Last updated:: 2 January, 2026
Table of contents
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Welcome to Studio Ubique. We respect your privacy and handle your personal data with care.
In this privacy policy we explain:
This privacy policy applies to:
Studio Ubique, based in Zwolle, the Netherlands
Email: hello@studioubique.com
For the processing of personal data described in this policy, Studio Ubique is the “controller” in the sense of the General Data Protection Regulation (GDPR).
For some client projects we also act as processor. See section 6.3.
We collect and process the following categories of personal data.
3.1 Contact information
3.2 Business information
3.3 Project and account data
We only store what we need to deliver and support your project and we store credentials securely.
3.4 Automatically collected data (cookies and analytics)
When you visit our website we automatically collect certain technical data, for example:
This happens through cookies and similar technologies. For more detail see our Cookie Policy.
3.5 Marketing and communication data
3.6 Application data
If you apply for a job or offer your services as a freelancer, we may process:
We process personal data for the purposes below. For each purpose we indicate the legal basis under the GDPR.
4.1 Contact and communication
To respond to your contact request or quote request, to schedule and hold video calls, and to follow up on questions.
4.2 Project preparation and service delivery
To analyse your request, prepare a proposal and, if you agree, deliver our services, for example:
4.3 Administration, invoicing and legal obligations
To create and send proposals and invoices, to manage payments and to comply with legal obligations such as tax law.
4.4 Website security and functioning
To keep our website secure, detect misuse, and monitor technical performance.
4.5 Analytics and statistics
To understand how visitors use our website and to make informed decisions about content, navigation and services.
If you withdraw your consent, we stop processing your data for this purpose from that moment.
4.6 Marketing and lead nurturing
To send relevant information about our services, such as case studies, updates or offers, and to follow up on earlier contact if you might reasonably expect this.
You can unsubscribe from marketing communication at any time by using the link in the email or by contacting us.
4.7 Use of AI and automation tools
We may use third party AI and automation tools in our work, for example for:
When these tools process personal data for us:
4.8 Recruitment and freelance collaborations
To assess applications and potential collaborations.
We take appropriate technical and organisational measures to secure your personal data, such as:
Despite these measures, no system can be guaranteed to be 100 percent secure. We continually review our security and adjust where necessary.
6.1 Service providers and partners
We share personal data with third parties only when this is necessary for the purposes described above or when we are legally required to do so.
These third parties include, for example:
We conclude data processing agreements with parties that process personal data on our behalf.
6.2 Legal obligations
We may disclose personal data if this is required by law, for example to the tax authorities, or in response to a valid request from a competent authority.
6.3 Processor role for client projects
For some services we process personal data on behalf of our clients, for example:
For these activities, the client is usually the controller and Studio Ubique acts as processor. The details of that processing are governed by a separate data processing agreement (verwerkersovereenkomst) that we conclude with our clients where required.
Our team and some of our partners work from countries outside the European Economic Area, including India. In addition, we use cloud and SaaS tools that may store data in or route data through countries outside the EEA.
When personal data is transferred to a country without an adequacy decision from the European Commission, we ensure that appropriate safeguards are in place, for example:
You can contact us if you want more information about these safeguards.
We do not keep personal data longer than necessary for the purposes listed above, unless a longer retention period is required by law.
In general:
If we anonymise data so that it can no longer be linked to you, we may use that information for longer periods.
Our website uses cookies and similar technologies. With these we:
We distinguish between:
Analytical and marketing cookies are only used with your consent, which you can give via the cookie banner on your first visit. You can change or withdraw your consent at any time through the cookie settings on our website.
More detail about the cookies we use and their retention periods can be found in our Cookie Policy.
Under the GDPR you have several rights in relation to your personal data.
You have the right to:
If the processing is based on your consent, you may withdraw your consent at any time. This does not affect processing that took place before you withdrew consent.
You can exercise your rights by sending an email to hello@studioubique.com. We may ask you to identify yourself to prevent misuse. We aim to respond within 30 days.
10.1 Complaints
If you have a complaint about how we handle your personal data, we prefer that you contact us first. We will do our best to resolve the issue together.
You also have the right to submit a complaint to the Autoriteit Persoonsgegevens, the Dutch data protection authority.
We may change this privacy policy from time to time, for example when our services change or when laws or guidance are updated.
The latest version is always published on our website. At the top of this page you will find the date of the most recent update.
Do you have questions about this privacy policy or about how we handle your personal data
You can contact us at:
Studio Ubique
Email: hello@studioubique.com
These General Terms and Conditions use the following definitions, unless explicitly stated otherwise.
1.1 “Studio Ubique” (Contractor): Refers to Studio Ubique, a company registered in Zwolle, the Netherlands, with the Chamber of Commerce under registration number 82942595.
