General Terms and Conditions

Version 1.0 | October 22, 2024

These are the general terms and conditions of Yes We Track, located at ‘s-Gravendijckseweg 11, 2201 CZ in Noordwijk and registered with the Dutch Chamber of Commerce under registration number 90859707 (hereinafter: “YWT”). Please visit www.yeswetrack.com for more information.

Article 1. Definitions

All terms capitalized in these general terms and conditions, whether in singular or plural, have the meaning assigned to them in this article.

1.1. Additional Personal Data Terms: the additional terms as set out in appendix 1 to these General Terms and Conditions, which relate to the processing of personal data.
1.2. Agreement: the agreement between YWT and Client, including but not limited to YWT’s offer, to which these General Terms and Conditions are an integral part.
1.3. Availability: the time period during which the Services can be accessed via the internet in a given month, expressed as a percentage.
1.4. Client: any legal entity or natural person acting in the course of business who enters into an Agreement with YWT. This definition includes not only direct clients but also Resellers.
1.5. Client Data: all data stored by Client or individual end users with the Services, or otherwise provided by Client to YWT in the context of the Agreement.
1.6. Confidential Information: all information that is designated as confidential, or that the receiving party should reasonably understand to be of a confidential nature.
1.7. Consultancy: any form of providing expertise to Client by YWT and/or by a third party engaged by YWT, including but not limited to custom work.
1.8. General Terms and Conditions: these general terms and conditions, including all appendices, which are an integral part of the Agreement.
1.9. Intellectual Property Rights: all intellectual property rights and related rights, including but not limited to copyrights, database rights, domain name rights, trade name rights, trademark rights, design rights, neighboring rights, patent rights, as well as rights to know-how.
1.10. Materials: all websites, (web) applications, software (including, but not limited to APIs and other integrations), data, documentation, concepts, texts, images, advice, reports, and other creations of the mind in the broadest sense.
1.11. Reseller: any Client who purchases YWT’s Services with the intent to resell them to third parties.
1.12. Services: all work and materials that YWT will provide to Client under the Agreement, as outlined in YWT’s offer. This work may include but is not limited to qualitative tracking using software related to web analytics (including server-side and client-side tracking), tracking plugins (for e-commerce platforms), consent management (for compliance with privacy regulations), and integrations (for connecting various marketing and analytics tools).

Article 2. Additional Provisions

2.1. These General Terms and Conditions apply to all agreements made between the parties, even if they are not presented again to Client in the case of a future offer.
2.2. The General Terms and Conditions consist of a general section and Additional Personal Data Terms. The conditions in the general section apply to every Agreement entered into between YWT and Client. In the case of conflicts between the general section and Additional Personal Data Terms, the terms of the general section shall prevail.
2.3. By accepting these General Terms and Conditions, they shall apply without exception to all existing and future Agreements between the parties, unless explicitly agreed otherwise, regardless of whether the Client qualifies as a Reseller.
2.4. The Agreement between the parties may consist of various documents. These documents generally supplement each other. However, in the case of conflicts, the following hierarchy applies, with the earlier mentioned document taking precedence over the later mentioned document:
- a. the written additions and/or deviations agreed upon between the parties with respect to the documents below;
- b. the approved offer;
- c. these General Terms and Conditions.

Article 3. Conclusion of the Agreement

3.1. Every offer from YWT is non-binding and valid for 30 days after it has been sent to Client. YWT is not obligated to accept an acceptance after this period has expired, but if YWT does so, the offer is considered accepted.
3.2. If YWT bases an offer on information provided by Client that proves to be incorrect, YWT has the right to adjust the offer or the already concluded Agreement accordingly or to terminate or dissolve the Agreement.
3.3. YWT is not bound by a deviating acceptance of the offer by Client, even if the deviation concerns only minor aspects as referred to in Article 6:225, paragraph 2 of the Dutch Civil Code.

