Terms of Service

These Terms of Service ("Terms") govern the provision of IT services by Starneo Projekt B.V. ("Starneo Project", "we", "us", "our"), a company registered in the Netherlands (RSIN 869533411, Besloten Vennootschap, corporate seat Amsterdam), to clients ("Client", "you").

These Terms apply to all services provided by Starneo Project unless a separate written agreement has been executed by both parties, in which case the terms of that agreement prevail. Accessing this website or submitting an enquiry does not constitute a contractual engagement.

A service engagement is created only when:

• A formal proposal or Statement of Work (SoW) has been issued by Starneo Project; and
• The Client has accepted the proposal in writing (including by email); and
• Any applicable deposit or upfront payment has been received.

Verbal agreements, preliminary discussions, or exchange of project documentation prior to formal acceptance do not constitute a binding engagement.

The specific services, deliverables, timelines, and pricing are defined in the relevant Statement of Work or project proposal. Services not explicitly included in the SoW are out of scope and may be the subject of a separate change request and additional fees.

Starneo Project reserves the right to subcontract any part of the services to qualified third parties. We remain responsible to the Client for the quality and delivery of all subcontracted work.

Unless otherwise agreed in writing:

• Fixed-price projects: 30–50% deposit due upon engagement confirmation; remaining balance due upon delivery or in agreed milestone stages.
• Time & materials work: invoiced monthly in arrears against agreed rates.
• Support retainers: invoiced monthly in advance.

Invoices are due within 14 days of issuance unless a different term is agreed. Late payments accrue statutory interest in accordance with Netherlands commercial law on late payments (Wet aanpak (late) betalingen).

Unless otherwise specified in the SoW:

• Intellectual property in all custom deliverables (source code, documentation, designs) transfers to the Client upon receipt of final payment in full.
• Pre-existing IP owned by Starneo Project (frameworks, libraries, tooling) remains our property. We grant the Client a perpetual, royalty-free licence to use such components within the delivered solution.
• Third-party components used in deliverables remain subject to their original licences.

Both parties agree to keep confidential all non-public information disclosed in connection with a project engagement, including technical specifications, business processes, and commercial terms. This obligation survives the termination of the engagement for a period of 3 years.

Where a separate Non-Disclosure Agreement (NDA) has been signed, its terms apply in addition to these Terms.

To the maximum extent permitted by applicable law:

• Starneo Project's total liability for any claim arising from or in connection with a service engagement shall not exceed the total fees paid by the Client under the relevant SoW in the 12 months preceding the claim.
• We shall not be liable for indirect, consequential, incidental, or special damages, including loss of profit, loss of revenue, loss of data, or business interruption, even if advised of the possibility of such damages.

Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by Netherlands law.

Starneo Project warrants that:

• Services will be performed with reasonable skill and care in accordance with the agreed specification.
• We have the right to enter into the engagement and grant the IP rights set out herein.

We do not warrant that software will be free from all defects or that it will meet requirements beyond those explicitly defined in the SoW. All other warranties, express or implied, are excluded to the extent permitted by law.

Either party may terminate an engagement with 30 days' written notice. In the event of termination:

• The Client shall pay for all work completed up to the termination date at the agreed rate or pro-rata fixed price.
• Starneo Project shall deliver all completed work and project materials to the Client.
• Deposits are non-refundable unless Starneo Project is in material breach.

Either party may terminate immediately for material breach that is not remedied within 14 days of written notice.

These Terms and any dispute or claim arising from them are governed by the laws of the Netherlands. Both parties agree to submit to the exclusive jurisdiction of the courts of Amsterdam, the Netherlands.

Before initiating legal proceedings, both parties agree to attempt to resolve disputes in good faith through direct negotiation for a period of 30 days.

These Terms may be updated from time to time. The version in force at the time of a project engagement (as reflected in the SoW) applies to that engagement. Updated terms apply to new engagements entered into after the update date.

For any questions regarding these Terms, contact us at: info@starneoprojekt.com

Starneo Projekt B.V. · Registered in the Netherlands · Amsterdam