1.2 “Client”: Refers to the party that enters into an agreement with Studio Ubique for the provision of design, development, branding, or growth services.
1.3 “Order”: Refers to the specific activity or activities to be performed for the Client, as specified in the Agreement or its appendices.
1.4 “Agreement”: Refers to the written service agreement between Studio Ubique and the Client, documented in a formal quote, proposal, or email.
1.5 “User”: Refers to any individual or entity who uses the materials, designs, or digital assets provided by the Client or Studio Ubique, including but not limited to employees, contractors, or third-party representatives.
1.6 “Service”: Refers to the design, development, branding, or growth services provided by Studio Ubique, as outlined in the Agreement.
1.7 “Space”: Refers to the physical or digital space described within the Agreement or its appendices, where design, development, or branding services are intended to be utilized.
1.8 “Month”: Refers to a calendar month, commencing from the first day of the month and ending on the last day of the same month.
1.9 “Deliverables”: Refers to the final products, designs, or digital assets provided by Studio Ubique to the Client as part of the completed Service.
1.10 “Confidential Information”: Refers to any non-public or proprietary information disclosed by one party
2.1 Applicability of Conditions: These terms and conditions apply to all agreements between the Client and Studio Ubique. These terms shall prevail over any of the Client’s terms and conditions unless otherwise expressly agreed in writing.
2.2 Validity of Offers: Our offers are valid for 30 days unless otherwise specified. Any changes requested by the Client may alter the original offer, and additional costs may apply. Government levies, if applicable, will be outlined in the offer. These rates may not automatically apply to future projects.
2.3 Digital Signatures and Confirmations: To proceed with the order, the Client must provide a digital signature by approving the quotation sent from our To proceed with the order, the Client must provide a digital signature by approving the quotation sent from our Moneybird bookkeeping system. This digital signature serves as the formal confirmation of the order and acceptance of our terms, setting the agreement in motion. For specific terms regarding services such as Domain Name Registration, Web Hosting, VPS Hosting, Service Level Agreements (SLA), or Maintenance and Updates, please refer to Article 6.
2.4 Transferring Orders: If the Client intends to transfer their order to another party, prior written notification to Studio Ubique is required.
2.5 Flexibility of Prices: Each quote is customized to suit the Client’s specific needs. However, any significant changes during the project may lead to adjustments in the quoted price.
2.6 Error in Offer: Studio Ubique shall not be liable for conditions, services, or products if the Client can reasonably discern an obvious error in the offer.
2.7 Meeting Deadlines: Studio Ubique strives to meet deadlines, but timely feedback and input from the Client are essential. If feedback extends beyond fourteen (14) days, the project timeline may be impacted, and any additional work may incur extra charges.
2.8 Client’s Commitment: The Client is expected to confirm the offer within 30 days to proceed with the project.
3.1 Performance of the services. Studio Ubique will perform the Services with due care and in accordance with professional standards, based on the information and instructions provided by the Client.
3.2 Timely Provision of Data and Materials: The Client is responsible for providing all necessary data, materials, and information promptly.
3.3 Deadline Flexibility: In the event that a deadline is missed, the Client must notify Studio Ubique in writing to discuss and reschedule the timeline as needed.
3.4 Sequential Progression: Studio Ubique will proceed to subsequent project phases only after receiving approval from the Client on completed tasks.
3.5 Scope of Responsibility: Studio Ubique is not responsible for tests, permits, or legal/quality assessments unless specifically agreed in the Agreement.
3.6 Data Security: Studio Ubique takes appropriate technical and organisational measures to secure data, programs and files received from the Client, but cannot guarantee that security incidents will never occur. Unless explicitly agreed otherwise in writing, Studio Ubique is not responsible for the Client’s own security measures or infrastructure.
3.7 Collaboration and Review: Both parties will review prototypes or tests to ensure the quality of the final product.
3.8 Addressing Issues: The Client must inform Studio Ubique of any issues within ten (10) working days of project completion.
3.9 Modifications: Both parties agree to consider modifications if necessary. Studio Ubique will communicate any financial or other impacts if changes to the Agreement are required.
3.10 Contractor Accountability: Studio Ubique will not charge additional fees for changes required due to its own errors or omissions.
3.11 Revision Rounds: The quotation includes three (3) revision rounds per design/page during the design phase. Any changes beyond these allocated rounds will incur additional charges at the rates specified.
3.12 Content Management: The Client is responsible for any content changes made in the Content Management System (CMS) after the initial setup has been completed by Studio Ubique.
