Terms of Service
Version: 1.0
Date: December 10, 2025
1. Definitions
In these General Terms and Conditions, the following terms shall have the meanings specified:
Happyhive: Happyhive, located at Dammolen 5, 4133EV Vianen (not a visiting address), registered with the Chamber of Commerce (KvK) under number 70875499.
Client: Any natural person or legal entity entering into an agreement with Happyhive.
Agreement: Any arrangement between Happyhive and the Client concerning the supply of services or products.
Services: All (AI) consultancy, marketing services, automation solutions, strategy development, implementation, support, maintenance, and other related services offered by Happyhive.
Project: A service with a predefined outcome or delivery.
Package: A continuous service such as maintenance, support, AI models, automation management, or marketing solutions with periodic payment.
2. Applicability
These terms and conditions apply to all offers, agreements, deliveries, and services of Happyhive, unless otherwise agreed upon in writing. The Client’s general terms and conditions are expressly rejected. By accepting a quote, placing an order, or using services, the Client agrees to these terms and conditions.
3. Offer and Quotations
All quotes issued by Happyhive are non-binding, unless stated otherwise. Happyhive may withdraw or modify an offer as long as it has not been accepted by the Client. Obvious errors or mistakes in a quote shall not be binding upon Happyhive.
4. Formation of the Agreement
An Agreement is concluded when the Client accepts a quote or when Happyhive confirms an assignment in writing. Happyhive reserves the right to refuse an assignment without stating reasons.
5. Performance of Services
Happyhive shall perform its Services to the best of its knowledge, expertise, and ability. For Projects, Happyhive shall make every effort to achieve the agreed-upon results; however, no guarantee is given that a specific commercial result, revenue increase, or performance level will be achieved. Delivery terms are indicative and are not strict deadlines (fatal terms). The Client is obliged to timely provide all information, access, and materials necessary for the proper execution of the Agreement. If the Client fails to provide what is necessary in time, delays or additional work may be charged.
6. Accounts, Tools, and Third Parties
For Services where Happyhive requires access to the Client’s systems (such as marketing platforms, AI tools, CMS, CRM, automation software), the Client is responsible for the secure provision of access. Licenses for third-party tools (such as AI models, marketing software, APIs, automation platforms) are subject to the terms and conditions of that third party. The costs thereof are borne by the Client, unless otherwise agreed.
7. Payment and Rates
All rates are exclusive of VAT (Btw), unless otherwise stated. Happyhive is entitled to index rates annually. Payment must be made within the term specified on the invoice. For Projects: Happyhive may require an advance payment (down payment); The remaining amount will be invoiced upon (partial) delivery or according to agreed phases. For Packages or maintenance Services: The Client chooses a monthly or annual payment; Payment is made prior to the period utilized. In case of non-payment, Happyhive is entitled to pause or terminate access to services until payment is received. All costs arising from late payment (such as collection costs) shall be borne by the Client.
8. Amendments and Additional Work (Meerwerk)
Activities falling outside the scope of the originally agreed Project will be considered additional work and billed at the prevailing hourly rate. Happyhive shall only carry out additional work after the Client’s agreement, unless it is necessary to prevent damage or serious disruption.
9. Subscriptions & Termination (For Packages)
Subscriptions/Packages have a term of one month or one year, depending on the Client’s choice. Monthly subscriptions can be terminated with a notice period of 30 days. Annual subscriptions are tacitly renewed annually, unless terminated in writing at least 30 days prior to renewal. Paid installments will not be refunded, unless legally required. Upon termination, all rights to support, maintenance, and access to services that were part of the Package shall cease.
10. Intellectual Property
All documents, strategies, AI models, automations, scripts, designs, reports, and other materials developed by Happyhive remain the property of Happyhive, unless otherwise agreed upon in writing. The Client receives only a non-exclusive, non-transferable license to use the results within its own company. It is not permitted to reproduce, publish, or resell Happyhive’s materials without prior written consent.
11. Liability
Happyhive is not liable for indirect damages, including consequential loss, loss of profit, damage to reputation, missed savings, or data loss. Happyhive’s liability is at all times limited to the amount the Client has paid for the relevant service in the last 12 months. Happyhive is not liable for damage caused by: Incorrect or incomplete information provided by the Client; Errors or limitations in third-party software; Reduced performance of AI systems or marketing results. Advice regarding AI, marketing, and automation always constitutes an obligation of effort (inspanningsverplichtingen), not a guarantee of result (resultaatsgaranties).
12. Privacy and Data Processing
Happyhive processes personal data in accordance with applicable legislation (GDPR/AVG). If Happyhive processes personal data on behalf of the Client, a Data Processing Agreement (verwerkersovereenkomst) will be provided upon request. The Client remains responsible for the accuracy of the data supplied.
13. Force Majeure
Happyhive is not liable in case of force majeure, including but not limited to: disruptions, network interruptions, cyber-attacks, illness, government measures, or technical problems with third parties.
14. Termination of the Agreement
Happyhive may terminate the Agreement immediately if the Client: seriously violates these terms; misuses services or systems; is declared bankrupt or requests a moratorium on payments. Upon termination, already performed work and outstanding invoices remain due for payment.
15. Applicable Law
Dutch law exclusively applies to these terms and conditions. Disputes shall be submitted to the competent court in the district where Happyhive is located.
16. Contact
Happyhive Dammolen 5, 4133EV Vianen (not a visiting address) E-mail: info@happyhiveagency.com Chamber of Commerce (KvK): 70875499