Counterparty: ReloAdvisor B.V.
Chamber of Commerce: KvK 75692171
1. Definitions
- ReloAdvisor: ReloAdvisor B.V., a company registered in the Netherlands (Chamber of Commerce No. 75692171), which provides the Services and Portal described below.
- Partner: The legal entity that uses one or more Services provided by ReloAdvisor under this Agreement in order to sell or promote its own products or services to individuals (users) seeking moving services.
- Request(s): The contact details and associated information of an individual who has submitted a quote request via ReloAdvisor (such as through an online form) to express interest in moving services. Each Request constitutes a sales lead for moving services.
- Portal: The ReloAdvisor online platform (including any extranet or web portal) that allows the Partner to access leads and related information provided by ReloAdvisor, including but not limited to details of Requests and invoices.
- Services: The services provided by ReloAdvisor to Partner under these Terms, including the delivery of Request details to the Partner (via email, the Portal, API or other means) and any related online applications, tools, or services made available to the Partner by ReloAdvisor.
2. General Terms
- Applicability: These Terms and Conditions ("Terms") apply to all use of the Portal and Services by the Partner. By using any of ReloAdvisor's Services or the Portal, the Partner acknowledges and agrees to be bound by these Terms. No other general terms or purchasing conditions of the Partner shall apply, unless expressly agreed in writing by ReloAdvisor.
- Changes to Terms: ReloAdvisor may unilaterally update or modify these Terms. In the event of any material changes, ReloAdvisor will provide the Partner with reasonable prior notice (e.g. via email or via the Portal). Continued use of the Services or Portal after such notice constitutes acceptance of the updated Terms. The Partner has the right to cease using the Services if it does not agree to the revised Terms.
- Governing Law and Forum: This Agreement and any dispute arising from it are governed exclusively by the laws of the Netherlands. Any disputes shall be brought before the competent court in the district where ReloAdvisor B.V. has its registered office, unless otherwise mandated by applicable law.
- Language: These Terms may be translated into other languages for convenience, but the English version shall prevail in case of any ambiguity or conflict between versions.
- Performance Data Publication: The Partner acknowledges and agrees that ReloAdvisor may collect, compile, and publish data regarding the Partner's performance and usage of the Services (including metrics such as response times, quote conversion rates, customer ratings, etc.). Such data may be used internally by ReloAdvisor or publicly disclosed (e.g. as part of performance comparisons or marketing materials). The Partner consents to this collection and publication of performance data for the duration of this Agreement and after its termination, to the extent it does not disclose any personal data in violation of applicable law.
- No Waiver; Severability: Failure by ReloAdvisor to enforce any provision of these Terms shall not be deemed a waiver of that provision or of any other provision. If any part of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, that portion shall be construed in a manner consistent with applicable law to reflect as closely as possible the original intent of the parties, and the remaining provisions shall remain in full force and effect.
- Assignment: Partner shall not assign or transfer any of its rights or obligations under this Agreement to any third party without the prior written consent of ReloAdvisor. ReloAdvisor may assign, subcontract, or transfer its rights and obligations herein to an affiliate or a successor entity (for example, in the event of a merger or acquisition) with notice to the Partner.
3. Agreement and Request Delivery
- Provision of Leads: During the term of this Agreement, ReloAdvisor will provide the Partner with Request details ("leads") for moving services, and the Partner shall receive and use such leads in accordance with these Terms. The Partner agrees to pay the fee per Request as agreed separately between ReloAdvisor and the Partner (e.g. in a sign-up form or order confirmation).
- Invalid Request Claims: If a delivered Request contains contact information that is materially unusable - specifically, both the email address and the telephone number provided are invalid or non-functional - then the Partner may submit a claim to have that Request deemed invalid. To claim an invalid Request, the Partner must use the designated Portal feature to report the issue within 14 days of ReloAdvisor delivering the Request. Subject to ReloAdvisor's review and approval, an invalid Request will not be charged or will be credited/refunded if already paid. The Partner may claim no more than 20% of the total Requests received in a given calendar month as invalid leads.
