TERMS & CONDITIONS
Definitions
“Agreement” means these Terms & Conditions together with any Statement of Work executed hereunder. “Client” refers to the legal entity engaging D&D AI Solutions to provide Services. “Services” encompass all consulting, design, implementation, training and support relating to AI-driven analytics, robotic automation and IoT integration. “Deliverables” include any software, documentation, reports or other materials delivered by D&D AI Solutions under an agreed Statement of Work.
Scope of Services
D&D AI Solutions will perform the Services and deliver the Deliverables in accordance with the specifications, milestones and acceptance criteria set forth in each Statement of Work. Any change to the scope of Services must be agreed in writing and may require adjustment of fees or delivery schedules.
Fees, Expenses & Payment
Fees for Services are set out in each Statement of Work and are payable in euros within thirty days of the invoice date. Late payments will accrue interest at a rate of 1.5 % per calendar month or the maximum rate permitted by law, whichever is lower. Reasonable, pre-approved travel, accommodation and third-party costs incurred in performing the Services will be reimbursed at cost.
Intellectual Property
All pre-existing intellectual property rights—such as software, methodologies, algorithms and documentation—remain the sole property of D&D AI Solutions. The Client retains ownership of any data and materials it provides. Upon full payment for Deliverables, D&D AI Solutions grants the Client a perpetual, non-exclusive, non-transferable license to use the Deliverables for its internal business purposes.
Confidentiality
Each party agrees to maintain the confidentiality of the other’s proprietary information disclosed in connection with this Agreement and to use such information solely for the performance of its obligations hereunder. Confidentiality obligations will survive the termination or expiration of this Agreement for a period of five years.
Data Protection
Where personal data is processed on behalf of the Client, the parties will enter into a separate Data Processing Agreement in compliance with the EU General Data Protection Regulation. D&D AI Solutions will implement appropriate technical and organizational measures to safeguard personal data against unauthorized access or disclosure.
Warranties & Disclaimer
D&D AI Solutions warrants that its Services will be performed in a professional and workmanlike manner in accordance with industry standards. Except as expressly provided, all other warranties—whether express or implied, including any warranty of merchantability or fitness for a particular purpose—are disclaimed to the fullest extent permitted by law.
Limitation of Liability
Neither party will be liable for any indirect, incidental, special or consequential damages, including loss of profits or data, arising from this Agreement. D&D AI Solutions’s total liability under or in connection with this Agreement will not exceed the total fees paid by the Client under the applicable Statement of Work in the twelve months preceding the claim.
Term and Termination
This Agreement commences on the effective date of the first executed Statement of Work and continues until all Services are complete, unless terminated earlier for material breach. Either party may terminate if the other party fails to remedy a material breach within thirty days of written notice. Upon termination, the Client will pay for all Services rendered and expenses incurred through the termination date, and each party will return or destroy the other’s Confidential Information.
Governing Law & Dispute Resolution
This Agreement is governed by the laws of the Netherlands, excluding its conflict-of-law rules. Any dispute arising under or in connection with this Agreement will be finally settled by arbitration administered by the Netherlands Arbitration Institute in The Hague, conducted in English under its rules.