3.13 Cooperation and Deadlines: The Client’s cooperation is essential to meet agreed-upon deadlines. Delays due to unresponsiveness or lack of feedback from the Client may result in adjusted deadlines and charges for completed work.
4.1 Team Collaboration: Studio Ubique may engage third parties in the performance of the Services but shall remain responsible for the results.
4.2 Budget Planning and Special Offers: Studio Ubique may assist the Client in budget planning or securing third-party services as part of the project, subject to the Client’s approval.
4.3 Shared Responsibility: When purchasing goods or services on behalf of the Client, both parties must collaborate to address and resolve any issues that arise.
4.4 Committed Partnership: Studio Ubique is committed to safeguarding the success of the collaborative effort.
4.5 Accountability and Support: While the Client accepts certain risks, Studio Ubique will support them at every step.
5.1 Domain Acquisition: If the service involves acquiring a domain name or IP address, Studio Ubique will handle the process. Final approval for domain names and IP addresses lies with the relevant registration authorities.
5.2 Domain Confirmation: The Client may verify whether Studio Ubique has successfully registered the requested domain name and/or IP address.
5.3 Domain Names:
Upon renewal, the standard rate will apply. The registration period is for one (1) year.
a. With our discount offer: The commitment period is two (2) years, with annual payment, and the contract may be terminated after two (2) years with a thirty (30)-day notice period prior to the renewal date.
b. Without the offer: The commitment period is one (1) year, with annual payment, and the contract may be terminated monthly after one (1) year with a thirty (30)-day notice period prior to the renewal date.
5.4 Client Responsibility: The Client is responsible for any damage resulting from their use or misuse of a domain name and/or IP address.
6.1 Service Compliance: Hosting, virtual servers, and related services must comply with applicable laws.
6.2 Shared Web Hosting:
a. Estimating the server quota required for your website prior to its completion may be challenging. If it becomes apparent during or after the development process that your website requires more or less server quota, Studio Ubique will adjust the quota and pricing accordingly.
b. After the initial period, standard rates will apply upon renewal.
c. With our discounted offer: The commitment period is two (2) years, with annual payment, and the contract may be terminated monthly after two (2) years with a one (1)-month notice period.
d. Without the offer: The commitment period is one (1) year, with annual payment, and the contract may be terminated monthly after one (1) year with a one (1)-month notice period.
6.3 Managed VPS Hosting: Prices listed do not cover the cost of weekly maintenance and updates. By signing up for a VPS Server plan, the Client commits to a one (1)-year contract. After the first year, the plan will automatically renew on a monthly basis, with a one (1)-month notice period required for cancellation. Payment can be made either monthly or annually.
6.4 Maintenance & Updates: After the initial period, standard rates will apply upon renewal.
a. With our discounted offer: The commitment period is two (2) years, with annual payment, and the contract may be terminated monthly after two (2) years with a one (1)-month notice period.
b. Without the offer: The commitment period is one (1) year, with annual payment, and the contract may be terminated monthly after one (1) year with a one (1)-month notice period.
6.5 Service Level Agreement (SLA): Payment may be made annually or monthly, with renewal at the standard rate.
a. The duration of the SLA is one (1) year and may be canceled monthly after the first year with a one (1)-month notice period.
b. Service availability is limited to working days and hours within the Central European Summer Time (CEST) time zone.
7.1 Maintenance hours and liability: Maintenance is performed between 10 pm and 6 am on weekdays unless otherwise agreed. Studio Ubique strives to perform maintenance with due care. Studio Ubique is not liable for temporary unavailability of the Service during maintenance, except in case of intent or wilful recklessness.
7.2 Service Availability: Studio Ubique strives for optimal service availability but does not guarantee uninterrupted access unless specified in a Service Level Agreement.
7.3 Backup Copies: Studio Ubique will provide backup copies upon request. It is the responsibility of the Client to request backups prior to the termination of services.
7.4 Updates and Patches: Studio Ubique may apply updates, patches, or other adjustments that enhance the performance of the service.
7.5 Downtime: In the event of downtime, Studio Ubique will prioritize the resolution of the issue and may involve external resources if necessary.
7.6 Preventative Actions: Studio Ubique will take preventative actions to maintain system performance and prevent service interruptions.
7.7 Issue Resolution: Studio Ubique will endeavor to resolve any internet-related issues reported by the Client, but it cannot be held liable for issues caused by third-party services or external factors.
7.8 Downtime: In cases of service disruptions, Studio Ubique will promptly work to restore services and will involve external parties when necessary to resolve the issue efficiently.
7.9 Maintenance Notification: Studio Ubique will notify the Client in advance of planned maintenance activities that may cause service interruptions, allowing for reasonable time to prepare.