Article 4. Execution of the Agreement

4.1. After Client has accepted the offer, YWT will make every effort to deliver the Services as soon as possible, in accordance with the Agreement. Any deadlines mentioned by YWT are always indicative and do not constitute strict deadlines.
4.2. YWT has the right to engage third parties in the execution of the Agreement. Any costs associated with this will be borne by Client only if this has been agreed upon in advance.
4.3. YWT will take into account reasonable requests from Client during the execution of the Agreement or will provide a reasoned explanation as to why it does not comply. If Client, despite this explanation, insists on implementing the request, YWT (to the extent that the request is reasonably feasible) will carry out the work at Client’s risk.
4.4. Client is required to do and refrain from doing what is reasonably necessary to enable proper and timely delivery of the Services. Client must ensure that all information and Materials indicated by YWT as necessary, or which Client should reasonably understand to be necessary, are provided to YWT in a timely manner and free of charge.
4.5. Client is responsible for the accuracy and completeness of the information and Materials provided to YWT. YWT has the right, but not the obligation, to verify the accuracy and completeness of these. If it is found that the information or Materials contain inaccuracies or are incomplete, YWT may, to the extent permitted by law, suspend the Services until Client has remedied the deficiencies.

Article 5. Consultancy

5.1. If the provision of the Services includes Consultancy, the provisions of this article shall apply to such Consultancy.
5.2. YWT will perform Consultancy in a professional and careful manner.
5.3. Unless explicitly agreed otherwise by the parties, Consultancy will be charged based on the time spent and costs incurred by YWT according to the hourly rate specified in the offer. If no hourly rate has been agreed upon, YWT is entitled to charge its usual hourly rate for the Consultancy already performed.
5.4. Consultancy will be performed during YWT’s regular business hours, unless explicitly agreed otherwise by the parties.
5.5. All travel and accommodation expenses incurred by YWT that are reasonably necessary for the performance of the Consultancy will be charged to Client in addition to the agreed-upon fees. This includes, but is not limited to, transportation costs (such as airfare, train fares, mileage reimbursements, parking fees) and accommodation costs (such as hotel stays, meals, and incidental expenses).
5.6. Client hereby agrees to the invoicing of all reasonable and necessary travel and accommodation expenses incurred in connection with the Consultancy. YWT is not required to obtain separate prior approval from Client for these expenses.
5.7. YWT will provide an overview of the incurred expenses to Client, if desired, and Client must settle these expenses within the agreed-upon payment terms.
5.8. If the results of the Consultancy contain deficiencies directly caused by YWT’s unprofessional or careless execution, and Client reports this within 10 days after delivery of the relevant result, YWT shall only be obliged to make reasonable efforts to correct such material deficiencies or, if this is not possible, to credit an amount deemed proportional by YWT that was paid for the Consultancy in question.

Article 6. Additional Work

6.1. Any changes to the Agreement requested by Client or required due to any circumstances that necessitate a different execution will be considered additional work if they incur extra costs. The costs for additional work will be invoiced to Client according to the hourly rates specified in the offer.
6.2. Changes arising from new or altered insights during the development process will be considered additional work. This also applies to requests for modifications and/or additional functionalities from Client. Client must submit such requests in writing and in detail to YWT. YWT will then assess whether these requests are feasible and determine the associated work and costs.

Article 7. Service Levels

7.1. YWT will provide a reasonable level of service and support during its regular business hours.
7.2. YWT will make every effort to maintain the (result of the) Services or Materials to be provided under the Agreement with as much Availability as possible. In case of non-Availability of the (result of the) Services or Materials to be provided under the Agreement, Client may contact YWT via support@yeswetrack.com. YWT will make every effort to respond within a reasonable timeframe and restore these Service c.q. Materials to full Availability.
7.3. Client acknowledges and accepts that providing accurate and complete data is essential for delivering high-quality Services. The Materials related to the Services are provided by YWT to Client “as is,” meaning without any warranties regarding accuracy or conformity.
7.4. YWT may adjust integrations (such as APIs) from time to time to correct errors or improve functionality. If an adjustment changes the technical interface, YWT will notify Client at least 7 days in advance. Minor updates or changes that do not materially impact the Client’s use of the integration will not require advance notification.
7.5. YWT is not obligated to create backups of Client Data or other Materials unless otherwise agreed by the parties.

