Terms of Service.

When these terms apply.

These Terms of Service apply to proposals, assignments, agreements and services provided by BLCKBIRD unless different terms have been agreed in writing.

A proposal, quotation, statement of work or other written agreement may contain additional project-specific conditions. Where there is a conflict, the project-specific written agreement takes priority for that particular project.

About BLCKBIRD.

BLCKBIRD is a creative and digital studio based in the Netherlands, providing services including branding, design, web development, e-commerce, photography, video, marketing, SEO and related digital services.

Proposals & agreements.

A project begins once the relevant proposal, quotation or other offer has been accepted in the agreed manner.

Acceptance may take place through a signature, written confirmation, email confirmation or another method expressly agreed between the client and BLCKBIRD.

Unless stated otherwise, proposals are based on the information available to BLCKBIRD at the time they are prepared.

Changes to the project requirements after acceptance may affect scope, planning and costs.

Project scope & changes.

The agreed proposal or project description defines the services and deliverables included in an assignment.

Work that falls outside the agreed scope may be treated as additional work. BLCKBIRD will normally discuss material additional work with the client before carrying it out.

Requests for substantial changes, additional functionality, additional concepts or work not included in the original agreement may result in additional costs or a revised schedule.

Revisions are included only to the extent stated in the relevant proposal or agreement.

Client responsibilities.

The client is responsible for providing the information, materials, access and feedback reasonably required for BLCKBIRD to perform the agreed services.

• Information and feedback should be provided accurately and within a reasonable timeframe.
• The client must have the necessary rights or permissions for materials supplied to BLCKBIRD.
• The client is responsible for reviewing and approving deliverables before publication or production where approval is requested.
• Login details, access credentials and other sensitive information should be provided securely where possible.
• Delays in feedback, content or access may affect the agreed project schedule.

Fees & payment.

Project fees and payment arrangements are stated in the applicable proposal, agreement or invoice.

Invoices must be paid within the payment period stated on the invoice unless another arrangement has been agreed in writing.

Where a project is invoiced in stages, BLCKBIRD may wait for the relevant payment before starting or continuing the next stage.

If an invoice remains unpaid after its due date, BLCKBIRD may suspend further work after providing reasonable notice.

Statutory interest and reasonable collection costs may be charged where permitted by applicable law.

Timing & delivery.

Project schedules and delivery dates are estimates unless a deadline has expressly been agreed as binding in writing.

BLCKBIRD will make reasonable efforts to meet agreed planning, but timelines may change when circumstances outside the original scope affect delivery.

This may include delayed client feedback, missing content, additional requests, third-party delays, technical issues or other dependencies.

If a delay materially affects the project, BLCKBIRD and the client will determine a reasonable revised schedule.

Third-party services.

Projects may depend on third-party products, platforms or services such as hosting providers, WordPress, plugins, payment providers, software, APIs, social platforms, advertising platforms, domain registrars or other external services.

Third-party services remain subject to the terms, availability, pricing and technical limitations imposed by their respective providers.

Unless expressly agreed otherwise, third-party licence fees, subscriptions, hosting costs, advertising spend and similar external costs are not included in BLCKBIRD's own service fee.

BLCKBIRD cannot guarantee that a third-party service will remain available, unchanged or compatible indefinitely.

Intellectual property.

Ownership and usage rights for project deliverables are determined by the applicable proposal or written agreement.

Unless expressly agreed otherwise, BLCKBIRD retains its rights in pre-existing materials, reusable systems, development methods, concepts, frameworks, code components, templates, tools, processes and know-how.

Third-party materials remain subject to the licences and conditions of their respective rights holders.

The client remains responsible for ensuring that content, trademarks, photography, fonts, media or other materials supplied by the client may legally be used for the project.

Portfolio & attribution.

Unless confidentiality obligations or a written agreement state otherwise, BLCKBIRD may identify completed work as part of its professional portfolio, case studies, website and studio communications after the work has been made public.

BLCKBIRD will not disclose confidential client information simply for portfolio purposes.

Any specific restrictions regarding publication, attribution or project confidentiality should be agreed in writing.

Confidential information.

Both parties should treat confidential information received in connection with a project with appropriate care and should not disclose it to third parties without a legitimate reason or permission.

Information that is already public, independently developed or lawfully obtained from another source is not considered confidential solely because it relates to a project.

Information may be disclosed where this is required by law or reasonably necessary to professional advisers or service providers involved in the project, subject to appropriate confidentiality arrangements where applicable.

Cancellation & termination.

If a client wishes to cancel or stop an assignment, they should notify BLCKBIRD in writing.

Unless mandatory law or a written agreement states otherwise, the client remains responsible for work properly performed up to the effective date of cancellation and for reasonable unavoidable costs already incurred for the assignment.

BLCKBIRD may suspend or terminate an assignment where the client materially fails to meet agreed obligations and does not remedy the situation within a reasonable period after being notified.

Any rights that by their nature are intended to continue after termination remain unaffected.

Responsibility & liability.

BLCKBIRD performs its services with reasonable professional care and attention.

Digital, marketing and creative services depend on many factors outside BLCKBIRD's direct control. Unless expressly guaranteed in writing, BLCKBIRD does not guarantee specific commercial results, search rankings, audience growth, conversion levels, revenue or other business outcomes.

BLCKBIRD is not responsible for loss or damage caused by inaccurate information supplied by the client, unauthorised client changes, third-party failures or use of deliverables outside the agreed purpose.

Nothing in these terms excludes or limits liability where doing so would not be permitted under applicable law.

Events outside reasonable control.

Neither party is expected to perform an obligation where performance is temporarily prevented by an event genuinely outside that party's reasonable control.

This may include serious infrastructure failures, major service outages, government measures, disasters or other exceptional circumstances that could not reasonably have been prevented.

The affected party should inform the other party where reasonably possible and the parties should cooperate on an appropriate revised schedule or solution.

Consumer rights.

If the client is acting as a consumer, nothing in these terms limits rights that cannot legally be excluded or restricted.

Where Dutch or European consumer law provides a statutory withdrawal period for an agreement entered into at a distance or outside business premises, that statutory right remains applicable.

If a consumer expressly requests that services begin during an applicable withdrawal period, payment may still be due for work properly performed before a valid withdrawal, to the extent permitted by law.

Questions, disputes & applicable law.

If a client believes there is a problem with an assignment or invoice, BLCKBIRD asks that the issue is raised as soon as reasonably possible so that both parties can first try to resolve it directly.

These terms and agreements with BLCKBIRD are governed by Dutch law unless mandatory applicable law requires otherwise.

If a dispute cannot be resolved between the parties, it may be submitted to the court or other authority competent under applicable law.

Changes to these terms.

BLCKBIRD may update these Terms of Service when its services, business practices or applicable requirements change.

The version that applies to an existing assignment is determined by the agreement between BLCKBIRD and the client and by applicable law.

The current public version will be available on this page together with its latest update date.