7.10 Planned Maintenance: Maintenance will be carried out in accordance with pre-established rules and schedules in order to minimize disruptions to the Client’s service.
7.11 Web Disaster Response: Studio Ubique is prepared to respond to critical web-related issues and will take immediate steps to mitigate any potential damages or disruptions.
7.12 Client’s Hosting Responsibility:
a. Hosting on Client’s Server: When the Client chooses to host the website on their own server, Studio Ubique is not responsible for the maintenance or updates of the website.
b. Limitations of Responsibility: Studio Ubique shall not be held liable for issues or failures arising from the Client’s hosting environment.
7.13 WordPress Website Maintenance: For Clients with WordPress maintenance contracts, Studio Ubique will handle updates for plugins, PHP, and WordPress core files on a weekly and monthly basis, as agreed in the maintenance plan.
8.1 Illegal Content: If Studio Ubique becomes aware or has a reasonable suspicion that content hosted for the Client is illegal or infringes the rights of third parties, Studio Ubique is entitled to remove or block access to that content (notice & takedown), without being liable for any resulting damage.
8.2 Authority Notification: Studio Ubique may, where legally required or reasonably necessary, provide Client information to competent authorities in the context of investigations into illegal content or misuse of the Service.
8.3 Data Gathering: Studio Ubique may collect and preserve relevant information relating to suspected illegal activities for the purpose of evidence and compliance with legal obligations.
8.4 Damage Prevention: Studio Ubique is entitled to take measures to prevent or limit damage to its systems, to other clients of Studio Ubique or to third parties.
8.5 Client Indemnification: The Client indemnifies Studio Ubique against all claims by third parties arising from data traffic or information made available by the Client or Users via the Service.
8.6 Invoice Payment: If the Client fails to settle an invoice on time, Studio Ubique may suspend services.
8.7 Service Termination: Studio Ubique can terminate services if the Client stops using them.
8.8 Reinstatement Fee: A fee may apply to reinstate services after suspension or termination.
9.1 Intellectual Property Ownership:
a. Unless otherwise agreed, all intellectual property rights pertaining to designs, development, or any other deliverables remain the property of Studio Ubique until full payment has been made.
b. The Contractor’s name must accompany any public disclosure or reproduction of their work unless otherwise agreed upon in writing.
9.2 Material Retention: After the completion of the assignment, neither party is required to retain any materials and data used in the project unless specifically agreed upon in the contract.
9.3 Website or Application Intellectual Property:
a. Custom UX/UI designs and development, including software, code, and other project-specific materials, are owned by Studio Ubique until full payment is made. Once payment is complete, ownership of the website or application project is automatically transferred to the Client.
b. Ownership does not extend to third-party software, code, or assets used during development that are licensed separately.
c. Studio Ubique reserves the right to showcase the project in its portfolio or for promotional purposes.
9.4 Handover: Upon full payment, ownership of the deliverables, such as the website or application, is transferred to the Client. However, any third-party components or licenses remain subject to their respective terms and are not transferred to the Client.
10.1 Exclusive License: Upon fulfilling all obligations under the Agreement, including payment, the Client receives an exclusive license to use the design, software, or other deliverables for the agreed purpose.
10.2 Unauthorized Use: The Client is prohibited from modifying, distributing, or publicly using the materials beyond the scope of the agreed purpose without written permission from Studio Ubique. Any unauthorized use may result in compensation claims or penalties.
10.3 Expired License: If the Client fails to meet its obligations or breaches the terms of the Agreement, the license to use any designs or materials may expire, and Studio Ubique reserves the right to revoke the Client’s usage rights.
10.4 Publicity Rights: Studio Ubique reserves the right to showcase the design, development, or project work for their own promotional purposes, unless otherwise explicitly agreed with the Client.
11.1 VAT: All prices are exclusive of VAT (21% for Netherlands-based Clients) unless explicitly stated otherwise.
11.2 Typographical Errors: Studio Ubique shall not be liable for the consequences of typographical or pricing errors on its website or in any quotations.
11.3 Price Adjustments: Price adjustments may occur. Studio Ubique will notify the Client two (2) months in advance of any price increases. Price decreases do not entitle the Client to cancel the Agreement.
11.4 Annual Price Increase: Studio Ubique reserves the right to adjust prices annually by up to 5%. In addition, Studio Ubique may pass on significant changes in external cost factors, such as energy costs, licence fees and datacentre costs. In such a case, Studio Ubique will notify the Client at least two (2) months in advance.
11.5 Price Adjustment Scenarios: Prices may be adjusted in the event of changes in market conditions, energy costs, legal requirements, external fluctuations, or inflation.
