Terms & Conditions
Who are we?
We are Yōkai Network, a trading name of Yōkai Research and Development B.V. (Yōkai). Our address is Prinses Margrietplantsoen 33, 2595 AM Den Haag. We are registered with the Chamber of Commerce (Kamer van Koophandel) under number 86910531.
What do we do?
At Yōkai, we are all about connecting software companies and cybersecurity professionals to make the digital world safer. Our security collaboration ecosystem Yōkai provides a space where companies can launch security testing programs, and cybersecurity professionals can help uncover vulnerabilities, all while ensuring fair compensation for their efforts (the Platform).
Please note that the Platform is currently in the Beta phase, which means we are still testing the Platform. Therefore, the Platform might currently not always work sufficiently.
When we refer to you in these Terms, we mean you as a user of our Platform or services.
If you have any questions regarding these Terms or the Platform, do not hesitate to contact us by sending an email to email@example.com.
SECTION 1 - INTRODUCTION
1. How we work
- The purpose of the platform is to connect Clients with “Hackers” (as defined below), making it easier to find and fix cybersecurity issues of the Client, while promoting clear communication and teamwork.
- You can use our Platform as a Client or a Hacker:
- a Client means any software company using the Platform to source Hackers for cybersecurity campaigns;
- a Hacker means any person or company using the Platform to execute cybersecurity campaigns for Clients.
- The Client and Hacker and any other company or person using our Platform are also individually referred to as User or collectively as Users.
- During the international security conference ‘Nullcon GOA 2023’ in India (Nullcon), Clients may create campaigns via the Platform to find cybersecurity vulnerabilities in technology systems belonging to or used by the Client, in which Hackers can participate (a Campaign).
- Each Campaign has been provided with the relevant information and instructions by the Client (the Campaign Documentation).
- Hackers may be entitled to financial compensation for the successful execution of Campaigns, paid by Nullcon on behalf of the Client (the Hacker Fee).
2. Applicability of these Terms
- These Terms apply to every offer and agreement we enter into with you and any use of the Platform.
- In case of a conflict between these Terms and an agreement between you and Yōkai, the terms from the agreement shall prevail.
- We reserve the right to change these Terms at all times. The latest version of the Terms will always apply. Arrangements that deviate from these Terms will only be applicable if they have been agreed on by us in writing (including email).
SECTION 2 - GENERAL TERMS
- The provisions under this section 2 apply to all users of the Platform.
- To access the Platform, you must make an account. You are responsible for choosing the correct means of identification, such as your email address, and for choosing a strong password.
- You may only create a personal account for yourself. You may not give others access to your account.
- You need to keep your account details and password confidential. You are responsible for all activities on your account after it has been logged in with your account details and passwords, unless you have reported that your account has been compromised as soon as becoming aware of it.
- To use the Platform, you must have a proper internet connection. You are responsible for the technical functioning and maintenance of your internet connection, internal network and all other IT-systems.
- You can delete your account by sending an email to firstname.lastname@example.org. If we delete your account, this will not constitute a termination or suspension of your possible payment obligations to us.
5. Verification of Hackers
- Hackers participating in Campaigns during Nullcon are verified by the organisation of Nullcon according to the know-your-customer (KYC) standards.
- We have no involvement in the verification process of Hackers that participate in Campaigns during Nullcon. For more information on this verification process, we refer you to the organisation of Nullcon
6. Agreement between Client and Hacker
- The Client and Hacker shall enter into a separate agreement for the execution of a Campaign (the Hacker Agreement). Yōkai is no party to this agreement and only has as facilitating role in relation to Campaigns.
- These Terms solely relate to the Platform and related services, and not to the services conducted or arranged by the Client or Hacker as a result of the use of our Platform.
- We are not responsible for:
- the fulfilment of any obligation arising from an agreement between a Client and Hacker, including the fulfilment of any payment obligations;
- assessing the suitability of any Hacker to meet the Client’s requirements or the acceptability of Client’s terms and conditions;
7. Exclusion and suspension
- We reserve the right to exclude or suspend you from any (further) use of the Platform, by blocking and/or deleting your account, if you:
- violate these Terms and/or applicable laws and regulations;
- attempt, or allow to attempt, to de-compile, reverse compile, disassemble, reverse engineer, try to obtain the source code, use viruses, Trojan horses, worms, bots, or otherwise use software or technical tools that can damage the Platform;
- fail to meet your payment obligations; or
- misuse the Platform in any other way.
- We are not obliged to refund any amounts already collected or to pay any damages in case of termination based on article 7.i.
8. Availability and maintenance
- We will do our best to keep the Platform up and running 24 hours a day, 7 days a week. We are responsible for the availability and maintenance of the Platform.
- During maintenance the Platform can be (partly) unavailable. We will try to perform our maintenance of the Platform in parts for continuity reasons. If maintenance causes downtime of the Platform, we will notify you of such a maintenance at least  working days in advance. Only in case of emergencies, we might not send you a notification.
