Terms of service

1. Scope and definitions

These terms apply to every quote, proposal and agreement between Wibs Digital (Oder 20 Unit G7770, 2491 DC Den Haag, KVK 62769960, "we") and the business or organisation that engages us ("you"). Your own purchasing or general terms do not apply unless we accept them in writing.

• Blueprint: the Digital Product Blueprint produced in our studio: a first solution concept with an investment range and delivery estimate.
• Proposal: our written quote or statement of work that sets out the scope, deliverables, price, milestones and planning of a project.
• Deliverable: anything we produce for you under a proposal, such as a website, app, design, campaign, content or report.
• Business day: Monday to Friday, excluding Dutch public holidays.
• In writing: includes email and messages in the project channel we agree on.

If a proposal and these terms conflict, the proposal wins for that project. Our services are intended for businesses. If you are a consumer, the mandatory rights Dutch law gives you continue to apply.

2. How an agreement is made

The studio conversation and the Blueprint are free and do not bind either of us. The investment range and delivery estimate in a Blueprint are indicative. After we review your Blueprint, we send a proposal.

An agreement starts when you accept a proposal in writing or pay its first invoice, whichever comes first. A proposal is valid for 30 days. Work outside the proposal is only part of the agreement once confirmed in writing.

3. Working hours and communication

Messages received after 17:30 or on a non-business day count as received at 09:00 on the next business day. Instructions given by phone or in a meeting are binding once confirmed in writing.

4. Your responsibilities

To keep a project on schedule, you:

• provide content, brand assets, access, accounts and information we ask for, on time and complete;
• give feedback and approvals within 5 business days of a request, unless the planning says otherwise;
• make sure you have the rights to everything you supply (texts, images, logos, data) and that it may lawfully be used;
• check the accuracy of claims, prices and legal statements in your content, as you know your business best.

If input or feedback is late, the planning moves by at least the same time and we schedule the work again based on team availability. If a project is on hold at your request, or waits for your input for more than 30 days, we may invoice the work done so far and charge a restart fee when it resumes.

5. Planning and delivery

Each proposal includes a planning with milestones. Delivery dates are target dates, not deadlines that lead to default on their own. If we see a delay coming, we tell you promptly with a new date. A deadline is only binding when the proposal calls it a fixed deadline.

Every project starts with a kick-off and ends with delivery or go-live. We work in the phases set out in the proposal and ask for your approval at the end of each phase before starting the next.

6. Revisions

Unless the proposal says otherwise, every design, copy or creative deliverable includes 2 revision rounds. In the studio, the Blueprint also includes 2 revision rounds, handled by the AI Workforce, and anything complex is escalated to a person.

• A revision round is one consolidated list of feedback from your point of contact, sent within the feedback period. Feedback in separate messages over several days counts as separate rounds.
• Revisions refine the agreed direction. A new concept, a new direction or new functionality is a change request (see section 7).
• Revision rounds that are not used within the project do not carry over to later work.
• Once a phase is approved, changing it again is a change request.
• Extra rounds are charged at the hourly rate in the proposal.

7. Change requests

Anything outside the agreed scope is a change request. You submit it in writing; within 3 business days we reply with the impact on price, planning and other deliverables. We start only after you approve the change in writing. Approved changes are billed at the agreed price or, if none, at the hourly rate in the proposal. Small changes up to 1 hour may be combined and billed monthly.

8. Testing and acceptance

When we deliver a deliverable or a phase for acceptance, you have 5 business days to test it and report any defects in writing, with clear steps to reproduce them. We fix defects that deviate from the agreed specification at no cost and offer it again for acceptance.

The deliverable counts as accepted when:

• you approve it in writing; or
• the 5 business days pass without a written report of defects; or
• you put it into use, for example by taking it live or running a campaign with it.

Minor defects that do not prevent use do not block acceptance; we fix them under the warranty.

9. Fees, invoicing and payment

• All prices are in euros and exclude VAT, unless stated otherwise.
• Fixed-price projects are invoiced 50% on acceptance of the proposal and 50% on delivery, unless the proposal sets other milestones. Work starts after the first invoice is paid.
• Time-and-materials work, extra revisions and change requests are invoiced monthly, based on the hours recorded, in blocks of 15 minutes.
• Retainers and SLA plans are invoiced monthly in advance.
• Third-party costs, such as licences, hosting, domains, stock material and plugins, are passed on at cost or paid by you directly.
• Invoices are payable within 14 days of the invoice date.
• If an invoice is overdue, you owe the statutory commercial interest (wettelijke handelsrente) and reasonable collection costs. After 14 days overdue we may suspend work and services until payment is received, after giving you written notice.
• We may adjust hourly rates and recurring fees once a year, with at least 30 days' written notice.

10. Digital marketing services

• No guaranteed results. We commit to doing the work professionally, not to specific rankings, traffic, leads, sales or return on ad spend. Results depend on your market, offer, budget and on platforms we do not control.
• Ad spend is separate from our fees. It is paid by you directly to the platform, or paid to us in advance before campaigns start.
• Accounts in your name. Ad, analytics, social and search accounts are set up in your name, or transferred to you on request. You keep access to your data when we stop working together.
• Approval before publishing. Campaigns, ads and posts go live after your approval, unless you have given us written approval to publish within an agreed plan.
• Platform rules. Google, Meta and other platforms can reject ads, restrict accounts or change their algorithms. We are not responsible for their decisions, but we help you appeal them.
• Minimum term. Ongoing campaign management, SEO and social media retainers run for at least 3 months, then month to month with one calendar month's notice.
• Reporting. You receive a monthly report on the agreed KPIs, and a review meeting each quarter.

