been agreed;
or the delivery meets the agreed specifications or, in the absence thereof, is suitable for normal use within the Customer's business operations.

7.10. Any visible defects or shortages must be reported in writing to VWE within five (5) Working Days of delivery. Non-visible defects must be reported in writing within three (3) Working Days of discovery, but no later than one (1) month after delivery.

7.11. Even with timely advertising, the Customer's obligation to pay the undisputed part of the invoice remains in full force. If no timely complaint is lodged, the Customer's right to invoke the defect shall expire.

Article 8 – Term and Renewal 

8.1. An agreement between VWE and the Customer is entered into for a minimum duration of one (1) year, unless otherwise agreed in writing.

8.2. After the initial contract period, the agreement shall be tacitly continued for an indefinite period, unless the parties have agreed otherwise in writing.

8.3. Termination must be made in writing or by e-mail, observing a notice period of three (3) calendar months prior to the first day of the new calendar month.

8.4. Upon termination of the agreement, for whatever reason, the Customer shall remove all (software) products supplied by VWE from its systems within thirty (30) days, unless the parties have agreed otherwise in writing. The Customer shall remain responsible for retaining its administration in accordance with the statutory retention obligations applicable to them.

8.5. Upon termination of the agreement, the Customer shall no longer be able to derive any rights from the agreement. Provisions intended to continue after termination by their nature – such as those relating to ownership rights, confidentiality and liability – shall remain in full force and effect.

8.6. VWE may terminate the agreement without liability if the RDW or another authorised body amends regulations or RDW approval conditions, making performance impossible or disproportionate.

8.7. In case of early termination, the Customer shall remain liable for the amounts already invoiced. No refund will be provided for amounts paid in advance.

Article 9 – Suspension and termination 

9.1. VWE has the right to terminate the agreement, in whole or in part, with immediate effect and without court intervention, if:

a) the Customer dies (if a natural person);
b) the Customer files for or is subjected to statutory debt restructuring;
c) for the Customer, bankruptcy or suspension of payments is applied for or granted; or
d) the Customer's company is liquidated or terminated, other than in the case of a merger or restructuring; or
e) the Customer abuses the services, commits fraud, or is reasonably suspected of committing criminal activities.

9.2. In the cases referred to in Article 9.1, a to e, all claims of VWE against the Customer shall become immediately and fully due and payable.
9.3. VWE may also terminate the agreement with immediate effect and without compensation if:

a) The agreement is dissolved by the Vendor within two (2) working days after its conclusion, for example in the event of an obvious error or technical impossibility; or
b) VWE loses the right or authorisation to supply a Third-Party Product or Service.

9.4. VWE may suspend its obligations or discontinue the performance of the agreement, in whole or in part, without judicial intervention, if the Customer fails to comply with any obligation under the agreement.

9.5. The suspension shall remain in force until the Customer has fully met its obligations. In that case, VWE shall not be liable for any damage resulting from the suspension.

9.6. Upon termination or dissolution of the agreement, the provisions of Articles 8.4 and 8.5 shall remain in full force and effect.

9.7. The suspension rights under these terms, including those in Article 4 and Appendix 1, apply alongside each other and can be applied independently depending on the nature of the default.

Article 10 – Liability 

10.1. VWE's total liability for attributable breach of contract is limited to compensation for direct damage up to the amount of the price stipulated for the agreement, excluding VAT. If the agreement is a continuing performance contract with a term of more than one (1) year, the price shall be the total of the fees paid by the Client to VWE during one (1) year, namely the year in which the damage occurred, with a maximum of twenty-five thousand euros (€ 25,000). A series of related events shall be considered as one event.

10.2. Direct damage shall only mean:

a) The reasonable costs incurred in determining the cause and extent of the damage;
b) The reasonable costs incurred to prevent or limit damage, insofar as the Client proves that these costs have led to a limitation of damage.
c) The reasonable costs incurred for repairing damage, to the extent that the Client demonstrates that these costs have led to the repair of damage and that VWE, after a written request to do so, cannot offer a timely solution itself for repairing damage.

