Terms and Conditions

Stichting Marlin Yard takes your privacy seriously and treats all financial information about any transaction you have with Stichting Marlin Yard as highly confidential. In addition, Stichting Marlin Yard does not share e-mail addresses or phone numbers of any of our donors or constituents.

Last Updated Date: 29 June 2023

Acceptance of Terms

​Stichting Marlin Yard – foundation (referred to as “us” or “we”) is a Charitable Organization in the Netherlands, registered under chamber nr. 80364470, RSIN 861648006, SBI 85599, TAX-id NL861648006B01, OB 861648006B01.  We operate the website www.marlinyard.org (“the Website”). These are the Terms and Conditions which govern the donation payment services provided through the Website. These Terms and Conditions apply separately to each single donation that is made through the Website. The Donations do not form a contract allowing for future or successive transactions to be set up. By confirming on the Website that you wish to make a donation you agree to be bound by these Terms and Conditions for that donation.

The donation services

Stichting Marlin Yard deeply values all contributions to sustain our mission. To protect the privacy of our donors and their special relationship with Stichting Marlin Yard, we maintain the following policies:

• We may request personal information online, such as name, address, phone number, email address, and credit card number only for the purposes of accepting donations to Stichting Marlin Yard.  
• We will not release or use this information for any other purpose unless we have your consent.
• We do not trade or sell your personal information with other organisations.
• We offer donors the option to be recognised anonymously.
• Donors may request, at any time, to not receive our solicitations.
• Donors may request to not receive certain mailings, such as our newsletter.
• We do not track, collect or distribute personal information entered by those who visit our website.
• Personal data collected through our website is encrypted using 256-bit AES (Advanced Encryption Standard) technology.
• Personal information stored in our foundation database is protected with a secured login with authentication, assignment of a unique ID to each person with computer access, regular pass code changes, and user IDs are deactivated or terminated as needed.
• Our hosting data server provides data protection meeting PCI DSS (Payment Card Industry Data Security Standard), encrypted communication via SSL (Secure Sockets Layer) technology, intrusion detection for all devices and network nodes, state-of-the-art firewall infrastructure that detects malicious application attacks, virus protection, network load balancing devices and patch management, security and vulnerability monitoring and tracking, and SQL server attack protection via applications to detect SQL Injection and Cross Site Scripting Attacks.  

We will use your donation at our discretion but within our stated charitable objectives of our organization. Once you confirm to us through the Website that you wish to proceed with your donation, your transaction will be processed through our payment services provider, Stripe. By confirming that you wish to proceed with your donation, you authorize Stripe to request funds from your bank account, credit card provider, debit card provider, or any other appropriate service provider for any other mode of payment.

Unauthorised card use

If you become aware of fraudulent use of your card, or if it is lost or stolen, you must notify your card provider immediately.

Information from you

Before we can process a donation, you must provide

• your name, contact number, email address and residential address; and
• details of the mode of payment that you wish to use to fund the donation.

We will use this information to process your donation. It is your responsibility to ensure you have provided us with the correct information. Your payment details will be collected by our payment provider, Stripe, and your payment data will be collected and processed securely by them. You should make sure that you are aware of Stripe terms and conditions, which are different from our own, to ensure that you are comfortable with how they will process your personal data before you make a donation.

We won’t share your personal details with any other third party other than is set out in our Privacy Policy. Our Privacy Policy forms part of these Terms and Conditions and by agreeing to these Terms and Conditions you are also agreeing to the way we use and protect your personal information in line with our Privacy Policy.