11.6 Resource Limits: The Client is responsible for any additional costs arising from exceeding the agreed-upon data traffic, CPU usage, or memory limits in hosting or server agreements.
11.7 Additional Work Costs: The Client will bear the cost of any additional work or delays caused by incomplete applications, late responses, or incorrect information.
12.1 Additional Work Fees: Studio Ubique may charge for additional work that arises due to incomplete information or scope changes requested by the Client during the project.
12.2 Account Verification: If account discrepancies exceed 2% or €130, the Client will be responsible for the cost of verification.
12.3 Agreement Changes: Studio Ubique will inform the Client of any cost increases resulting from changes in the Agreement or project scope.
13.1 Payment Deadlines: Invoices must be paid within fourteen (14) days. Failure to meet this deadline may result in interest charges and additional fees.
13.2 Web Development Projects and Hourly Developers:
a. For hourly (web) development projects, upfront payments are required. Progress reports will be provided at regular intervals.
b. Invoices for hourly services are sent at least one (1) week before the beginning of each new month. Extra hours worked in the previous month will be reflected in the subsequent invoice.
c. Refunds for canceled assignments will be issued, minus any hours already spent on the project.
13.3 Late Payment Fees: Late payments will incur a fee of 1.5% per month on the outstanding amount.
13.4 Disconnection for Non-Payment: If payment is not made within thirty (30) days, Studio Ubique reserves the right to suspend or disconnect services until the outstanding balance is paid.
13.5 Collection Costs: The Client will be responsible for any legal fees or collection costs incurred as a result of non-payment.
13.6 Termination for Financial Issues: Studio Ubique reserves the right to terminate the Agreement if the Client faces financial challenges such as bankruptcy or insolvency.
13.7 Digital Billing: The Client agrees to receive invoices and related billing information in digital format.
14.1 Final Charge: Upon cancellation, the Client will be responsible for a final charge covering any remaining payments and expenses incurred.
14.2 Compensation for Negligence: The Client will compensate Studio Ubique for any damages caused by negligence or mistakes on the Client’s part.
14.3 Termination for Financial Challenges: Studio Ubique reserves the right to terminate the Agreement if the Client encounters significant financial difficulties, including but not limited to insolvency or bankruptcy.
14.4 Payment for Services Rendered: Payments for services rendered up to the point of termination must be settled promptly by the Client.
14.5 Long-Term Agreements: For long-term agreements, a three-month written notice period is required for termination, unless otherwise specified in the Agreement.
14.6 Notice Period for Specific Services: A one (1) month notice period is required for changes or cancellations of SEO, marketing, server maintenance, plugin purchases, hosting, and domain name-related services.
14.7 Web Hosting and Maintenance Services: For web hosting and maintenance services, the Client must provide at least a thirty (30)-day notice prior to the renewal date for any cancellations.
15.1 Original work: Studio Ubique warrants that, to the best of its knowledge, the designs and deliverables it provides do not infringe the intellectual property rights of third parties. Studio Ubique does not warrant that the work will be unique in the absolute sense or that no similar work exists or will be created.
15.2 Client Cooperation: The Client ensures that Studio Ubique can perform its work without hindrance. The Client indemnifies Studio Ubique from third-party claims or grievances arising from the use of provided materials or project deliverables.
15.3 Intellectual Property Indemnity: The Client indemnifies Studio Ubique from any claims related to intellectual property rights violations due to the materials or data provided by the Client.
15.4 Prepayment Refund Policy: Refunds for canceled assignments will be issued minus the cost of work already completed by Studio Ubique.
15.5 Warranty Limitation with Maintenance: Studio Ubique provides a one (1) year warranty on websites delivered by us, provided the Client also subscribes to a standard maintenance plan consisting of weekly updates to plugins, CMS settings, and server configurations. This warranty exclusively covers technical faults caused by Studio Ubique. It expressly excludes bug fixes or conflicts resulting from external factors such as:
• third-party updates (e.g., WordPress core, plugins, themes),
• PHP version changes,
• outdated plugins or themes,
• or changes in the hosting environment.
In these cases, Studio Ubique’s standard hourly or project-based rates will apply. The Client acknowledges that open source systems such as WordPress are subject to ongoing changes outside Studio Ubique’s control, and that such changes may lead to issues which are not covered by this warranty.
16.1 Material Provided by Client: Studio Ubique will not be held liable for any errors or issues arising from materials or content provided by the Client.
16.2 Direct vs. Indirect Damages: Studio Ubique is only liable for direct damages that are the direct and immediate result of an attributable failure in the performance of the Agreement. Studio Ubique is not liable for indirect damages, including but not limited to loss of profit, lost savings, loss of data, damage due to business interruption or claims from third parties.
