Terms & Conditions

Authoritative version. The legally binding text of our general conditions is the Dutch version published at/nl/voorwaarden/. The summary below is an English translation for convenience; if anything diverges, the Dutch version prevails.

What our conditions cover

Our general conditions (Algemene Voorwaarden, v0.4, 2026-05-12) apply to all engagements with en:twine B.V. They cover, in 17 articles:

• Definitions (art. 1) — including what we mean by "AI Agent", "SOW / Engagement Confirmation", "Services", and "Confidential Information".
• Applicability and conflict (art. 2) — these conditions apply by default; any conflict between the conditions and a signed SOW is resolved in favour of the SOW.
• Offers, agreements, and changes (art. 3) — offers are non-binding until accepted; changes require written agreement; verbal commitments are not binding unless confirmed in writing.
• Client obligations (art. 4) — timely data, system access, a designated point of contact, and meeting the technical requirements we communicate for AI Agent deployment.
• Intellectual property (art. 5) — the client keeps IP in its supplied data and content. Client gets IP in custom configurations built exclusively for the client (upon full payment). en:twine retains IP in its generic frameworks, templates, tooling, methodologies, and prompt-engineering patterns; a non-exclusive use license is granted to the client for the latter. We may abstract and reuse generic components for other clients without exposing confidential information.
• Confidentiality (art. 6) — three-year survival after termination; standard carve-outs for public information, prior knowledge, third-party disclosure, independent development, and legal compulsion.
• Data processing and GDPR (art. 7) — we act as processor when handling personal data on the client's behalf; a separate art. 28 GDPR DPA governs sub-processors, transfer mechanisms, and security measures.
• EU AI Act (art. 8) — we run an AI Act risk estimate at engagement start and document it in the SOW; both parties cooperate on high-risk AI system obligations as applicable.
• AI Agent limitations and disclaimers (art. 9) — AI Agents are probabilistic and non-deterministic; we do not guarantee error-free output. AI Agents can be vulnerable to prompt injection and adversarial inputs. Human oversight remains the client's responsibility.
• Warranty and support (art. 10) — 90-day functional warranty from delivery against the SOW specifications; the warranty does not cover misuse, unauthorised modifications, or third-party-service changes.
• Maintenance and updates (art. 11) — no post-warranty maintenance obligation unless managed care is contracted in the SOW; unused monthly support hours do not carry over.
• Pricing and payment (art. 12) — prices in EUR, excluding VAT; 30-day payment terms; statutory commercial interest (art. 6:119a BW) on late payment; annual CPI-based price adjustment per 1 January.
• Liability (art. 13) — total liability capped at the amount paid in the 12 months preceding the event; no liability for indirect/consequential damages, loss of profit, or business interruption. Standard carve-outs for intent or willful recklessness by company leadership. Two-year limitation period.
• Indemnification (art. 14) — mutual indemnification for third-party claims, with notice and reasonable defense cooperation requirements.
• Term and termination (art. 15) — 30-day notice for indefinite agreements; termination for material breach (after 14-day cure period), insolvency, or liquidation. Articles 5, 6, 7, 13, 14, and 17 survive termination.
• Force majeure (art. 16) — covers third-party AI/LLM/cloud/API outages, cyberattacks, government measures, pandemics. Right to terminate if force majeure lasts more than 60 days.
• Final provisions (art. 17) — Dutch law applies; CISG excluded. Disputes go through 30-day good-faith negotiation, optionally mediation, then the Midden-Nederland court.

For the full Dutch text, including all sub-clauses and the exact wording, see/nl/voorwaarden/.