Article 8. Terms of Use

8.1. Client is obligated to use the Materials strictly in accordance with all applicable local, national, and international laws and regulations.
8.2. If Client uses the Materials in violation of any applicable laws or regulations, Client shall indemnify YWT against all claims, losses, costs, and damages, including legal fees, arising from such unlawful use.
8.3. The Reseller is obliged to impose the provision, as mentioned in paragraph 1 of this article, also on all third parties who purchase Services through the Reseller.
8.4. The Reseller shall indemnify YWT against all claims, losses, costs, and damages, including legal fees, resulting from third-party use of the Materials in violation of any applicable local, national, and international laws and regulations.

Article 9. Intellectual Property Rights

9.1. Nothing in the Agreement or these General Terms and Conditions is intended to transfer any Intellectual Property Rights between the parties. All Intellectual Property Rights to the Materials developed by YWT under the Agreement, shall remain with YWT or its suppliers, unless otherwise agreed in writing.
9.2. Client, who is not qualified by YWT as a Reseller, shall acquire only a non-exclusive, non-transferable, and non-sublicensable right to use the Materials developed in the execution of the Agreement for the duration of the Agreement, for its own use.
9.3. Client, who is qualified by YWT as a Reseller, shall acquire only a non-exclusive, non-transferable, and sublicensable right to use the Materials developed in the execution of the Agreement for the duration of the Agreement. YWT may at any time impose additional unilateral conditions on the application and scope of resale by the Reseller.
9.4. If and insofar as Client acquires an integration (such as an API) as a part of the Service, YWT hereby grants Client the right to use it to perform calculations and display the results on a website or service managed by Client, or a third party engaged by Client. Unless otherwise agreed, Client is free to present the data obtained through the integration at its own discretion and in its chosen format on sites and services under its management. However, the elements of the output must be presented in the order in which they are made available through the integration.
9.5. Client is not permitted to make modifications to the Materials or to remove or alter any indications of Intellectual Property Rights from the Materials.
9.6. Client expressly has no right to access the source code or source files of the Materials, except in cases where this is permitted by mandatory law.
9.7. Client is not permitted to reverse engineer the Materials (e.g., by means of decompilation), except in cases where this is permitted by mandatory law.
9.8. YWT may take (technical) measures to protect the Materials. If such security measures are in place, Client is not permitted to circumvent or remove them.

Article 10. Client Data

10.1. All rights to Client Data remain with Client. YWT will use Client Data only to the extent necessary for the delivery of the Services.
10.2. If and to the extent that Client Data consists of personal data within the meaning of the General Data Protection Regulation (“GDPR”), the provisions of the Additional Personal Data Terms in appendix 1 of these General Terms and Conditions shall apply.

Article 11. Confidentiality

11.1. The parties shall keep each other’s Confidential Information strictly confidential and use it only for the purpose for which it was provided.
11.2. The receiving party shall ensure that Confidential Information from the disclosing party receives the same level of protection as its own confidential information, but at least a reasonable level of protection.
11.3. The parties shall impose the obligation to protect Confidential Information as described above on their employees and any engaged third parties.
11.4. The obligation to keep Confidential Information confidential does not apply if and to the extent that the receiving party can prove that the information:
- a. was already in the possession of the receiving party before the date of disclosure;
- b. is obtainable from a third party without breaching any confidentiality obligations towards the disclosing party;
- c. is available from public sources, such as newspapers, patent databases, publicly accessible websites or services; or
- d. was developed independently by the receiving party without using any information from the disclosing party.
11.5. If a party receives an order to disclose Confidential Information from an authorized authority, it has the right to comply with the order. However, the disclosing party shall be informed of the order as soon as possible (in advance), unless this is not legally permitted. If the disclosing party indicates a desire to take measures against the order (for example, through summary proceedings), the receiving party will delay compliance until a decision has been made, to the extent legally possible.

