General Terms and Conditions.
These Terms and Conditions govern the full range of services offered by Flowboost Industries B.V., including the products, software and associated digital services.
Version: v2026-01
Effective Date: 23 March 2026
Registered: Chamber of Commerce (KvK) No. 90025393, Rotterdam
Governing Law: Dutch law, courts of Rotterdam
Acknowledgement of Terms:
By entering into an Agreement with Flowboost Industries B.V. (whether digitally or in writing), the Client confirms that it has read, understood, and accepts these General Terms and Conditions in their entirety.
They are binding on all Clients from the moment an Agreement is formed.
Contact:
Flowboost Industries B.V.
Bierstraat 123C, 3011XV Rotterdam, the Netherlands
hello@flowboost.com
+31(0)10 261 3569 (business hours)
Summary/ In short/ TL:DR
In short — what you're agreeing to:
Flowboost Industries B.V. provides a suite of digital services including a digital app of downloadable assets, AI tools, products, software, and Marketing Services, all managed via the Portal.
Using our services means: You accept these Terms the moment you sign a quotation or complete signup. Digital subscriptions and purchases are prepaid and non-refundable once downloaded or used.
Paying us: Invoices are due within 14 days. Late payment triggers automatic interest under Dutch law. We may suspend your access if invoices stay unpaid.
Your content, our platform: You keep ownership of your data. We keep ownership of everything we build — including AI models, templates, and code. You get a limited licence to use what you pay for, within your own organisation only.
AI tools: Wolfy and other AI features produce content labelled as AI-generated. You are responsible for reviewing any AI output before using it commercially. We don't guarantee its accuracy.
Liability: Our liability is capped at the fees you paid in the last 6 months, or €5,000 — whichever is lower. We're not liable for lost profits, data loss, or indirect damages.
Ending the contract: Minimum term is 6 months. After that, either party can end the agreement with 2 months' notice. Digital subscriptions cancel at end of billing period — no partial refunds.
Privacy & law: We operate under Dutch law and comply with GDPR, the EU AI Act, and the Digital Services Act. Disputes go to the District Court of Rotterdam.
Article 1. Definitions
In these Terms and Conditions, the following capitalised terms have the meanings set out below. Where a term is used in the singular, it includes the plural and vice versa.
Flowboost / We / Us: Flowboost Industries B.V., a private limited company (besloten vennootschap) incorporated and established in Rotterdam, the Netherlands, registered at the Dutch Chamber of Commerce (KvK) under number 90025393.
Client / You: The natural person or legal entity that enters into an Agreement with Flowboost Industries B.V. for the provision of Services. These Terms apply exclusively to B2B relationships. By accepting these Terms, the Client confirms it is acting in the course of its trade, business, craft, or profession and not as a consumer.
Agreement: The contract between Flowboost Industries B.V. and the Client, formed in the manner described in Article 3, and incorporating these Terms and Conditions.
Services: All digital tools, platforms, and services provided by Flowboost Industries B.V., as further described in Article 4, including the Library, Agents, Tools, Marketing Services, and Portal.
Library: The digital marketplace platform, allowing Clients to browse, purchase, and download code components, templates, and other digital assets.
Agents: AI-powered software tools provided by Flowboost Industries B.V., including “Wolfy”, which offer automated analysis, reporting, and recommendation functionalities.
Tools: Marketing automation and productivity solutions provided via the Portal or as standalone integrations.
Marketing Services: Search engine advertising (SEA), search engine optimisation (SEO), social media management, and other advertising management services provided on a best-efforts basis.
Portal: The client dashboard operated by Flowboost for account management, subscription tracking, billing, and platform insights.
Digital Asset: Any downloadable item (including code, templates, components, or data files) purchased via the Library.
AI-Generated Content: Any output, report, recommendation, or other content produced wholly or in part by an artificial intelligence system operated by Flowboost Industries B.V.
DPA: The Data Processing Agreement, which governs the processing of personal data by Flowboost Industries B.V. on behalf of the Client and forms part of the Agreement where applicable.
Intellectual Property Rights: All patents, copyrights, database rights, trademarks, trade secrets, know-how, design rights, and any other intellectual property rights, whether registered or unregistered.