Philanthropy merits

To assure that philanthropy merits the respect and trust of the general public, and that donors and prospective donors can have full confidence in the not-for-profit organisations and causes they are asked to support, we assure the following:

• To be informed of our foundation’s mission, of the way Stichting Marlin Yard intends to use donated resources, and of its capacity to use donations effectively for their intended purposes.
• Donations contributed will be used to meet the cost of relief operations of the organisation. In case of any excess funds at the end of a relief service, the funds are directed towards our core programme.
• To be informed of the identity of those serving on our foundation’s governing board, and to expect the board to exercise prudent judgment in its responsibilities.
• To have access to our foundation’s most recent financial statements.
• To receive appropriate acknowledgment and recognition.
• To be assured that information about their donations is handled with respect and with confidentiality to the extent provided by law.
• To expect that all relationships with individuals representing Stichting Marlin Yard to the donor will be professional.
• To be informed whether those seeking donations are volunteers, employees of the organisation or hired solicitors.
• To have the opportunity for their names to be deleted from mailing lists that our foundation may intend to share.
• To feel free to ask questions when making a donation and to receive prompt, truthful and forthright answers.

Acceptance of any contribution, gift or grant is at the discretion of Stichting Marlin Yard, the foundation

• The foundation will not accept any gift unless it can be used or expended consistently with the purpose and mission of the foundation.
• No irrevocable gift, whether outright or life-income in character, will be accepted if under any reasonable set of circumstances, the gift would jeopardize the donor’s financial security.
• The foundation will refrain from providing advice about the tax or other treatment of gifts and will encourage donors to seek guidance from their own professional advisers to assist them in the process of making their donation.
• The foundation will accept donations of cash or publicly traded securities. Gifts of in-kind services will be accepted at the discretion of the foundation.
• Certain other gifts, real property, personal property, in-kind gifts, non-liquid securities, and contributions whose sources are not transparent or whose use is restricted in some manner, must be reviewed prior to acceptance due to the special obligations raised or liabilities they may pose for the foundation.
• The foundation will provide acknowledgments to donors meeting tax requirements for property received by the charity as a gift. However, except for gifts of cash and publicly traded securities, no value shall be ascribed to any receipt or other form of substantiation of a gift received by the foundation.
• The foundation will respect the intent of the donor relating to gifts for restricted purposes and those relating to the desire to remain anonymous. With respect to anonymous gifts, the foundation will restrict information about the donor to only those staff members with a need to know.
• The foundation will not compensate, whether through commissions, finders’ fees, or other means, any third party for directing a gift or a donor to Stichting Marlin Yard.

Donation refund policy

Please be aware that there’s no federal law that requires non-profits to return donations. And that non-profit organisations are expected to act in the public interest means that regulators may rule that returning a donation harms the public good.

In principle donations aren’t eligible for return. However, Stichting Marlin Yard follows a reliable refund policy to let our donors feel privileged about their association with us. We take utmost care about processing donations as per the mandates signed by our donors in the donor forms, both offline and online. We request you to confirm the amount of donation thoroughly, before donating the same. The amount donated to us shall be utilized completely for carrying out the charitable activities by our organization.

We adhere to the highest ethical standards. To avoid misunderstandings and conflict that could result in a refund request we have described the circumstances under which a donation is eligible for return.

A)  In case of an unlikely event of an erroneous deduction or if the donor wants to cancel/deduct the donation, Stichting Marlin Yard will respond within 7 working days from the date of receiving the request from donor. The timely refund of the wrongly deduced amount will depend on type of card used during transaction. We would require a proof of deduction of the donation amount and a written communication for refund from the donor within two days after donation. In such cases if the receipt already has been issued, then the donor needs to return the original receipt at our official address:

Stichting Marlin Yard, Stuifweg 68, 1794HC Oosterend, Netherlands
In the case of tax exemption certificate already issued, refund will not be possible.

We can be contacted for refund request through the following ways:
Email: info@marlinyard.org | Call: +31 850041137
*International donations will require more working days for refund

B) When the terms of a donation agreement are substantially violated. Meaning if a donor stipulates that money must go directly to hurricane relief and the funds are instead spent on mobile devices for staffers, the charity is legally obligated to return the donation.

