Terms of Service

1. Who we are

Elanova AI
The Netherlands
Email: contact@elanova.ai
Phone: +31 6 40747312

2. Scope

These Terms of Service ("Terms") govern all agreements under which Elanova AI ("we", "us") provides services to business clients ("Client"). By engaging us for a project, requesting a quote, or signing a project agreement, you accept these Terms in full.

These Terms apply exclusively to business-to-business (B2B) engagements. We do not contract with consumers under these Terms.

3. Services

Elanova AI provides custom AI development services including, but not limited to:

• Document automation pipelines
• AI agents and conversational systems
• Process automation and workflow engines
• Web applications and data dashboards
• Marketing websites and landing pages

The exact scope of each engagement is defined in a written project proposal ("Proposal") agreed upon by both parties before work begins. Services outside the agreed scope require a separate written amendment.

4. Quotations and pricing

All work is priced on a fixed-price basis. We do not bill hourly. Before any work starts, the Client receives a written Proposal stating the total project price, payment schedule, deliverables, and timeline.

Quotations are valid for 30 days from the date of issue unless stated otherwise. We reserve the right to revise a quotation if the Client's scope requirements change materially before the Proposal is accepted.

All prices are exclusive of applicable VAT (BTW) unless stated otherwise.

5. Payment

Payment terms are specified in the Proposal. Standard terms are:

• 50% deposit due before work begins
• 50% balance due upon project delivery

Alternative payment schedules may be agreed in writing for larger projects. Invoices are due within 14 days of issue unless otherwise agreed. Late payments accrue statutory commercial interest under Dutch law (Handelsrente, Art. 6:119a BW).

6. Intellectual property and ownership

Upon receipt of full payment, the Client receives full ownership of all work product delivered under the Proposal — including source code, models, documentation, and infrastructure templates. No licences are retained by Elanova AI. No proprietary lock-in is imposed.

Third-party components used in the project (open-source libraries, APIs, cloud services) remain subject to their respective licences, which Elanova AI will identify in the project documentation.

Until full payment is received, Elanova AI retains all intellectual property rights to the work product.

7. Confidentiality

Elanova AI treats all Client information, data, systems access, and business context as confidential by default. We are willing to sign a mutual NDA before any discussion involving proprietary information. If the Client does not have an NDA template, Elanova AI can provide one.

Elanova AI will not disclose Client information to third parties except where required by law or strictly necessary to deliver the contracted services (e.g., cloud infrastructure providers). Any sub-processors are bound by equivalent confidentiality obligations.

8. Post-launch support

Every project includes 30 days of post-launch support at no additional charge. This covers bug fixes, performance tuning, and answering technical questions from the Client's team related to the delivered system.

Support beyond 30 days, or support for changes outside the original scope, may be arranged under a separate maintenance agreement.

9. Client obligations

The Client agrees to:

• Provide accurate and timely information required for the project
• Grant access to systems, data, and APIs as agreed in the Proposal
• Designate a point of contact who can make decisions on the Client's behalf
• Review and approve deliverables within the agreed timeframe

Delays caused by the Client's failure to fulfil these obligations may extend project timelines. Elanova AI is not liable for delays arising from such circumstances.

10. Warranties and limitation of liability

Elanova AI warrants that services are performed with reasonable skill and care, and that deliverables will materially conform to the agreed Proposal.

Elanova AI does not warrant that AI systems will be error-free, uninterrupted, or free from edge-case failures. All AI systems include monitoring and exception handling as described in the Proposal, and post-launch support is provided to address issues that arise.

To the maximum extent permitted by Dutch law, Elanova AI's total liability for any claim arising from or related to a project is limited to the total project fee paid by the Client for that project. Elanova AI is not liable for indirect, consequential, or incidental damages.

11. Data processing and GDPR

Where Elanova AI processes personal data on behalf of the Client in the course of delivering services, we do so as a data processor under the GDPR. The Client is the data controller and is responsible for having a valid legal basis for processing and for informing data subjects.

If required, Elanova AI will enter into a Data Processing Agreement (DPA) with the Client before work involving personal data begins. Contact us at contact@elanova.ai to request a DPA.

For information on how Elanova AI processes data about its own clients and website visitors, see our Privacy Policy.

12. Termination

Either party may terminate an engagement in writing if the other materially breaches these Terms and fails to remedy the breach within 14 days of written notice.

In the event of termination by the Client without cause after work has begun, the Client is liable for the value of work completed up to the date of termination, calculated on a pro-rata basis against the fixed project price. The deposit is non-refundable.

In the event of termination by Elanova AI without cause, we will refund any portion of the deposit attributable to undelivered work.

13. Governing law and disputes

These Terms are governed by the laws of the Netherlands. Any disputes that cannot be resolved amicably between the parties will be submitted to the competent court in the Netherlands.

Before initiating formal proceedings, both parties agree to attempt resolution in good faith through direct negotiation for at least 30 days.

14. Changes to these Terms

Elanova AI may update these Terms periodically. Changes will be published on this page with an updated date. For active projects, the Terms in force at the time of the signed Proposal govern that project.

15. Contact

For questions about these Terms, contact us at contact@elanova.ai or +31 6 40747312.