- Volume Caps and Changes: The Partner may request in writing (including via email or through the Portal) to adjust the agreed maximum number of Requests it wishes to receive in a given period, to change the geographic scope or other parameters of the leads (such as origin or destination locations for moves), or to pause/terminate the lead delivery Service. Any such change to the volume or scope of Requests will take effect only after written confirmation by ReloAdvisor. ReloAdvisor will use reasonable efforts to accommodate requested changes, but the actual number of Requests sent to the Partner (up to any agreed cap) remains at ReloAdvisor's discretion based on lead availability and distribution policies.
- Term and Termination: This Agreement shall commence once the Partner has agreed to these Terms (e.g. by signing an order or by using the Service) and shall continue until terminated. Either party may terminate this Agreement at any time without cause by giving written notice to the other party. Termination will be effective immediately upon notice, or on a later date if specified in the notice. Upon termination, ReloAdvisor will cease providing new Requests to the Partner, but termination does not affect the Partner's obligation to pay for any Requests already delivered or any other accrued obligations.
- Delivery Method: ReloAdvisor will deliver Request details to the Partner in a digital format. This may include sending lead details via email to the Partner's designated email address, providing them through the ReloAdvisor Portal, or, if mutually agreed, integrating the leads into the Partner's customer relationship management (CRM) system via an API or other technical means. The Partner is responsible for ensuring it can receive leads through the chosen delivery method (e.g. maintaining a valid email account or API connection).
- Activation & De-activation: The company that signs the contract must remain active for receiving leads on the routes that they requested and is written in the contract for a minimum of 4 months. The company can de-activate the company after these 4 months. In case of any request to pause the account, the company must provide a date of re-activation. In case the company wants to de-activate, there is a 1 month cancellation period (or you can let us know 1 month beforehand that you want to de-activate the account).
4. ReloAdvisor Obligations
- Best Efforts: ReloAdvisor will use its best reasonable efforts to provide the Partner with timely and accurate Request data as required under this Agreement. ReloAdvisor will deliver leads in accordance with the agreed procedures and will endeavor to support the Partner in using the Portal and Services effectively.
- No Guarantee of Conversion: The Partner understands and agrees that ReloAdvisor makes no guarantees or warranties regarding the quality or outcome of any Request. In particular, ReloAdvisor does not guarantee (i) the accuracy or completeness of information provided by the individual submitting the Request, (ii) the individual's level of interest in the Partner's services or intent to actually hire a moving service, (iii) the individual's availability, responsiveness, or suitability as a customer, or (iv) the individual's ability or willingness to pay for moving services. All Requests are provided "as is," and the Partner assumes the risk of unresponsive contacts or leads that do not result in business.
- No Liability for Partner Systems: ReloAdvisor is responsible for sending or making available the Request information, but is not responsible for any failure of the Partner to receive or act on a lead due to issues on the Partner's side. For example, ReloAdvisor shall not be liable for delays or failures in lead delivery caused by the Partner's hardware malfunctions, network issues, spam filters or firewalls blocking emails, misconfigured software, or any other technical impediments under the Partner's control.
5. Partner Obligations
- Proper Use of Leads: Partner shall use the Request details provided by ReloAdvisor solely for the purpose of contacting the individual who submitted the inquiry in order to provide a quotation or information related to moving services. When contacting such individuals, the Partner must clearly present itself using its own business name (as provided to ReloAdvisor) and not misrepresent itself or imply that it is an agent or employee of ReloAdvisor. The Partner will conduct all communications with leads in a professional and courteous manner.
- Timely Follow-Up: Partner is expected to make an initial contact attempt with the individual referred in a Request within 24 hours of receiving the lead (subject to reasonable exceptions, such as leads received on weekends or public holidays). Prompt follow-up increases the likelihood of a successful connection and reflects on both the Partner's and ReloAdvisor's service quality.
- No Resale or Unauthorized Use: Partner shall not resell, trade, gift, transfer, or otherwise disclose any Request or personal data obtained via ReloAdvisor to any third party. The leads provided are exclusively for the Partner's own use to potentially provide services to the individual who requested a quote. Partners are expressly forbidden from routing leads to other moving companies or brokers, or using the data for any purpose outside the scope of this Agreement.
- Compliance with Data Protection Laws: Partner must handle all personal data received through ReloAdvisor in strict compliance with the EU General Data Protection Regulation (GDPR) and any other applicable data protection or privacy laws. This includes, at a minimum, the obligations outlined in this section and Section 11 (Confidentiality). The Partner, as an independent data controller of the personal data in the Requests, is responsible for determining a valid legal basis for processing the data (such as the individual's consent or legitimate interest), and for informing the individual of how their data will be used and processed.