C) If a donor pays for a ticket to a fundraising event and the event is cancelled, the money must be returned, no questions asked.

Donation Receipts for availing the tax benefits, shall be provided to the donor, on receipt of BSN/ Social Security Number copy of the donor at info@marlinyard.org.

What information we collect

We use personal information collected from donors for the purposes of processing payments and communicating with donors about Stichting Marlin Yard as well as conducting fundraising and other operations of Stichting Marlin Yard. This information may include name, amount donated, address, telephone number, donor comments, e-mail address, and any other personal information provided to us (“Donor Data”). For donations by check, donor data also includes the data visible on the cheque.

Information from Payment Processors and Other Service Providers: Payment processors allow donors to give electronically using a payment services account, a credit card, or other payment method. These processors collect certain information from donors, and you should consult their privacy policies to determine their practices.

To provide donors the best possible experience, we work with service providers and may share donor data and other information with, or have it transmitted through, them. Such service providers include, for example, collocation facilities and bandwidth providers as well as organisations that help non-profit organisations with fundraising.

We reserve the right to amend these Terms and Conditions at any time. These Donation Payment Terms and Conditions are governed by Dutch laws and are subject to the exclusive jurisdiction of the Alkmaar, Noord-Holland Province courts in the Netherlands.

Terms and Conditions Grants

Definitions

In these General Terms and Conditions (“Terms and Conditions”) the following terms shall have the following meanings:

1. “Application” means a written request for a grant and/or tax exemption.
2. ‘Service(s)’ means the service(s) provided by Stichting Marlin Yard to the Client under the Agreement, as described in the Agreement.
3. ‘Client’ means the natural or legal person to whom Stichting Marlin Yard  provides Services under an Agreement.
4. ‘Agreement’ means the agreement between Stichting Marlin Yard and the Client detailing the Services to be provided by Stichting Marlin Yard  to the Client.
5. ‘Party/Parties’ means the contracting party or parties to the Agreement.
6. ‘Decision’ (also referred to as a ‘grant decision’) means a message to the Client, to (one of the) participants in a partnership of the Client or third parties, informing them that an Application has been given a positive decision in whole or in part.
7. ‘Written’ means on paper, by post or by email.
8. “Confidential Information” means the information of the Client or Stichting Marlin Yard (a) designated in writing as confidential, (b) not generally known to the public, (c) not generally disclosed by  a party to whom the information relates and/or from whom the information originated, and (d) information whose confidential nature is reasonably known;
9. ‘Stichting Marlin Yard ‘ (also referred to as ‘Contractor’): Stichting Stichting Marlin Yard is located in Oosterend, Texel, Noord-Holland, the Netherlands and registered with the Chamber of Commerce under number 80364470.

Applicability of Terms and Conditions

1. The Terms and Conditions shall apply to all Agreements and other legal acts between Stichting Marlin Yard and the Client, unless expressly agreed otherwise in writing.
2. The applicability of any purchase or other conditions used by the Client is expressly excluded.
3. The Terms and Conditions shall also apply to the Client with respect to any third parties that Stichting Marlin Yard may engage to execute Agreements.
4. Stichting Marlin Yard  reserves the right to change the Terms and Conditions from time to time. The amended Terms and Conditions will apply from the date specified in the notice of Stichting Marlin Yard informing of the amendments. The amended Terms and Conditions shall apply to current Agreements. The Client may terminate the Agreement by the end of the current contract period if the changes are material and/or unreasonably onerous, by  notifying Stichting Marlin Yard  in Writing of the termination within 14 days of the announcement of the proposed amendments.
5. No amendments, additions or changes to the Agreement shall be valid unless in writing and signed by both Parties.
6. In the event of a conflict between the Terms and Conditions and the Agreement, the provisions of the Agreement shall prevail.

Quotations

1. Quotations of Stichting Marlin Yard shall be without obligation and revocable, unless the quotation indicates otherwise.
2. Offers, quotations and price agreements in Agreements do not automatically apply to future agreements.