Confidential Information: All non-public information disclosed by either party in connection with the Agreement, whether marked as confidential or that should reasonably be understood to be confidential.
Written / In Writing: Includes email and messages sent through the Portal, unless a stricter requirement applies by law.
Article 2. Scope and Applicability
2.1 Application.
These Terms and Conditions apply to all offers, quotations, Agreements, and Services provided by Flowboost Industries B.V., unless expressly agreed otherwise in writing.
2.2 Exclusion of Client Terms.
Any general terms or purchasing conditions of the Client are expressly rejected and do not apply to the Agreement, unless Flowboost Industries B.V. has accepted them explicitly in writing.
2.3 Order of Precedence.
In the event of conflict between documents, the following order of precedence applies: (1) the Data Processing Agreement; (2) the quotation or order confirmation; (3) these General Terms and Conditions.
2.4 Severability.
If any provision of these Terms is found to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect.
The invalid provision shall be replaced by a valid provision that most closely reflects the original intent.
Article 3. Formation of Agreement and Consent
3.1 Formation.
The Agreement is formed: (a) when a quotation or order confirmation issued by Flowboost Industries B.V. is signed and returned by the Client; or (b) upon digital acceptance (click-wrap) during signup on the Portal or Library platform.
3.2 Click-Wrap Acceptance.
Digital acceptance occurs when the Client actively checks the designated acceptance checkbox on the signup or order page and clicks the confirmation button. Pre-ticked boxes do not constitute valid acceptance. The Client must separately accept these Terms and Conditions; acceptance cannot be bundled with any other consent (e.g. marketing communications).
3.3 Audit Trail.
Flowboost Industries B.V. maintains a timestamped record of the Client’s acceptance, including the version of the Terms accepted, the date and time of acceptance, and the associated IP address, in accordance with applicable law.
3.4 Re-Consent on Material Updates.
Where Flowboost Industries B.V. makes a material update to these Terms, existing Clients will be presented with a re-consent prompt upon their next login. Continued use of the Services after such prompt constitutes acceptance of the updated Terms. Clients who do not accept may terminate in accordance with Article 14.3. If the Client does not accept within 30 days of the re-consent prompt, Flowboost may suspend access until acceptance is confirmed.
3.5 Quotation Validity.
Quotations issued by Flowboost Industries B.V. are valid for 30 days unless a different validity period is stated. Quotations are without obligation until accepted by the Client in the manner described above.
Article 4 – Services
Flowboost Industries B.V. provides the following categories of Services. Each Service is subject to the specific provisions of this Article as well as the general provisions of these Terms.
4.1 Flowboost Library
4.1.1 Description.
The Library is a digital marketplace platform providing Clients with access to, and the ability to purchase and download, Digital Assets including code components, templates, UI kits, and related materials.
4.1.2 Licence Grant.
Upon payment of the applicable fee, Flowboost Industries B.V. grants the Client a limited, non-exclusive, non-transferable, non-sublicensable licence to use the purchased Digital Asset in accordance with the licence tier purchased:
Individual: for the Client's own internal business purposes within the licensed entity only;
Team: for use by the Client's internal team members within the licensed entity only;
Agency: for use in client-facing projects and deliverables produced on behalf of the Client's end clients, provided that the Digital Asset is not redistributed, sublicensed, or made available to end clients in its original or modified standalone form.
All tiers are subject to the restrictions in Article 4.1.3.
4.1.3 Restrictions.
The Client may not: (a) redistribute, resell, sublicense, or share Digital Assets with any third party outside the licensed entity; (b) reverse engineer or decompile any Digital Asset; (c) use a Digital Asset as the primary basis for a competing marketplace or library product; or (d) remove or modify any copyright notices, attribution, or licensing metadata embedded in a Digital Asset.
4.1.4 Digital Downloads and Refunds.
Digital Assets are made available for download immediately upon payment. As these Terms apply exclusively to B2B relationships, no statutory right of withdrawal applies. Refunds will not be issued for completed downloads unless the Digital Asset is materially defective. A Digital Asset is considered materially defective if it fails to perform its core described functionality and Flowboost Industries B.V. is unable to remedy the defect within 14 days of written notice from the Client.