- Data Security Measures: Partner shall implement appropriate technical and organizational security measures to protect the personal data of individuals contained in the Requests. These measures should guard against unauthorized or unlawful processing, accidental loss, destruction, or damage of personal data. Examples include secure storage of lead information, use of encryption or password protection where appropriate, and limiting access to the data only to staff who need it for the purposes of providing a quote or moving service.
- Data Breach Notification: If the Partner becomes aware of any actual or suspected data breach involving personal data received from ReloAdvisor (for example, if lead information is lost, stolen, hacked, or accessed by an unauthorized person), the Partner shall notify ReloAdvisor in writing without undue delay and in no event later than 72 hours after discovering the breach. The notice to ReloAdvisor should include all available details of the nature of the breach, the data affected, and actions being taken to mitigate it. Additionally, the Partner is responsible for fulfilling any legal obligations to report the breach to relevant supervisory authorities and/or to inform the affected individuals in accordance with GDPR.
- Data Retention and Deletion: Partner shall not retain personal data from Requests for longer than is necessary to achieve the purposes for which the data was provided. In practice, this means that if an individual does not become a customer, the Partner should delete or anonymize their personal data once it is clear no business will result (or after a reasonable short retention period for follow-up). If the individual requests deletion of their data (whether directly to the Partner or through ReloAdvisor as an intermediary), the Partner must promptly and permanently delete all personal data relating to that individual's Request from its systems and records. The Partner will confirm deletion to ReloAdvisor upon request.
- Indemnity for Data Violations: The Partner acknowledges that it is solely responsible for its compliance with privacy laws in relation to the personal data provided by ReloAdvisor. The Partner shall indemnify and hold harmless ReloAdvisor from and against any and all claims, complaints, damages, fines, or losses (including reasonable attorneys' fees) arising from the Partner's failure to comply with its data protection obligations, including any unauthorized use of personal data or any security breaches or GDPR violations attributable to the Partner's actions or omissions.
6. Liability
- Limitation of Liability: To the fullest extent permitted by law, ReloAdvisor's liability to the Partner for any and all claims arising out of or relating to this Agreement or the use of the Services shall be limited to the total amount of fees paid by the Partner to ReloAdvisor in the twelve (12) months immediately preceding the event giving rise to the claim. If the Agreement has not been in effect for 12 months, the liability cap shall be the average monthly fees paid multiplied by 12.
- No Indirect Damages: ReloAdvisor shall not be liable to the Partner for any indirect, consequential, special, punitive, or incidental damages. This exclusion includes, but is not limited to, any losses of profits, revenue, business opportunity, goodwill, anticipated savings, or data, even if ReloAdvisor was advised of the possibility of such damages. The Partner agrees that this exclusion of liability is fair and reasonable given the nature of the Services.
- No Warranties: Except as expressly provided in these Terms, ReloAdvisor makes no representations or warranties of any kind, whether express, implied, or statutory, regarding the Services or the Requests. All implied warranties of merchantability, fitness for a particular purpose, and non-infringement are hereby disclaimed by ReloAdvisor. ReloAdvisor does not warrant that the Services will be uninterrupted or error-free, or that the leads will meet the Partner's expectations in terms of business outcomes.
7. Payments
- Invoicing and Fees: The Partner shall pay ReloAdvisor a fee for each Request delivered, at the rate and currency agreed between the parties (for example, as per the Partner's sign-up agreement or current rate card). ReloAdvisor will typically invoice the Partner periodically (e.g. monthly) for the total number of Requests delivered in the invoice period, unless another billing frequency is agreed. Each invoice will itemize or summarize the charges and will be sent via email or made available through the Portal.
- Payment Term: Payment of each invoice is due within fourteen (14) days from the invoice date, unless a different term is stated on the invoice. All fees and charges are stated exclusive of any applicable taxes (such as VAT). The Partner is responsible for paying any value-added tax, sales tax, or equivalent taxes that are legally due in connection with the Services, which will be added to ReloAdvisor's invoices where applicable.
