Version 1.1
Effective: May 2026
Jurisdiction: Netherlands
Terms of Service
Plain-language summary: These terms govern how we work together. We do good work, you pay on time, we both respect each other’s confidentiality. Ownership of final deliverables transfers to you upon full payment. We are not liable for indirect damages. Dutch law applies.
Who this applies to
These Terms of Service (“Terms”) govern the relationship between UXcellerate, a sole proprietorship registered in the Netherlands under KVK number 78326362 (“UXcellerate”, “we”, “our”), and any individual or legal entity (“Client”, “you”) that engages our services.
By signing a proposal, statement of work, or otherwise commissioning services from UXcellerate, you agree to these Terms in their entirety. If you disagree with any part of these Terms, do not engage our services.
These Terms apply to all service engagements unless a separate written agreement explicitly overrides specific provisions.
What we do.
UXcellerate provides digital design and optimization services across four practice areas:
The specific scope of work for each engagement is defined in a project proposal or statement of work (“SOW”) agreed upon in writing before work commences. Work outside the agreed scope is subject to a separate discussion and may incur additional fees.
UXcellerate reserves the right to subcontract specific tasks to trusted third parties while remaining responsible for overall quality and delivery.
How we work together.
Commencement of work
Work begins upon receipt of a signed proposal and any agreed deposit payment. UXcellerate is under no obligation to reserve time or begin work until both conditions are met.
Fees and invoicing
All fees are stated in Euros (EUR) and are exclusive of VAT (BTW), which will be applied where legally required. Invoices are payable within 14 days of the invoice date unless otherwise agreed in writing.
| Payment type | When it applies | Amount |
|---|---|---|
| Deposit | Before work starts – Projects over €1,000,- | 50% of the total project fee |
| Final Payment | On delivery of final files or end of engagement | Remaining balance |
| Monthly retainer | First business day of each month | As agreed in the SOW |
Late payment
Invoices not paid within the agreed term will incur a late payment fee of 1.5% per month on the outstanding balance, compounding monthly. UXcellerate reserves the right to suspend active work until outstanding invoices are settled.
Revisions and scope changes
Each project includes a defined number of revision rounds as specified in the SOW. Revisions beyond the agreed scope, or requests that materially alter previously approved work, will be quoted separately at our standard hourly rate.
Who owns what.
Ownership of deliverables
Upon receipt of full payment, UXcellerate transfers all intellectual property rights in the final agreed deliverables to the Client. “Final deliverables” means the specific files and assets agreed upon in the SOW, in the formats specified.
Working files and process assets
Source files, working documents, research artifacts, intermediate designs, and process materials remain the property of UXcellerate unless explicitly included in the agreed deliverables. Transfer of source files may be arranged separately and may be subject to an additional fee.
Portfolio and case study rights
UXcellerate retains the right to reference completed work in its portfolio, website, and case studies unless the Client requests otherwise in writing at the time of engagement. We will not publish sensitive business data or unreleased products without explicit written consent.
Client-provided materials
The Client warrants that any materials provided to UXcellerate — including logos, copy, images, data, and third-party assets — are owned by or properly licensed to the Client. UXcellerate accepts no liability for intellectual property claims arising from Client-provided content.
What stays between us.
Both parties agree to keep confidential any non-public information received from the other party in connection with the engagement, including but not limited to business strategies, user data, financial information, technical systems, and product roadmaps.
This obligation does not apply to information that:
Confidentiality obligations survive termination of these Terms for a period of two (2) years. If a separate Non-Disclosure Agreement (NDA) is in place, that document governs.
What we are and are not responsible for.
Limitation of liability
UXcellerate’s total liability to the Client for any claim arising from or in connection with an engagement shall not exceed the total fees paid by the Client for the specific project giving rise to the claim in the three months preceding the event.
UXcellerate is not liable for any indirect, incidental, consequential, or punitive damages, including but not limited to loss of revenue, loss of data, loss of business, or reputational damage, even if advised of the possibility of such damages.
Results and performance
UXcellerate applies evidence-based methodologies and professional care to every engagement. However, we do not guarantee specific business outcomes such as revenue uplift, conversion rate improvements, or traffic growth. Performance depends on factors outside our control, including Client implementation, market conditions, and platform behaviour.
A note on CRO engagements
A/B tests and experiments are scientific hypotheses, not guarantees. Not every test will produce a positive result. That is expected and normal. We will always report results honestly, including tests that do not move the needle.
Client responsibilities
The Client is responsible for the accuracy of information and materials provided to UXcellerate, timely feedback within agreed review windows, implementation of recommendations, and compliance with applicable laws in connection with the use of our deliverables.
Ending an engagement.
Termination by either party
Either party may terminate an engagement by providing 14 days written notice. For retainer arrangements, notice must be provided before the start of the next billing cycle.
Fees on termination
Upon termination, the Client is liable for payment of all work completed to the date of termination, calculated on a pro-rata basis or at the agreed milestone rate. Any deposit paid is non-refundable if work has commenced. If the remaining balance exceeds the deposit, the Client will be invoiced for the difference.
Termination for cause
UXcellerate may terminate an engagement with immediate effect and without refund if the Client:
How we handle data.
UXcellerate processes personal data in accordance with the General Data Protection Regulation (GDPR) and applicable Dutch data protection law. Our full Privacy Policy, available at uxcellerate.nl/privacy, governs how we collect, process, and store personal data.
Where engagements involve access to the Client’s user data, analytics platforms, or internal systems, UXcellerate acts as a data processor. The Client remains the data controller and is responsible for ensuring that appropriate consent and legal basis are in place for any data shared with UXcellerate.
UXcellerate will not use Client data for any purpose other than delivering the agreed services, will not sell or share Client data with third parties without consent, and will delete or return Client data upon request or at the end of an engagement.
The rest of it.
Questions?
Questions about these Terms? Reach out directly. We will respond within two business days.
UXcellerate
KVK: 78326362 · BTW: NL003319771B74
Email: lars@uxcellerate.nl
Web: uxcellerate.nl