4.1.5 Third-Party Assets.
Certain Digital Assets in the Library may incorporate third-party open-source components subject to their own licences (e.g. MIT, Apache 2.0). The applicable third-party licences are disclosed in the asset documentation. The Client is responsible for compliance with such third-party licences.
4.1.6 Digital Services Act – Marketplace Transparency.
The Library operates as an online marketplace. In accordance with Regulation (EU) 2022/2065 (the “Digital Services Act”), Flowboost Industries B.V. discloses the following: (a) the ranking criteria used to display Digital Assets to Clients are based on relevance, popularity, and recency; (b) Flowboost Industries B.V. does not use personalised recommendation systems based on profiling within the Library; (c) all Digital Assets are published by Flowboost Industries B.V. itself – the Library is not an open third-party marketplace; (d) Clients may report concerns regarding any Digital Asset via hello@flowboost.com.
4.2 AI Agents (incl. Wolfy)
4.2.1 Description.
Agents are AI-powered tools, including “Wolfy”, providing automated analysis, data reporting, audience insights, content suggestions, and similar functionalities based on data provided by or associated with the Client.
4.2.2 Access.
Access to Agents is provided via the Portal on a subscription basis. Usage is subject to the token and usage limits applicable to the Client’s plan, as described on the current pricing page.
4.2.3 AI Transparency.
All output generated by an Agent is identified as AI-Generated Content by a visible label or tag within the user interface, in compliance with Article 50 of the EU Artificial Intelligence Act (Regulation (EU) 2024/1689). The Client must not remove or obscure this identification.
4.2.4 Human Review Obligation.
The Client acknowledges that AI-Generated Content may be inaccurate, incomplete, or inappropriate for certain uses. The Client is solely responsible for reviewing all AI-Generated Content before any commercial deployment, publication, or reliance thereon. Flowboost Industries B.V. disclaims all liability for loss or damage arising from the Client's use of AI-Generated Content that has not been reviewed and verified by a human reviewer with appropriate expertise for the intended use.
4.3 Tools
4.3.1 Description.
Tools comprise marketing automation workflows, productivity integrations, and connected platform solutions made available via the Portal.
4.3.2 Access.
Tool access is subscription-based and subject to the Client's plan. Flowboost Industries B.V. reserves the right to update or improve individual Tools at any time without prior notice, provided such updates do not materially reduce the functionality available to the Client. Material changes that adversely affect existing functionality will be communicated with at least 30 days' prior written notice. Flowboost Industries B.V. may discontinue individual Tools with at least 60 days' prior written notice. Where a modification or discontinuation is caused by changes imposed by a third-party platform or provider beyond Flowboost's reasonable control, shorter notice may apply, and Flowboost will notify the Client as soon as reasonably practicable.
4.4 Marketing Services
4.4.1 Description.
Marketing Services include search engine optimisation (SEO), search engine advertising management (SEA), social media management, and other performance-based marketing activities.
4.4.2 Best-Efforts Obligation.
Marketing Services are rendered on a best-efforts (inspanningsverplichting) basis. Flowboost Industries B.V. does not guarantee any specific marketing outcome, including but not limited to search rankings, traffic levels, conversion rates, or customer acquisition volumes. Any targets, forecasts, or estimates — whether included in quotations, proposals, email correspondence, onboarding documents, or any other written communication — are indicative only and do not constitute binding commitments or performance guarantees.
4.4.3 Client Cooperation.
The Client shall promptly provide all information, access credentials, brand materials, and approvals necessary for the execution of Marketing Services. Any delay caused by the Client’s failure to cooperate may result in delayed delivery and does not constitute a breach by Flowboost Industries B.V. Flowboost Industries B.V. reserves the right to charge for any additional costs or wasted resource incurred as a direct result of the Client's failure to cooperate in a timely manner.
4.4.4 Third-Party Platforms.
Marketing Services may require the use of third-party platforms (e.g. Google Ads, Meta). The Client acknowledges that such platforms operate independently and may change their policies, pricing, or terms without notice. Flowboost Industries B.V. is not responsible for the acts or omissions of such platforms. In the majority of cases, the Client contracts directly with and pays the relevant advertising platform for any advertising spend. Where Flowboost Industries B.V. exceptionally manages and invoices advertising spend on the Client's behalf, such spend is passed through at cost and remains the sole financial responsibility of the Client. Flowboost Industries B.V. is not liable for any overspend resulting from platform-side errors or automated bidding adjustments beyond Flowboost's reasonable control.
