Contact
+31 (0)30 249 6641
Address
Social Impact Factory
Kromme Nieuwegracht 3
3512 HC Utrecht
Last updated: 23/05/2025
Fouronefour B.V. (‘414’), established in Utrecht, Chamber of Commerce no. 82210217, provides its services in accordance with the following terms and conditions. These terms apply to all quotations, offers, activities, orders, agreements and deliveries of services or products by or on behalf of 414.
Deviations from these conditions are valid only if explicitly agreed upon in writing. Supplementary or conflicting terms from the customer or third parties are expressly excluded.
414 may amend these terms. Minor changes may occur at any time. Major changes will be discussed with the customer in advance. Consumers may cancel the agreement if a significant change occurs.
If a provision is null or annullable, it will be replaced by a provision that closely reflects 414’s original intent.
All offers and quotations are non-binding unless stated otherwise. Offers are valid for 1 month unless specified differently. If not accepted within this period, the offer expires. Offers do not apply to repeated orders unless agreed in writing.
414 may withdraw an offer within 3 days after receipt of acceptance without obligation. Verbal acceptance is only binding once confirmed in writing.
Acceptance may also occur upon successful payment processing via Chargebee or another payment provider. After receiving the first payment, 414 initiates delivery.
Customers cannot transfer rights from agreements without prior written consent. This clause has property law effect as per section 3:83(2) of the Dutch Civil Code.
414 delivers services as specified in the proposal. The “customer” refers to the party with which 414 has entered into an agreement.
414 shall make reasonable efforts to perform its duties professionally and in line with the contract. It may outsource part of the services to third parties.
Unless agreed otherwise, contracts are for an indefinite period. Customers can terminate these with two months’ notice.
Deadlines are indicative unless explicitly agreed as binding. If a delay occurs, 414 and the customer will coordinate to revise deadlines.
If 414 fails to deliver within 14 days after a written reminder, the customer may seek recourse. Assistance from the customer is expected, including prompt replies, information provision, and legal compliance.
Delays caused by the customer may lead to additional charges. Delivery is considered complete when:
Customers waive the right to suspend obligations. 414 may dissolve agreements if the customer fails to meet obligations or if there are serious doubts about future compliance.
Customers receive a limited, non-exclusive, revocable, non-transferable license to access the platform for a specified period.
Access is granted through login credentials. The platform is available 24/7, except during maintenance or updates.
The platform is hosted by third-party providers. The customer grants 414 a license to store, use, and modify their data as necessary for service delivery.
All prices are listed in euros, excluding VAT and other applicable fees. Prices are subject to change at any time.
Unless a fixed price has been agreed upon, quoted prices are target estimates. Deviations of up to 10% are allowed without prior notice. If a deviation exceeds 10%, the customer will be notified and may choose to cancel the excess portion.
Prices may be adjusted annually with prior notice. If the customer disagrees with the updated pricing, they may cancel the agreement.
The subscription must be activated and fully paid before the kick-off meeting. Access to the platform will be granted only after payment is received.
Payment deadlines are strict. Late payments result in immediate default without further reminders, which may delay the start of the project.
Subscription and Renewal
Software subscriptions automatically renew annually unless terminated in writing before the expiration date. Clients will be notified at least 30 days in advance. Consent for renewal can be given in writing or assumed through non-rejection.
Consulting Credit Balance
A temporary negative consulting credit balance of up to -2 consulting hours is permitted to maintain workflow continuity. When the balance reaches -2 hours, a 10-hour package will be automatically applied at the base rate, unless the client cancels the agreement or informs us of a preference for a larger package before reaching the threshold. Clients will be notified when the balance reaches 2 remaining hours.
Access Suspension for Overdue Payments
If payment for the previous year's subscription is delayed by more than 30 days, platform access will be suspended and all consulting services will be put on hold until payment is received.
414 retains all intellectual property rights on materials and deliverables unless otherwise agreed. The customer may not reproduce or distribute these without written permission.
Products remain 414’s property until payment is complete. Customers may not sell or alter products before full ownership transfer.
Unauthorized access or breaches by third parties using customer credentials are considered breaches by the customer.
If 414 enforces its retention rights, the agreement is dissolved, and damages may be claimed.
414 is not liable for damages resulting from the use of retention rights.
The customer must keep confidential any information received from 414.
This includes any information that is clearly sensitive or could damage 414 if disclosed.
Exemptions include:
Confidentiality obligations apply during the agreement and for one year after termination.
414 is not liable for third-party claims. Liability only arises in cases of gross negligence, wilful misconduct, or bad faith, and is limited to direct damages.
Compensation is capped at the value covered by insurance or the invoice amount.
Customer rights to compensation expire 12 months after the incident.
414 is not liable for indirect damages, including lost profits, third-party damage, or reputational loss.
Each party in a multi-customer agreement is jointly liable. 414 does not assume any third-party liabilities or obligations.
Descriptive materials on the website are illustrative and not grounds for compensation.
Customers must inspect products/services promptly and report shortcomings within one month.
Dissolution rights apply in cases of significant and attributable shortcomings.
Force majeure conditions relieve 414 of its obligations and may lead to suspension or termination of the agreement without liability.
Late payments incur 8% monthly interest. Customers in default owe collection costs and may face compensation claims.
414 may suspend obligations in case of non-payment. All claims become due immediately in case of bankruptcy, liquidation, or suspension of payments.
If the customer obstructs contract performance, they must still pay.
414 may reclaim unpaid products through written notice. Costs are borne by the customer.
Confidentiality or IP breaches result in fines:
These fines apply without requiring proof of damages and do not limit further claims.
Conflicts or violations will be resolved through a settlement agreement.
Settlement payments are deemed final awards. Agreements reached through mediation become binding only when recorded in writing and signed by all parties.
All agreements are governed exclusively by Dutch law.
Disputes are settled by the court in 414’s district, unless otherwise required by law.
This document supersedes all previous agreements between the parties.
Disputes will be resolved under the Netherlands Arbitration Institute rules, in English or Dutch.