16.3 Limitation of amount: The total liability of Studio Ubique for direct damages in connection with the Agreement is limited to the amount of the fee (excluding VAT) invoiced by Studio Ubique for the part of the assignment to which the liability relates, with a maximum of the total amount actually paid out by Studio Ubique’s professional indemnity insurer in that specific case. If no insurance payment is made, the liability is limited to the amount invoiced for the last twelve (12) months for the relevant assignment.
16.4 Liability Period: Any right to compensation expires if the Client does not report the damage to Studio Ubique in writing within one (1) year after the Client became aware or reasonably could have become aware of the damage and the possible liability of Studio Ubique.
16.5 Material Safety: The Client is responsible for ensuring that all original materials and data are safely stored until the order is fulfilled. Studio Ubique is not liable for the loss of materials or data provided by the Client, unless that loss is the result of intent or wilful recklessness by Studio Ubique.
16.6 Third-Party Systems: Studio Ubique is not liable for failures of third party telecom, hosting, SaaS or other infrastructure providers over which Studio Ubique has no control.
16.7 Account Security: The Client is responsible for safeguarding their account information and credentials provided by Studio Ubique and for all activities performed under those accounts, unless the Client has promptly notified Studio Ubique of unauthorised use.
16.8 Username Approval: Studio Ubique reserves the right to reject any username that is deemed inappropriate or violates relevant policies.
16.9 Physical Damage: Studio Ubique is liable for any physical damage directly caused by its actions or omissions during the project.
16.10 Post-Completion Issues: Studio Ubique will not be held liable for issues arising after project completion unless otherwise specified in the Agreement.
17.1 Uncontrollable Events: Studio Ubique shall not be liable for any delay or failure in performing its obligations under the Agreement due to circumstances beyond its control, including but not limited to natural disasters, strikes, or acts of government.
17.2 Acceptance of Circumstances: Both parties accept that uncontrollable events may impact project timelines and delivery.
17.3 Termination Option: If uncontrollable circumstances persist for more than three (3) days, either party may terminate the Agreement by giving written notice.
17.4 Continued Assistance: Studio Ubique will endeavor to assist the Client in finding alternative solutions during the period of force majeure.
18.1 Transfer of Rights: The rights under this Agreement cannot be transferred by either party without the prior written consent of the other party, except in cases where the entire enterprise is transferred.
18.2 Confidentiality: Both parties agree to maintain the confidentiality of any proprietary or confidential information exchanged during the course of the Agreement.
18.3 Headings: Headings in this document are provided for clarity and ease of reference only and do not affect the interpretation of these terms and conditions.
18.4 Governing Law: This Agreement is governed by Dutch law. Any disputes arising from or in connection with the Agreement shall be submitted to the competent court in the district of Overijssel, location Zwolle, the Netherlands.
19.1 Applicability
a. These additional terms apply to all agreements under which the Client makes use of Studio Ubique’s services in the form of hire-a-developer, IT staff augmentation and/or white-label deployment of developers, designers or other specialists.
b. Unless expressly agreed otherwise, all other provisions of Studio Ubique’s general terms and conditions remain fully applicable. In the event of any conflict, the provisions of this article will prevail insofar as they relate to hire-a-developer, IT staff augmentation or white-label services.
19.2 Legal position and contracting party
a. The contracting party of the Client is always Studio Ubique, established in Zwolle, the Netherlands. Any of our partners takes place solely as subcontracting by Studio Ubique.
b. The developers, designers and other specialists engaged by Studio Ubique are employed by, or contracted by, Studio Ubique or its group and/or outsourcing partners. No employment relationship, agency relationship, payroll or other employment-law relationship arises between the Client and these persons.
c. Studio Ubique is responsible for payment of salaries, fees and other employment-related obligations towards its own employees and subcontractors.
19.3 Term, trial period and termination
a. For hire-a-developer and IT staff augmentation, the first month is considered a trial period. During this trial period, either party may terminate the co-operation in writing with immediate effect, without notice period and without compensation, with settlement of the hours actually worked.
b. After the trial period, a minimum initial term of three (3) months applies.
c. After this initial term, the agreement is continued for an indefinite period, unless the parties agree otherwise in writing.
d. After the initial term, either party may terminate the agreement in writing with one (1) month’s notice.
e. The minimum engagement per specialist is ten (10) hours per week, unless a different minimum has been agreed in the offer or agreement.