4.5 Portal
4.5.1 Description.
The Portal provides the Client with a centralised dashboard for account management, subscription administration, invoicing, usage tracking, and platform-wide settings.
4.5.2 Account Security.
The Client is responsible for maintaining the confidentiality of Portal login credentials and for all activity occurring under the Client’s account. The Client must notify Flowboost Industries B.V. immediately upon becoming aware of any unauthorised access. Flowboost Industries B.V. is not liable for any loss or damage arising from the Client's failure to maintain the security of its login credentials or from any unauthorised access that occurred prior to the Client's notification.
4.6 Service Availability
4.6.1 Uptime
Flowboost Industries B.V. endeavours to maintain high availability of its platforms but does not guarantee uninterrupted access. Scheduled maintenance will be communicated to the Client at least 48 hours in advance. In the case of emergency fixes required to maintain security or platform integrity, Flowboost Industries B.V. will notify the Client as soon as reasonably practicable.
4.6.2 Modifications.
Flowboost Industries B.V. reserves the right to modify, update, or improve any Service at any time. Material changes that adversely affect the Client will be communicated at least 30 days in advance.
Article 5 – Payment and Subscriptions
5.1 Invoicing.
Services provided on a project or retainer basis are invoiced monthly, unless a different frequency is agreed in writing. Digital subscriptions (e.g. Library, Wolfy/Agents, Tools accessed via the Portal) are pre-paid and become accessible upon confirmation of payment.
5.2 Payment Term.
The payment term is 14 calendar days from the invoice date, unless otherwise agreed in writing. All amounts are in Euros (EUR) and exclude VAT unless stated otherwise.
5.3 Default.
If the Client fails to pay within the payment term, the Client is automatically in default without any notice of default being required (van rechtswege in verzuim), and statutory commercial interest (wettelijke handelsrente pursuant to Article 6:119a of the Dutch Civil Code) is immediately due on the outstanding amount.
5.4 Suspension for Non-Payment.
Flowboost Industries B.V. is entitled to suspend access to the Services or withhold deliverables if any invoice remains unpaid for more than 14 calendar days after its due date. Suspension does not release the Client from its payment obligation.
5.5 Debt Collection Costs.
If Flowboost Industries B.V. is required to engage external collection services or legal proceedings to recover unpaid amounts, all associated costs (including legal fees) are for the account of the Client.
5.6 Usage Limits and Overages.
Plan-based usage limits (including API token consumption, number of seats, and bandwidth) are as described on the pricing page. Exceeding a plan limit may result in throttling, additional charges, or a prompt to upgrade, as specified in the relevant plan description. Flowboost Industries B.V. will provide reasonable advance notice before applying additional charges.
5.7 Price Changes.
Flowboost Industries B.V. may adjust its pricing with a minimum of 30 days’ written notice. The Client may terminate the Agreement in accordance with Article 14 if it does not accept a price increase.
Article 6 – Client Obligations
6.1 Information and Cooperation.
The Client shall promptly provide all information, materials, and access required for the proper performance of the Agreement. The Client warrants that all information provided is accurate and complete. Flowboost Industries B.V. may rely on the information provided by the Client without independent verification.
6.2 Suspension Right.
If the Client fails to fulfil its obligation under clause 6.1 within a reasonable period after being notified, Flowboost Industries B.V. is entitled to suspend performance of the Agreement without incurring any liability to the Client.
6.3 Lawful Use.
The Client shall use the Services only for lawful purposes and in accordance with applicable law, including the laws and regulations of the European Union. The Client shall not use the Services: (a) to infringe the Intellectual Property Rights of any third party; (b) to transmit any material that is unlawful, defamatory, abusive, or fraudulent; (c) to attempt to gain unauthorised access to any system or network; or (d) in any manner that could damage the reputation of Flowboost Industries B.V.
6.4 Compliance with Applicable Law.
The Client is solely responsible for ensuring that its use of the Services complies with all laws and regulations applicable to the Client’s business, including data protection, advertising, e-commerce, and sector-specific regulations.
