General terms and conditions

Version AV2024-1.0
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Article 1 Definitions
1.1 The terms and definitions written with a capital letter in the Agreement shall have the meaning assigned to them below.
a. Offer: any offer (regardless of form) by Jimani in the context of providing services, including but not limited to an offer in the form of a quotation or a general offer made online that can be accepted there.
b. Account: a combination of a login name and password for the personal account of the Customer or its End User, providing access to the Platform.
c. Customer: the natural person or legal entity with whom Jimani has entered into an Agreement.
d. General Terms and Conditions: the present general terms and conditions.
e. End User: the natural person authorized by the Customer to use the Platform.
f. External API: A connection to another platform utilized by the Jimani Platform.
g. Jimani: the company Jimani B.V., registered with the Chamber of Commerce under number 91649021.
h. Intellectual Property Rights: all intellectual property rights and related rights, including but not limited to copyrights, database rights, domain names, trade name rights, trademark rights, design rights, neighboring rights, patent rights, as well as rights to know-how.
i. Office Hours: the hours on a Working Day between 08:00 and 17:00 (Dutch time).
j. Licentie: een beperkt gebruiksrecht voor de Afnemer voor het gebruik van het Platform.
k. Module: Een Eindgebruiker van Afnemer die gebruik maakt van de extra betaalde functionaliteit die het Platform biedt waarvoor Verbruikskosten in rekening worden gebracht.
l. Overeenkomst: de overeenkomst die tot stand komt na aanvaarding van een Aanbod door de Afnemer, waar de onderhavige Algemene Voorwaarden een onlosmakelijk onderdeel van uitmaken en op basis waarvan Jimani diensten zal verlenen aan de Afnemer.
m. Partij: een partij bij de Overeenkomst.
n. Platform: het platform dat online benaderbaar is via Jimani.nl en waartoe toegang verkregen kan worden door in te loggen op een Account.
o. Schriftelijk: op papier alsmede in elektronische vorm (bijvoorbeeld via het Platform) mits de identiteit van de afzender en integriteit van het bericht voldoende vaststaat. Waar het begrip Schriftelijk in de context van ingebrekestelling en ontbinding van de Overeenkomst wordt gebezigd, wordt daarmee ten aanzien van de Afnemer uitsluitend op papier bedoeld.
p. Verbruikskosten: Het aantal keer dat een Module of een Externe API is gebruikt die in aanmerking komt voor een vergoeding.
q. Vertrouwelijke Informatie: alle niet-publieke informatie die gerelateerd is aan een of beide Partijen en waarvan een Partij aangeeft dat deze informatie vertrouwelijk is, of die, naar de aard van de informatie of onder de omstandigheden waaronder de bekendmaking plaatsvindt, als vertrouwelijk dient te worden behandeld of die als vertrouwelijk is gemarkeerd.
r. Werkdag: maandag tot en met vrijdag, met uitzondering van de volgens de Nederlandse Algemene termijnenwet erkende feestdagen en de dagen waarvan Jimani vooraf, al dan niet via haar website of e-mail, heeft aangegeven gesloten te zijn.

Article 2 Applicability and priority
2.1 The General Terms and Conditions apply to every Offer from Jimani and the execution of (future) Agreements.
2.2 The applicability of any purchasing or other terms and conditions of the Customer is explicitly excluded. Such terms and conditions shall only apply if they have been accepted by Jimani in writing through a signature.
2.3 In the event of any conflict between the applicable documents, provisions, and definitions included in the various parts of the Agreement, the following order of priority shall apply, where the document mentioned first takes precedence over the document mentioned later:
2.3.1 Offer
2.3.2 Any annexes to the Agreement
2.3.3 The General Terms and Conditions
2.3.4 Any purchasing or other terms and conditions of the Customer signed by Jimani.

Article 3 Formation of Agreement
3.1 Every Offer made in the form of a quotation by Jimani is entirely without obligation and valid for a duration of thirty (30) days after the date of issue, unless a different validity period is stated on the quotation. If the date of issue is missing, the aforementioned period commences on the day Jimani sent the quotation to the Customer.
3.2 The Agreement is established upon the acceptance of an Offer by the Customer.
3.3 An Agreement is also established by creating an Account on the Jimani Platform.
3.4 Jimani is only bound by an acceptance of an Offer by the Customer that deviates—whether on minor points or otherwise—if Jimani explicitly accepts the deviating acceptance in Writing. The foregoing is without prejudice to the provisions of Article 2.2.
3.5 All prices in every Offer are subject to programming and typing errors. If a price in an Offer is based on data provided by the Customer and this data proves to be incorrect, Jimani has the right to adjust the prices accordingly, even after the Agreement has already been established.
3.6 The applicability of Article 6:227b paragraph 1 and 6:227c of the Dutch Civil Code is excluded.

