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Last updated: June 7, 2026

General Terms and Conditions

This English version is a translation provided for convenience. The Dutch version is the leading text; in the event of any discrepancy, the Dutch version prevails.

These general terms and conditions apply to all agreements between DOENio VOF and its customers regarding the use of the DOENio platform.

DOENio VOF Chamber of Commerce (KvK): 42052522 VAT: NL869488818B01 Email: legal@doenio.nl

1. Definitions

In these terms:

  • DOENio: DOENio VOF, registered with the Dutch Chamber of Commerce under number 42052522.
  • Customer: the legal entity or business entering into an Agreement with DOENio for use of the Platform.
  • Platform: the software-as-a-service application of DOENio enabling the Customer to configure, subscribe to and use AI agents.
  • User: a natural person who uses the Platform on behalf of the Customer.
  • Agreement: the agreement between DOENio and the Customer to which these terms apply.
  • Subscription: a usage right for a specific agent or squad for a defined term.
  • Data Processing Agreement: the data processing agreement between the parties as separately published on the DOENio website.
  • AI Output: the result generated by the AI functionality of the Platform, including generated text, images, summaries, classifications and recommendations.
  • Documentation: the functional and technical description of the Platform made available by DOENio to the Customer.
  • Service Level Agreement or SLA: the arrangements agreed between the parties in writing regarding availability, maintenance, support and service levels.
  • Support: the support to be provided by DOENio in relation to the use and operation of the Platform.
  • Confidential Information: all information designated as confidential by a party or whose confidential nature reasonably follows from the nature of the information.
  • Security Incident: an event that actually or potentially affects the availability, integrity or confidentiality of the Platform, Customer Data or personal data.
  • Customer Data: all data, content, prompts, configurations, knowledge base documents, personal data and other information entered, generated, stored or processed by or on behalf of the Customer via the Platform.

2. Applicability and acceptance

2.1. These terms apply to every offer, quotation and Agreement between DOENio and the Customer, except where the parties have explicitly deviated from them in writing.

2.2. The Customer's general terms are expressly rejected.

2.3. If any provision of these terms is or becomes invalid or unenforceable, the remaining provisions remain in full force. The parties will then negotiate in good faith to agree replacement provisions that approximate the original intent.

2.4. Before or upon conclusion of the Agreement, DOENio makes these terms available electronically in a manner that allows the Customer to store and consult them at a later moment, including as a downloadable PDF file. The Customer accepts these terms by explicitly agreeing to them when creating the account.

2.5. The electronic record maintained by DOENio of the moment of acceptance, the User accepting and the version accepted constitutes full evidence between the parties of the Customer's acceptance of these terms, subject to evidence to the contrary by the Customer.

3. Formation and term of the Agreement

3.1. The Agreement is concluded when the Customer creates an account on the Platform and explicitly accepts these terms.

3.2. A Subscription is entered into for the chosen term (monthly or yearly) and is automatically renewed for an equal period at the end of each term, unless the Customer terminates it in time in accordance with article 13.

3.3. Unless agreed otherwise in writing, a Subscription commences on the date the relevant account or functionality is activated.

4. The Platform and right of use

4.1. DOENio grants the Customer a non-exclusive, non-transferable right to use the Platform for the term of the Agreement and solely for the Customer's own business operations.

4.2. The Customer may not copy, decompile, reverse-engineer or make the Platform available to third parties, except to the extent permitted by mandatory law.

4.3. DOENio delivers the Platform on a best-efforts basis (Dutch: inspanningsverbintenis); it does not guarantee that the Platform will be error-free or uninterrupted. Binding availability commitments only exist to the extent set out in writing in a Service Level Agreement agreed by the parties. DOENio will use reasonable efforts to investigate and, where possible, remedy disruptions and incidents within a reasonable period.

5. Accounts and access

5.1. The Customer is responsible for managing the accounts of its Users, for the accuracy of the data provided and for keeping login credentials confidential. The Customer ensures that only authorised Users have access to the Platform and that access rights are adjusted or revoked in good time upon a change of role or termination of employment.

5.2. The Customer is liable for all use that occurs through its accounts. Suspected misuse must be reported to DOENio without delay.

5.3. DOENio may temporarily suspend an account where it has reasonable suspicion of misuse, fraud or breach of these terms. DOENio will inform the Customer of this as soon as reasonably possible, unless this is not reasonably possible or conflicts with a statutory obligation or a legitimate security interest.