Article 12. Terms of Payment

12.1. In compensation for the Services, Client is obligated to pay the prices as specified in the Agreement. Unless expressly stated otherwise, all prices quoted by YWT are exclusive of value-added tax and other charges imposed by government authorities.
12.2. YWT has the right to invoice fees for the Services in advance. Client agrees to electronic invoicing by YWT. All invoices issued by YWT have a payment term of 14 days.
12.3. All payments related to third parties receiving the Services through Reseller are processed via Reseller. YWT invoices Reseller monthly and in advance for all ongoing subscriptions of these third parties.
12.4. YWT may, at its own discretion, apply a discount on the invoices. Under no circumstances can this be qualified as a right of the Client for future invoices. YWT reserves the right to adjust or completely revoke the discount percentage at any time, without prior notice.
12.5. If Client disagrees with the content of an invoice, Client has the right to withhold the disputed (but not the remaining) portion of the invoice. Any dispute must be communicated in writing to YWT within the payment term. YWT will assess as soon as possible whether the dispute is justified. If the dispute is found to be unjustified, Client must pay the outstanding amount within 14 days.
12.6. If Client fails to pay an invoice in full within the payment term, except in the case described in the previous paragraph, Client will be in default by operation of law. In such a case, YWT is entitled to (i) charge the statutory interest for commercial transactions on the outstanding amount, and (ii) suspend the Services in whole or in part until the outstanding amount is fully paid by Client.
12.7. If Client fails to pay an outstanding invoice after a reminder or formal notice, YWT has the right to transfer the claim to a collection agency. Any extrajudicial and judicial costs incurred by YWT, including but not limited to fees for legal advisors, attorneys, bailiffs, and collection agencies, will be fully borne by Client.
12.8. YWT is entitled to adjust the rates for the Services once a year based on the CBS Service Price Index for commercial services and transport (index 2015=100), with the adjustment being based on the change in the index over the 12 months preceding the adjustment date, using the most recently published data.
12.9. Notwithstanding the above, YWT may at any time increase the prices for Services if the rates of its suppliers rise, without Client having the option to terminate the Agreement.
12.10. YWT will make reasonable efforts to inform Client at least 1 month in advance of implementing any price changes.
12.11. Client is not entitled to offset its payment obligations with any claims against YWT, regardless of the basis.

Article 13. Liability

13.1. YWT’s liability for damage or other claims resulting from an attributable shortcoming in performance (including breaches of warranties or indemnifications), an unlawful act, or any other ground, is limited per calendar year to the amount that Client owes to YWT under the Agreement (excluding VAT) for a period of 12 months preceding the occurrence of the damage, regardless of the number of events. In calculating this maximum, one-time costs (e.g., related to implementation) are expressly excluded.
13.2. Notwithstanding the above, YWT is expressly not liable for indirect damage. For the purposes of this Agreement, indirect damage includes: lost profits, missed savings, diminished goodwill, and damage resulting from business interruption.
13.3. YWT’s liability for an attributable shortcoming in performance of the Agreement arises only if YWT is promptly and properly notified in writing by Client, with a reasonable period allowed to remedy the shortcoming, and YWT continues to be in default after this period. The notice of default must contain a detailed description of the shortcoming to enable YWT to respond appropriately.
13.4. Any limitations or exclusions of YWT’s liability included in the Agreement will be void if and to the extent the damage results from intent or gross negligence by YWT’s management, or from death or bodily injury.
13.5. The Reseller fully indemnifies YWT against all third-party claims arising from or related to damage or claims from third parties resulting from the use or delivery of the Services provided through the Reseller.