Article 4 Execution of the Agreement

4.1 After the establishment of the Agreement, Jimani will make every effort to start the execution of the Agreement as soon as possible and will observe the care of a good contractor. (Delivery) terms communicated by Jimani or agreed between Parties are indicative and never count as final deadlines.
4.2 The Customer will provide Jimani with all support that is necessary and desirable to enable a correct execution of the Agreement. In any case, the Customer will provide Jimani with all information that Jimani indicates is necessary, or of which the Customer should reasonably understand is necessary for the correct execution of the Agreement. Jimani has the right, but not the obligation, to check this information for accuracy and completeness.
4.3 If the Customer does not provide the cooperation described above, or if it appears that the information provided by the Customer is incorrect or incomplete, Jimani has the right to suspend the Agreement until the Customer has provided the requested cooperation or the necessary information. Any periodic fees from the Customer remain fully due during this period.
4.4 Jimani has the right to involve third parties in the execution of the Agreement. Any related costs are only for the account of the Customer if the Parties have agreed upon this.

Article 5 Access to and use of the Platform
5.1 To gain access to the Platform, the Customer requires a License. A License grants the Customer the non-exclusive right to use the Platform as an online service (Software-as-a-Service) for the duration of the License and exclusively for the use intended under the Agreement.
5.2 The License may only be used for the Customer’s own purposes within its own organization. Licenses may not and, from a property law perspective, cannot be transferred to third parties, except with the express Written consent of Jimani.
5.3 Unless otherwise agreed in Writing, the following applies:
5.3.1 a License commences on the day Jimani provides the Customer with access to the Platform (e.g., by providing login details for an Account and/or the notification that the Customer can create an Account themselves);
5.3.2 a License has a minimum term of one (1) month;
5.3.3 after the expiry of the agreed term of the License, the License is automatically and tacitly renewed for consecutive periods of the same length;
5.3.4 a License can be terminated in Writing by either Party towards the end of the then-current period, subject to a notice period of one (1) month (thereby preventing any tacit renewal).
5.4 In addition to Licenses, the Customer may choose to use Modules for which Consumption Costs will be charged.
5.5 The Agreement, as well as the Licenses provided thereunder, cannot be terminated prematurely by the Customer, except with the Written consent of Jimani. Article 7:408 paragraph 1 of the Dutch Civil Code (BW) does not apply to the Agreement.
5.6 After the end of the License, Jimani will terminate access to the Platform and shall be entitled to delete all data related to the Customer present within the Platform, unless agreed otherwise.
5.7 For each License, Jimani will provide the Customer with login details for an (administrator) Account, or offer the Customer the possibility to create an Account independently. If agreed upon, the Customer may use their Account to create sub-Accounts for other End Users. The same conditions apply to such sub-Accounts as to regular Accounts.
5.8 An Account is strictly personal and may not be shared with third parties. Login details must be kept secret at all times. The Customer is obliged to use a sufficiently strong password for every Account and to immediately change any default password provided by Jimani.
5.9 Jimani is not responsible for the misuse of Accounts and may assume that the person logging into an Account is indeed an End User authorized on behalf of the Customer. Jimani may rely on the fact that all actions performed from an Account are carried out under the direction, supervision, and with the approval of the Customer.
5.10 Unless otherwise agreed, the Customer is personally responsible for end-user management, the granting or withdrawal of rights, and the creation or deletion of Accounts—all insofar as these options are included under the Agreement.
5.11 If login details for an Account are (suspected to be) lost or leaked, the Customer shall immediately take all measures reasonably necessary, desirable, and possible to prevent misuse of the Account. These measures may include, for example, changing the associated password. In any case, the Customer shall report this to Jimani immediately, so that additional measures can potentially be taken to prevent misuse of the Account.