- We have the right to change the Platform. This includes changing, removing or adding certain features or functionalities of the Platform. Changes will not result in any liability for damages for us or right of compensation for a User.
- We do not guarantee that the Platform is completely free of errors. Please inform us immediately of any errors, bugs or malfunctioning of the Platform. You can reach out to us by sending an email to email@example.com. We will then do our utmost to resolve your problem as soon as possible.
9. Third Parties
- We have the right to employ third parties to partially perform our duties, if we are of the opinion that this is necessary for the due exercise of our Platform. Sections 7:404 of the Dutch Civil Code (DCC) (performance of service by a specific person), 7:407 paragraph 2 DCC (joint liability) and 7:409 DCC (death of a particularly assigned service provider) are not applicable.
10. Force Majeure
- We will not be liable for any type of damage or loss of income or profit if we are unable to fulfil our obligations towards you due to force majeure. This includes, for example, a non-attributable failure of third parties, hacks and internet failures.
- In the event of force majeure, we may suspend our obligations with respect to the Platform. If this period exceeds 2 uninterrupted months or when it has become clear that the period will take longer than 2 months, we may terminate our services without being liable to pay any compensation.
11. Intellectual property
- We (or our licensors or Hackers) are the exclusive owners of all existing and future intellectual property, such as copyrights, trademarks, design rights, patents, source codes and know-how, relating to the Platform or are the fruits thereof.
- We only grant you a limited right to use the Platform. You cannot claim the intellectual property rights mentioned in article 11.1. The right to use the Platform is not exclusive and it is not permitted to transfer or licence the right to use the Platform to any third party.
- By using the Platform and uploading content or data, you declare: (i) to be the sole and exclusive proprietor of that content or data, or (ii) to have obtained all necessary licenses, consents, permissions or waivers to upload the data or content.
12. Confidentiality and privacy
- Yōkai and the User must maintain absolute confidentiality about everything that they learn from one another in the context of these Terms, any agreement, Campaigns and any and all further information received by the other party (Confidential Information).
- Yōkai and the User shall not:
- disclose Confidential Information to any legal entity or natural person;
- use any Confidential Information for its own purposes or for any purposes, other than the lawful purposes of the Company; and
- through any material failure to exercise due care and diligence, permit or cause the disclosure of any Confidential Information to any legal entity or natural person.
- Yōkai and the User are solely allowed to disclose Confidential Information:
- required by applicable law or stock exchange rules or by any competent authority, without there being a reason to challenge the imposed disclosure, but in any case, only after consultation with the other party about the timing and content of such disclosure;
- disclosure to its professional advisers or, subject to a duty of confidentiality and only to the extent necessary for any lawful purpose concerning Yōkai and the User to the Terms or an agreement;
- to the extent that at the date hereof or hereafter the related Confidential Information has become public knowledge otherwise than through the improper disclosure by any of Yōkai and the User;
- to affiliated companies, employees or any advisers solely on a ‘need to know’ basis, provided that the party disclosing Confidential Information to such affiliated companies, employees or advisers on this basis, to the best of its ability, requires such employees or advisers to agree to adhere to the obligations set out in this article 12.
- Yōkai and the User may only make public statements about these Terms or an agreement with the others party’s written permission.
13. Liability and indemnification
- We are not liable for any damage or other adverse consequences resulting from the use or inaccessibility of (information on) our Platform. All actions you take on the basis of the Platform are for your own account and risk.
- We are not liable for any damages or adverse consequences caused by or relating to:
- the improper or unlawful use of the Platform;
- payment disputes between the Users. Such disputes shall always remain between the Users;
- the information provided in the Campaign Documentation;
- damage to the Client’s property caused by Hacker due to the execution of Campaigns;
- circumstances caused by force majeure;
- We are only liable for your direct damages, which are directly and exclusively the result of a shortcoming on our part. We are not liable for indirect damages, loss of profit, revenue or opportunity. If recovery is possible, it is at our sole discretion to proceed with recovery or pay damages.
- If we are liable, our liability is limited to a maximum sum of the lower of:
- the amount covered by our liability insurance; or
- if the liability insurance does not cover or pay out any reimbursement, the total average amount invoiced (ex VAT) by Yōkai to the Client during a period of 6 months.
- We will ensure careful storage of your data. We are not liable for the damage or loss of data stored with us or third parties.
- The limitations of liability set out in this article do not apply if the damage is due to intent or gross negligence on our part.
You shall indemnify and hold us harmless from any third party claims. Specifically, but without limitation, you indemnify us for any dispute with regard to:
- damages caused by the Hacker due to the execution of a Campaign;
- violation of intellectual property rights in relation to Campaigns or Campaign Documentation;
- any decision based on the use of the Platform;
- your use of the Platform otherwise.
14. Term and Termination
- These Terms will apply for as long as you have a Platform account or for as long as we provide any services to you.
