Terms and Conditions

General Terms and Conditions of Aizy B.V.

Aizy B.V. is registered at Van de Reijtstraat 30, 4814 NE Breda, the Netherlands, and listed with the Dutch Chamber of Commerce under registration number 95180672.

Aizy B.V. manages and optimises social media and Google advertising through AI-driven marketing automation software and provides support to entrepreneurs in automating their social media and Google Ads campaigns.

These General Terms and Conditions set out the terms under which you may use our services. We have sought to avoid unnecessary legal jargon. Should any part of these terms be unclear, please feel free to contact us at finance@aizy.nl.

 

Article 1 – Definitions

In these General Terms and Conditions, the following terms have the meanings set out below:

Aizy B.V.: the party providing the service and therefore the user of these General Terms and Conditions.

Client: the company or organisation that uses, or wishes to use, Aizy B.V.’s services and enters into a subscription for that purpose.

Subscription: the continuing agreement entered into by the Client with Aizy B.V. in order to use Aizy B.V.’s services.

Service(s): the services provided by Aizy B.V. to the Client under an agreement.

Cloud Software: the AI-driven marketing automation software used by Aizy B.V. to perform the Service.

In Writing / Written: both traditional written communication and electronic communication via email.

Office Hours: Monday to Friday from 08:30 to 17:00 CET, excluding nationally recognised public holidays.

For readability, the term Client may be referred to as you or your. Collectively, Aizy B.V. and the Client may be referred to as the Parties or individually as a Party.

 

Article 2 – Applicability of these Terms

  1. These General Terms and Conditions apply to the use of Aizy B.V.’s Services and to all Subscriptions, agreements, and invoices issued by Aizy B.V.
  2. These Terms also apply to all directors, partners, employees, and (potential) affiliates or other persons who use Aizy B.V.’s Services on behalf of the Client.
  3. Any general terms and conditions applied by the Client, however named, are expressly excluded.
  4. By entering into a Subscription, the Client acknowledges having read and agreed to these Terms.
  5. Deviations or additions are only valid if expressly agreed in Writing by Aizy B.V.
  6. These Terms also apply to upgraded, downgraded, or renewed Subscriptions.
  7. Aizy B.V. may amend these Terms from time to time. Only if an amendment affects the Client’s rights or obligations will Aizy B.V. inform the Client in advance in Writing. Minor or editorial changes are excluded from this requirement.
  8. If any provision of these Terms is found to be void or invalid, the remaining provisions remain in force. The Parties shall then agree on a new provision that most closely reflects the purpose and intent of the invalid provision.
  9. In case of conflict between these Terms and a specific written agreement between the Parties, the latter shall prevail.
  10. Aizy B.V.’s products and services are intended exclusively for business Clients.

 

Article 3 – Offers

  1. If an offer from Aizy B.V. is subject to a validity period or special conditions, this will be expressly stated in the offer.
  2. The Client is responsible for ensuring that all data provided to Aizy B.V. are accurate, complete, and up to date.
  3. All prices are quoted exclusive of VAT and exclusive of media spend (advertising budget).
  4. The content of the agreement consists solely of what is described in the offer and/or contract.
  5. Additional agreements or amendments are valid only if agreed in Writing.
  6. Aizy B.V. cannot be held to obvious mistakes or clerical errors in offers, programming errors, or typographical errors on the website or social media channels.
  7. After the expiry of an offer or promotional period, the Client can no longer claim the related rates or conditions.

 

Article 4 – Formation of the Agreement

  1. To use the Services, the Client must enter into a Subscription. The Subscription is established upon signing the service agreement, which is governed by these Terms.
  2. If a free month is granted upon entering into the agreement, this applies only to the first month. Thereafter, the Subscription automatically continues as a paid Subscription at the agreed rates, unless otherwise agreed in Writing.
  3. Communication between Parties may take place via customary electronic means, including email.
  4. Aizy B.V. implements appropriate technical and organisational measures to secure the electronic transmission of data.
  5. In the event of the sale or transfer of (part of) Aizy B.V.’s business, the agreement may be transferred to a third party, of which the Client will be informed in advance.