19.4 Suitability, replacement and absence
a. If the Client, with proper reasoning, indicates that an assigned specialist is not suitable on a technical or personal level, Studio Ubique will make reasonable efforts to propose a replacement specialist. Studio Ubique will use reasonable endeavours to provide a replacement within one (1) to two (2) weeks, depending on availability on the market.
b. Public holidays, vacation days and illness of the specialist will not be invoiced to the Client. If these hours were already included in a pre-invoiced month, they will be settled in favour of the Client on the next invoice.
c. In case of prolonged absence (longer than seven calendar days), Studio Ubique will consult with the Client about temporary or structural replacement.
19.5 Rates, timekeeping and invoicing
a. Hire-a-developer and IT staff augmentation are in principle billed on an hourly basis, at the hourly rate per role and seniority level set out in the offer or agreement.
b. The monthly fee is invoiced in advance based on the agreed number of hours per month (for example, number of hours per week x number of weeks). The invoice must be paid in full before the start of the relevant month.
c. The hours actually worked by the specialist are recorded in a time-tracking system of Studio Ubique. Any over- or under-usage compared to the hours invoiced in advance will be settled on the invoice of the following month.
d. Additional hours on top of the agreed allocation are only performed after prior written or electronic approval by the Client (for example via email or ticketing system).
e. Article 13 of the general terms and conditions remains applicable, it being understood that for hire-a-developer and IT staff augmentation the obligation to pay in advance as described in this article 19.5 prevails.
19.6 Division of roles, steering and responsibility
a. Studio Ubique is responsible for selection, onboarding, HR support and primary quality control of the specialists it deploys.
b. The Client is responsible for the substantive steering of the work, for providing correct and timely information, for setting priorities, for acceptance of the work and for decisions on go-live, releases and other business decisions.
c. In practice, the specialists work under the Client’s day-to-day functional direction (product owner, tech lead, project manager or equivalent), with involvement of a project manager or head of development from Studio Ubique as point of contact.
d. Studio Ubique is not responsible for strategic choices, product decisions, roadmap, commercial results, revenue, conversion or similar business outcomes of the Client.
e. Studio Ubique is only liable for direct damage that is the direct result of an attributable fault of its own specialist, and only insofar as the Client can demonstrate that this fault is not predominantly the result of incorrect or conflicting instructions, insufficient specifications or incorrect steering by the Client.
f. The limitations of liability included in article 16 of the general terms and conditions apply fully to hire-a-developer, IT staff augmentation and white-label services.
19.7 Intellectual property
a. All works, code, designs, documentation and other results produced by a specialist in the context of an assignment for the Client will, after full payment of the relevant invoices, become the property of the Client, insofar as they concern components developed specifically for the Client.
b. Studio Ubique retains all rights to generic components, libraries, frameworks, scripts, tools, methodologies and other building blocks that are not developed exclusively for the Client. Studio Ubique is free to use and reuse these for other clients.
c. The Client receives, for such generic components, a non-exclusive, non-transferable licence for use within its own project or organisation, unless agreed otherwise in writing.
d. In white-label engagements, the Client is the agency or reseller with whom Studio Ubique contracts. Studio Ubique has no direct contractual relationship with the Client’s end customer. The Client indemnifies Studio Ubique against all claims by its end customers in relation to the services, results and arrangements the Client has made with those end customers.
19.8 Access to systems, security and tooling
a. For the performance of the services it may be necessary that Studio Ubique’s specialists gain access to development, test and/or production systems, source code, infrastructure, databases and (personal) data of the Client or its customers.
b. The Client is responsible for granting, managing and revoking user rights, roles and authorisations, as well as for logging, monitoring, back-ups and security policies within its own systems and cloud environments.
c. Studio Ubique ensures that its specialists handle access details carefully and do not share them with unauthorised persons.
d. In principle, specialists work with hardware and regular licences provided by Studio Ubique. If the Client requires specific hardware, software, VPN solutions, licences or other facilities, the Client must provide these itself and bear the associated costs.
e. If a security incident or data breach is suspected or established that is related to work performed by Studio Ubique, Studio Ubique will inform the Client as soon as reasonably possible and provide reasonable assistance in investigation and any notifications. Responsibility for notifications to regulators and data subjects lies with the Client, unless mandatory law provides otherwise.
f. Specialists may use generally accepted development tools, frameworks and AI assisted coding tools in the performance of their work. Studio Ubique remains responsible for the agreed deliverables as a whole, but is not responsible for defects caused by incorrect or incomplete specifications, instructions or constraints provided by the Client.