Article 6 Rules of use

6.1 The Customer is not permitted to use or deploy the services provided under the Agreement, particularly the Platform, in a manner that violates applicable laws or regulations or the Agreement.
6.2 The Customer is not permitted to offer or distribute materials via the Platform that are unlawful in nature, infringe upon the rights of third parties such as Intellectual Property Rights, or are defamatory, offensive, discriminatory, or hateful, or constitute a violation of the privacy of third parties, including but not limited to the distribution of personal data of third parties without consent or necessity.
6.3 The Customer shall refrain from hindering other customers of Jimani, including other users of the Platform, or other internet users in general, or causing damage to the systems or networks of Jimani (or its suppliers). If, in Jimani’s opinion, the Customer’s actions cause hindrance, damage, or any other danger to the functioning of Jimani’s systems or networks—particularly as a result of excessive data transmission, (distributed) denial-of-service attacks, poorly secured systems, or activities of viruses, Trojans, or similar software—Jimani is entitled to take all measures it reasonably deems necessary to avert or prevent this danger.
6.4 If a third party points out to Jimani that materials or other information are being stored or distributed by or on behalf of the Customer via the systems that are part of the provided services, which according to that third party infringe upon their rights or otherwise constitute unlawful conduct, Jimani will inform the Customer of the relevant report. The Customer must then provide a motivated Written response aimed at refuting the report or complaint as soon as possible, but no later than within forty-eight (48) hours, after which Jimani will independently decide which measures will be taken. Measures may include the permanent removal of, or restriction of access to, the materials or information to which the complaint relates. In cases that Jimani considers urgent, Jimani may intervene immediately without having to inform the Customer in advance. However, Jimani will still make every effort to inform the Customer as soon as possible afterwards about the measures taken and the reasons for them.

Article 7 Advice

7.1 If commissioned to do so, Jimani may prepare advice, a plan of approach, design, reporting, planning, and/or documentation for the benefit of the services. The content thereof is non-binding and purely advisory in nature, although Jimani will observe its due care obligations. The Customer decides independently and under its own responsibility whether to follow the advice.
7.2 At Jimani’s first request, the Customer is obliged to evaluate proposals provided by Jimani. If Jimani is delayed in its work because the Customer fails to provide an evaluation of a proposal made by Jimani, or fails to do so in a timely manner, the Customer remains responsible at all times for the resulting consequences, such as delays.
7.3 The nature of the services entails that the result is always dependent on external factors that can influence Jimani’s reports and advice, such as the quality, accuracy, and timely delivery of necessary information and data from the Customer and its employees. The Customer guarantees the quality and the timely and correct delivery of the required data and information.
7.4 Prior to the commencement of the work, the Customer shall notify Jimani in writing of all circumstances that are or may be of importance, including any specific points and priorities for which the Customer requests attention.

Article 8 Maintenance

8.1 Jimani reserves the right to temporarily take the Platform out of service for the purpose of maintenance. Jimani will make every effort to ensure that such decommissioning takes place outside of Office Hours as much as possible and will inform the Customer in a timely manner of the planned decommissioning. In the event that Jimani is of the opinion that decommissioning the Platform – whether or not during Office Hours – is necessary for its secure operation, it is entitled to take the Platform out of service immediately without prior notice to the Customer, so that Jimani can and will take appropriate measures as soon as possible. Jimani shall never be liable for any compensation to the Customer due to decommissioning as referred to in this paragraph.
8.2 Jimani has the right to modify the Platform from time to time, among other things to improve functionality and to fix errors, or to no longer offer certain aspects of a Platform. If the foregoing leads to a significant reduction in functionality, Jimani will inform the Customer of this in Writing or via the Platform before the change is implemented. Since the Platform is provided to multiple customers, it is not possible to waive a specific modification for the Customer alone. If a change results in the loss of functionality that is essential to the Customer, the Customer acquires the right to terminate the Agreement in Writing as of the moment the change takes effect, provided that the Customer has informed Jimani in Writing in advance of its intention to exercise this right of termination.

Article 9 Availability of the Platform

9.1 Jimani will make every effort to achieve uninterrupted availability (7 days a week, 24 hours a day) of the Platform.
9.1.1 Jimani guarantees a minimum uptime of 99.0%.
9.2 In the event of the Platform being unavailable due to malfunctions, maintenance, or other causes, Jimani will make every effort to inform the Customer regarding the nature and expected duration of the interruption.