 

Article 5 – Our Obligations

  1. Aizy B.V. shall perform its Services with due care and skill to ensure optimal use by the Client. While Aizy B.V. applies its knowledge, experience, and tools to the best of its ability, results are not guaranteed. Outcomes may depend on third-party systems and human actions. Aizy B.V. is therefore not bound to achieve a specific result.
  2. At the Client’s request, Aizy B.V. may provide performance reports for a defined period.
  3. Aizy B.V. treats all information received from the Client with care and confidentiality.
  4. The Cloud Software may be temporarily unavailable due to maintenance, modifications, or improvements. Aizy B.V. has no control over such interruptions.
  5. Support is available during Office Hours.
  6. Aizy B.V. may engage third parties in performing the Service. Articles 7:404, 7:407(2), and 7:409 of the Dutch Civil Code do not apply. These Terms also apply to third parties engaged by Aizy B.V.
  7. The Client acknowledges that Aizy B.V. may work with other clients, including competitors.
  8. Execution times communicated by Aizy B.V. are indicative and not binding deadlines.

 

Article 6 – Client Obligations

  1. The Client is responsible, at its own risk, for having suitable equipment and facilities (computer, smartphone, tablet, apps, website, and software) necessary to use the Services.
  2. Unless explicitly agreed otherwise, the Client is responsible for creating and supplying content. Aizy B.V.’s Services relate solely to optimisation and automation of campaigns, not content creation.
  3. Where content or creative materials are not included in the assignment, the Client must supply these on time.
  4. The Client must provide all required information, access, and cooperation needed for the use of Aizy B.V.’s Services, including but not limited to timely access to Google Ads and Meta Business Manager accounts.
  5. If the start or execution of the Service is delayed due to the Client’s failure to provide timely access, permissions, or content, Aizy B.V. may postpone the Service and charge any resulting additional costs to the Client.

 

Article 7 – Term and Termination of Subscription

  1. A Subscription has an initial term of six (6) months. After this period, it automatically renews on a rolling monthly basis and may be terminated with one (1) month’s written notice via finance@aizy.nl.
  2. The initial term of six (6) months is fixed and cannot be terminated early. After that, it continues monthly and may be cancelled with one (1) month’s notice.
  3. Upon termination, the Client must revoke Aizy B.V.’s access and permissions to its Google Ads and Meta Business Manager accounts.
  4. Subscriptions may be upgraded at any time. Downgrades take effect at the end of the subscription term. Upgrades incur an additional fee; no refund is issued for downgrades, and some services may become inaccessible.
  5. Aizy B.V. may discontinue offering a Subscription, in which case it may terminate it with one (1) month’s written notice.
  6. Aizy B.V. may immediately terminate the Subscription without judicial intervention if the Client breaches these Terms, including failure to pay invoices on time, or in case of bankruptcy, suspension of payments, or cessation of supply by Aizy B.V.’s providers.

 

Article 8 – Fees and Payment

  1. Aizy B.V. reserves the right to adjust its fees. Clients will be informed in Writing at least thirty (30) days in advance.
  2. Aizy B.V. may increase its rates annually based on market conditions, cost developments, or other business considerations. Such annual adjustments do not constitute a fee change entitling the Client to terminate the Subscription.
  3. Clients pay a monthly fee for the Services, collected via direct debit. By signing the Subscription, the Client authorises Aizy B.V. to collect payments automatically.
  4. If a payment is not received on time or is unjustifiably reversed, the Client is automatically in default. Aizy B.V. may then charge statutory commercial interest and collection fees of ten percent (10%) of the outstanding amount, with a minimum of €250. Aizy B.V. may suspend Services or terminate the Subscription until payment is made, without liability for resulting damages.
  5. Disputes regarding fees do not suspend payment obligations.
  6. In the event of liquidation, bankruptcy, attachment, or suspension of payment, all outstanding amounts owed to Aizy B.V. become immediately due.
  7. The Client is not entitled to set off any amounts.