6.5 Notification of Issues.
The Client must report any defects, errors, or non-conformities in the Services to Flowboost Industries B.V. in writing within 30 calendar days of discovery, in accordance with Article 6:89 of the Dutch Civil Code. Failure to report within this period results in a loss of the right to claim for that defect.
Article 7 – Intellectual Property and Licence
7.1 Ownership by Flowboost.
All Intellectual Property Rights in and to the Services, platforms, software, algorithms, AI models, scripts, templates (where not specifically assigned), marketing materials, and deliverables developed by Flowboost Industries B.V. in connection with any Agreement — including all derivatives and improvements — vest exclusively with Flowboost Industries B.V. unless expressly agreed otherwise in a separate written assignment.
7.2 Licence to Client.
Subject to these Terms and full payment of all applicable fees, Flowboost Industries B.V. grants the Client a limited, non-exclusive, non-transferable, non-sublicensable right to use the deliverables for the Client's own internal business purposes within the licensed legal entity, for the duration of the Agreement.
7.3 Prohibition on Redistribution.
The Client may not reproduce, distribute, sublicense, sell, transfer, or otherwise make available any Service, deliverable, Digital Asset, or AI-Generated Content to any third party outside the licensed entity without the prior written consent of Flowboost Industries B.V.
7.4 Client Data.
The Client retains ownership of all data, content, and materials provided by the Client to Flowboost Industries B.V. (“Client Data”). The Client grants Flowboost Industries B.V. a limited licence to use Client Data solely for the purpose of providing the Services. Flowboost Industries B.V. shall not use Client Data for any other purpose without the Client’s prior written consent.
7.5 Liquidated Damages for Misuse.
If the Client distributes, sublicenses, or otherwise misuses any Service or Digital Asset in breach of this Article, the Client agrees to pay Flowboost Industries B.V. a liquidated sum of €5,000 per violation, plus €500 per day for each day the misuse continues after Flowboost Industries B.V. has notified the Client in writing, as a genuine pre-estimate of loss. In assessing a violation, the nature, scope, and commercial impact of the misuse shall be taken into account. The liquidated damages set out in this Article 7.5 are independent of and not subject to the liability cap set out in Article 11.1, which applies solely to the liability of Flowboost Industries B.V. to the Client. This does not limit Flowboost Industries B.V.'s right to seek injunctive relief.
7.6 Feedback.
If the Client provides feedback, suggestions, or ideas regarding the Services, the Client grants Flowboost Industries B.V. an irrevocable, worldwide, royalty-free licence to use and incorporate such feedback without restriction or compensation.
Article 8 – Confidentiality
8.1 Mutual Obligation.
Each party (the “Receiving Party”) shall hold the Confidential Information of the other party (the “Disclosing Party”) in strict confidence and shall not disclose it to any third party without the prior written consent of the Disclosing Party.
8.2 Permitted Use.
The Receiving Party may disclose Confidential Information only to its employees, contractors, or advisers who have a need to know such information and are bound by confidentiality obligations no less restrictive than those in this Article.
8.3 Exceptions.
The obligations under this Article do not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without use of the Disclosing Party’s Confidential Information; or (d) is required to be disclosed by law, regulation, or court order, provided the Receiving Party gives prompt written notice to the Disclosing Party and cooperates to minimise the disclosure.
8.4 Survival.
The confidentiality obligations in this Article survive termination or expiry of the Agreement for a period of three (3) years.
Article 9 – Data Processing and Privacy (GDPR)
9.1 Privacy Policy.
Flowboost Industries B.V. processes personal data in accordance with its Privacy Policy, published on the Flowboost website, and in compliance with Regulation (EU) 2016/679 (GDPR).
9.2 Data Processing Agreement.
Where Flowboost Industries B.V. processes personal data on behalf of the Client as a data processor (within the meaning of the GDPR), the parties shall enter into a Data Processing Agreement (DPA). The DPA is incorporated by reference into the Agreement and, in the event of conflict, takes precedence over these Terms in respect of data processing matters.
9.3 Client as Controller.
In using the Services (in particular Marketing Services and AI Agents), the Client may process personal data for which the Client acts as data controller. The Client warrants that it has a valid legal basis under the GDPR for such processing and that it complies with all applicable data protection obligations.