19.9 Processing of personal data (processor role)
a. Insofar as Studio Ubique processes personal data on behalf of the Client in the context of hire-a-developer, IT staff augmentation or white-label services, Studio Ubique acts as processor within the meaning of the General Data Protection Regulation (GDPR) and the Client acts as controller.
b. Studio Ubique will process personal data only on the basis of written instructions from the Client, unless a legal obligation requires Studio Ubique to process such data. In that case, Studio Ubique will inform the Client of that legal requirement before processing, unless that law prohibits such information.
c. Studio Ubique will take appropriate technical and organisational measures to protect personal data against loss or any form of unlawful processing, taking into account the state of the art, the implementation costs and the nature, scope, context and purposes of the processing.
d. Studio Ubique obliges its employees and engaged subcontractors to maintain confidentiality with regard to personal data.
e. Studio Ubique may use sub-processors (including other infrastructure or cloud providers) for the processing of personal data, provided Studio Ubique concludes written agreements with such sub-processors that are in line with this article. Studio Ubique remains responsible to the Client for the acts and omissions of these sub-processors.
f. Studio Ubique will, where reasonably possible and against reimbursement of costs, assist the Client in responding to data subject requests and in carrying out a data protection impact assessment or prior consultation, insofar as these are related to the work of Studio Ubique.
g. In the event of a personal data breach affecting personal data processed by Studio Ubique on behalf of the Client, Studio Ubique will notify the Client without undue delay, providing the information reasonably available to it.
h. After termination of the relevant engagement, Studio Ubique will, at the Client’s choice and within a reasonable period, delete or return the personal data it processes on behalf of the Client, unless storage is required by law.
19.10 Non-solicitation and hire of personnel
a. The Client shall not, during the term of the agreement and for a period of twelve (12) months after its termination, employ, contract or otherwise engage, directly or indirectly, any employees, freelancers or other specialists deployed by Studio Ubique, outside of Studio Ubique, unless Studio Ubique has given its prior written consent.
b. If the Client nevertheless hires or engages a specialist deployed by Studio Ubique in breach of this article, the Client will owe Studio Ubique an immediately payable fee equal to six (6) times the full monthly fee invoiced for that specialist in the last full month of deployment at the Client.
c. The fee referred to in this article is without prejudice to Studio Ubique’s right to claim additional damages if the actual damage is higher.
19.11 Specific provisions for white-label services
a. In white-label engagements, the Client remains fully responsible for communication, contracts, pricing, SLAs and all other obligations towards its own end customers.
b. Studio Ubique provides its services only to the Client and is not bound by any agreements the Client makes with its end customers, unless Studio Ubique has expressly and in writing accepted such agreements.
c. The Client indemnifies Studio Ubique against all claims, demands and costs of the Client’s end customers arising from or related to the white-label deployment of Studio Ubique, including but not limited to disputes about scope, planning, functionality, performance, marketing results or commercial outcomes.
19.12 No guarantee of results
a. All services in the context of hire-a-developer, IT staff augmentation and white-label are performed on the basis of a best-efforts obligation. Studio Ubique does not provide guarantees regarding specific results, turnover, profit, conversion, traffic, rankings or other commercial or technical KPIs.
b. The specialists deployed by Studio Ubique carry out their work based on the instructions and priorities set by the Client. To the extent that results fall short due to the Client’s choices, priorities, architecture, constraints or decisions, Studio Ubique is not liable.
19.13 Relationship with other provisions
a. Where the general terms and conditions refer to “hourly (web) development projects” and “hourly developers”, this also includes hire-a-developer and IT staff augmentation as described in this article.
b. In all cases where this article 19 does not contain a deviating arrangement, the other articles of the general terms and conditions remain fully applicable.
21.1 Scope. This article applies to all Services relating to search engine optimisation (SEO), AI-assisted SEO (AI SEO), Google Ads or other online advertising, online reputation management (ORM), social media marketing and comparable digital marketing activities.
21.2 Best efforts, no guarantees. All such Services are performed on the basis of a best-efforts obligation. Studio Ubique does not provide any guarantees regarding specific positions in search results, visitor numbers, conversion rates, click-through rates, revenue, profit or other commercial results.
21.3 External factors. The Client understands that the results of digital marketing activities depend on many external factors, including but not limited to search engine and platform algorithms, policies of Google and other providers, actions of competitors, seasonal effects and market conditions. Studio Ubique has no control over these factors and is not liable for changes in performance resulting from them.
21.4 Campaign access and approvals. The Client is responsible for providing correct and timely access to accounts, budgets and approvals for campaigns. Delays or limitations caused by the Client may impact results and do not give grounds for any claim against Studio Ubique.
21.5 AI assisted analysis and content. In the context of digital marketing and AI SEO, Studio Ubique may use AI tools for analysis, content suggestions and optimisation. Studio Ubique will exercise due care, but the Client remains responsible for final acceptance of content and campaigns before publication.
If you have any questions or require further assistance regarding this agreement or any of our services, please don’t hesitate to reach out to us. We are here to help and provide the support you need!
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