Article 10 Support

10.1 Only if agreed upon shall Jimani be obliged to provide the Customer and its End Users with support regarding the use of the Platform via a remote helpdesk. Any form of support is provided through the communication channels designated by Jimani, which may change from time to time. Jimani will make every effort to handle any requests adequately and within a reasonable timeframe.
10.2 Jimani may set reasonable limits on the use of the offered forms of support. Furthermore, Jimani is free to further determine and/or change the availability and response times of the helpdesk at any time.

Article 11 Compensation

11.1 Unless explicitly stated otherwise, all prices mentioned by Jimani are in euros and exclusive of value-added tax (VAT) and other levies imposed by the government.
11.2 Jimani is entitled to adjust the rates applied by it:
a. to index them once a year in accordance with the most applicable services price index (DPI) from the CBS (Statistics Netherlands), provided that Jimani informs the Customer thereof in Writing at least one (1) month before the rate change takes effect;
b. to change them in the interim if the rates of its suppliers—such as for electricity, data centers, software, and (public) cloud solutions—provide reasonable cause to do so, provided that Jimani informs the Customer thereof in Writing at least one (1) month before the rate change takes effect;
c. to change them in the interim, including at any renewal moment of a License, regardless of the reason, provided that Jimani informs the Customer thereof in Writing at least one (1) month before the rate change takes effect.

Article 12 Invoicing and payment
12.1 De vergoeding voor Licenties (voor zover van toepassing) wordt in rekening gebracht omstreeks en voorafgaand aan de ingangsdatum van de Licentie, evenals voorafgaand aan elk moment waarop de Licentie wordt verlengd, tenzij anders overeengekomen.
12.2 The fee for Consumption Costs will be charged monthly in advance.
12.3 Jimani will send an invoice to the Customer for all amounts due and has the right to invoice electronically.
12.4 A payment term of thirty (30) days from the invoice date applies to all invoices issued by Jimani, except for the first invoice, which has a payment term of fourteen days (14), unless otherwise agreed in Writing.
12.5 If the Customer objects to the amount of an invoice, this does not suspend its payment obligation, but the Parties will consult to reach an amicable solution.
12.6 In the absence of payment, the Customer will be in default by operation of law from the due date of the invoice, without a prior notice of default being required. Jimani is then entitled to charge the Customer the entire amount due, as well as interest calculated on the amount due from the due date at 1.25% per month, or, if higher, the statutory commercial interest.
12.7 Without prejudice to the above, all costs associated with the collection of outstanding claims, both judicial and extrajudicial (including the costs for lawyers, bailiffs and collection agencies), will be borne by the Customer. In any case, Jimani is entitled to immediately charge an amount of extrajudicial costs equal to 15% of the outstanding amount, with a minimum of two hundred and fifty euros, i.e. if desired with the first (voluntary) reminder.
12.8 Jimani is entitled to suspend the Agreement if (i) the Customer does not pay an invoice within the due date, or payment is still not made after a (voluntary) reminder by Jimani, (ii) there is a deterioration in the solvency of the Customer that gives reasonable cause to doubt the Customer’s ability to pay and creditworthiness. During suspension, the Customer remains liable for any (periodic) amounts due.
12.9 The Customer is not entitled to suspend, set off or deduct any payment obligation resting on the Customer against any claim against Jimani for any reason whatsoever.

Article 13 Intellectual Property Rights
13.1 All Intellectual Property Rights to the services provided, including the Platform, documentation, and other materials, rest exclusively with Jimani or its licensors. The Customer only obtains a limited, non-transferable right of use for the agreed specific duration, subject to the powers and other restrictions set forth in the Agreement.
13.2 All data that the Customer adds to the Platform during its use, or has added by Jimani, remains the property of the Customer or its licensors. Jimani shall not assert any ownership claims to this data. With respect to this data, the Customer grants Jimani a limited right of use to use the relevant data insofar as is reasonably necessary for the execution of the Agreement, as well as a right of use for an indefinite period to use the data for the improvement of the services provided by Jimani, or those to be provided in the future.

