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End-User License Agreement


This End User License Agreement (hereafter: “Agreement”) is an inseparable part of a larger collection of agreements, terms and conditions, which also includes Microsoft’s Cloud Agreement as well as any project-specific agreements or sales contracts with you (hereafter: the “Customer”).

By accessing and using any Dynamics 365 (hereafter: “Dynamics”) application instance that has any of the Cloud4Commodities (hereafter: “C4C”) application packages installed, Customer agrees to be bound by this Agreement, including all terms and conditions contained in or referenced herein. Furthermore, Customer agrees that this Agreement is a legally binding and valid contract, and agrees to abide by the intellectual property laws applicable to Dynamics and C4C, as well as to all the terms and conditions as specified in this Agreement.

The terms and conditions contained in this Agreement may be revised and updated by Dynamic People

B.V. (hereafter: “Supplier”). Such amended terms shall be effective upon Supplier’s posting of such

amended terms on their website. Customer’s continued use, after any amendments, implies Customer explicitly agrees to these amended terms. If Customer does not agree with the intended changes, Customer may terminate the Agreement in writing. Absent a notice of termination, Customer is deemed to have accepted the amended terms and conditions.

Stipulations that deviate from the terms and conditions as specified in this Agreement will be binding only if they have been agreed in writing and will apply only to the case in question.

All offers or quotations regarding C4C are non-binding and revocable.


All registered and unregistered copyrights, patents, trade name rights, trademarks, database rights, design rights, rights relating to confidential information and trade secrets and all other intellectual and industrial property rights, whether or not registered, and all similar rights to protect or information relating to C4C and related documentation are the exclusive property of Supplier. Supplier retains all ownership and intellectual property rights to derivative works and customizations designed, developed or delivered by or on behalf of Supplier. When this Agreement comes into effect, Supplier grants Customer a non-exclusive, non-transferable and non-sublicensable right to use C4C and associated documentation artefacts insofar as required to use C4C properly during the term of the Agreement. This right applies solely for Customer’s internal business operations, for the number of users and modules as specified in the Agreement. Supplier does not transfer the title of C4C to Customer; the license granted does not constitute a sale.

Customer may not fully or partially change, remove or make unrecognizable Supplier’s intellectual property rights on or C4C or related documentation. Customer may not use or register any trademark, design, logo or domain name of Supplier or any corresponding name or sign in any jurisdiction worldwide. Any use of Supplier’s trademarks and other intellectual property and all goodwill arising from that use is for the benefit of Supplier.

Customer may not allow C4C to be used by or for the benefit of any other person or legal entity other than Customer and its employees. Customer may not use C4C for training third parties, commercial use, rental or use by a service agency.

Customer may not transfer the Agreement or any of their rights and/or obligations under the Agreement.

Customer agrees that their Dynamics application may contain third-party components and services to which additional license conditions may apply that impose restrictions on export, import and access. Customer is responsible for complying with any separate terms resulting from the use of third-party technology, including but not limited to Microsoft 365.

By accepting this Agreement, Customer agrees to fully comply with all relevant laws and regulations applicable to the use of C4C in their geographical region.


In consideration of the rights and licenses granted to the Customer, the customer shall pay to Supplier the applicable license fees set out in the partnership agreement between parties or the shared quotation by Supplier.

Unless agreed upon otherwise in the partnership agreement or shared quotation;

  • The user licenses are based on named user accounts;
  • Site licenses are based on the number of Microsoft 365 tenants
  • The number of named user accounts will be invoiced monthly in advance and will be corrected in arrears based on the actual number of named user accounts;
  • The number of site licenses will be invoiced monthly in advance and will be corrected in arrears based on the actual number of Microsoft 365 tenants;
  • All fees payable to Supplier are due within 14 days from the invoice date.


