Terms of Service

1. Introduction & acceptance

These Terms of Service ("Terms") govern the agreement between Dcraft B.V., trading as Dcraft Of Sales, registered with the Dutch Chamber of Commerce under number 99950197 ("Dcraft Of Sales", "we", "us" or "our") and the organization that engages our services ("Client", "you" or "your"). They apply to every quotation, proposal, engagement and service we provide, unless we have agreed otherwise in writing.

By requesting a proposal, booking a Sales Diagnose, using our free tools, or otherwise engaging our services, you confirm that you have read, understood and accepted these Terms on behalf of your organization and that you are authorized to do so.

Any purchasing or general terms of the Client are expressly rejected and do not apply, unless we have accepted them explicitly and in writing.

2. Definitions

In these Terms, the following capitalized words have the meaning set out below:

• "Services" — the B2B sales services we deliver, which may include AI-driven lead generation, sales (re)structuring and selection, sales training, and high-ticket closing support.
• "Engagement" — a specific assignment agreed between the parties, as described in a proposal, statement of work or written confirmation.
• "Deliverables" — the tangible results produced for you under an Engagement, such as processes, playbooks, scripts, reports, campaigns and configured or purpose-built tooling.
• "Custom Work" — the Deliverables designed or built specifically for you, including the associated source code, configurations, automations and documentation.
• "Standard Components" — the generic building blocks we bring into an Engagement that were not made specifically for you: our frameworks, methods, templates, libraries, modules and know-how, plus third-party software and open-source components.
• "Platform" — the running environment we operate for you and for which a monthly license fee applies: hosting, maintenance, monitoring, ongoing development and AI usage.
• "Free Tools" — the free AI tools on our website, including the outreach generator, the objection coach, the ROI calculator and the website scan.
• "Confidential Information" — non-public information disclosed by one party to the other in connection with an Engagement.

3. Our services

We build and restructure B2B sales organizations. Depending on the Engagement, this can include filling your pipeline with AI-driven lead generation, designing and implementing a predictable sales process, selecting and training sales people, and supporting or leading the closing of high-value deals — with you and for you.

The precise scope, deliverables, timeline and fees of each Engagement are set out in the applicable proposal or statement of work. Where a proposal and these Terms conflict, the proposal prevails for that Engagement.

A free Sales Diagnose is an introductory, no-obligation conversation. It does not create an Engagement and does not constitute binding advice. The Sales Diagnose is available free of charge once per organization.

4. Proposals & formation of the agreement

All proposals and quotations are without obligation and remain valid for the period stated in them, or — if no period is stated — for thirty (30) days. An agreement is formed once you confirm a proposal in writing (including by email) or once we begin performing the Services at your request.

We may engage suitably qualified third parties to help deliver an Engagement. We remain your point of contact and responsible for the agreed Services.

5. Client responsibilities

Delays or shortcomings caused by incomplete information or unavailability on your side are not attributable to us and may affect timelines and fees.

To let us deliver effective Services, you agree to:

• provide accurate, complete and timely information, access and materials that we reasonably need;
• make the right people available for decisions, feedback and approvals within reasonable timeframes;
• ensure that any data you share with us — including prospect and contact data — was collected lawfully and may be processed for the agreed purposes;
• comply with applicable laws when using the Deliverables, tooling and outreach we help you set up.

6. Fees & payment

Fees are set out in the applicable proposal and are stated exclusive of VAT (BTW) and any out-of-pocket expenses — including travel costs for on-site work — unless expressly stated otherwise. Depending on the Engagement, fees may consist of a one-off implementation or development investment, a monthly license fee for the Platform, a fixed or recurring advisory fee, and/or a performance-related fee (commission).

Unless agreed otherwise, invoices are payable within fourteen (14) days of the invoice date. If an invoice is not paid on time, we may — after notice — suspend the Services and access to the Platform, and are entitled to statutory commercial interest and reasonable costs of collection.

A down payment may be requested only on the one-off implementation or development investment. We do not request a down payment on the monthly license fee, on advisory fees, or on performance-related fees. Any down payment made is credited in full against the final invoice for that investment.

Agreed performance-related or success fees are calculated and invoiced as described in the relevant proposal.

7. Nature of the services & no guarantee of results

Our obligations are best-effort obligations (inspanningsverplichting), not obligations to achieve a specific result (resultaatsverplichting), unless a specific, measurable result is expressly agreed in writing.