Article 14 Confidentiality

Article 14 Confidentiality
14.1 Jimani and the Client commit to maintaining the confidentiality of all confidential information obtained in the context of an assignment. This confidentiality arises from the assignment and must also be assumed if it can reasonably be expected that the information is confidential. The confidentiality obligation does not apply if the information in question is already public/generally known, the information is not confidential, and/or the information was not disclosed to Jimani by the Client during the Agreement and/or was obtained by Jimani in another manner.
14.2 In particular, confidentiality applies to advice and/or reporting prepared by Jimani regarding the Client’s assignment. Furthermore, Jimani shall always exercise the required due care in handling all business-sensitive information provided by the Client.
14.3 If Jimani is required by a statutory provision or a court ruling to provide (or partially provide) the confidential information to a third party designated by law or a competent court, and Jimani cannot invoke a privilege of non-disclosure, Jimani shall not be liable for any damages, and the Client shall have no grounds for dissolution of the Agreement.
14.4 The written consent of Jimani is required for the transfer or distribution of information to third parties and/or the publication of statements, advice, or productions provided by Jimani to third parties, unless such consent has been expressly agreed upon in advance. The Client shall indemnify Jimani against all claims from such third parties resulting from reliance on such information distributed without the written consent of Jimani.
14.5 Jimani shall also impose the confidentiality obligation on any third parties to be engaged by it.

Article 15 Liability

15.1 The liability of Jimani due to an attributable failure to perform its obligations under the Agreement, on the grounds of a tort (unlawful act), and/or any other grounds, is limited per event (where a series of connected events is regarded as a single event) to the amount the Customer has owed over a period of three (3) months prior to the event causing the damage (excluding VAT). In no case shall the total liability of Jimani for damages, on any grounds whatsoever, exceed the stipulated fixed fee for the relevant calendar year.
15.2 The limitation of liability as referred to in the preceding paragraph explicitly also applies to any guarantees provided by Jimani in the Agreement or otherwise.
15.3 Any limitation of liability included in the Agreement shall lapse if and insofar as the damage is the result of intent or deliberate recklessness by the management of Jimani.
15.4 Jimani’s liability due to an attributable failure to perform an Agreement only arises if the Customer promptly and properly gives Jimani Written notice of default, setting a reasonable term to remedy the failure, and Jimani continues to fail attributably in the performance of its obligations even after that term. The notice of default must contain as detailed a description of the failure as possible, so that Jimani is able to respond adequately. Any claim for damages by the Customer shall lapse by the mere passage of six months after the claim arose.
15.5 The content of the advice or Platform delivered by Jimani is non-binding and purely advisory in nature. The Customer decides independently and under its own responsibility whether to follow Jimani’s proposals and the advice mentioned therein. All consequences arising from following the advice are for the account and risk of the Customer. The Customer is at all times free to make its own choices that deviate from the advice provided by Jimani. Jimani is not obliged to provide any form of refund if this is the case.

Article 16 Indemnification and accuracy of information
16.1 The Customer is personally responsible for the accuracy, reliability, and completeness of all data, information, documents, and/or records, in whatever form, provided to Jimani in the context of an Agreement, as well as for data obtained from third parties and provided to Jimani for the purpose of performing the Service.
16.2 The Customer indemnifies Jimani against any liability resulting from the failure to perform, or the late performance of, obligations regarding the timely provision of all accurate, reliable, and complete data, information, documents, and/or records.
16.3 The Customer indemnifies Jimani against all claims from the Customer and any third parties engaged by or working under the Customer, as well as from the Customer’s clients, based on the failure to obtain (in a timely manner) any subsidies and/or permissions required in the context of the execution of the Agreement.
16.4 The Customer indemnifies Jimani against all claims from third parties arising from the work performed on behalf of the Customer, including but not limited to intellectual property rights regarding the data and information provided by the Customer that may be used in the execution of the Agreement and/or the actions or omissions of the Customer toward third parties.
16.5 If the Customer provides electronic files, software, or data carriers to Jimani, the Customer guarantees that these are free of viruses and defects.

Article 17 Force majeure

17.1 Neither of the Parties can be held to fulfill any obligation if a circumstance beyond the control of the Parties (force majeure), which could not or should not have been foreseen at the time the Agreement was concluded, eliminates every reasonable possibility of fulfillment. Force majeure includes (but is not limited to):
a. disruptions of public infrastructure that is normally available to Jimani, and on which the delivery of services (such as the Platform) depends, but over which Jimani has no actual control or cannot demand fulfillment;
b. disruptions caused by malicious software, network attacks such as (D)DoS attacks, or successful or unsuccessful attempts to bypass network security or system security;
c. shortcomings of Jimani’s suppliers that Jimani could not foresee and for which Jimani cannot hold its supplier liable, for example, because the supplier in question was (also) facing a situation of force majeure;
d. civil unrest, mobilization, pandemics, war, terrorism, strikes, fire, and flooding;
e. defects in items, equipment, or other materials for which the Customer prescribed the use; and
f. prolonged unavailability of Jimani’s employees or third parties engaged by Jimani due to illness
‍17.2 If a force majeure situation has lasted for more than ninety (90) days, each of the Parties has the right to dissolve the Agreement, without this leading to any obligation for compensation or restitution.