The Agreement commences on the date on the date agreed upon in the Partnership Agreement or proposal. In case no explicit start date is mentioned this start date will be 1. the date the partner agreement or proposal was signed or 2. the date C4C was first used; whichever comes first. Unless explicitly stated otherwise the initial term has a minimum of 1 year. At the end of this initial term, the Agreement is tacitly renewed, each time for a subsequent period of 12 (twelve) months. Termination can only be accepted by providing a written notice to The application of section 7:408 of the Dutch Civil Code is explicitly excluded.

Notwithstanding its other rights and defenses, Supplier may at its own discretion, without this creating any obligation to compensate possible damage or loss, without notice of default (ingebrekestelling), without

judicial intervention being required, suspend its obligations, terminate the Agreement, and / or block

Customer’s access to C4C with immediate effect, if:

  • Customer fails to duly fulfil their obligations; or
  • files or has filed a petition in bankruptcy which is not dismissed within 30 days, Customer informs Supplier they can no longer fulfil their payment obligations or if Supplier must conclude from the circumstances that Customer can no longer fulfil their payment obligations, or if Customer is dissolved, granted a moratorium on the payment of their debts, liquidated or ceases their activities as a going concern.

Upon termination for any reason, Customer agrees to immediately cease use of C4C and destroy all documentation supplied under this Agreement. Any rights and duties from the Agreement which by their nature and content are intended to remain in effect, such as but not limited to intellectual property rights, liability, force majeure and dispute resolution, shall remain in full effect after termination or dissolution (ontbinding) of the Agreement.


Customer is responsible for identifying and authenticating all its users, for approving access by such users to C4C, for controlling against unauthorized access by users, and for maintaining the confidentiality of usernames, passwords and account information. Supplier is not responsible for any loss, damages, or harm caused by Customer’s users, including individuals who were not authorized to have access to C4C but who were able to gain access because usernames, passwords or accounts were not terminated on a timely basis in Customer’s identity management infrastructure. Customer is responsible for all activities that occur

under Customer’s and Customer’s users’ usernames, passwords or accounts or as a result of Customer’s or Customer’s users’ access to C4C.

Customer warrants that its users will use C4C in accordance with this Agreement including all the documentation which are part of the Agreement, applicable laws and regulations, and will not use C4C for any act(s) and/or conduct that would expose Supplier to negative publicity. Customer is ultimately responsible for all information the users add to or change in Dynamics and C4C.

C4C contains copyrighted material, trade secrets and other proprietary material. Customer will not, and will not attempt to, modify, reverse engineer, disassemble or decompile C4C or any product or fix related to C4C. Nor can Customer create any derivative works or other works that are based upon or derived from C4C in whole or in part.

Customer will not use C4C for spreading or facilitating spam. The burden of proof to show that any

addressees’ prior consent was given if bulk communications are transmitted by or on behalf of Customer

lies with Customer. Customer is liable for damage caused by distributing spam.

Supplier is entitled to conduct an audit and/or inspection to determine whether Customer is complying with the conditions of this Agreement, provided that this audit and/or inspection is performed during

normal business hours and in a way that Customer’s business activities are not unreasonably hindered as a result. This audit will be performed by an expert selected and hired by Supplier. Customer is required to

give this expert the information, support and access to their systems that are reasonably required for the expert to duly perform his or her audit/inspection properly. This expert must provide a summary of their

findings and Customer’s compliance with this Agreement, but will in no case provide Supplier or any other party with any information other than they learn during the audit and/or inspection. The costs of this audit are payable by Supplier, unless it shows that Customer is not complying with the conditions of this Agreement, in which case the costs are payable by Customer.


For the duration of the Agreement, Customer is entitled to register bugs found in the C4C functionality. Only a user with administration rights (assigned the “system administrator” role in Dynamics) may request support, which includes the right to consult documentation. Customer can report any bugs to

Supplier offers (limited) support services as part of the subscription licenses for the C4C solution, which is included in the C4C license fee. The (limited) support services are provided in English and Dutch and are limited to technical support only, i.e. questions about a setup of C4C is not included. Services are provided on a best efforts basis to the Customer.