Article 14. Force Majeure

14.1. YWT is not obligated to perform under the Agreement if performance is hindered by force majeure.
14.2. For the purposes of this Agreement, force majeure includes, but is not limited to: fire, floods, strikes, power failures, disruptions in telecommunications infrastructure, force majeure of YWT’s suppliers, network attacks, import and export restrictions, war, and terrorism. Any liquidity problems of Client do not qualify as force majeure.
14.3. To the extent that YWT has already performed or can still perform part of the Agreement at the time of the occurrence of force majeure, and this part has independent value, YWT has the right to perform and invoice the performed or to be performed portion separately.
14.4. In the event of force majeure, YWT may suspend the performance of the Agreement for as long as the situation persists. If the situation lasts longer than 3 months, either party has the right to terminate the Agreement in writing, without any obligation to compensate the other party.

Article 15. Duration and Termination

15.1. If the Agreement pertains solely to the provision of specific Services that terminate upon the completion of certain tasks or activities (hereinafter referred to as a “one-time agreement”), the duration shall be limited to the period necessary to perform and deliver the relevant Services.
15.2. If the Agreement wholly or partially involves the periodic or continuous provision of Services (hereinafter referred to as a “continuing agreement”), the duration shall be set out in writing. In the absence of a specific agreement on the duration, the Agreement shall be deemed to have been concluded for an indefinite period.
15.3. Unless otherwise agreed by the parties, a fixed-term continuing agreement shall be continuously and automatically renewed for the same duration upon expiration of the initial term, unless one of the parties provides written notice of termination with a minimum notice period of one month prior to the expiration of the agreed term.
15.4. For continuing agreements concluded for an indefinite period, either party may terminate the Agreement at any time by providing written notice, subject to a notice period that shall take effect at the end of the month following the date of such written notice.
15.5. YWT has the right to immediately suspend (in whole or in part) or terminate or dissolve (in whole or in part) the Agreement if:
- a. Client fails to meet its obligations under the Agreement or fails to do so in a timely manner, and the shortcomings are not remedied within a reasonable period after being given notice of default. However, prior notice of default is not required in cases where default occurs automatically under the law;
- b. Client applies for bankruptcy or is declared bankrupt, applies for or is granted a suspension of payments, Client’s business is liquidated, or its business activities are discontinued;
- c. Circumstances arise that make performance of the Agreement impossible or where it is unreasonable to require YWT to maintain the Agreement unchanged.
15.6. Any agreed-upon one-time costs, including but not limited to startup costs, must always be paid in full, regardless of the time or manner of termination.
15.7. In the event of termination of the Agreement, there will be no reversal of Services already delivered and the associated payment obligations.
15.8. After termination or dissolution of the Agreement, any remaining claims by YWT against Client become immediately payable, regardless of the reason for termination.

Article 16. Personnel and Competition

16.1. Client is not permitted, for the duration of the Agreement and for one year following its termination, to employ or otherwise engage, directly or indirectly, any employees of YWT without prior written consent from YWT. This prohibition does not apply if the employee independently applies for a publicly advertised vacancy published through conventional channels.
16.2. For the purposes of this provision, YWT’s employees include those who are currently employed by YWT or any of its affiliated companies, or who were employed by YWT or its affiliated companies within the past year, regardless of the reason for their departure.
16.3. YWT is free to provide services to third parties, including competitors of Client, in addition to providing services to Client.
16.4. In the event of a breach of the prohibition described in paragraph 1, YWT may, without prior notice of default, claim an immediately payable penalty of €25.000 per breach from Client, plus €1.000 for each day the breach continues.
16.5. Without prejudice to the right to claim a penalty as specified in the previous paragraph, YWT reserves the right to claim damages if the damage suffered by YWT exceeds the amount of the contractual penalty.

