Terms and Conditions

Article 1 - Definitions

• AiFact: the service provider, also referred to as 'we', 'us', or 'our'
• Client: any natural or legal person who enters into an agreement with AiFact
• Services: all work performed by AiFact, including but not limited to AI automation, system integrations, consulting, and support
• Agreement: any arrangement between AiFact and the Client for the provision of Services

Article 2 - Applicability

These terms apply to all offers, quotations, and agreements between AiFact and the Client. Deviations are only valid if expressly agreed upon in writing. The Client's own terms and conditions are explicitly rejected.

Article 3 - Quotations and agreements

All quotations are non-binding unless stated otherwise. An agreement is established when the Client accepts a quotation in writing (including email) or when AiFact begins performing the agreed services. Quotations are valid for 30 days unless specified otherwise.

Article 4 - Prices and payment

All prices are in euros and exclude VAT unless stated otherwise. Fixed project prices are agreed upon in advance and documented in the quotation. API costs for third-party AI services are billed separately based on actual usage. Invoices must be paid within 14 days of the invoice date. Late payments incur the statutory commercial interest rate.

Article 5 - Delivery and deadlines

Delivery dates are indicative and not strict deadlines unless explicitly agreed otherwise. AiFact will make reasonable efforts to meet communicated timelines. Delays do not entitle the Client to compensation or termination unless the delay exceeds 30 business days after written notice.

Article 6 - Client obligations

The Client is responsible for providing accurate and complete information necessary for the performance of services. The Client grants AiFact timely access to required systems, data, and personnel. Delays caused by the Client may result in adjusted timelines and additional costs.

Article 7 - Intellectual property

All intellectual property rights to deliverables created by AiFact transfer to the Client upon full payment, unless agreed otherwise. AiFact retains the right to use general knowledge, techniques, and experience gained during the project. AiFact may reference the project in its portfolio unless the Client objects in writing.

Article 8 - Confidentiality

Both parties are obligated to maintain confidentiality regarding all information obtained during the agreement that is reasonably understood to be confidential. This obligation survives the termination of the agreement and remains in effect for 2 years after completion.

Article 9 - Liability

AiFact's total liability is limited to the amount invoiced for the specific project giving rise to the claim, with a maximum of the amount covered by AiFact's professional liability insurance. AiFact is not liable for indirect damages, including but not limited to consequential damages, lost profits, lost data, or business interruption. Claims must be submitted within 12 months of the event giving rise to the claim.

Article 10 - Force majeure

AiFact is not liable for failure to perform due to force majeure, including but not limited to: failures of third-party services or APIs, internet disruptions, power outages, government measures, pandemics, and natural disasters. In the event of force majeure lasting more than 60 days, either party may terminate the agreement.

Article 11 - Termination

Project-based agreements end upon delivery and acceptance of the deliverables. Ongoing service agreements may be terminated with 30 days written notice after the initial commitment period. Either party may terminate the agreement immediately if the other party fails to fulfill its obligations after a written notice with a 14-day remedy period.

Article 12 - Governing law and disputes

These terms and all agreements are governed by Dutch law. Any disputes will first be attempted to resolve through negotiation. If negotiation fails, disputes will be submitted to the competent court in 's-Hertogenbosch, the Netherlands.