Customer agrees that Supplier is entitled to access their data for the purpose of providing support.

Subject to the customer’s timely payment of the license fee, Customer can during the term obtain patches, bug fixes, updates, upgrades and new releases (hereafter “Updates”) from Supplier. For the avoidance of any doubt, this does not include any installation of these Updates.

Customer is required to accept all Updates and maintenance activities necessary for the proper function and security of C4C. Responsibility for a timely installation of these Updates lies with Customer.

Besides the aforementioned support services that are included in the license of the C4C solution, the Customer may enter in an additional SLA. With an SLA the Customer will have, among other things, faster responds times, Update coordination, functional support with a wider scope and other proactive services.


Customer always remains the owner of C4C application data and is solely responsible and liable for the content and accuracy of the data. Customer’s compliance with all applicable laws and regulations associated with the creation, retention and disposing of (computer-generated) data in each jurisdiction

where Customer uses C4C or transmits data through C4C is Customer’s sole responsibility. As part of data processing, Customer agrees that Supplier may collect and use information gathered as part of the product support services provided to Customer, if any, related to C4C.


To the extent not contrary to any mandatory provision of law, Supplier may adjust the content of C4C at its own discretion. Supplier may also alter or discontinue the C4C offering, in whole or in part. Supplier will inform Customer in due time of updates and/or upgrades to the extent these are important for the use of C4C.


Customer will indemnify, defend and hold harmless Supplier, its employees, agents and distributors against any and all claims, proceedings, demand and costs resulting from or in any way connected with Customer’s use of C4C. Customer agrees to fully indemnify Supplier, its employees, representatives,

contractors, subcontractors and agents who are hired to perform Supplier’s obligations against third-party claims, including but not limited to Microsoft in the event of incorrect use of its services and software, and against all claims brought directly against Supplier.


Supplier’s failure to exercise or delay in exercising any right under this Agreement in respect of Customer,

shall not constitute a waiver of such right.


C4C and accompanying documentation are provided “as is” and without warranties as to performance or merchantability or any other warranties, whether expressed or implied. This concerns all files generated and edited by C4C as well.

Customer accepts that C4C can never be perfect or 100% free of defects and that not all defects can or will be remedied.

Supplier does not guarantee that:

  • C4C will be available error-free or uninterrupted;
  • Supplier will correct all errors;
  • C4C will operate in combination with Customer’s content or applications or any other software, cloud

services, systems or data not provided by Supplier; and/or

  • C4C will meet all Customer’s requirements, specifications or expectations.

Supplier is not liable for any damage of any nature suffered by Customer in connection with:

  • the temporary unavailability, incorrect or incomplete availability of the Dynamics or C4C application;
  • the failure to function or improper functioning of C4C or third parties’ software, of third parties’ equipment, or of Customer’s or third parties’ internet connections;


The inaccurate, incomplete or late transmission or receipt of Customer’s data or other data that is placed

with Dynamics or C4C through the web application.

Customer acknowledges that Supplier does not control the transfer of data over communication facilities, including the internet, and that the availability of C4C may be subject to limitations, delays and other problems inherent in the use of such communication facilities. Supplier is not responsible for any delays, delivery failures or other damage resulting from such problems. Supplier is not responsible for any issues related to the performance, operation or security of C4C that arise from Customer’s content, applications or third party content. Supplier does not make any representation or warranty regarding the reliability, accuracy, completeness, correctness or usefulness of third-party content and disclaims all liabilities arising from or related to such content.

About Dynamic People

Dynamic People, based
in Amsterdam, is a Gold Partner for Microsoft Dynamics 365 ERP and CRM business software

Dynamic People B.V.

Schipluidenlaan 4
1062 HE Amsterdam


+31(0)203 032 470