Article 17. Changes of the General Terms and Conditions

17.1. YWT has the right to change these General Terms and Conditions and will notify Client of such changes at least 30 days in advance. Changes will also apply to Agreements already in place.
17.2. If Client does not wish to accept a change, they may object in writing within 14 days of the announcement. If YWT decides to implement the change despite Client’s objection, Client may terminate the Agreement in writing, effective no later than the date the change takes effect.
17.3. The procedure described above does not apply to changes of minor importance or changes that are beneficial to Client. Such changes may be made by YWT unilaterally and with immediate effect. Client will be informed of such changes as soon as possible.

Article 18. Miscellaneous

18.1. The Agreement is governed by Dutch law. Unless otherwise mandated by mandatory law, any disputes between the parties related to the Agreement will be submitted to the Dutch court in the district where YWT is located.
18.2. If a provision of the Agreement is found to be invalid, voidable, or otherwise invalid, this does not affect the validity of the entire Agreement. In such a case, the parties will establish a new provision to replace the invalid one, which, as far as legally possible, reflects the intention of the original clause.
18.3. The parties may only transfer their rights and obligations arising from the Agreement to a third party with the written consent of the other party. However, YWT has the right to transfer the Agreement without prior consent or cooperation from Client to a parent, sister, or subsidiary company, or to a third party in the event of a merger or acquisition. YWT will inform Client in writing as soon as possible if such a transfer has occurred.

Appendix 1 – Additional Personal Data Terms

If YWT processes personal data on behalf of Client under the Agreement, the provisions of this appendix shall apply. Unless otherwise agreed, this appendix shall serve as a (sub)processor agreement in such a case, with YWT being designated as the (sub-)processor.

Article 1. Processing of Personal Data

1.1. YWT will process personal data solely for the purpose of executing the Agreement and for purposes that are reasonably related to it or as otherwise agreed upon with Client.
1.2. The purposes of the processing, as well as the categories of data subjects and the types of personal data processed in the delivery of the Services, are described in more detail in the Agreement.
1.3. YWT may process the following personal data of (potential) customers for Client or a third party via Reseller in the execution of the Agreement:
- a. First name
- b. Last name
- c. Date of birth
- d. Gender
- e. Email address
- f. Phone number
- g. IP address
- h. User agent
- i. Behavioral data
- j. Device data
- k. Zip code
- l. City
- m. Country
- n. Region
1.4. YWT does not have independent authority over the purpose and means of processing personal data. YWT does not make independent decisions about the receipt and use of personal data, its provision to third parties, or the duration of its storage.

Article 2. Obligations of the Parties

2.1. Each party shall ensure compliance with its obligations under the GDPR and other applicable privacy laws and regulations.
2.2. At Client’s explicit request, YWT will inform Client within a reasonable timeframe about the measures it has taken with respect to the obligations mentioned in the previous paragraph.
2.3. Client guarantees that the personal data processed by YWT during the execution of the Agreement, through the Services, complies with the GDPR. This means, among other things, that that YWT may use this personal data in accordance with the legal basis and purpose for which it was collected. Client indemnifies YWT against all fines and sanctions imposed on YWT by regulatory authorities, including but not limited to the Dutch Data Protection Authority, as a result of actions or omissions by Client or third parties linked to them concerning compliance with laws and regulations, including the GDPR or other relevant privacy legislation.
2.4. YWT will assist Client in carrying out a Data Protection Impact Assessment (“DPIA”) or prior consultation with the supervisory authority, if legally required. The associated costs are Client’s responsibility.

Article 3. Transfer of Personal Data

3.1. YWT may process personal data in countries within the European Economic Area (“EEA”). Transfer to countries outside the EEA is also permitted, provided that the GDPR requirements are observed.
3.2. At Client’s explicit request, YWT will inform Client within a reasonable timeframe about the country or countries where the personal data is processed.

