Article 1: Term of the Agreement
1.1. This agreement is entered into for a term of one year. This agreement shall be tacitly renewed each time for a period of one year.
1.2. This agreement cannot be terminated prematurely. Termination must be effected no later than the end of the calendar year, with due observance of a notice period of one month, meaning no later than November 30 of each calendar year.
1.3. In deviation from Article 6:271 of the Dutch Civil Code, the dissolution of this agreement does not release the parties from their obligations. Furthermore, no obligation shall arise for the restitution of performances already received by the parties.
Article 2: Scope of the agreement
2.1. The purpose of this agreement is to formalize the cooperation between GS1 and the Partner, in which both parties, as equal partners, aim for the successful implementation of GS1 products for customers. This cooperation is essential for increasing the adoption and interoperability of GS1 solutions among mutual customers and their supply chain partners. By pooling their expertise and resources, both parties aim to enhance customer satisfaction and achieve a more efficient and transparent supply chain.
Article 3: Obligations of the GS1 Partner
3.1. The Partner shall, at all times, act in accordance with the criteria established by GS1 and guarantees that, for the duration of the agreement, it will comply with the requirements stipulated in this agreement.
3.2. The Partner shall promptly inform GS1 if it becomes aware that it is not compliant or has failed to comply with the GS1 criteria, or if a situation arises that poses a risk of non-compliance with the GS1 criteria, whether or not caused by a force majeure event.
3.3. The Partner is required to be familiar with and adhere to the requirements and obligations set forth in this agreement. On the following page the Partner can find more information about the Partner Program:
3.4. The Partner shall not disclose, either directly or indirectly, through publication, reference, or any other means, to third parties the type of subscription or agreement it has entered with GS1.
Article 4: Use of the GS1 Logo
4.1. The logo may only be used by Partners actively participating in the GS1 Partner Program after completing the e-academy.
4.2. The logo may only be used in marketing and communication materials specifically related to the collaboration with GS1.
Correct Usage and Placement
4.3. The logo must always be displayed in its complete, unchanged form (including color, font, and proportions) and may not be rotated, stretched, or altered.
4.4. A clear distance must always be maintained between the GS1 Partner logo and other logos to avoid visual confusion.
Use in Promotion and Publicity
4.5. The logo may not be used on products, packaging, or in campaigns that are misleading, inappropriate, or harmful to the reputation of GS1.
4.6. The use of the logo will be revoked if it is found that the Partner no longer meets the requirements or has terminated its participation in the GS1 Partner Program.
Certification and Approval
4.7. All instances of logo usage must be pre-approved by GS1, especially when the logo is presented in large-scale commercial expressions.
4.8. The logo may only be used during the period of participation in the GS1 Partner Program and after completing the e-academy.
Quality and Integrity
4.9. The logo must not be misused to create inappropriate associations with products, services, or brands that do not comply with GS1 standards.
4.10. The use of the logo must not undermine the integrity of GS1 or the Partner Program.
4.11. The use of the logo must not cause confusion between GS1 and the partner organization. The partner is prohibited from implying that they are part of GS1 or using the logo in a manner that suggests a false association.
Termination of Partnership
4.12. If a Partner terminates its participation in the GS1 Partner Program and cancels the partnership agreement, the use of the logo must cease immediately.
Responsibility for Logo Usage
4.13. The Partner is responsible for the proper use of the logo and must ensure strict compliance with the guidelines.
4.14. GS1 reserves the right to take legal action in cases of incorrect or unauthorized use of the logo.
Evaluation and Monitoring
4.15. GS1 may conduct evaluations at any time to verify that the use of the logo is in compliance with the guidelines.
4.16. In the event of a violation of the guidelines, GS1 may revoke the use of the logo and take appropriate measures.
Article 5: Partner Fee and Payment
5.1. The Partner shall owe the Fee under this agreement. GS1 may modify the Partner Fee at any time. Any adjustments shall be based on the CBS consumentenprijsindex (CPI).
5.2. The Partner shall pay all Fee’s due to GS1 within 15 (fifteen) calendar days following the invoice date.
5.3. In the event that the Partner fails to pay a Fee on time, the Partner shall be in default without any notice of default or reminder being required and shall be liable to pay statutory commercial interest and all costs incurred by GS1 for obtaining payment either judicially or extrajudicially.
5.4. The Partner shall not be entitled to offset any amount or to suspend the payment of any compensation.
Article 6: Non-Compete Clause
6.1. During the term of the relationship between GS1 and the Partner, the Partner is prohibited from employing GS1 employees or engaging them in any manner, either directly or indirectly, to work for the Partner without prior written consent from GS1. In the event that the Partner breaches this clause, the Partner shall incur a penalty of €150 per day for as long as the breach continues.