Commencement, duration and termination of Agreement

1. The Agreement is entered into as of the start date stated in the Agreement.
2. The Agreement is for the duration specified in the Agreement. If no term is included, a term of 1 (one) year shall apply.
3. Unless otherwise agreed in Writing, after the end of the initial period, the Agreement shall be renewed for a period of 1 (one) year each time, unless one of the Parties notifies the other Party in Writing at least 2 (two) months before the end of the current contract period that it will terminate the Agreement.
4. The Agreement may be dissolved in writing, without judicial intervention, if the other Party, after having been given notice of default, fails to comply with its obligations under the Agreement within the reasonable period specified in the notice of default.
5. Stichting Marlin Yard may terminate the Agreement in writing with immediate effect if: (a) the Client is in liquidation or has been granted suspension of payment or if suspension of payment has been applied for (b)the Client’s company is liquidated; and (c)the Client ceases its activities.
6. Upon termination of the Agreement, for any reason, Client shall not make any further claim for the Services.
7. Termination of the Agreement shall not affect the Client’s obligation to make payments for amounts due under the Agreement.

Execution of agreement

1. The Agreement shall be deemed to accurately and completely reflect the agreements between Stichting Marlin Yard and the Client. If during the execution of an Agreement it appears that other or additional Services are necessary or desired, Parties will make further arrangements in mutual consultation and record them in Writing.
2. Stichting Marlin Yard will perform the Services to the best of their knowledge and ability and will make every effort to achieve the best result for the Client in the performance of the Agreement.
3. Stichting Marlin Yard has the right – after consultation with the Client – to engage third parties for the execution of the Agreement.
4. Stichting Marlin Yard is not responsible for the substantive implementation of the project for which the grant/contribution was committed.
5. If a negative decision is taken on an Application, the Client and Stichting Marlin Yard will decide in consultation whether to lodge an appeal or objection.
6. If there is an opportunity to resubmit the Application, Stichting Marlin Yard has the right to resubmit the Application based on the agreements in the Agreement.
7. If, within 24 months of a negative decision, the Client decides to resubmit an Application itself or with a third party, Stichting Marlin Yard  has the right to invoice the Client in accordance with the agreements in the Agreement.
8. Stichting Marlin Yard has the right to consider their assignment terminated if, in their opinion, there is no prospect of successful results within an acceptable time and with reasonable effort/cost. Stichting Marlin Yard will then not be obliged to compensate the Client for any damage and/or costs.
9. If the Client decides, at any stage, not to submit and/or withdraw an Application prepared by Stichting Marlin Yard, or decides not to continue with the project, the Client will reimburse Stichting Marlin Yard  for the hours actually spent by Stichting Marlin Yard . Stichting Marlin Yard will provide an overview and invoice for this purpose.  The hourly rate agreed in the Agreement shall be used for this purpose. If no hourly rate has been agreed upon, the current standard hourly rate of Stichting Marlin Yard shall apply.

Obligations of Stichting Marlin Yard

1. Stichting Marlin Yard will provide the Client news and background information on grants and other incentives from the various national and international organizations.
2. Stichting Marlin Yard will identify grant opportunities for the Client, write Applications and/or provide administrative support, all as set forth in the Agreement.

Obligations of the Client

1. The Client shall provide to Stichting Marlin Yard, upon first request, all information required for the fulfilment of the requirements associated with the Application, so that the Contractor can properly take care of the Application. The Client warrants the accuracy, completeness and reliability of the data and information it provides to Stichting Marlin Yard.
2. The Client shall only make use of grant and/or tax (exemption) facilities independently or through third parties after prior written permission from Stichting Marlin Yard . This is to avoid duplications and discrepancies. If the Client makes use of grant and/or tax (exemption) facilities without Stichting Marlin Yard ‘ permission, Stichting Marlin Yard  will receive as compensation an amount equal to the lost commission income.