Article 4. Engagement of Sub-Processors

4.1. Client grants YWT general permission to engage third parties (“sub-processors”) for the processing of personal data, provided YWT adheres to the GDPR and other applicable laws and regulations. Client has the right to object in writing within two weeks of receiving notification from YWT about any new or changing sub-processor(s). If Client objects, the parties will negotiate to reach a solution. If such negotiations do not resolve the matter and YWT proceeds with the intended engagement of sub-processors, Client has the right to terminate the Agreement in writing as of the date on which YWT actually engages the sub-processor. If Client does not exercise this right before the sub-processor is engaged, the engagement of the sub-processor will be deemed accepted by Client.
4.2. An up-to-date list of sub-processors engaged by YWT can be consulted at https://yeswetrack.com/sub-processors.
4.3. YWT will contractually obligate each sub-processor to comply with the same or equivalent obligations regarding the processing of personal data as agreed between Client and YWT. YWT will be liable to Client for any errors made by sub-processors as if YWT had made the errors itself.

Article 5. Confidentiality and Security

5.1. Personal data processed by YWT must always be considered Confidential Information. Therefore, the confidentiality agreements set forth in Article 11 of these General Terms and Conditions apply.
5.2. YWT will take appropriate technical and organizational measures regarding the processing of personal data to protect it against loss or any form of unlawful processing (such as unauthorized access, alteration, or disclosure of personal data). Although YWT will make every effort to prevent loss or unlawful processing of personal data, YWT cannot guarantee that the security measures will be effective under all circumstances.
5.3. Additional information about the security measures taken by YWT as mentioned above can be requested via email at support@yeswetrack.com.

Article 6. Data Breaches

6.1. Client is responsible for reporting a personal data breach (hereinafter: “data breach”) to the relevant supervisory authority and to the data subjects whose personal data has been breached. To enable Client to meet this legal obligation, YWT will notify Client without undue delay in the event of a data breach.
6.2. YWT’s notification to Client shall include, at a minimum, the fact that a data breach has occurred and, to the extent known to YWT, the information referred to in Article 33(3) of the GDPR. If YWT does not have all the information referred to in this article, it will collect and provide this information to Client as soon as possible.
6.3. If required by law and regulations, YWT will cooperate in informing the relevant supervisory authorities and the data subjects whose personal data has been breached. Any associated costs will be borne by Client.

Article 7. Rights of Data Subjects

7.1. If a data subject wishes to exercise one of their legal rights and directs the request to YWT, YWT will forward this request to Client. Client will then be responsible for handling the request. YWT may inform the data subject that the request has been forwarded.
7.2. If a data subject directs a request to exercise one of their legal rights to Client, YWT will, if requested by Client, provide reasonable assistance if Client cannot handle the request independently. Any associated costs will be borne by Client.

Article 8. Audit

8.1. Client has the right to have periodic audits conducted by an independent third-party expert bound by confidentiality to review YWT’s compliance with the obligations arising from this module. The costs of such audits, including reasonable costs incurred by YWT during the audit, are Client’s responsibility.
8.2. The audit will only proceed if Client has requested and reviewed any existing (audit) reports from YWT and has provided reasonable arguments justifying the need for the audit (including specific aspects). An audit is justified if the reports available from YWT do not provide sufficient clarity on compliance with this module.
8.3. YWT will cooperate with the audit and provide all reasonably relevant information, including supporting data such as system logs, and staff as timely as possible and within a reasonable period. The audit will be conducted in a way that minimizes its impact on YWT’s operations.
8.4. The audit initiated by Client will take place no earlier than 2 weeks after Client’s announcement. The parties will agree on the exact date and time of the audit.
8.5. Client may perform an audit at YWT no more than once per year, unless there is a specific and demonstrable suspicion of non-compliance with the provisions of this module by YWT.
8.6. The findings from the audit will be reviewed by the parties in mutual consultation and, based on those findings, will be implemented by one or both parties as appropriate.

Article 9. Return or Destruction

9.1. Upon termination of the Agreement, YWT will return all personal data processed on behalf of Client under the Agreement, or destroy or delete it, at Client’s choice. The associated reasonable costs are Client’s responsibility.
9.2. The above applies only to personal data processed by YWT on behalf of Client in its role as (sub)processor. The provisions do not apply to personal data processed by YWT in its role as data controller.