Terms and conditions
Get Stuff Done Development B.V.
These terms apply to all offers, agreements and services of Get Stuff Done Development B.V., established in Lochem, hereinafter referred to as GSD.
1. Definitions and applicability
- 1.1 Client: any natural or legal person acting in the course of business who enters into an agreement with GSD.
- 1.2 Consumers are expressly excluded. These terms do not apply to consumers as defined in Dutch Civil Code article 6:230g.
- 1.3 Services: all work performed by GSD, including but not limited to software development, custom PHP, API integrations, hosting, maintenance and support.
- 1.4 These terms apply to all legal relationships between GSD and the client, unless agreed otherwise in writing.
2. Offers and formation
- 2.1 Offers are without obligation and valid for 30 days, unless stated otherwise.
- 2.2 An agreement is formed after written or electronic confirmation by the client, or by the actual start of work by GSD.
3. Services, scope and additional work
- 3.1 GSD performs the services in accordance with the agreed scope.
- 3.2 Work outside the agreed scope qualifies as additional work and is invoiced separately at the applicable rate.
- 3.3 Additional work is carried out after consultation, unless immediate execution is reasonably necessary.
4. Client cooperation
- 4.1 The client provides complete, correct and usable information, materials and access in time.
- 4.2 The client guarantees the accuracy and lawfulness of the provided data.
- 4.3 Delays caused by the client are for the client's account and risk.
5. Fees, invoicing and payment
- 5.1 GSD applies hourly rates and/or fixed project prices as agreed.
- 5.2 Invoices must be paid within 14 days of the invoice date.
- 5.3 In case of late payment, statutory commercial interest and reasonable collection costs are due.
- 5.4 GSD may suspend its work as long as payment is outstanding.
6. Planning, delivery and acceptance
- 6.1 Stated timelines are indicative, unless expressly agreed otherwise.
- 6.2 Delivery takes place in phases or iterations.
- 6.3 The client tests deliveries in time and reports defects concretely.
- 6.4 If the client does not respond within a reasonable period, the work is deemed accepted.
7. Warranties and support
- 7.1 GSD performs its work with care and craftsmanship.
- 7.2 GSD provides no guarantees regarding specific results, performance or error‑free operation, unless agreed in writing.
- 7.3 Errors attributable to GSD are remedied within a reasonable period.
8. Intellectual property and transfer
8.1 All IP rights in works developed under the agreement, including but not limited to:
- software and source code
- databases
- technical documentation
- designs, architecture and configurations
fully and exclusively accrue to the client once all amounts due have been paid in full.
- 8.2 Upon full payment, GSD irrevocably and exclusively transfers all existing and future IP rights in the delivered results to the client, to the extent permitted by law.
- 8.3 The transfer includes the rights to use, modify and further develop, reproduce and publish, and sub‑license and transfer to third parties.
- 8.4 GSD waives, to the extent permitted by law, any moral rights.
- 8.5 Until full payment, IP rights remain with GSD.
9. Open‑source and third parties
- 9.1 If open‑source or third‑party software is used, the associated license terms apply.
- 9.2 GSD is not liable for limitations arising from such licenses.
10. Confidentiality
- 10.1 Both parties undertake to keep confidential information secret.
- 10.2 This obligation continues after termination of the agreement.
11. Privacy and data processing
- 11.1 GSD processes personal data in accordance with applicable privacy law.
- 11.2 If GSD qualifies as processor, a separate data processing agreement will be concluded.
- 11.3 Without a processing agreement, GSD may suspend processing.
12. Hosting, maintenance and SLA
- 12.1 Where hosting or maintenance is provided, separately agreed terms apply.
- 12.2 Uptime is a best‑effort obligation unless explicitly agreed otherwise.
- 12.3 Maintenance may cause temporary interruptions.
13. Third parties
- 13.1 Third‑party services are subject to their own terms.
- 13.2 GSD is not liable for shortcomings of third parties.
14. Liability
- 14.1 GSD's liability is limited to direct damages.
- 14.2 Liability is capped at the amount paid by the client to GSD in the 12 months prior to the event causing damage.
- 14.3 GSD is not liable for indirect damages, consequential loss, lost profits, data loss or reputational damage.
- 14.4 This limitation does not apply in case of intent or deliberate recklessness by GSD.
15. Force majeure
- 15.1 In case of force majeure, GSD may suspend its obligations.
- 15.2 Force majeure includes outages of third parties or infrastructure.
16. Termination
- 16.1 Termination is in writing with due observance of agreed terms.
- 16.2 Upon termination, payment obligations and IP transfer remain in force.
17. Changes to terms
- 17.1 Changes do not apply to ongoing agreements, unless agreed in writing.
18. Governing law and disputes
- 18.1 Dutch law applies to all agreements.
- 18.2 Disputes are submitted to the competent court in the Netherlands.