Terms & conditions
These terms apply to all offers and agreements of MAAS·studios. They are drawn up under Dutch law; the Dutch version prevails in case of any discrepancy.
1. Definitions
- Studio: MAAS·studios, a trading name of Prime Invest B.V., KvK 93607083;
- Client: the party entering into an agreement with the Studio;
- Service: designing, building and delivering websites, web applications and custom software/SaaS, plus related services;
- Recurring service: a subscription with a periodic fee, such as maintenance or SaaS management.
- Subscription with transfer of ownership: a Service delivered against a monthly fee for a fixed term, where ownership of the delivered work transfers to the Client after the final instalment.
2. Applicability
These terms apply to every quote and agreement unless agreed otherwise in writing. The Client's own terms are expressly rejected.
3. Quotes and fixed price
Audit, mockup and proposal are without obligation and free of charge. The proposal states one fixed price and the defined scope. A quote is valid for 30 days.
4. Formation of the agreement
The agreement comes into being once the Client accepts the proposal in writing (including by email). These terms are made available before or upon conclusion (art. 6:233 Dutch Civil Code).
5. Performance and delivery
The Studio performs to the best of its insight and ability. The guideline for delivery is 4–6 weeks after approval and receipt of the required materials. Stated periods are target periods, not strict deadlines.
6. Client cooperation
The Client provides the required text, images and access in good time. Delays here may shift the planning and delivery accordingly.
7. Payment
- 50% at the start (proposal approval), 50% on delivery before launch;
- Recurring services (maintenance, SaaS management) are billed monthly in advance;
- For a Subscription with transfer of ownership the 50/50 split does not apply: there is no deposit. The Client pays an equal monthly amount for the full term, monthly in advance, preferably by direct debit (SEPA mandate);
- Payment term 14 days from the invoice date;
- Amounts exclude 21% VAT. Late payment incurs the statutory commercial interest.
8. Intellectual property and transfer
After full payment, the rights to the delivered design, code and content transfer to the Client. Until then all rights rest with the Studio. The Studio may show the work in its portfolio unless agreed otherwise in writing.
For a Subscription with transfer of ownership this expressly constitutes a retention of title (art. 3:92 Dutch Civil Code): during the term the Studio grants the Client a right of use, and the rights only transfer once all instalments of the term have been received. Once the final instalment is paid, the Studio transfers within 14 days and at no additional cost: the complete source code and files, the content, and the domain name. The Client is then free to move the work elsewhere; the Studio stipulates no continuing licence, buy-back or hosting obligation.
9. Aftercare and warranty
For 6 months after delivery, the Studio fixes defects attributable to it free of charge (bug-fix warranty). Changes or extensions outside the original scope are not covered.
10. Liability
The Studio is liable only for direct damage. Liability for indirect damage is fully excluded, including — but not limited to — consequential damage, lost profit, missed turnover or savings, loss of or damage to data, reputational or goodwill damage, business interruption and third-party claims.
The Studio's total liability, per event and per connected series of events, is limited to the amount invoiced for the relevant assignment, with a maximum of €5,000. For recurring services the basis is the amount invoiced in the three months before the damage. If the damage is covered by insurance, liability is in any case limited to the amount the insurer actually pays out in the relevant case.
Any right to compensation is conditional on the Client reporting the damage in writing as soon as possible and no later than 14 days after discovery, and giving the Studio written notice of default with a reasonable period to remedy. Any legal claim or right lapses in any event 12 months after the event causing the damage.
The Client indemnifies the Studio against third-party claims connected with the assignment, including claims regarding text, images, data or intellectual property rights supplied by the Client.
The above limitations and exclusions do not apply to the extent the damage results from intent or wilful recklessness of the Studio itself.
11. Hosting and domain
Domain name and hosting are registered in the Client's name and are the Client's property. Their costs are separate from the fixed project price.
12. Personal data
Processing of personal data takes place in accordance with the privacy statement. Where the Studio processes personal data on behalf of the Client, the parties conclude a data processing agreement (GDPR art. 28).
13. Cancellation
If the Client cancels after approval, the work already performed is payable, with a minimum of the first instalment (50%).
Recurring services (maintenance, SaaS management) run per month and can be cancelled monthly, effective at the end of the current month, by email. Price changes are announced at least 30 days in advance.
A Subscription with transfer of ownership is entered into for the agreed fixed term and cannot be cancelled during that term; the monthly amount is the spread payment for work already performed. If the Client terminates early, the remaining instalments of the term become immediately due. If payment fails to follow a written reminder with a 14-day period, the Studio may suspend the service — including taking the website offline — and ownership does not transfer. After the term the subscription is not renewed by default: it ends, unless the parties agree a recurring service (maintenance) which is then cancellable monthly.
14. Force majeure
In the event of force majeure, obligations are suspended. If force majeure lasts longer than 60 days, both parties may dissolve the agreement without any duty to compensate.
15. Governing law and disputes
All agreements are governed by Dutch law. Disputes are submitted to the competent court in Rotterdam.