6. Acceptable use

The Customer and its Users will not use the Platform in a way that:

  • breaches applicable laws or regulations;
  • infringes the rights of third parties, including intellectual property and privacy rights;
  • impairs the operation of the Platform or its underlying infrastructure (for example by excessive API calls, denial-of-service or uploading malware);
  • is intended for the automated generation of spam, deceptive communications, or content that is hateful, discriminatory or otherwise unlawful.

The Customer and its Users are furthermore not permitted to circumvent security measures of the Platform, to test vulnerabilities without DOENio's prior written consent, or to use the Platform in a way that causes a disproportionate load on systems or networks.

DOENio may suspend the Platform or specific functionality if the Customer breaches these rules.

7. Use of AI functionality and AI Output

7.1. The Customer uses the AI functionality of the Platform solely in accordance with the intended purpose set by DOENio and any usage instructions.

7.2. The Customer acknowledges that AI may contain evolving and self-learning techniques, that outputs may vary depending on input and context, and that 'model drift' may occur. DOENio therefore does not warrant that AI Output is effective, accurate or complete under all circumstances or over time. AI Output is provided as a tool and not as binding professional, legal, medical, financial or other specialist advice.

7.3. The Customer is responsible for verifying AI Output before acting on it or using it externally, for adequate human oversight of the AI functionality, and for sufficient AI literacy among its Users. The Customer will not use AI Output without appropriate human review in applications that may have materially adverse consequences for individuals or organisations.

7.4. The Customer will not use the AI functionality in a way that, through the Customer's own actions, causes it to qualify as a high-risk AI system within the meaning of the AI Act. The Customer is responsible for compliance with its own obligations under the AI Act, in particular to the extent that its deployment of the Platform within its organisation positions it as a provider or deployer. Nor will the Customer use the AI functionality for unlawful profiling, deceptive automated decision-making, or other applications that by their nature carry an increased compliance risk, unless the parties have expressly agreed otherwise in writing.

7.5. DOENio does not use content and data entered by the Customer to train third-party foundation models, except to the extent expressly agreed otherwise in the Data Processing Agreement. Unless agreed otherwise in writing, DOENio does not use Customer Data to train its own generic models in a manner that is traceable to the Customer.

8. Fees, price changes and payment

8.1. The fees applicable to the Subscription are made transparent at the time the Agreement is concluded and may, depending on the Subscription, be invoiced monthly or yearly.

8.2. All prices are in euros, excluding VAT and excluding other levies imposed by a public authority.

8.3. Invoices are sent electronically. The payment term is fourteen (14) days from invoice date, unless agreed otherwise in writing. The Customer may not suspend payments and may not set off amounts owed.

8.4. In the event of late payment, the Customer is in default by operation of law and DOENio is entitled to charge statutory commercial interest as well as out-of-court collection costs.

8.5. DOENio may, on at least one (1) month's prior notice, index or adjust its fees annually. If the Customer does not accept such change, the Customer may terminate the Subscription as of the effective date of the change.

8.6. Objections to an invoice must be raised in writing within fourteen (14) days.

9. Service levels, maintenance and changes

9.1. DOENio strives for high availability of the Platform. Specific service level commitments are only binding to the extent they are expressly agreed between the parties in writing. Where no separate SLA has been agreed, only a best-efforts obligation applies in respect of availability, maintenance and support.

9.2. DOENio is entitled to take the Platform temporarily out of service in whole or in part for maintenance or other service activities. DOENio will keep such downtime as short as possible and preferably at times when the Platform is typically used least intensively.

9.3. DOENio is entitled to add, modify or remove functionality. Material changes will be announced in good time. DOENio will use reasonable efforts to announce material changes that result in a material limitation of core functionality at least thirty (30) days in advance. If a material change demonstrably and materially reduces the agreed core functionality, the Customer may terminate the relevant Subscription as of the date the change takes effect.

10. Beta and preview functionality

10.1. DOENio may designate functionality as "beta", "preview", "early access" or similar. Such functionality is provided 'as is, where is', without any warranty as to availability, performance, quality or fitness for a particular purpose.

10.2. DOENio's liability for damage arising out of the use of functionality designated as beta or preview is fully excluded, except to the extent article 18.4 applies.

11. Customer cooperation obligations

11.1. The Customer will at all times provide DOENio in good time with the cooperation and information reasonably required, and warrants the accuracy, completeness and lawfulness of the data, settings and configuration provided by or on its behalf.

11.2. The Customer is responsible for the necessary peripheral equipment and internet connection, and, where relevant, for its own back-ups or copies of content that it processes or has processed in the Platform.