9.4 Security Measures.
Flowboost Industries B.V. implements appropriate technical and organisational security measures to protect personal data against unauthorised access, alteration, disclosure, or destruction, in accordance with Article 32 of the GDPR.
9.5 Data Breach Notification.
In the event of a personal data breach within the meaning of Article 4(12) GDPR that is likely to result in a risk to the rights and freedoms of data subjects, Flowboost Industries B.V. will notify the Client without undue delay and in any event within 72 hours of becoming aware. Flowboost Industries B.V. will provide the Client with sufficient information to enable the Client to meet its own notification obligations under applicable data protection law.
Article 10 – EU AI Act Compliance
10.1 Scope.
Where Flowboost Industries B.V. provides AI systems or AI-powered outputs to the Client, Flowboost Industries B.V. complies with the applicable requirements of Regulation (EU) 2024/1689 on Artificial Intelligence (the “EU AI Act”), effective from August 2024.
10.2 AI Labelling.
All AI-Generated Content produced by the Services (including Wolfy and other Agents) is labelled with a visible “AI-Generated Content” indicator within the platform interface, in compliance with Article 50 of the EU AI Act. The Client must not suppress, remove, or obscure this label when deploying or sharing AI-Generated Content with third parties.
10.3 Human Oversight.
The Client acknowledges the importance of human oversight of AI outputs. Before commercially deploying, publishing, or relying on AI-Generated Content in contexts that may affect third parties, the Client must ensure that a human reviewer with appropriate expertise for the intended use has reviewed and approved the content. Flowboost Industries B.V. expressly disclaims liability for harm arising from the deployment of unreviewed AI-Generated Content.
10.4 Prohibited Uses.
The Client shall not use any AI-based Service to: (a) generate deceptive content intended to mislead consumers or third parties; (b) engage in practices prohibited under the EU AI Act as “unacceptable risk” AI practices; or (c) process special categories of personal data through AI systems without appropriate safeguards under the GDPR.
10.5 Risk Management and Documentation.
Flowboost Industries B.V. monitors the risk profile of its AI systems and will implement applicable compliance procedures where required under the EU AI Act. Where an AI system is or becomes classified as 'high-risk' under Annex III of the EU AI Act, Flowboost Industries B.V. will take appropriate steps to meet the applicable conformity assessment and human oversight requirements and will inform affected Clients accordingly.
10.6 No Warranty for AI Output Accuracy.
The Services, including all AI-Generated Content, are provided on an 'as is' and 'as available' basis. Flowboost Industries B.V. does not warrant the accuracy, reliability, completeness, or fitness for a particular purpose of any AI-Generated Content. The Client assumes full responsibility for its use of AI-Generated Content.
10.7 Continuous Compliance.
Flowboost Industries B.V. will update its AI systems and documentation as required to maintain compliance with the EU AI Act as further provisions come into force during the compliance timeline. Material changes will be communicated to affected Clients.
Article 11 – Liability and Claims
11.1 Liability Cap.
The total liability of Flowboost Industries B.V. to the Client under or in connection with the Agreement — whether in contract, tort (including negligence), breach of statutory duty, or otherwise — shall not exceed the lower of: (a) the total fees paid by the Client in the six (6) calendar months immediately preceding the event giving rise to the claim; or (b) €5,000.
11.2 Excluded Losses.
Flowboost Industries B.V. shall not be liable for: (a) loss of profit, revenue, or anticipated savings; (b) loss of business, goodwill, or reputation; (c) loss or corruption of data; (d) indirect, special, consequential, or incidental damages of any kind; or (e) damage resulting from the acts or omissions of the Client or any third party, regardless of whether Flowboost Industries B.V. has been advised of the possibility of such damage.
11.3 Mandatory Exceptions.
Nothing in these Terms limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; or (c) any liability that cannot be excluded or limited by applicable law.
11.4 Claim Period.
Any claim by the Client must be submitted to Flowboost Industries B.V. in writing within 30 calendar days of the Client discovering (or being reasonably expected to discover) the event giving rise to the claim, in accordance with Article 6:89 of the Dutch Civil Code. Claims submitted after this period are inadmissible and the Client loses its right to bring such a claim.
11.5 Force Majeure and Non-Performance.
Where Flowboost Industries B.V. is unable to perform its obligations due to circumstances beyond its reasonable control (see Article 12), this shall not constitute a basis for a liability claim.