Article 18 Promotion
18.1 Jimani is permitted, during the term and after the termination of the Agreement, to describe the customer case regarding the services provided by Jimani to the Customer for promotional purposes in the materials and channels used by Jimani (such as its website), whereby the trade name, logo, and wordmark of the Customer may be used for illustration. If the Customer objects to the manner in which Jimani has exercised the aforementioned right, the Customer may notify Jimani of this in Writing. Jimani will consider the objection in all reasonableness and, where desirable, proceed with an adjustment.

Article 19 Amendment of the Agreement

19.1 If the Customer desires an amendment to the Agreement, the Customer may submit a request to Jimani. Such amendments apply only if they have been expressly accepted in Writing by Jimani.
19.2 Jimani reserves the right to amend or supplement the General Terms and Conditions, including with respect to existing Agreements.
19.3 Amendments of minor importance, amendments based on the law, and amendments for the benefit of the Customer may be implemented at any time with immediate effect and do not require notification to the Customer.

Article 20 Duration and Termination of the Agreement
20.1 Insofar as the Agreement does not provide otherwise, the following applies:
20.1.1 the duration of the License(s) is established in the Agreement;
20.1.2 the Agreement cannot be terminated prematurely by the Customer, unless the Agreement explicitly provides for such;
20.1.3 Article 7:408 paragraph 1 of the Dutch Civil Code is not applicable to the Agreement;
20.1.4 termination by the Customer shall never result in the expiration of the obligation to pay (License) fees or Usage Costs already due, nor in an obligation to refund (License) fees or Usage Costs already paid;
20.1.5 if the Customer owes no fee to Jimani under the Agreement, Jimani is entitled to terminate the Agreement at any time and with immediate effect, without any prior notice to the Customer being required for this.
20.2 Jimani may suspend, dissolve, or terminate the Agreement at any time without a notice of default being required, if (i) the Customer is declared bankrupt or has filed for bankruptcy itself, (ii) the Customer has been granted a suspension of payments, (iii) the Customer’s business is or will be dissolved or liquidated, (iv) an attachment has been levied on (part of) the Customer’s assets.
20.3 If, at the time of dissolution of the Agreement, the Parties have already performed or received performances in execution thereof, these performances and the associated payment obligations shall not be subject to restitution. Article 6:271 et seq. of the Dutch Civil Code is not applicable to the Agreement.
20.4 Thirty days after the termination of the Agreement, all data belonging to the Customer will be removed from Jimani’s servers.

Article 21 Complaints
21.1 If the Customer is not satisfied with Jimani’s service or otherwise has complaints about the execution of its assignment, the Customer is obliged to report these complaints as soon as possible, but no later than 7 calendar days after the specific occasion that led to the complaint. Complaints can be reported verbally or in writing with the subject “Complaint.”
21.2 The complaint must be sufficiently substantiated and/or explained by the Customer in order for Jimani to process the complaint.
21.3 Jimani will respond substantively to the complaint as soon as possible, but no later than 21 calendar days after receipt of the complaint.
21.4 Parties will attempt to reach a solution jointly.

Article 22 Final provisions
22.1 The Agreement is governed by Dutch law.
2.2 All disputes arising from or related to the Agreement shall be brought exclusively before the competent court in the district where Jimani is established, unless mandatory law prescribes otherwise.
22.3 Jimani has the right to transfer the Agreement, in whole or in part, to a group company as referred to in Article 2:24b of the Dutch Civil Code, or to a third party that takes over the relevant business activities of Jimani, without any further consent or cooperation from the Customer being required.
22.4 The version of communication, measurements, or other information received or stored by Jimani shall be deemed correct, subject to evidence to the contrary to be provided by the Customer.
22.5 If any provision of the Agreement proves to be void or voidable, or becomes wholly or partially invalid for any other reason, the remaining provisions of the Agreement shall remain in full force and effect. Jimani will replace the invalid clause with a clause that is valid and whose legal consequences, given the content and purpose of the Agreement, correspond as closely as possible to those of the invalid clause.