Work on the Client’s location

1. If an employee of Stichting Marlin Yard performs Services for the Client on the Client’s premises, the Client shall provide proper and safe working conditions, in accordance with the Working Conditions Act. This includes the Client informing employees of Stichting Marlin Yard about the Risk Inventory and Evaluation (RIE) used within the Client’s organization. Unless otherwise agreed, the Client shall provide any necessary personal protective equipment to the employees of Stichting Marlin Yard.

Force Majeure

1. Force majeure (a non-attributable non- performance) (overmacht, een niet toerekenbare tekortkoming) in these Terms and Conditions shall in any case include: war, military action, government action and/or government measures, failure or malfunction of telecommunications and Internet connections, and strikes.
2. In the event of force majeure, Stichting Marlin Yard has the right to suspend all or part of their obligations under the Agreement, without the Client being entitled to claim performance or compensation.
3. If the force majeure situation lasts longer than 3 (three) months or it seems impossible or unlikely that  the Agreement can be complied with, either  Party may choose to terminate the Agreement in Writing with due observance of a notice period of 2 (two) weeks, without any obligation to pay damages. If Stichting Marlin Yard has partially fulfilled their obligations before or after the occurrence of the force majeure, it is entitled to a proportionate share of the compensation.

Prices, fees

1. For the Services, the Client shall owe Stichting Marlin Yard the fee as stated in the Agreement.
2. All prices and rates charged by Stichting Marlin Yard are exclusive of VAT.
3. Stichting Marlin Yard has the right to increase their prices and fees annually by 5% or the inflation correction based on the official figures provided by  the Statistics Bureau Netherlands (CBS/ Centraal Bureau voor de Statistiek).
4. Price increases within the meaning of this Article shall not be announced in advance. Stichting Marlin Yard will inform the Client prior to the occurrence of any other price adjustments.

Payment

1. The payment term for Stichting Marlin Yard invoices is 30 days from the invoice date. Payment shall be made without deduction, discount or set-off.
2. The obligation to pay exists regardless of: (a) the contents of any subsequent decisions, (b) the actual full or partial payment of the grant, and (c) the actual realization of the tax exemption/deduction.
3. If payment is not received within the agreed period, the Client is immediately in default and Stichting Marlin Yard is entitled to late payment interest equal to the statutory commercial interest rate from the due date of the invoice until the date  on which the amount owed is paid in full. Stichting Marlin Yard also has the right to suspend its Services to the Client until full payment is received.
4. All judicial and extrajudicial costs reasonably incurred by  Stichting Marlin Yard  as a result of non-performance by the Client shall be borne by  the Client. Extrajudicial costs will be calculated on the basis of the Debt Collection Costs Act (Wet Incasso Kosten).

Confidentiality

1. Neither Party shall disclose or use Confidential Information received from the other Party for (a) any purpose other  than  that  for which it was obtained and/or (b) performance of obligations and/or exercise of rights under the Agreement.
2. Both Parties shall take all reasonable measures to comply with their confidentiality obligations and they guarantee that their employees and hired third parties will comply with them.
3. The confidentiality obligation does not apply to information or data that (a) was already in the lawful possession of the receiving party before it was received from the disclosing party; (b) was developed independently by  the receiving party without the use of information or data from the disclosing party; (c) is or will become generally known or accessible, other than by  an act or omission of the receiving party; or (d) was disclosed to the receiving party by  a third party, without violating any confidentiality obligation to the disclosing party.
4. The confidentiality obligations do not apply if Confidential Information must be disclosed by  law, regulation or court order or by  decision of a governmental authority. The receiving party will make all efforts to limit mandatory disclosure and – where permitted – inform the disclosing party of the mandatory disclosure.