- Late Payment and Suspension: If the Partner fails to pay any invoice by the due date, ReloAdvisor reserves the right to suspend the Partner's access to the Services and Portal (including ceasing delivery of new Requests) until all overdue amounts are paid in full. Additionally, ReloAdvisor may, at its discretion, terminate the Agreement for material breach if the Partner is significantly or repeatedly delinquent in payments.
- Default and Collection: In the event of late payment, the Partner shall be in default without further notice after the 14-day payment term expires. From that moment, ReloAdvisor is entitled to charge statutory commercial interest on the overdue amount as provided under Dutch law (or, if higher, interest at the rate of 1.5% per month) from the due date until the date of full payment. The Partner shall also be liable for all costs incurred by ReloAdvisor in collecting overdue payments. These costs include, but are not limited to, reasonable attorneys' fees, court fees, and third-party collection agency fees. In any case, the Partner will owe a minimum additional compensation for collection costs equal to 15% of the unpaid amount (to cover administrative and enforcement expenses), to the extent permitted by law.
- Price Adjustments: ReloAdvisor has the right to adjust the pricing of the Services (including the per-Request fee) from time to time. ReloAdvisor will provide the Partner with at least 90 days' notice in writing (e.g. via email or Portal announcement) of any increase in fees. If the Partner objects to the new pricing, it may terminate the Agreement by providing written notice before the new prices take effect. Continued use of the Services after the effective date of a price change constitutes acceptance of the new prices.
- Security Deposit / Prepayment: ReloAdvisor reserves the right to require the Partner to provide a security deposit or an advance payment as a condition of providing or continuing the Services, especially if the Partner has a history of late payments, has no established credit history with ReloAdvisor, or presents a credit risk in ReloAdvisor's reasonable opinion. Such deposit or prepayment amount will be determined by ReloAdvisor based on the expected volume of Requests or outstanding fees. If a deposit is collected, ReloAdvisor may apply it toward any unpaid invoices or other liabilities of the Partner, and any remaining balance of the deposit will be returned to the Partner upon termination of the Agreement (after settlement of all outstanding obligations). ReloAdvisor may also request that the Partner replenish or increase the deposit if drawn down, or in light of increased usage of the Services.
8. Intellectual Property
- Partner's IP Warranty: The Partner represents and warrants that it owns, or has obtained all necessary rights to use, all intellectual property related to its business that may be utilized in connection with ReloAdvisor's Services. This includes, for example, the Partner's trademarks, trade names, logos, and any descriptions or images of the Partner's products or services that may appear on the ReloAdvisor platform or be provided to users. The Partner further warrants that offering its moving services through ReloAdvisor and using any content or materials it provides will not infringe upon or misappropriate the intellectual property rights of any third party.
- Use of Partner's Name and Logo: The Partner grants to ReloAdvisor a non-exclusive, worldwide, royalty-free license to use the Partner's name, logo, and trademarks for the purpose of identifying the Partner as part of ReloAdvisor's network and marketing the ReloAdvisor Services. This may include displaying the Partner's name/logo on the ReloAdvisor website, in promotional or informational materials, in presentations to prospective users or partners, and in case studies or press releases. ReloAdvisor will use such marks in accordance with any reasonable branding guidelines provided by the Partner and solely in connection with promoting the Services or the Partner's participation therein.
- Indemnification for IP Claims: The Partner agrees to indemnify, defend, and hold harmless ReloAdvisor and its affiliates, officers, and employees from any and all third-party claims or legal actions that allege that the Partner's products, services, or conduct (including any intellectual property provided by the Partner such as logos or content) infringe upon another party's patent, trademark, copyright, trade secret, or other intellectual property rights. In the event of such a claim, the Partner will bear all costs, liabilities, and losses incurred by ReloAdvisor (including reasonable legal fees and any damages awarded or settlement amounts) arising from or relating to the claim. ReloAdvisor will promptly notify the Partner of any such claim and permit the Partner to assume control of the defense, with counsel reasonably chosen by the Partner, provided that ReloAdvisor may participate with its own counsel at its own expense. This indemnity obligation is in addition to any other remedies available to ReloAdvisor.