 

Article 9 – Warranties, Liability, and Indemnity

  1. The Client remains responsible for verifying entered budgets and content. Aizy B.V. is not liable for errors in budgets, text, images, or other content.
  2. Aizy B.V. uses third-party software and tools and therefore cannot guarantee constant availability or functionality of its Services or Cloud Software.
  3. Results depend partly on social media algorithms, advertising platforms, software quality, third-party policies, and user behaviour. Aizy B.V. cannot guarantee metrics such as likes, followers, leads, views, or conversions.
  4. Aizy B.V. will comply with platform policies, but approval of advertisements is determined by automated systems beyond its control. Aizy B.V. is not liable for rejections or restrictions imposed by advertising platforms.
  5. Aizy B.V.’s liability is limited to direct damages and capped at the amount paid by the Client during the six (6) months preceding the incident. Aizy B.V. is not liable for indirect damages such as lost profits, lost savings, reputational harm, or business interruption, except in cases of wilful misconduct or gross negligence.
  6. Liability shall never exceed the amount paid out under Aizy B.V.’s liability insurance.
  7. If a third party suffers damage due to the Client’s breach of these Terms, the Client shall indemnify and hold Aizy B.V. harmless.
  8. Aizy B.V. is not liable for damage resulting from inaccurate or incomplete information provided by the Client or for electronic failures caused by providers, networks, or telecom services.
  9. Claims under these Terms expire twelve (12) months after termination of the Service.

 

Article 10 – Force Majeure and Unforeseen Circumstances

  1. Aizy B.V. is not obliged to perform Services in cases of force majeure or unforeseen circumstances.
  2. These include, but are not limited to:
  3. failures in telecommunications or internet connections;
  4. non-performance or defective performance by Aizy B.V.’s suppliers.
  5. If such a situation persists for more than sixty (60) days, either Party may terminate the agreement without liability.

 

Article 11 – Intellectual Property

  1. All texts, images, logos, videos, and other materials published by Aizy B.V. on its website or social channels are Aizy B.V.’s property and may not be copied, shared, or used without prior Written consent.
  2. The Client’s data, content, and campaigns remain the Client’s property. Aizy B.V. may only access and use them to perform the agreed Services.
  3. If Aizy B.V. must use third-party intellectual property at the Client’s request, the Client is responsible for obtaining necessary permissions.
  4. The Client guarantees that content provided does not infringe third-party rights and indemnifies Aizy B.V. against related claims.
  5. Aizy B.V. may use the Client’s logo, trade name, and (reference) images for marketing purposes unless the Client objects before the Service commences.
  6. If the Client breaches this article, Aizy B.V. may recover all resulting damages.

 

Article 12 – Complaints

  1. If the Client is dissatisfied with Aizy B.V.’s Services, the Client must notify Aizy B.V. in Writing via info@aizy.nl as soon as possible, but no later than fourteen (14) days after the issue arises, providing a clear and detailed description.

 

Article 13 – Privacy and Personal Data Processing

  1. Aizy B.V.’s Privacy and Cookie Policy applies to all agreements and Subscriptions and can be found at www.aizy.nl.
  2. This policy explains how Aizy B.V. processes personal data. Personal data will only be used for purposes stated therein.
  3. Aizy B.V.’s Data Processing Agreement (DPA) also applies to any processing activities and is available on our website.

 

Article 14 – Governing Law and Jurisdiction

  1. All agreements, Subscriptions, and these Terms are governed exclusively by Dutch law.
  2. Parties will attempt to resolve disputes amicably. Failing that, disputes shall be submitted to the competent court of Rechtbank Zeeland-West-Brabant, unless mandatory law dictates otherwise.

 

Data Processing Agreement (DPA) – Aizy B.V.

Aizy B.V., registered at Van de Reijtstraat 30, 4814 NE Breda, the Netherlands, and listed with the Dutch Chamber of Commerce under registration number 95180672,
 acts as the data processor (“Processor”) within the meaning of the General Data Protection Regulation (GDPR).

When using Aizy B.V.’s Cloud Software, personal data may be processed.
 As the user of the Cloud Software, you act as the data controller (“Controller”), meaning that you are responsible for and remain in control of the personal data you make available to Aizy B.V.