12. Suspension

12.1. DOENio is entitled to temporarily take the Platform or any part of it out of service or to suspend the Customer's access if:

  • the Customer fails to meet a payment obligation after notice of default;
  • there is a reasonable suspicion of misuse, a security incident or a breach of article 6 or article 7;
  • this is reasonably necessary for maintenance, security or compliance with a statutory obligation.

12.2. Suspension does not affect the other rights and obligations of the parties, including the Customer's payment obligation.

13. Termination and its consequences

13.1. The Customer may terminate a Subscription as of the end of the current term, observing a one (1) month notice period.

13.2. DOENio may terminate the Agreement with immediate effect if:

  • the Customer fails to meet its payment obligations after notice of default;
  • the Customer breaches these terms, in particular article 6 or article 7;
  • the Customer enters bankruptcy, suspension of payments or the Dutch natural-person debt restructuring scheme (WSNP).

13.3. After termination DOENio will delete the Customer's data no later than thirty (30) days after the end date, subject to any statutory retention obligations. On the Customer's request and within that period, DOENio will provide an export of the Customer's data. Such an export is provided in a common machine-readable format, to the extent the nature of the data or functionality used lends itself to this. After expiry of the period referred to in this article, DOENio is not obliged to keep Customer Data available any longer, without prejudice to statutory retention obligations and reasonable technical retention in back-up systems. On request, the parties may make further written arrangements regarding additional migration or transition support at DOENio's rates then in effect.

13.4. In the event of early termination by the Customer of a yearly Subscription before the end of the current term, fees that have already been invoiced or pre-paid remain due or, as applicable, will not be refunded, except to the extent mandatory law provides otherwise.

14. Intellectual property

14.1. All intellectual property rights in the Platform are owned by DOENio or its licensors.

14.2. Data and content the Customer enters into the Platform (including configuration, prompts, knowledge base documents and outputs) remain the property of the Customer. DOENio receives only a limited right of use to the extent necessary to deliver the service. To the extent that intellectual property rights arise in AI Output, outputs or other results generated for the Customer via the Platform and such rights accrue to DOENio, DOENio hereby assigns them in advance to the Customer, to the extent legally possible, or otherwise grants the Customer an exclusive, worldwide, perpetual and sublicensable licence to use those results. DOENio does not warrant that AI Output is unique or that it does not correspond to output generated for other users or customers. DOENio is entitled to use anonymised usage and performance data that is not traceable to the Customer for analysis, security, statistics and improvement of the Platform.

14.3. The Customer indemnifies DOENio against third-party claims relating to the content the Customer provides. This indemnity applies only to the extent the claim relates to content, data, prompts, configurations or instructions provided by or on behalf of the Customer, and not to the extent the claim is caused by the Platform itself.

14.4. If a third party alleges that the Platform infringes an intellectual property right of that third party valid in the Netherlands, DOENio will, at its own cost, implement an appropriate remedy, for example by (i) making comparable functionality available, (ii) modifying the infringing functionality so that there is no longer any infringement, or (iii) terminating the Agreement against refund of pre-paid, unused fees. Any further indemnity is excluded. The Customer will notify DOENio of such a claim in writing without delay and allow DOENio to conduct the defence and any settlement.

14.5. The indemnity in article 14.4 lapses if the alleged infringement relates to content, settings, integrations or prescribed suppliers provided by the Customer, or if the Customer fails to notify DOENio of the claim without delay or fails to leave the handling of the claim to DOENio.

15. Personal data and privacy

15.1. To the extent that DOENio processes personal data on behalf of the Customer in the course of providing the service, DOENio acts as processor and the Customer as controller within the meaning of the GDPR.

15.2. The Data Processing Agreement applies to such processing. By accepting these terms, the Customer also accepts the Data Processing Agreement. DOENio will take appropriate technical and organisational measures to protect personal data and other Customer Data, taking into account the state of the art, the costs of implementation, the nature of the processing and the risks to data subjects and the Customer.

15.3. The Privacy Statement of DOENio, as published on the DOENio website, applies to the processing of personal data for which DOENio itself is the controller (including User account data and billing data).

15.4. If a Security Incident occurs that concerns the Customer's personal data or Customer Data, DOENio will inform the Customer thereof without undue delay, to the extent reasonably possible.

16. Confidentiality

16.1. Each party will treat confidentially all information it receives from the other party that is marked confidential or whose confidential nature is reasonably apparent.