Sales outcomes depend on many factors outside our control, including your product, market, pricing, team and execution. We therefore do not guarantee any particular volume of leads, meetings, deals, revenue or return on investment. Any figures we discuss are illustrations of potential, not promises.

8. Confidentiality

Each party will keep the other party's Confidential Information confidential, use it only to perform or benefit from the Engagement, and protect it with reasonable care. This obligation does not apply to information that is or becomes public without breach, was already lawfully known, or must be disclosed by law.

We may, with your prior consent, refer to you as a client in general terms. We will never disclose your Confidential Information for that purpose.

9. Intellectual property

Unless agreed otherwise in writing, we retain all intellectual property rights in the Standard Components: our methods, frameworks, templates, libraries, know-how and any pre-existing materials we bring to an Engagement. Third-party software and open-source components remain subject to the licenses of their own rights holders.

The rights in the Custom Work pass to you. Exactly how that works — and what you receive on termination — is set out in the next article.

10. Ownership of custom work & source code

What we build specifically for you becomes yours. Once all fees due for the relevant Engagement have been paid in full, we transfer the intellectual property rights in the Custom Work to you, to the extent the law permits transfer. Where transfer is not possible — for example, in the case of moral rights — we instead grant you a non-exclusive, worldwide, perpetual, irrevocable and transferable right of use.

Access to the code is part of that. During the Engagement you receive access to the repository holding the source code of the Custom Work; on delivery, and on any later request, we provide a complete, current copy of that source code, including the build and installation instructions needed to run it independently.

For the Standard Components incorporated into the Custom Work, full payment grants you a non-exclusive, worldwide, perpetual and non-terminable license to use, host, modify and maintain them within your own organization — including through a third party you engage for that purpose. What this does not allow: reselling, sublicensing or offering our Standard Components as a standalone product to third parties outside your organization.

On termination of the working relationship — for any reason — we deliver the following within thirty (30) days of the end of the Engagement:

• the latest version of the source code of the Custom Work, with build and installation instructions;
• an export of your data from the Platform in a common, machine-readable format (for example, CSV or JSON);
• the configurations, automations, playbooks, scripts and documentation created for you under the Engagement;
• the transfer of accounts, domain names and third-party integrations that belong in your name, plus our reasonable cooperation in migrating to your own environment or that of a new supplier.
• The monthly license fee for the Platform ends on termination; that does not affect ownership of the Custom Work, which remains yours. Additional migration work going beyond the handover described above is agreed in advance and charged at our standard rate.

11. Third-party tools & AI

Delivering the Services may involve third-party software, data providers and AI tooling. Such tools are subject to their own providers' terms, and their availability, accuracy and output are outside our control.

AI-generated output can contain errors and should be reviewed before it is relied upon. You remain responsible for how outreach, messaging and Deliverables are ultimately used and for compliance with applicable marketing, privacy and anti-spam laws.

12. Free AI tools on this website

We offer the Free Tools on our website at no cost and "as is". They stand apart from any Engagement: using them creates no agreement, no advisory relationship and no obligation of any kind on our side.

The output is generated entirely automatically by a language model. It is indicative and expressly not advice — not legal, tax, financial, commercial or otherwise — nor is it an offer or a commitment. We do not review the output before you see it.

We do not warrant that the output is accurate, complete, current or suitable for your situation, nor that the Free Tools will be available, uninterrupted or error-free. We may change, limit or discontinue them at any time, without prior notice and without any compensation.

Use of the Free Tools is entirely at your own risk and expense. Check and adapt every result before you use, send or publish it. We are in no event liable for the use of the Free Tools or for its consequences, in the broadest sense — including damage arising because you relied on a result, or because a tool was temporarily unavailable. To the extent any liability would nonetheless exist, it is limited to nil, except for damage caused by intent or deliberate recklessness on our part.

The following ground rules apply when you use the Free Tools:

• do not use them in an automated or large-scale manner, or in a way that circumvents the usage limits;
• do not enter confidential information or other people’s personal data;
• use the website scan only for a website you own yourself or for which you demonstrably have permission;
• do not use the output for unlawful, misleading or spam purposes — you remain responsible for everything you send with it.
• What happens to your input is set out in our Privacy Policy: we do not store it, unless you choose to leave your details.