Liability

1. Stichting Marlin Yard shall only be liable for damage resulting from a failure in the performance of the Agreement insofar as such failure is the result of a lack of
2. care that is reasonably to be expected of Stichting Marlin Yard or in the event of intentional act or omission or gross negligence (opzet of grove schuld).
3. Stichting Marlin Yard is only liable for direct damages. These include only reasonable costs of determining the cause and extent of the damage, insofar as the determination relates to damage within the meaning of these Terms and Conditions, any reasonable costs incurred to have the faulty performance of Stichting Marlin Yard  conform to the Agreement, insofar as they can be attributed to Stichting Marlin Yard , and reasonable costs incurred to prevent or limit damage, insofar as the Client demonstrates that these costs have resulted in the limitation of direct damage as referred to in these Terms and Conditions.
4. Stichting Marlin Yard is not liable for any Service not being accessible, temporarily or otherwise, due to failure or malfunction of equipment, software and facilities of Stichting Marlin Yard. Furthermore, Stichting Marlin Yard is not liable for indirect damages, which shall in any event include consequential damages, lost profits, lost savings and damage due to business interruption.
5. Stichting Marlin Yard shall never be liable for any damage resulting from incorrect, incomplete or late information provided by the Client.
6. If Stichting Marlin Yard is liable for any damage suffered, the amount of compensation will be limited to the amount paid in the relevant case under Stichting Marlin Yard ‘ applicable liability insurance policy.
7. If for any reason no payment is made under Stichting Marlin Yard ‘ applicable liability insurance, Stichting Marlin Yard ‘ total liability shall be limited to a maximum of 100% of the agreed mediation fee.
8. The performance of the Agreement by Stichting Marlin Yard is done exclusively for the benefit of the Client. Third parties cannot derive any rights from the Services. The Client shall indemnify Stichting Marlin Yard against all third-party claims arising from or related to the performance of the Agreement.
9. The limitation and exclusion of liability described in this Article is also stipulated on behalf of third parties engaged by Stichting Marlin Yard for the performance of the Agreement.
10. Claims for alleged liability of Stichting Marlin Yard must be made as soon as possible but no later than 12 (twelve) months after the termination of the Agreement.

Complaints

In the event of complaints about Services provided, the Client must notify Stichting Marlin Yard  in writing within 14 days of delivery of the Service(s). Complaints about invoices must be received in writing by  Stichting Marlin Yard  within 14 days of the invoice date. Complaints submitted do  not suspend the Client’s payment obligation.

Transfer

1. The Client is not permitted to transfer rights and/or obligations under the Agreement or the entire Agreement to a third party without prior written permission from Stichting Marlin Yard.
2. Stichting Marlin Yard may subcontract obligations under the Agreement to third parties and assign the Agreement to third parties (under any title).

Applicable law

1. All Agreements and legal acts between the Client and Stichting Marlin Yard  shall be governed by  Dutch law.
2. Client and Stichting Marlin Yard will prefer to resolve their disputes amicably.
3. If the Client and Stichting Marlin Yard are unable to resolve a dispute amicably within a reasonable period of time, the dispute shall, at the request of either party, be settled by the court in the district of Noord- Holland, the Netherlands.

Non-recruitment

1. During the term of the Agreement and for a period of 12 months after its termination, the Client is not permitted, without the prior written consent of Stichting Marlin Yard , to approach employees of Stichting Marlin Yard  directly or indirectly for employment with the Client, to employ such employees or to have such employees perform self-employed work or through  the Client for third parties.
2. In the event of violation of the provisions of paragraph 1, the Client shall owe Stichting Marlin Yard, without notice of default or judicial intervention being required, an immediately payable penalty of €25,000 per violation, increased by €500 for each day that the violation continues, as compensation for the investment in training and professionalism of the employee in question lost by Stichting Marlin Yard. This penalty shall be without prejudice to Stichting Marlin Yard ‘ right to recover the full amount of damage suffered.
3. If the Client engages an employee of Stichting Marlin Yard to perform work on behalf of third parties, the Client shall include in the agreement with the relevant third party a perpetual clause in favour of Stichting Marlin Yard with similar content and purport as this article.
4. If prior to the Agreement, the Client intends to hire an employee of Stichting Marlin Yard, the Client and Stichting Marlin Yard  will consult on the matter and record agreements in Writing.

