Youforce is the HR and payroll platform delivered in the Netherlands by Youforce B.V. The company’s general delivery terms (“Algemene Leveringsvoorwaarden”) define Youforce as the legal entity Youforce B.V., which belongs to the Visma group, and define the Visma group as Visma Nederland B.V. and all its direct and indirect subsidiaries.[1] Visma’s group legal notice confirms that the software products are provided by the respective Visma companies rather than the group website.[2] The terms apply to all offers and agreements under which Youforce supplies services, and prevail over other provisions unless the agreement says otherwise.[1]
Editions
The general terms describe the service as Software, a “software as a service” function made available remotely over the internet or another data network, and list further categories of services: implementation, consultancy, Academy, HR Service Desk and hour-bundle (strippenkaart) services.[1] The terms contain no package names or price list, and no price document was retrieved. An asset manager therefore needs the order confirmation to know which software modules and services were bought.
A Partner Product is defined as an additional software component or service from a third party that is supplied through or in connection with Youforce and may be delivered and invoiced via Youforce.[1]
Metrics
Number of employees (Aantal medewerkers). The terms define the number as the employees known from the January payroll tax return. This number is the starting point for that year’s invoicing, or, where such data are missing, the number agreed in writing between Youforce and the customer.[1] See Employee count is taken from the January payroll return.
End user. An end user is a natural person who, under the customer’s responsibility, uses the software and can log in to the customer’s environment. The terms do not price end users separately.[1] User names and passwords are generated per end user and are non-transferable and strictly personal, and the customer and each end user are responsible for their confidential use.[1] See Youforce user names and passwords are strictly personal.
The customer is responsible for managing the services, including checking settings, and for instructing end users and their use of the services.[1]
Counting / floors
Fees. Tariffs are stated in the agreement or an appendix to it, in euros and exclusive of VAT. Youforce invoices annually in advance on the established number of employees, and where an agreement starts during a calendar year the first invoice is pro rata to 31 December. Unless the agreement says otherwise payment is due within 30 days of the invoice date, and objections must be raised in writing within 10 days of the invoice date or the invoice is deemed accepted. The customer may not suspend or set off payments.[1] See Youforce invoices annually in advance.
Non-refundable fees. Unless agreed in writing, all fees are payable in advance and non-refundable, which the terms say includes unused credits, user accounts, software or remaining days in a subscription period. The exception is a significant reduction in availability of the software for reasons attributable solely to Youforce, in which case Youforce may at its discretion offer a reasonable refund as the sole remedy.[1] The consequence for licence reductions is that a lower employee count during a year does not reduce the annual fee already invoiced. See Youforce fees are non-refundable.
Indexation. Tariffs are adjusted every year on 1 January according to the CBS index for business services (collective-agreement wages per month, SBI 2008 M-N) or a comparable successor, using the development of the June index against the previous year; Youforce informs the customer at least one month before the effective date.[1] See Youforce tariffs are indexed each 1 January.
Additional services. Implementation, consultancy, Academy, HR Service Desk and hour-bundle services are performed only on a separate written order, outside the standard software fees and at Youforce’s tariffs at that time. Hours bought under a bundle are valid until the end of the calendar year of purchase and then lapse without refund unless agreed otherwise.[1] See Youforce additional services need a separate order.
Term and notice. The agreement runs for the duration it states or, failing that, for an initial term of three years, and is then renewed tacitly for periods equal to the initial period. Notice can be given only for the end of the agreed duration, on six months’ notice, and early termination is not allowed unless the terms say so; immediate termination is possible only for bankruptcy, suspension of payments or liquidation or cessation of the other party’s business.[1] See Youforce initial term is three years with tacit renewal, Youforce notice is six months at the end of the term and Youforce initial term and renewal.
Virtualization & partitioning
Not applicable. The terms cover a remotely delivered service and give the customer no source code access.[1]
Cloud / BYOL
Not applicable. The right of use lasts for the duration of the agreement and is non-exclusive, non-transferable, non-pledgeable and non-sublicensable; the customer may not transfer its rights under the agreement to a third party without Youforce’s prior written consent.[1] See Youforce licence is non-exclusive and non-transferable and Youforce rights cannot be assigned without consent.
Changes to the software. Youforce may change the technical and functional characteristics of the software to improve it, fix faults or comply with law, and tells the customer if the change materially alters functionality. It need not maintain specific functionality for the customer. If Youforce introduces a replacement application with equivalent or wider functionality it may migrate the customer to it, charging reasonable migration costs announced in advance. The customer has 30 days to respond, and if there is no agreement on costs either party may terminate on six months’ notice.[1] See Youforce may migrate customers to a replacement application.
Programs
No named program is described in the general terms beyond the term and renewal construct above. Changes to the general terms need at least three months’ prior written or electronic notice, and if a change materially worsens the customer’s position the customer may terminate on the effective date.[1] See Youforce terms can change with three months’ notice.
Data, liability and exit
The terms limit the use of data to listed purposes: delivery of the services, improving software and user experience, marketing and relevant information, security, statistics and research, compliance with the terms and development and testing. Personal data included in such use must be anonymised, or equivalent measures taken. Youforce may share data with other Visma group companies, vendors and partners on the same terms, and will not sell, rent or lease data to third parties unless agreed.[1] See Youforce does not sell or lease customer data.
Total liability for an attributable failure is limited to direct damage up to the price agreed for the contract (one year’s fees for a continuing agreement of more than a year) and in no case more than EUR 100,000; liability for death, personal injury or material damage to property is capped at EUR 1,250,000. The customer must report damage within one month of discovery.[1] See Youforce liability is capped at EUR 100,000.
After termination the customer has three months of access to the software to export its own data. Youforce may then delete or anonymise data unless statutory retention applies, and keeps fiscal or administrative data for the statutory seven years.[1] See Youforce export window after termination is three months.
Out of scope
This article does not cover Youforce’s service level agreement, the Learning Services terms, the earlier general terms document or the data processing agreement, all of which Youforce publishes separately. It also does not cover any Visma Dutch brands other than Youforce, such as Nmbrs. The general terms contain no audit or inspection clause, and no product price list is public.