- You can terminate your account at any time. Termination of your account does not in any way terminate or suspend any of your payment obligations to us.
- Upon termination of your account all provisions will cease to be effective, except for the articles in these Terms that according to their wording and scope are intended to remain in full force after termination of your account, including articles 12 (Confidentiality and privacy), 13 (Liability and indemnification), 14 (Term and termination), 16 (Applicable law and competent court).
- The invalidity or unenforceability of any provision of these Terms will not affect the validity or enforceability of any other provision of these Terms. Any such invalid or unenforceable provision will be replaced by a provision that is considered to be valid and enforceable and whose interpretation will be as close as possible to the intent of the invalid provision.
- You are not allowed to assign or transfer any rights and obligations on account of Yōkai or these Terms without prior written approval of us.
16. Applicable law and competent court
- These terms and every agreement between Users and Yōkai are governed by Dutch law.
- The Court of Den Haag, the Netherlands, has jurisdiction to hear all disputes or claims ensuing from these Terms.
SECTION 3 - CLIENT SPECIFIC TERMS
- The provisions under this section 3 only apply to Clients.
18. Your obligations
- To use the Platform you must first enter into a separate order form and/or agreement with us (the Agreement).
- With regard to Campaigns during Nullcon, you shall:
- enter into a Hacker Agreement with the Hacker for the execution of a Campaign;
- provide sufficient and clear information regarding the scope, requirements and Hacker Fee in the Campaign Documentation;
- pay the Hacker Fees, which the Hackers are entitled to according to the requirements described in the Campaign Documentation or Hacker Agreement, directly to Nullcon. Nullcon shall directly pay the Hacker Fees to the relevant Hackers;
- comply with any tax documentation and/or applicable regulatory compliance;
- comply with the GDPR obligations for your own processing activities related to Campaigns.
- You must determine at your sole discretion whether a Hacker is entitled to a Hacker Fee. We have no involvement whatsoever in this decision, the criteria you use and the payment of any Hacker Fees to the Hacker. You indemnify us for any claims from a Hacker in connection with a Campaign
19. Data hosting
- We offer you the possibility to host the data related to your use of the Platform on servers we control, or on your own serves, as agreed upon in the Agreement.
20. Intellectual property
- When you use the Platform to create a Campaign, you grant us a royalty-free, perpetual license to use your Campaign and related information, such as the Campaign Documentation, worldwide, for the sole purpose of providing our services to you and the Hacker.
- The license described in article 20.1 may be restricted at your request via the Agreement. We shall reasonably accept and process your proposals regarding the license, such as:
- the direct removal of a Campaign and the Campaign Documentation after completion;
- For the use of the Platform, you shall pay us the fees as set out in Agreement within thirty (30) days, unless otherwise stated in the Agreement.
- All prices communicated by us are excluding any expenses and applicable VAT.
- Yōkai may annually apply an inflation correction to the prices mentioned in an offer or Agreement on the basis of the Dutch CBS consumer price index (CPI) that can be found here: https://www.cbs.nl/en-gb/economy/prices.
22. Payment and collection charges
- If a payment is due but not paid, we will first send a reminder, followed by a request for payment. If the payment is not made within the stipulated payment period, you will be in default (verzuim).
- If you are in default, we are entitled to:
- charge statutory commercial interest. The interest on the payable amount is calculated from the moment that the payment is due, until the moment that the payable amount has been paid by you in full;
- (temporarily) block your account, until you fulfilled your payment obligation; and
- charge you all extrajudicial collection costs. For an outstanding amount up to EUR 267, these costs will be EUR 40. For a higher amount, the collection costs will be calculated on the basis of the outstanding amount.
SECTION 4 – HACKER TERMS
- The provisions under this section 4 only apply to Hackers.
24. Campaign Participation
- Through our Platform, you can participate in Campaigns that are visible via your account.
- To participate in a Campaign, you first need to enter into a Hacker Agreement with the Client. Yōkai is no party to this agreement between you and the Client.
- Campaigns may have certain participation requirements, such as:
- restrictions regarding accessibility. You can always participate in open Campaigns, but only participate in private Campaigns if you have been selected by the Client;
- the obligation to have yourself verified by the Nullcon organisation according to the know-your-customer (KYC) standards;
- Clients and/or the Nullcon organisation are authorised to exclude you from a Campaign if you do not meet the prescribed requirements.
- The instructions of a Campaign are specified by the Client in the Campaign Documentation.
25. Hacker Fee
- You need to satisfy certain conditions determined by the Client to be entitled to a Hacker Fee. These conditions are specified by the Client in the Campaign Documentation and/or the separate agreement between you and the Client.
- Whether you are entitled to a Hacker Fee is exclusively assessed by the Client, or by a third party explicitly designated by the Client. Yōkai has no involvement in this decision whatsoever.
- You will receive any Hacker Fee you are entitled to directly via the organisation of Nullcon.