11. Warranty after launch

For 30 days after acceptance or go-live, whichever comes first, we fix defects in what we built at no cost when they are caused by our work and deviate from the agreed specification.

The warranty does not cover:

• new features, design changes or content updates;
• problems caused by changes made by you or third parties, or by updates to software, plugins, browsers or platforms after delivery;
• outages or changes of third-party services, hosting you manage, or misuse;
• work where an invoice is overdue.

After the warranty period, support is provided under an SLA plan or at the hourly rate.

12. Support, maintenance and SLA

Support after the warranty is optional and agreed in a separate SLA plan. Unless the plan says otherwise, the following apply.

Priorities and response times

• Response times run during office hours. Response outside office hours, for P1 only, is available in plans that include it.
• Report issues through the support channel named in your plan, with a description, screenshots and steps to reproduce. We decide the priority based on impact and tell you if we change it.
• Availability: for hosting we manage, we aim for 99.5% availability per calendar month, excluding planned maintenance and outages of third-party providers.
• Planned maintenance is announced at least 48 hours in advance and scheduled outside peak hours where possible.
• Maintenance in a plan includes security updates, updates of software and plugins, backups and uptime monitoring, at the frequency listed in the plan.
• Support hours included in a plan are for that month. Unused hours do not carry over, and extra hours are billed at the hourly rate.
• If we miss a P1 or P2 response time in a given month for reasons within our control, you can ask for a credit of 5% of that month's plan fee for each miss, up to 25%. This credit is your only remedy for missed response times.

13. Hosting and third-party services

Deliverables often rely on third-party services such as hosting, domain registrars, payment providers, APIs and plugins. Their own terms apply to their services. We choose them with care but are not responsible for their availability, changes in price or discontinuation. Domains are registered in your name.

14. Ownership and licences

• You own what we build for you. Once all invoices for a project are paid, the intellectual property rights in customer-specific deliverables, including source code and your data, transfer to you. Until then, you have a right to use them for testing and review only.
• We keep our own tools. Our AI systems, prompt libraries, workflows, methods, templates and reusable components remain ours. Where they are part of a deliverable, you receive a perpetual, non-exclusive licence to use them within that deliverable.
• Third-party and open-source material, such as fonts, stock images, libraries and plugins, is used under the licence of its owner.
• Portfolio. We may mention the project and show the public result in our portfolio, unless you ask us in writing not to.

15. Use of AI

We are an AI-native agency: AI does much of the research, analysis, design and drafting, and people validate, build, test and deploy what goes live. We use AI openly, as described on our How it works & FAQ page.

• AI can make mistakes. Deliverables are reviewed by a person before they go into production, and we remain responsible for them under these terms.
• We choose the AI models used for each task. Your data is only processed as described in our privacy policy and is never used to answer another client.
• Because the law on AI-generated material is still developing, we do not guarantee that purely AI-generated elements (for example an image or a text) are protected by copyright.

16. Confidentiality and data protection

Both sides keep confidential information they receive from each other confidential, during the agreement and for 2 years after it ends. This does not apply to information that is public, or that must be disclosed by law.

How we handle personal data is described in our privacy policy. When we process personal data on your behalf, for example your customers' data in a website or campaign, we sign a data processing agreement (verwerkersovereenkomst) with you.

17. Liability

• Our total liability per project is limited to the amount invoiced and paid for that project. For ongoing services, it is limited to the fees paid in the 6 months before the event that caused the damage. In any case it is limited to the amount our insurance pays out.
• We are not liable for indirect damage, such as lost profit, lost revenue, lost data, missed savings, reputational damage or business interruption.
• Claims must be reported in writing within 12 months of when you discovered the damage, or could reasonably have discovered it.
• These limits do not apply to damage caused by our intent or deliberate recklessness (opzet of bewuste roekeloosheid).

18. Force majeure

Neither side is liable for failing to meet an obligation because of circumstances beyond its control, such as outages of hosting, internet or AI providers, cyberattacks, government measures, illness of key staff or natural disasters. If force majeure lasts longer than 60 days, either side may terminate the affected agreement in writing, and work done up to then is paid for.

19. Term, suspension and termination

• A project agreement ends when the work is delivered and accepted.
• Retainers and SLA plans run for the minimum term in the proposal, then month to month, and can be ended with one calendar month's written notice.
• You may end a project early in writing. You then pay for the work done and costs incurred up to that point, and for commitments we made to third parties for your project.
• Either side may terminate immediately in writing if the other side seriously breaches the agreement and does not fix it within 14 days of a written notice, or goes bankrupt.
• When the agreement ends, we hand over the deliverables, access and data you have paid for, in a common format, within 10 business days of the final payment.

20. Law, disputes and changes

Dutch law applies. We first try to solve any disagreement together. If that fails, disputes go to the competent court in The Hague (Rechtbank Den Haag).

We may update these terms. Changes apply to new proposals and, for ongoing services, 30 days after we notify you. If you do not agree to the change, you may end the ongoing service before the change takes effect.

Questions about these terms? Email business@wibs.nl.