Article 12 – Force Majeure
12.1 Definition.
Force majeure means any circumstance independent of the will of Flowboost Industries B.V. that prevents or unreasonably impedes the fulfilment of its obligations, whether or not foreseeable at the time of formation of the Agreement, including but not limited to: acts of God, war, terrorism, government actions, cyberattacks on critical infrastructure, power or internet outages, and the non-performance of essential third-party suppliers.
12.2 Effect.
In the event of force majeure, Flowboost Industries B.V. is entitled to suspend performance for the duration of the force majeure event. Neither party shall be liable for failure to perform its obligations to the extent such failure is caused by force majeure.
12.3 Notification.
Each party shall notify the other as soon as reasonably practicable upon becoming aware of a force majeure event affecting its ability to perform its obligations under the Agreement.
Article 13 – Suspension
13. 1 Grounds.
Flowboost Industries B.V. is entitled to suspend access to the Services, without liability, in the following circumstances. Immediate suspension (without prior notice): (a) non-payment in accordance with Article 5.4; (b) where Flowboost Industries B.V. has reasonable grounds to believe the Client is seriously misusing the Services or materially breaching Article 7; or (c) where required by law or a court order. Suspension with 48 hours' prior written notice: (d) the Client's failure to cooperate in accordance with Article 6.2; or (e) force majeure in accordance with Article 12, where suspension is necessary to protect platform integrity.
13.2 Restoration.
Upon resolution of the relevant grounds for suspension, Flowboost Industries B.V. shall restore access to the Services within two (2) business days. Suspension does not affect the Client's payment obligations.
Article 14 – Term and Termination
14.1 Fixed-Term Agreements.
Unless otherwise agreed in writing, Agreements for project-based Services or subscriptions have a minimum duration of six (6) months from the date of formation of the Agreement. After the minimum term, the Agreement automatically continues on a rolling monthly basis until terminated in accordance with this Article. Where a specific trial period or alternative minimum term is agreed, this will be set out in the relevant quotation or order confirmation.
14.2 Notice Period.
Either party may terminate a rolling Agreement by providing at least two (2) months’ written notice to the other party. Notice to terminate must be provided before the last day of the current rolling period.
14.3 Termination for Cause.
Either party may terminate the Agreement with immediate effect by written notice if the other party: (a) commits a material breach and fails to remedy it within 14 days of written notice specifying the breach; (b) becomes insolvent, is subject to a winding-up order, or is otherwise unable to pay its debts; or (c) engages in fraudulent or seriously unlawful conduct.
Notwithstanding Article 14.2, where Flowboost Industries B.V. makes a material amendment to these Terms in accordance with Article 16.2, the Client may terminate the Agreement with 30 days' written notice, to take effect no later than the date on which the amended Terms come into force.
14.4 Digital Subscriptions.
Library subscriptions and Portal-based digital subscriptions may be cancelled by the Client via the Portal at any time. Cancellation takes effect at the end of the current billing period. No refunds are issued for unused portions of a prepaid subscription period.
14.5 Effects of Termination.
Upon termination: (a) all licences granted to the Client cease immediately; (b) the Client shall cease use of all Services and delete or return any Confidential Information belonging to Flowboost Industries B.V. upon request; (c) all outstanding invoices become immediately due and payable; (d) the Client may export its Client Data via the Portal within 30 days of termination, after which Flowboost Industries B.V. will delete or anonymise Client Data unless a longer retention period is required by applicable law (e.g. Dutch fiscal law requiring 7-year retention of financial records); and (e) Flowboost Industries B.V. will confirm the completion of deletion in writing upon the Client’s reasonable request, subject to any legally mandated retention obligations.
14.6 Survival.
The following provisions survive termination or expiry of the Agreement: Article 1 (Definitions), Article 7 (Intellectual Property), Article 8 (Confidentiality), Article 9 (Data Processing), Article 11 (Liability), Article 15 (Governing Law), Article 16 (Non-Disparagement), and any payment obligations accrued prior to termination.
Article 15 – Governing Law and Dispute Resolution
15.1 Governing Law.
These Terms and all Agreements arising from them are governed exclusively by the laws of the Netherlands, without regard to conflict of law principles.