Other provisions

1. Provisions of these Terms and Conditions and/or the Agreement that are expressly or impliedly intended to remain in effect after termination of the Agreement, such as but not limited to confidentiality, intellectual property rights and liability, will remain in effect after termination of the Agreement and will continue to bind the Client and Stichting Marlin Yard.
2. In cases where a Party does not require strict compliance with these Terms and Conditions or any provision of the Agreement, such Party does not lose the right to require strict compliance in future cases, similar or otherwise.
3. If any provision of the Terms and Conditions and/or Agreement is found to be wholly or partly void, voidable or in conflict with the law, this will not affect the validity of the entire Terms and Conditions and/or Agreement. The parties shall adopt a new provision of similar effect by way of replacement, which is not, in whole or in part, void, voidable or in conflict with the law.
4. These Terms and Conditions have been drawn up in English for convenience. If there is a difference of opinion about the content or purport of these Terms and Conditions, the Dutch text will be binding.

Privacy/Personal Data

A. Personal data of the Client

1. In connection with the performance of the Agreement, Stichting Marlin Yard  has the right to use personal data of the Client that  may fall within the scope of national and/or – if applicable – international legislation regarding the protection of personal data. These include but are not limited to names, phone numbers and email addresses. Client is familiar with this. Client allows Stichting Marlin Yard to use the Client’s personal data for marketing related purposes. The Client may revoke the granted consent at any time via a Written notice to Stichting Marlin Yard.
2. Stichting Marlin Yard has the right to share personal data of the Client with third parties it engages for the performance of the Agreement. These third parties are prohibited from using this personal data for any other purpose. Also, Stichting Marlin Yard has the right to disclose personal data to third parties in connection with the sale, transfer or delivery of (part of) Stichting Marlin Yard ‘ business or in the context of an audit. Stichting Marlin Yard shall ensure that the third party will maintain confidentiality with respect to the personal data and will comply with the necessary security measures and instructions of Stichting Marlin Yard.
3. For more information on how Stichting Marlin Yard handles personal data, please refer to Stichting Marlin Yard Privacy Policy, to be accessed at  https://www.marlinyard.org/privacy-policy/