13. Data protection

Where we process personal data on your behalf in the course of an Engagement — for example, prospect and contact data in AI-driven lead generation — you are the controller and we are the processor within the meaning of the General Data Protection Regulation (GDPR). Our Data Processing Agreement applies to that processing; it is published on this website and forms an integral part of the agreement between the parties.

Our handling of personal data collected through this website is described in our Privacy Policy.

14. Limitation of liability

Nothing in these Terms excludes or limits liability where it may not lawfully be excluded or limited. In any event, this means the limitations in this article do not apply to damage caused by intent or deliberate recklessness on the part of us or our management, nor to liability for death or personal injury.

Subject to the above, our total liability, on whatever ground, per event and per calendar year combined, is limited to the amount you actually paid us for the relevant Engagement in the two (2) months preceding the event giving rise to the liability. That amount is furthermore never higher than one (1) monthly instalment: the monthly license or advisory fee applicable at the time of the event. Of these two ceilings, the lower always applies. A series of connected events counts as a single event.

One-off implementation or development investments are expressly excluded from the calculation of this cap and are not themselves eligible for compensation, refund or set-off. That is because you have received the delivered Platform in return, and because ownership of the Custom Work and its source code has been transferred to you, as set out in the article on ownership of custom work and source code.

We are never liable for indirect or consequential loss. This includes in any event: lost profits, lost or missed revenue, missed deals or leads, lost savings, loss of goodwill or reputational harm, loss, corruption or unavailability of data, business interruption, the cost of substitute services, third-party claims, and fines or sanctions imposed by regulators.

Nor are we liable for damage arising from: information or data you supplied inaccurately or incompletely; your own use of the Deliverables, the Platform, the Free Tools or the outreach we set up; changes you or a third party make to the Custom Work; or the acts, outages or policy changes of third-party platforms, data providers and AI vendors.

Any claim lapses if it is not reported to us in writing, with reasons, within thirty (30) days of discovering the damage, and in any event if it is not reported in writing within twelve (12) months of the event to which the claim relates.

The limitations in this article also apply for the benefit of our directors, staff and the third parties we engage, who may invoke them directly.

15. Term & termination

An Engagement runs for the term stated in the applicable proposal; for engagements involving a Platform this is typically twelve (12), twenty-four (24) or thirty-six (36) months. At the end of the current term, the Engagement is automatically renewed for successive periods equal to the original term, unless either party gives timely notice of termination.

Notice of termination is given in writing (email suffices), observing a notice period of three (3) months before the end of the then-current term. If notice is not given, or not given in time, the Engagement continues for the renewed term and the notice takes effect only at the end of that renewed term. If the applicable proposal states a different term, renewal or notice arrangement, the proposal prevails. In addition, either party may terminate an Engagement with immediate effect if the other party materially breaches these Terms and fails to remedy the breach within a reasonable period after written notice.

On termination, you will pay for all Services performed and costs reasonably committed up to the effective date of termination. What you receive on termination — the source code, your data and the handover — is set out in the article on ownership of custom work and source code.

Clauses that by their nature should survive termination — including confidentiality, intellectual property, ownership of custom work and source code, liability, language and governing law — remain in force.

16. Force majeure

We are not liable for any failure or delay in performing the Services caused by circumstances beyond our reasonable control, including outages of third-party platforms, outages or policy changes at AI vendors, connectivity failures, illness of key personnel, or measures imposed by public authorities. Where such circumstances persist, either party may suspend or terminate the affected Engagement without liability for the delay itself.

17. Language: the Dutch text prevails

These Terms were drafted in Dutch. The English version on this website is a translation only, provided for the convenience of international readers.

In the event of any difference in interpretation, meaning or wording between the Dutch and the English text, the Dutch text is the only binding and decisive one. The same applies to our Privacy Policy, Cookie Policy and Data Processing Agreement.

18. Changes to these Terms

We may update these Terms from time to time to reflect changes in our services or in applicable law. The version published on this page at the time an Engagement is formed applies to that Engagement. Material changes to an ongoing Engagement will be agreed with you separately.

19. Governing law & jurisdiction

These Terms and any Engagement are governed exclusively by the laws of the Netherlands. Any dispute that cannot be resolved amicably will be submitted to the competent court in the Netherlands, unless mandatory law designates another court.

Our details: Dcraft B.V., trading as Dcraft Of Sales, registered with the Dutch Chamber of Commerce (KvK) under number 99950197, establishment number 000064987671, VAT identification number NL869200975B01.