1. General provisions

1.1 Applicability

These general terms and conditions apply to all offers and agreements whereby Nodefy BV, established in Amsterdam and registered with the Chamber of Commerce, hereinafter referred to as: "Nodefy", provides services of any nature to the client.

1.2 Definitions

• Nodefy: the private limited company Nodefy BV

• Client: the natural person or legal entity that enters into an agreement with Nodefy

• Services: digital marketing services, including but not limited to social media marketing, SEO/SEA, content marketing, email marketing, analytics and CRM services

• Campaign: any marketing campaign set up and executed by Nodefy

• Campaign structure: the methodology, strategy and approach developed by Nodefy for marketing campaigns

  
  

2. Services and execution

2.1 Services

1. Nodefy performs digital marketing services for the client as agreed in the order confirmation.

2. Nodefy endeavors to carry out services with care according to the agreements made in writing with the client.

3. All Nodefy services are performed on a best-efforts basis.

2.2 Response time

1. Nodefy aims to respond to client requests within 48 hours during working days.

2. Working days are Monday through Friday between 09:00 and 17:00, excluding Dutch public holidays.

   
   

3. Payment terms

3.1 Invoicing

1. Nodefy invoices on the first day of the month for services provided in that month.

2. The payment term is 30 days after the invoice date.

3. Client is not entitled to offset or suspend any payment.

3.2 Late payment

1. In case of late payment, the client is in default without a notice of default.

2. In case of default, the client owes statutory commercial interest.

3. All reasonable costs incurred to obtain satisfaction outside of court shall be borne by the client.

   
   

4. Intellectual property

4.1 Ownership rights

1. All intellectual property rights to campaigns, campaign structures, methodologies and approaches developed by Nodefy remain with Nodefy at all times.

2. The client is not permitted to copy, share with third parties or reuse the campaign structures developed by Nodefy without written permission from Nodefy.

4.2 Use of materials

1. Client only acquires the usage rights that are explicitly granted by these terms and conditions and by law.

2. The client is not permitted to share campaign results and insights with third parties without prior written permission from Nodefy.

   
   

5. Liability

5.1 Exclusion

1. Nodefy excludes any liability for damage suffered by the client due to shortcomings of Nodefy and/or third parties engaged by Nodefy.

2. Nodefy is particularly not liable for: a. Failure to achieve marketing objectives or expected results b. Lost revenue or profit due to non-functioning or incorrectly functioning campaigns c. Damage as a result of services not provided or not provided in a timely manner d. Indirect damage, consequential damage or business damage

5.2 Force majeure

1. Nodefy is not obligated to fulfill any obligation if prevented from doing so as a result of force majeure.

2. Force majeure includes: power outages, network disruptions, illness of personnel, and the non-performance of Nodefy's suppliers.

   
   

6. Duration and termination

6.1 Duration

The agreement is entered into for an indefinite period, unless the parties expressly agree otherwise.

6.2 Termination

1. The agreement can be terminated by both parties with a notice period of two (2) months.

2. Termination must be done in writing.

   
   

7. Processing of personal data

7.1 Responsibility

1. If Nodefy processes personal data as part of the service provision, this is done under the full responsibility of the client.

2. Nodefy is not liable for damage resulting from the processing of personal data.

   
   

8. Disputes

8.1 Applicable law

Dutch law exclusively applies to all legal relationships to which Nodefy is a party.

8.2 Dispute resolution

1. Disputes between Nodefy and client shall be submitted exclusively to the competent court in the district of Amsterdam.

2. Parties shall only appeal to the court after they have made every effort to resolve a dispute by mutual agreement.

   
   

9. Final provisions

9.1 Amendments

1. Nodefy reserves the right to amend or supplement these general terms and conditions.

2. Amendments also apply to already concluded agreements with observance of a period of 30 days after announcement.

9.2 Nullity

If a provision of these general terms and conditions proves to be void, this does not affect the validity of the entire general terms and conditions.