9. Non-Solicitation and Fair Use
- Non-Solicitation of Personnel: During the term of this Agreement and for a period of twelve (12) months following its termination, the Partner shall not, without the prior written consent of ReloAdvisor, directly or indirectly solicit for employment or contract any person who is or was an employee or key contractor of ReloAdvisor and with whom the Partner had contact in connection with the performance of this Agreement. This restriction is not intended to prevent general recruitment efforts (such as public job postings) that are not specifically targeted at ReloAdvisor's staff, but it does prohibit the Partner from actively poaching or inducing ReloAdvisor personnel to leave their position to work for the Partner or an affiliated entity.
- Fair Use of Services: The Partner shall use the ReloAdvisor Portal and Services in good faith and in accordance with their intended purpose. The Partner agrees not to engage in any abusive or unethical practices that could harm ReloAdvisor, its users, or other partners. Prohibited behaviors include, but are not limited to: attempting to game or manipulate the lead allocation system; circumventing ReloAdvisor's processes or fees; sending unsolicited or irrelevant communications to leads (spam); or harassing, threatening, or abusing any ReloAdvisor employees or representatives. The Partner also may not use automated scripts or scraping techniques on the Portal without permission, nor undertake any action that could compromise the stability or security of ReloAdvisor's systems.
- Consequences of Misconduct: If the Partner breaches the obligations in this section (or otherwise materially abuses the Services), ReloAdvisor may immediately suspend the Partner's access to the Portal and Services and/or terminate the Agreement for cause, with no liability to ReloAdvisor for any consequences of such suspension or termination. Additionally, the Partner may be held liable for any damages suffered by ReloAdvisor as a result of the prohibited conduct. ReloAdvisor's right to terminate or suspend is in addition to any other remedies available at law or equity. ReloAdvisor will provide notice of such suspension or termination, including a brief description of the grounds, but need not provide advance warning if immediate action is warranted (for example, in cases of fraud or data abuse).
10. Non-Payment and Default Policy
- Events of Default: A Partner shall be considered in default under this Agreement if: (a) it fails to pay any amount due under this Agreement within the specified payment term (and such failure is not cured within any additional grace period stated in a reminder notice, if any), or (b) the Partner materially breaches any other obligation of this Agreement (such as unauthorized use of leads or breach of confidentiality) and, if such breach is curable, fails to cure it within a reasonable time after written notice from ReloAdvisor. In the case of a breach that cannot be cured (such as a misappropriation of data or a serious violation of law), no cure period is required.
- Suspension or Termination: In the event of a default by the Partner, ReloAdvisor may at its discretion suspend the provision of Services (for example, temporarily stop sending new Requests or disable Portal access) and/or terminate this Agreement with immediate effect by providing written notice to the Partner. In cases of non-payment, suspension may be applied first, but ReloAdvisor is not obliged to wait before termination if the circumstances warrant immediate termination. Suspension or termination by ReloAdvisor for cause shall not prejudice its right to claim payment for Services already rendered or any damages or costs due to the Partner's breach.
- Public Listing of Defaulters: ReloAdvisor reserves the right to maintain and publish a list (for internal use, to share with other industry parties, or as a public notice) of Partners who have been terminated for cause or who have outstanding debts or verified serious violations of these Terms. Inclusion on such a list would typically include the Partner's name, location, and nature of the default (e.g., "non-payment" or "breach of terms"). The Partner acknowledges that this is intended as a measure to deter non-compliance and to protect ReloAdvisor's business community from fraud or significant misconduct. By entering this Agreement, the Partner consents that, if it is in material default (such as significant non-payment) and fails to cure after notice, ReloAdvisor may disclose the Partner's identity and the fact of its default to third parties, provided the information is truthful and accurate. (This shall not include any confidential details or personal data, only the fact of the default and the Partner's business identity.)
- Legal and Collection Costs: In any case of default where ReloAdvisor incurs expenses to enforce its rights or recover amounts due, all such costs shall be borne by the Partner. This includes any costs of engaging lawyers, debt collectors, court fees, arbitration or mediation fees, and any other costs related to the enforcement action. ReloAdvisor will provide evidence of such costs upon request by the Partner or as required by law. The obligation to cover enforcement costs is in addition to the payment of the principal sum and applicable interest and penalties.
- Acceleration and Security: If the Partner is in default, ReloAdvisor may declare all outstanding invoices immediately due and payable (acceleration). ReloAdvisor may also require the Partner to provide adequate assurances of performance, such as paying a certain amount in advance or providing a bank guarantee or other security for future Services, before ReloAdvisor agrees to continue the business relationship. Failure to provide such assurance when requested can be treated as an additional breach of this Agreement.