10.3. VWE's liability for consequential loss is explicitly excluded. Consequential loss means loss other than direct loss in the non-exhaustive terms of Article 10.2, such as but not limited to, loss of profit, lost savings, destruction or loss of files and/or data, damages due to delay, incurred loss, damage caused by the deficient provision of information and/or cooperation by the Client, damages due to business stagnation or claims by third parties against the Client, loss of goodwill.

10.4. If VWE is insured, its liability is limited to the amount actually paid out by the insurer, plus the excess for which VWE is liable.

10.5. The limitations included in this article shall not apply if the damage is the result of intent or wilful recklessness on the part of VWE's management or of executives belonging to the company's management.

10.6. A condition for any entitlement to compensation for damages is that the Customer notifies VWE in writing and by registered post within sixty (60) days of the damage arising, and that the Customer takes all reasonable measures to prevent or mitigate further damage.

10.7. The Customer shall fully indemnify VWE against all third-party claims for damages caused by products or services supplied by the Customer to third parties, which include components supplied by VWE.

10.8. VWE is not liable for damages arising from the unavailability, errors, or shortcomings in systems, products, or services of the RDW or other third parties on which VWE depends or which are supplied to the Customer via VWE. If and to the extent that VWE can exercise any rights to compensation against the relevant third party, it shall transfer these rights to the Customer upon request. 

10.9. VWE shall not be liable for damage incurred during the provision of export/import services, including, but not limited to, the loss of BPM/VAT refunds.

10.10. VWE is not liable for damage to vehicles caused by events that are intrinsically uninsurable or that fall under exclusion clauses of standard business insurance policies, including – but not limited to – storm, hail, lightning or fire damage and other natural disasters, except insofar as this damage is the result of wilful intent or conscious recklessness by VWE.
Page 10 of 16 General Terms and Conditions VWE 2026

10.11. Outside of the cases mentioned in this article, VWE shall have no obligation for damages or legal indemnity, irrespective of the grounds on which a claim is based.

10.12. No event relating to the performance of the agreement by VWE shall be interpreted by the Customer as implying that VWE will fail to meet its obligations, or that performance by VWE is permanently impossible, unless VWE expressly states this intention to the Customer in writing.

Article 11 – Shortcomings 

11.1. If the Customer fails to meet an obligation under this agreement or the articles of these general terms and conditions, VWE shall be entitled to terminate the agreement with immediate effect without any further notice of default. In that case, the Customer shall, without any further demand being required, owe an immediately due and payable penalty of a maximum of twenty-five thousand euros (€ 25,000) per breach and, in the event of intent, without prejudice to VWE's right to claim full compensation for damages. The court may, in accordance with Article 6:94 of the Dutch Civil Code, reduce the penalty.

11.2. VWE is entitled to investigate, either itself or through a controller appointed by it, whether the Customer has actually deleted all Messages, Data Files and Products and Services after termination or dissolution. For this purpose, the Customer shall provide all relevant information and grant access to the necessary systems and data carriers.

11.3. If the Customer fails to meet any payment obligation or exceeds the agreed usage limits, such as using Messages or Data Files for purposes other than those agreed, the Customer shall be in default by operation of law, without any notice of default being required. In that case, the Customer shall be obliged to reimburse all costs incurred by VWE in the recovery of its claims, both judicial and extrajudicial. The extrajudicial collection costs amount to fifteen per cent (15%) of the amount due, with a minimum of one hundred euros (€100). Statutory commercial interest is payable on the outstanding amount from the date on which the Customer is in default.

Article 12 – Force Majeure 

12.1. VWE shall not be obliged to fulfil any obligation towards the Customer if it is prevented from doing so by a circumstance that cannot be attributed to it. Force majeure exists when the failure is not due to the fault of VWE and also not attributable to it by law, legal act, or prevailing opinions in traffic.