Article 7: Confidentiality
7.1. GS1 and the Partner declare that both parties commit, during the term of the agreement and after its termination, not to disclose to third parties, in any manner whatsoever, directly or indirectly, any information, knowledge, or data regarding each other's corporate organization, products, customers, data, finances, methods, relationships, and other relevant matters that have become known during or as a result of this agreement and are marked as confidential or are known to be of a confidential nature, unless such disclosure is necessary for the performance of the work under the agreement or required by law.
7.2. Parties may optionally enter into a separate confidentiality agreement regarding specific topics.
7.3. Should confidential information belonging to GS1 or the Partner be in possession of the other party, such information must be returned immediately upon termination of the agreement and restored to its original owner.
Article 8: Termination of the Partner Agreement
GS1 is entitled to terminate and rescind this agreement in the following circumstances:
8.1. When the partner acts as though it is GS1 or part of GS1, thereby creating confusion for a member of GS1.
8.2. When a partner proactively encourages members to deviate from GS1 standards, whether to adopt or develop similar competing standards.
8.3. In case of payment default.
8.4. By failing to correctly follow the measures and conditions set forth by GS1 to become a GS1 partner.
8.5. In the case of bankruptcy or suspension of payment of the Partner.
8.6. In the case of a merger or acquisition of the Partner by a third party.
Article 9: Intellectual Property
9.1 The Partner acknowledges that copyright and all other intellectual property rights pertaining to the Numbers, Standards, Software, Documentation, and Products are exclusively vested in GS1 and/or its licensors. Nothing in this Agreement shall constitute a full or partial transfer of such rights.
9.2 The Partner grants, where applicable, a non-exclusive, non-transferable, non-sublicensable, worldwide, royalty-free license on reasonable and non-discriminatory terms. This means that the Partner, through the provision of materials protected by intellectual property rights—such as drawings, data compilations, software, or text—to GS1, grants a worldwide, non-exclusive, royalty-free license to copy, publish, distribute, and create derivative works based on the material in connection with this Agreement.
9.3 The Partner shall ensure that, where applicable, any references to intellectual property rights (such as copyright symbols), trademarks, and other indications relating to GS1 or other GS1 Organizations are included and retained on all instances of the Documentation and Software, including on copies thereof.
Article 10: Liability
10.1. The total liability of GS1 Netherlands is limited to the lesser of the following amounts:
(i) the amount paid by the Partner to GS1 Netherlands under this Agreement as remuneration during the calendar year in which the damage occurred, or
(ii) if the damage is covered by liability insurance, the amount paid or to be paid under that insurance. However, GS1 Netherlands’ liability for indirect damages, consequential damages, lost profits, missed savings, loss of data, reduced goodwill, and damage due to business interruptions is entirely excluded.
10.2. A condition for any right to compensation is that the Partner reports the damage to GS1 in writing as soon as reasonably possible after its occurrence. Any claim against GS1 Netherlands expires simply upon the lapse of one (1) year after the claim arose.
10.3. The Partner indemnifies GS1 and other GS1 Organizations for damages that GS1 and other GS1 Organizations may suffer as a result of claims from third parties related to the use of Numbers, Software, or other Products and Services of GS1.
10.4. GS1 is not liable for the non-fulfillment of any obligations towards the Partner if this results from unforeseen circumstances, force majeure, or non-compliance by the Partner, GS1 participants, or GS1 Netherlands’ suppliers.
10.5. The Partner indemnifies GS1 for damages suffered by third parties as a result of commitments made by the Partner, actions or omissions of the Partner, incorrect implementation or instructions for implementation by the Partner, and other actions or omissions by the Partner, unless attributable to GS1’s intentional misconduct or deliberate recklessness.
Article 11: Miscellaneous Provisions
11.1. This Partner Agreement is subject to the general terms and conditions of GS1. These terms and conditions can be reviewed here. Terms and conditions - GS1 Netherlands
11.2. In the event of any deviation between this agreement and the general terms and conditions of GS1, the provisions of this Partner Agreement shall prevail.
11.3. Neither this agreement as a whole, nor any parts thereof, may be transferred or assigned to other parties or entities. Nothing in this agreement shall be construed to permit such transfer or assignment.
Article 12: Applicable Law
12.1. This agreement is governed by Dutch law. All disputes arising from this agreement shall be submitted to the court in Amsterdam.