Pursuant to Article 28(3) GDPR, the Processor (Aizy B.V.) and the Controller (you) are required to enter into a written agreement to ensure the protection of the personal data of the data subjects concerned.

This Data Processing Agreement sets out the terms and conditions governing such processing.
 The main agreement concluded between Aizy B.V. and you for the use of the Cloud Software (the “SaaS Agreement”) is referred to in this document as the “Main Agreement.”
 For any undefined terms, reference should be made to Article 1 of the General Terms and Conditions.

 

Article 1 – Term of this Data Processing Agreement

  1. This DPA remains in force for the full duration of the Main Agreement and cannot be terminated separately.
  2. Upon termination of the Main Agreement, this DPA automatically expires as well. Since the personal data remain your property, Aizy B.V. shall ensure that, upon termination, all personal data are either returned to you in their original form or securely deleted. This does not apply to data that Aizy B.V. is legally required to retain.
  3. The obligations in Article 5 (Confidentiality) and Article 9 (Liability and Indemnity) shall survive termination of this DPA.

 

Article 2 – Purpose, Nature and Subject of Processing

  1. Aizy B.V. provides Cloud Software that automates social media and Google Ads campaigns.
     Within this software, personal data from advertising accounts connected to Aizy B.V.’s clients are processed via tracking pixels.
    The following personal data may be collected and processed:

    1. hashed IP addresses;
    2. browser type and version;
    3. operating system;
    4. referring source (e.g. website or page that directed the user to the Client’s site);
    5. pages visited on the Client’s website;
    6. date and time of the visit;
    7. clicks on links and buttons on the Client’s website;
    8. interactions with forms on the Client’s website (e.g. search queries or form submissions);
    9. other similar anonymised data used for analytical or marketing purposes.
  2. Aizy B.V. processes this data only insofar as necessary for the performance of the Main Agreement.
     The purpose of the processing is the automation of social media and Google Ads.
  3. Aizy B.V. may also process the data for quality assurance purposes, including conducting user surveys, statistical research for service improvement, and training the artificial intelligence and algorithms used in the Cloud Software.
  4. Processing for any other purpose requires your prior Written consent. However, if new functionalities are introduced that remain consistent with the purposes described above, Aizy B.V. is not required to obtain additional consent.

 

Article 3 – Processing of Personal Data

  1. Aizy B.V. shall exercise due care when processing personal data and comply with all applicable privacy legislation, including the GDPR.
  2. Aizy B.V. shall not process personal data in breach of any legal obligation.
  3. Processing shall take place exclusively within the European Economic Area (EEA).
     If Aizy B.V. transfers data outside the EEA, this will only occur if the destination country ensures an adequate level of protection and complies with the GDPR and this DPA.
  4. If you, as Controller, transfer personal data outside the EEA yourself, you shall indemnify Aizy B.V. against any third-party claims alleging GDPR violations arising from such transfers.
  5. Aizy B.V. shall ensure that you retain access to your personal data at all times, even in the event of bankruptcy or suspension of payment.
  6. Aizy B.V. maintains a record of processing activities (processing register) regarding all personal data processed on your behalf. Upon request, Aizy B.V. will provide you with access to this register.

 

Article 4 – Use of Sub-Processors

  1. Aizy B.V. may engage sub-processors to perform processing activities.
     These are third parties engaged in the execution of the Main Agreement, such as software suppliers.
  2. Aizy B.V. currently works with AWS (Amazon Web Services) and Databricks.
     By accepting this DPA, you grant consent for these sub-processors.
  3. Aizy B.V. will only engage sub-processors that can demonstrate adequate technical and organisational measures ensuring that processing complies with GDPR requirements and safeguards the rights of data subjects.
  4. Aizy B.V. remains responsible and liable for the actions of its sub-processors.