11. Confidentiality and Non-Disclosure
- Confidential Information: For purposes of this Agreement, "Confidential Information" means any non-public or proprietary information exchanged between the parties in connection with the Services or this Agreement, either directly or indirectly, in writing, orally, or by inspection of tangible objects. Confidential Information includes, without limitation: business plans, marketing or financial information, customer or user data (including the personal data contained in Requests), pricing arrangements, technical processes, product designs, software and source code, login credentials, and any other information that by its nature or circumstances of disclosure should reasonably be understood to be confidential.
- Exclusions: Information shall not be considered Confidential Information to the extent it: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party prior to disclosure by the Disclosing Party, as evidenced by written records; (c) is lawfully obtained by the Receiving Party from a third party without breaching any confidentiality obligation; or (d) is independently developed by the Receiving Party without reference to or use of the Disclosing Party's Confidential Information.
- Non-Disclosure Obligation: Each party (the "Receiving Party") shall hold in strict confidence all Confidential Information of the other party (the "Disclosing Party") and shall use such information solely for the purpose of fulfilling its obligations and exercising its rights under this Agreement. The Receiving Party shall not disclose or permit access to the Disclosing Party's Confidential Information to any third party, except to its own employees, agents, or subcontractors who need to know such information for the above-stated purpose and who are bound by confidentiality obligations at least as protective as those stated here. The Receiving Party shall be responsible for any breach of confidentiality by any person to whom it provides Confidential Information.
- Use of User Data: The parties acknowledge that personal data of individuals (lead information) provided by ReloAdvisor to the Partner is both Confidential Information and subject to data protection laws. The Partner shall treat all such personal data as Confidential Information and shall not disclose it to any third party except as permitted under these Terms (i.e., to contact the individual to perform a quote or service, or as part of providing a quote which might involve third-party services with the individual's consent). Likewise, ReloAdvisor shall keep confidential any personal information about the Partner's employees or business operations that the Partner provides to ReloAdvisor, in accordance with applicable privacy laws.
- Compelled Disclosure: If the Receiving Party is required by law, regulation, or court order to disclose any of the Disclosing Party's Confidential Information, the Receiving Party shall (to the extent permitted by law) promptly notify the Disclosing Party in writing, so that the Disclosing Party may seek a protective order or other appropriate remedy. The Receiving Party shall disclose only the portion of Confidential Information legally required and shall use reasonable efforts to ensure that the disclosed information is treated confidentially by the receiving authority or tribunal. A disclosure pursuant to law or court order (after following the above procedure) will not be deemed a breach of this Section.
- Return or Destruction: Upon termination of this Agreement (or earlier, upon the Disclosing Party's written request), each Receiving Party shall promptly return or destroy all tangible materials embodying the Disclosing Party's Confidential Information which are in its possession or control, including all copies, extracts, or other reproductions. If destroyed, the Receiving Party shall, upon request, certify in writing that such destruction has been completed. Notwithstanding the foregoing, each party may retain one archival copy of the Confidential Information if required for compliance purposes or if automatically backed-up on secure servers, provided that any retained information remains subject to these confidentiality obligations.
- Duration: The obligations set forth in this Section shall commence on the Effective Date of this Agreement and continue for the term of the Agreement and for a period of three (3) years after its termination or expiration. However, with respect to any trade secrets of the Disclosing Party or personal data of individuals, the confidentiality obligations shall continue for as long as such information remains legally protected as a trade secret or personal data, respectively.
- Injunctive Relief: The Receiving Party acknowledges that any unauthorized disclosure or use of the Disclosing Party's Confidential Information may cause irreparable harm for which monetary damages may be insufficient. Therefore, in addition to any other remedies available at law, the Disclosing Party shall be entitled to seek injunctive or equitable relief to prevent or halt any actual or threatened breach of this Section without the necessity of posting a bond or proving actual damages.
By using the ReloAdvisor Services or signing the Partner Agreement, the Partner confirms that it has read, understood, and agrees to these Terms and Conditions. These Terms, together with any sign-up form or order agreement provided by ReloAdvisor, constitute the complete and binding agreement between ReloAdvisor B.V. and the Partner regarding the subject matter herein.