15.2 EU Law Compliance.
As a company established within the European Union, Flowboost Industries B.V. is subject to applicable EU legislation, including the GDPR, the EU AI Act, the Digital Services Act (Regulation (EU) 2022/2065), and the Electronic Commerce Directive (2000/31/EC). These Terms are to be read in a manner consistent with such legislation.
15.3 Jurisdiction.
All disputes arising out of or in connection with these Terms or any Agreement shall be submitted exclusively to the competent court of the District Court of Rotterdam (Rechtbank Rotterdam), unless mandatory law requires a different forum. Flowboost Industries B.V. also retains the right to submit a dispute to any court of competent jurisdiction in the Client’s country.
15.4 Dispute Resolution Process.
Prior to initiating formal legal proceedings, the parties shall make reasonable efforts to resolve any dispute through direct negotiation within 30 days of one party notifying the other of the dispute in writing.
Article 16 – Non-Disparagement
16.1 Client Restriction.
The Client agrees not to make any negative public statements about Flowboost Industries B.V. in any form of media or public forum, including print, online platforms, and social media, regardless of the circumstances or outcomes of any performance targets. This restriction applies in particular in instances where agreed performance targets are not met, for any reason attributable to either party.
16.2 Scope.
For the avoidance of doubt, this restriction extends to all direct and indirect forms of public commentary, including but not limited to reviews on third-party platforms, posts on social media, statements in industry forums, and any other publicly accessible communications concerning the Services or the performance of Flowboost Industries B.V.
16.3 Mutual Commitment.
Flowboost Industries B.V. equally commits not to make any negative public statements about the Client in any form of media, including print, online platforms, or social media, regardless of the circumstances or outcomes of the Agreement. This mutual obligation is intended to ensure a professional and respectful public relationship between the parties for the duration of the Agreement and following its termination.
Article 17 – Amendments
17.1 Right to Amend.
Flowboost Industries B.V. reserves the right to amend these Terms at any time. The most current version of these Terms is published on the Flowboost website and in the Portal.
17.2 Notice of Material Changes.
In the case of material amendments, Flowboost Industries B.V. will notify the Client at least 30 days in advance via email or a notification in the Portal. If the Client does not accept the material amendment, the Client may terminate the Agreement by written notice within that 30-day period, with termination taking effect on the date the amendment comes into force. The Client's continued use of the Services after the effective date of the amendment constitutes acceptance of the amended Terms.
For the purposes of this Article, a material amendment includes but is not limited to: changes to pricing or payment terms; changes to the scope or availability of Services; changes to liability limitations; changes to data processing arrangements; and changes to termination rights. Minor amendments such as corrections of typographical errors, clarifications that do not affect the substance of the Terms, or updates required by law do not constitute material amendments and take effect immediately upon publication.
17.3 Chamber of Commerce.
These Terms are also filed with the Dutch Chamber of Commerce (Kamer van Koophandel). In the event of any discrepancy between versions, the most recent version published on the Portal shall prevail.
17.4 Version Control.
Each version of these Terms is identified by a version number and effective date on the cover page. Clients are encouraged to retain a copy of the version of the Terms applicable at the time of their Agreement.
Article 18 – Miscellaneous
18.1 Entire Agreement.
These Terms, together with any quotation, order confirmation, and DPA, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements, representations, and understandings.
18.2 Assignment.
The Client may not assign or transfer any rights or obligations under the Agreement without the prior written consent of Flowboost Industries B.V. Flowboost Industries B.V. may assign the Agreement to a group company or in connection with a merger, acquisition, or sale of assets, provided the Client is notified.
18.3 Waiver.
A failure or delay by either party in exercising any right under these Terms shall not constitute a waiver of that right. Any waiver must be in writing to be effective.
18.4 Notices.
All notices under these Terms shall be in writing and delivered to the email address or postal address of the receiving party as specified in the Agreement or on the Portal. Notices shall be deemed received: (a) if by email, on the business day after sending (if no delivery failure notification is received); (b) if by post, three (3) business days after posting.
18.5 Language.
These Terms are issued in English. In the event of any conflict between an English version and any translated version, the English version shall prevail.
18.6 Relationship.
Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties. Each party acts as an independent contractor.