12.2. In these general terms and conditions, force majeure shall include, in addition to what is understood by law and jurisprudence, all external causes – foreseen or unforeseen – over which VWE has no influence, as a result of which VWE is unable to fulfil its obligations. This includes, but is not limited to, failures in telecommunications or IT networks, industrial action by VWE or third parties, government measures, pandemics, fire, floods, and failures or restrictions by suppliers or administrative bodies such as the RDW.

12.3. VWE may also invoke force majeure if the circumstance preventing the performance of its obligations occurs after VWE should have performed its commitment.

12.4. During the force majeure period, VWE's obligations shall be suspended. If the period in which performance is impossible due to force majeure lasts longer than two (2) months, both parties shall be entitled to terminate the agreement in writing, without either party being entitled to compensation for damages.

12.5. Insofar as VWE has already partially fulfilled its obligations under the agreement at the time of the occurrence of force majeure, or can still fulfil them, and that part has independent value, VWE is entitled to invoice the part already fulfilled or still to be fulfilled separately. The Customer is obliged to pay this invoice as if it were a separate agreement.

Article 13 – Privacy 

13.1. The Customer is themselves responsible for the lawfulness of the (personal) data that they provide to VWE for the purpose of carrying out the Services.

13.2. To the extent VWE processes personal data on behalf of the Customer in the performance of the agreement, VWE shall act as a processor within the meaning of the General Data Protection Regulation (GDPR) and VWE's processor agreement shall apply. This processor agreement forms an integral part of the Agreement.

13.3. VWE shall take appropriate technical and organisational measures to secure personal data against loss or any form of unlawful processing.
13.4. The Customer indemnifies VWE against all third-party claims arising from the Customer's breach of obligations under the GDPR or other applicable privacy legislation.

13.5. The Customer agrees that VWE shall process the (personal) data provided by or on behalf of the Customer in its administrative and management systems, insofar as this is necessary for the performance of the Services and the management of the customer relationship.

13.6. VWE shall not provide personal data to third parties unless this is necessary for the performance of the agreement, on the grounds of a statutory obligation, or if the Customer has given prior consent. Companies affiliated with VWE that are parent or subsidiary companies shall not be considered third parties.

13.7. Insofar as VWE processes personal data on behalf of the Customer, the agreements from the Data Processing Agreement also apply, including provisions on Sub-processors, international transfers, security standards, data subject rights, and data breach notification obligations. This Data Processing Agreement forms an integral part of the Agreement and shall prevail insofar as AVG obligations are concerned.

Article 14 – Third-Party Products and Services 

14.1. VWE is entitled to use third-party products or services in the performance of its obligations and to supply these to the Customer. VWE is not liable for shortcomings of these third parties, unless otherwise agreed in writing.

14.2. If VWE supplies products or services from third parties to the Customer, the terms and conditions of those third parties shall also apply in addition to these general terms and conditions. In the event of conflict, VWE's general terms and conditions shall prevail.

14.3. Rights relating to and the use of third-party products and services are exclusively granted under the terms and conditions of the relevant third party. The scope of the Customer's right of use shall be determined by these third-party terms and conditions. Insofar as these general terms and conditions are not deviated from therein, these general terms and conditions shall remain fully applicable.
14.4.
The RDW's Basic Registration Register, being a third-party product and service, is accessible by VWE outside of the RDW's regular working hours and on Saturdays. The RDW is closed outside these times and does not offer support then. The Customer acknowledges that this may affect the availability of the Products and Services supplied by VWE.
14.5.
The general terms and conditions for RDW end-users are an integral part of these general terms and conditions (Appendix 2). In case of any contradiction between these general terms and conditions and an appendix, the terms and conditions from the appendix shall prevail.