B. Personal data processed on behalf of the Client

1. If and insofar as Stichting Marlin Yard processes personal data  (of the Client and/or third parties, including employees of the Client) for the Client in the context  of performing the Agreement, the following applies. The Client is the (Processing) Controller, Stichting Marlin Yard  is considered a Processor within the meaning of the applicable privacy legislation (including General Data Protection Regulation, GDPR) and the Agreement, including these Terms and Conditions, shall be deemed an agreement within the meaning of Article 28 (3)  of the GDPR.
2. Stichting Marlin Yard shall only process  personal data on behalf of and in accordance with the instructions of the Client. The Client determines which personal data of which categories of persons are to be processed by Stichting Marlin Yard on behalf of the Client. Stichting Marlin Yard has the right to use sub-processors to perform the Agreement and facilitate Services. These sub-processors will be bound by the same rules as Stichting Marlin Yard with respect to personal data.
3. With respect to personal data that the Client provides to Stichting Marlin Yard  for the performance of the Agreement, the following applies:
4. Client warrants that it will process, store and use the personal data in accordance with all applicable (privacy) laws, regulations and codes of conduct;
5. Client shall ensure that it has obtained all necessary consents and authorizations required to process and store personal data in Stichting Marlin Yard or third party systems. Stichting Marlin Yard  shall not be responsible or liable to the Client for obtaining any necessary consents or authorizations on its behalf; and
6. The Client shall handle all requests from data subjects (including requests regarding rights of access, rectification, erasure, restriction of processing, objection and data portability) and/or regulatory authorities regarding personal data. If such requests from data subjects are received by Stichting Marlin Yard, Stichting Marlin Yard  will refer the data subject(s) to the Client.
7. It is the Client’s responsibility to ensure compliance with applicable legal (retention) periods of personal data provided to Stichting Marlin Yard.
8. The Client shall fully indemnify Stichting Marlin Yard  against all claims, costs, (financial) damages, revenues, lawsuits and fines that Stichting Marlin Yard  has to incur or suffers or that may be imposed in connection with claims by  the Client, its employees, agents, consultants, (potential) clients of the Client or any other  third party,  as well as by  a supervisory authority, in relation to data processed by  the Client and/or Stichting Marlin Yard  in the context  of the Agreement (including as a result of claims that such processing violates local and/or international data protection legislation and/or other legislation concerning the processing of personal data). This indemnification shall not apply to the extent that any matter complained of is reasonably and directly attributable to a failure of Stichting Marlin Yard  to perform their obligations under the Agreement.
9. Stichting Marlin Yard will take appropriate technical and organizational measures against loss, damage, destruction and/or unauthorized or unlawful processing of personal data provided by  the Client to Stichting Marlin Yard  or entered into Stichting Marlin Yard ‘ systems. At the request of the Client, an overview of the measures in force at that  time will be provided to the Client. Client is responsible for taking the necessary security measures within its own organization to prevent the loss, damage, destruction and/or unauthorized or unlawful processing of personal data.
10. Stichting Marlin Yard will not make any data available to third parties, except as expressly provided otherwise in the Agreement, in these Terms and Conditions and/or may be reasonably necessary to enable Stichting Marlin Yard to fulfil their obligations under the Agreement and/or when Stichting Marlin Yard is required to do so by law, by  regulation, by  court order or by  order of a governmental authority.
11. Stichting Marlin Yard will inform the Client without undue delay if there is a security breach of personal data that leads or may lead to a significant risk of serious adverse consequences for the protection of personal data. If possible, Stichting Marlin Yard will also recommend measures to mitigate negative consequences of the breach. Reporting
12. data breaches to the Dutch Data Protection Authority and, if necessary, to data subjects, will be done by the Client. In this respect Stichting Marlin Yard shall be in no way responsible or liable.
13. Stichting Marlin Yard may outsource portions of the processing of personal data in the performance of the Agreement to a third party in compliance with applicable laws and regulations, with Stichting Marlin Yard remaining responsible for compliance with the Agreement and these Terms and Conditions. Stichting Marlin Yard shall ensure that the third party observes confidentiality with respect to the personal data as well as the necessary instructions and appropriate technical and organizational security measures as provided for in the Agreement and these Terms and Conditions. The Client has the right to have an independent third party verify that Stichting Marlin Yard and the third parties it engages are adhering to agreements made. The costs for this shall be borne by the Client.
14. Upon termination of the Agreement or upon the Client’s written request, Stichting Marlin Yard  shall destroy the personal data or transfer it to the Client, at the Client’s option.

C. Intellectual Property Rights

1. All copyrights, trade name rights, trademark rights and other intellectual property rights (hereinafter collectively: “Intellectual Property Rights”) that exist or arise, related to Services provided by Stichting Marlin Yard, are the exclusive property of Stichting Marlin Yard  or their licensor(s). This includes but is not limited to publications and systems made available by Stichting Marlin Yard.
2. None of the provisions contained in the Agreement or these Terms and Conditions may be construed to result in a full or partial assignment of those rights to Client.
3. No part of the publications issued by Stichting Marlin Yard may be made public or reproduced in any way, including storage in a computerized file.
4. The Client is not permitted to remove or change indications regarding Intellectual Property Rights from material.