16.2. This obligation continues after termination of the Agreement.

17. Complaints and duty to notify defects

17.1. The Customer examines the Platform and any services performed by DOENio with the care reasonably to be expected, and reports visible defects in writing to DOENio as soon as possible and in any event within thirty (30) days of discovery. Failure to do so within that period extinguishes the Customer's rights in respect of the defect concerned. This duty to notify is without prejudice to the Customer's right to submit support requests and incident reports during the term of the Agreement.

17.2. Complaints are submitted via legal@doenio.nl, with as detailed a description of the failure as possible so that DOENio can respond adequately. DOENio acknowledges a complaint within five (5) working days and responds substantively within a reasonable period.

17.3. Submitting a complaint does not release the Customer from its payment obligations.

17.4. Unless agreed otherwise in writing, DOENio provides support on working days during regular office hours. Further arrangements regarding response times and priorities apply only where included in an SLA or other written agreement.

18. Liability

18.1. DOENio is liable only for direct damage that is the immediate consequence of an attributable failure in the performance of the Agreement.

18.2. DOENio's total liability is limited to the amount the Customer has paid to DOENio in the twelve (12) months preceding the event causing the damage, with a maximum of EUR 10,000 per event and EUR 25,000 per calendar year. If the damage arises from a breach of the confidentiality obligations or from an attributable failure to perform obligations relating to personal data, a separate maximum applies equal to one times the annual fee, being the amount the Customer has paid to DOENio in the twelve (12) months preceding the event causing the damage, unless agreed otherwise in writing.

18.3. Liability for indirect damage, including consequential damage, lost profits, missed savings, loss of data and business interruption, is excluded. The exclusion of loss of data does not apply to the extent the damage is the direct consequence of an attributable failure by DOENio in the agreed processing or retention of Customer Data, without prejudice to the other limitations in this article.

18.4. The limitations in this article do not apply in the case of intent or wilful recklessness on the part of DOENio or its management, or to the extent that limitation would conflict with mandatory law.

18.5. Liability of DOENio only arises if the Customer puts DOENio on notice of default in writing without delay, setting a reasonable period for cure, and DOENio continues to attributably fail to perform after that period. This does not apply where performance is permanently impossible.

18.6. Any claim for damages against DOENio lapses twenty-four (24) months after the claim arose, unless the Customer has initiated legal proceedings for damages before that period expires.

19. Force majeure

19.1. Neither party is required to perform an obligation if it is prevented from doing so by force majeure. Force majeure includes: internet or telecommunication disruptions, power outages, cyberattacks, government measures, pandemics, and the failure of suppliers or sub-processors on whom DOENio depends.

19.2. If the force majeure situation lasts more than sixty (60) days, either party may terminate the Agreement in writing.

20. Changes to the terms

20.1. DOENio may amend these terms. Material changes will be announced at least thirty (30) days before they take effect, via the Platform or by email. Non-material changes of a minor nature may be implemented without a separate right of termination.

20.2. If the Customer does not accept a material change, the Customer may terminate the Subscription as of the effective date of the change. Continued use of the Platform after a non-material change takes effect constitutes acceptance of that change.

21. Notices

21.1. Notices under these terms are validly given by email: to DOENio addressed to legal@doenio.nl, and to the Customer addressed to the email address registered in the account as the primary administrator address. The Customer ensures that this address remains up to date.

22. Miscellaneous

22.1. The Customer may not transfer its rights and obligations under the Agreement to third parties without DOENio's prior written consent.

22.2. Amendments or additions to the Agreement are valid only if agreed in writing.

22.3. Failure by DOENio to exercise a right does not constitute a waiver of that right.

22.4. Order of precedence: if an Order Form agreed between the parties in writing, these terms, the Data Processing Agreement and any Service Level Agreement conflict, the order of precedence is (i) the Order Form, then (ii) the Data Processing Agreement to the extent the conflict concerns personal data, then (iii) the Service Level Agreement, and finally (iv) these terms.

22.5. DOENio is entitled to engage suppliers and sub-processors in the performance of the Agreement. A current list of sub-processors is published on or via the DOENio website. Where required by law or stipulated in the Data Processing Agreement, DOENio will inform the Customer of material changes to the sub-processors engaged.

23. Governing law and disputes

23.1. The Agreement is governed exclusively by Dutch law.

23.2. All disputes are submitted to the competent court in Arnhem, the Netherlands, unless mandatory law designates another court. The parties will use reasonable efforts to first discuss a dispute by mutual consultation and at management level before initiating legal proceedings.

Questions about these terms? Contact us at legal@doenio.nl.