Article 15 – Other provisions 

15.1. If the legal relationship between VWE and the Customer is wholly or partly transferred to a third party as a result of a transfer of (part of) VWE's undertaking, the Customer shall provide all cooperation necessary for such a transfer.

15.2. VWE is entitled to transfer its rights and obligations under the agreement to an affiliated company within the VWE Groep B.V. without prior consent from the Customer.

15.3. VWE's failure to immediately enforce a provision or right does not imply a waiver of that right. VWE reserves the right to demand compliance with it at any time.

15.4. In the event of any discrepancy in interpretation between different language versions, the Dutch text of these terms and conditions shall prevail.

Article 16 – Disputes 

16.1. Dutch law shall apply exclusively to all agreements between VWE and the Customer.

16.2. The parties shall endeavour to settle disputes amicably as far as possible before resorting to court proceedings.

16.3. All disputes arising between the parties in connection with the agreement, the general terms and conditions or any legal act resulting therefrom, shall be exclusively submitted to the competent court of the Noord-Holland court, Alkmaar location.

16.4. A dispute shall be deemed to exist as soon as one of the parties has notified the other party thereof in writing.

Appendix 3: Additional terms for providing the VIN (Vehicle Identification Number) 

Article 1 Applicability 

1.1. This appendix applies to every Agreement whereby VWE provides the Customer with the Vehicle Identification Number (VIN), in whole or in part, including the reporting code.

1.2. This appendix applies in addition to the General Terms and Conditions of VWE. In the event of any conflict, this appendix shall prevail insofar as it concerns the provision, processing, and use of the VIN.

Article 2 Purpose Limitation and Use 

2.1. The VIN is provided and used solely for the agreed purpose within the Customer's regular business operations, to the extent that its use is necessary for the identification of an individual vehicle in the context of its vehicle-related business activities.

2.2. The agreed purpose also includes the use of the VIN within the scope of work for which vehicle identification is necessary, including, but not limited to:

– ordering parts by garages and dealers for a vehicle following a customer's request;
– the use by importers as a control measure in the context of warranties, recalls and liabilities;
– use by organisations involved in the detection and combating of vehicle fraud;
- use by insurers, agents, parties active in vehicle purchase financing, repairers and expert organisations in the context of their business activities.

2.3. The use of the VIN for other purposes, including uses not directly related to a specific vehicle or associated work, is not permitted unless previously agreed in writing with VWE.

2.4. The VIN may only be used as a means of control for establishing the identity of a vehicle.

Article 3 Storage, retention and provision 

3.1. The VIN may not be stored, collected, published or otherwise permanently processed together with the vehicle registration number, unless this is strictly necessary for the agreed purpose and has been agreed in writing with VWE.

3.2. The VIN will not be kept by the Customer for longer than is strictly necessary for the purpose for which it was provided and will thereafter be promptly deleted and, where applicable, destroyed.

3.3. The vehicle identification number (VIN) must not be disclosed to third parties, unless VWE has granted prior written permission or there is a legal obligation to disclose it.

Article 4 Security and administration 

4.1. The Customer shall take appropriate technical and organisational measures to secure the VIN against loss, unauthorised access and unauthorised use.

4.2. The Customer shall maintain a verifiable record of authorisations granted and the use of the message. This record shall include at least the employee's name or a traceable user identification, the date, the time, and the vehicle registration number or other traceable reference of the query.

4.3. The administration referred to in this article shall be made available to VWE upon first request for the purpose of inspection.

Article 5 Supervision and enforcement 

5.1. The Customer shall fully cooperate with inspections and checks by VWE, the RDW or any other competent authority regarding the use of the VIN.

5.2. VWE is entitled to monitor the use of the VIN and to check for unauthorised or illicit use.

5.3. In the event that the Customer acts in breach of this appendix, the Agreement or applicable laws and regulations, VWE shall be entitled to suspend or terminate the provision of the VIN or access to the relevant Products and Services with immediate effect, without prejudice to its other rights.