 

Article 5 – Confidentiality

  1. All personal data received by Aizy B.V. from you, or collected by Aizy B.V. itself, are subject to strict confidentiality and shall not be disclosed to third parties.
  2. Aizy B.V. is not obliged to maintain confidentiality if it is legally required to disclose data or if you have given explicit Written consent for disclosure.
  3. Confidentiality also extends to sub-processing. Aizy B.V. ensures that all sub-processors and personnel observe confidentiality obligations equivalent to those in this DPA.
  4. All login details, passwords, and security-related information you provide to Aizy B.V. are treated as confidential.

 

Article 6 – Security

  1. Aizy B.V. shall implement appropriate technical and organisational measures to protect personal data from loss, alteration, unauthorised access, or unlawful processing.
     These measures include, but are not limited to: regular data backups; the use of strong passwords; encryption of personal data; secure network connections using SSL (Secure Socket Layer) technology.
  • You, in turn, guarantee that you will use the Cloud Software responsibly.
  • Aizy B.V.’s measures comply, as far as reasonably possible, with Article 32 of the GDPR, taking into account the state of the art, implementation costs, nature and scope of processing, and potential risks to individuals. However, Aizy B.V. cannot guarantee that all measures will be effective under all circumstances.
  • If you require a higher level of security than that mandated by the GDPR, Aizy B.V. may charge reasonable additional costs.
  • In the event of a security incident (data breach), Aizy B.V. will notify you within forty-eight (48) hours of discovery and provide all information required under the GDPR. Aizy B.V. will take prompt action to mitigate the effects.
  • You are responsible for determining whether the breach must be reported to the Dutch Data Protection Authority or affected data subjects. Before any such notification, you must inform Aizy B.V.
  • Aizy B.V. will fully cooperate with any investigation conducted by the Data Protection Authority.
  • Aizy B.V. keeps a register of all security incidents, containing at least:
    1. a description of the incident;
    2. the number of affected individuals;
    3. date and time of the incident;
    4. nature of the breach;
    5. type of data affected;
    6. potential consequences for data subjects;
    7. technical and organisational measures taken in response.

Upon request, Aizy B.V. will grant access to this register.

 

Article 7 – Rights of Data Subjects

  1. Aizy B.V. will fully cooperate with the exercise of data subject rights under Articles 15–22 GDPR, including rights of access, restriction, rectification, erasure, data portability, and objection.
  2. Aizy B.V. shall promptly notify you of any complaint, request, inquiry, or order relating to data processing it receives from a data subject.
     Aizy B.V. will not respond directly to such requests but may inform the data subject that their request has been forwarded to the Controller.
  3. You remain responsible for handling and fulfilling such requests.

 

Article 8 – Audits and Inspections

  1. You have the right to verify Aizy B.V.’s compliance with this DPA by conducting or commissioning an audit, up to once per calendar year. You must notify Aizy B.V. in Writing at least fourteen (14) days in advance.
  2. Aizy B.V. will cooperate with such audits by granting access to relevant systems, databases, and information.
  3. Audit findings may not be shared with third parties without Aizy B.V.’s prior Written consent.
  4. All costs associated with such audits are borne by you.

 

Article 9 – Liability and Indemnity

  1. The Parties mutually indemnify each other against administrative fines and penalties imposed by supervisory authorities where such sanctions are attributable to the other Party’s non-compliance with data protection laws.
  2. Each Party remains responsible for any damage it causes as a result of its own breach of applicable laws and regulations.
  3. If Aizy B.V. is held liable for damage caused by its processing activities, such liability shall be limited to the provisions set out in the Main Agreement.

 

Article 10 – Miscellaneous

  1. If, during the execution of this DPA, amendments prove necessary for proper implementation, the Parties shall mutually agree on such modifications. Amendments shall be attached to this DPA as addenda.
  2. If any provision of this DPA is found invalid or unenforceable, the remaining provisions shall remain in effect. The Parties shall then agree on a replacement provision that most closely reflects the original intent.
  3. In the event of a conflict between this DPA and the Main Agreement, the provisions of this DPA shall prevail.
  4. This DPA is governed exclusively by Dutch law.
  5. Parties will attempt to resolve any disputes amicably. Failing that, disputes shall be submitted to the competent court of Rechtbank Zeeland-West-Brabant, unless mandatory law provides otherwise.