Kinekt (Voyage Communications B.V.). Drawn up in Baarn.
Version: 25/06/2026.
Replaces all previous versions.
These terms have two layers. The General section applies to every agreement with Kinekt. The service modules that follow add specific rules for each type of service. Your agreement tells you which module applies. Where an individually negotiated agreement deviates from these terms, the agreement prevails.
How these terms are organized
- Section A – General. Applies to everything: definitions, how we work, liability, force majeure, intellectual property, confidentiality, disputes.
- Section B – Project work. Fixed-scope assignments with a defined deliverable, such as a brand, a website build or a campaign.
- Section C – Recurring services. Ongoing monthly services, such as the Managed Website Service (WaaS) and managed services.
- Section D – Strategic partnership. The advisory marketing partnership.
- Section E – Data protection. How we handle personal data, across all services.
Section A – General provisions
A1. Definitions
A1.1 Kinekt: the trade name of Voyage Communications B.V., the contractor that uses these terms.
A1.2 Client: the other party to the agreement with Kinekt.
A1.3 Agreement: the service agreement between Kinekt and Client, including any appendices and these terms.
A1.4 Terms: these general terms and conditions.
A2. Applicability
A2.1 These terms apply to every offer, quotation and agreement between Kinekt and Client, unless the parties have expressly deviated from them in writing in the agreement.
A2.2 These terms also apply to agreements for which Kinekt engages third parties.
A2.3 Deviations are only valid if expressly agreed in writing. The applicability of Client’s own purchasing or other terms is rejected.
A2.4 Within these terms, the order of precedence is: first the individually signed agreement and its appendices, then the applicable service module (Section B, C or D), then Section A and Section E. A more specific provision prevails over a general one.
A2.5 If any provision is or becomes void, the remaining provisions stay in force. The parties will agree a replacement that matches the purpose of the original as closely as possible.
A3. Offers and quotations
A3.1 All offers and quotations are non-binding and valid for 30 days, unless stated otherwise. Acceptance is made in writing.
A3.2 A composite price does not oblige Kinekt to perform part of the assignment for a corresponding part of the price.
A3.3 Offers and quotations do not automatically apply to future assignments.
A4. How we work together
A4.1 Kinekt may have certain work performed by third parties where proper execution requires it.
A4.2 Client provides the information, access and decisions Kinekt reasonably needs, on time. Kinekt is not liable for damage caused by incorrect or incomplete information from Client, unless Kinekt knew or should have known of the error.
A4.3 Client indemnifies Kinekt against third-party claims arising from the execution of the agreement that are attributable to Client.
A4.4 Agreed completion times are an effort, never a strict deadline. If a deadline is exceeded, Client must first give Kinekt written notice and a reasonable additional period before Kinekt is in default.
A5. Changes to the agreement
A5.1 If proper execution requires the work to be modified or supplemented, the parties adjust the agreement in good time and in mutual consultation.
A5.2 A change may affect timing and price. Kinekt informs Client in advance of any financial or qualitative consequences. Kinekt does not charge extra for changes that result from circumstances within Kinekt’s own sphere.
A6. Price
A6.1 All prices and estimates are exclusive of VAT.
A6.2 Where no fixed price is agreed, the price is based on actual hours at Kinekt’s usual rates.
A6.3 Kinekt may pass on increases in underlying rates (such as wages) that arise between offer and delivery. Service-specific rules on price adjustment are set out in the applicable module and in the individual agreement.
A7. Payment (general)
Service-specific billing (instalments for projects, monthly in advance for recurring services) is set out in the relevant module. The rules below apply to all of them.
A7.1 Payment is due within 14 days of the invoice date, unless the agreement or the applicable module states otherwise. Objections to an invoice do not suspend the payment obligation.
A7.2 If Client does not pay on time, Client is in default by operation of law and owes interest of 1% per month on the outstanding amount, calculated from the due date until full payment.
A7.3 All reasonable costs of collection, both out of court and in court, are for Client’s account.
A7.4 Client may not suspend payment or set off its own claims.
A7.5 In the event of liquidation, bankruptcy, attachment or suspension of payment on Client’s side, Kinekt’s claims are immediately due and payable.
A8. Suspension and dissolution
A8.1 Kinekt may suspend its obligations or dissolve the agreement if Client fails to meet its obligations, if there is good reason to fear Client will not meet them, or if requested security is not provided.
A8.2 Kinekt may also dissolve if circumstances arise that make fulfilment impossible or that mean unchanged continuation cannot reasonably be required.
A8.3 On dissolution, Kinekt’s claims are immediately due. On suspension, Kinekt keeps its claims under law and the agreement, and always retains the right to claim damages.
A9. Liability
A9.1 Kinekt is not liable for damage resulting from shortcomings in performance or from unlawful acts, unless the damage results from intent or deliberate recklessness on the part of Kinekt or its management.
A9.2 If Kinekt is nonetheless held liable, that liability is limited to direct damage from the specific performance concerned, and to the amount paid for that performance, with a maximum of € 25.000.
A9.3 Kinekt is not liable for damage from the use of its deliverables, nor for the work or conduct of engaged third parties (such as printers, hosting and internet companies), nor for force majeure at those third parties.
A9.4 Kinekt’s liability is in any case limited to what its professional liability insurance pays out in the case concerned. If the insurer pays nothing, or there is no insurance, liability is limited to three times the amount paid by Client under the relevant agreement in the twelve months before the event, with a maximum of € 25.000.
A9.5 Claims expire one year after Client became aware, or could reasonably have become aware, of the circumstances underlying them.
A9.6 These limitations do not apply in the case of intent or deliberate recklessness by Kinekt or its management.
A10. Force majeure
A10.1 Neither party is obliged to perform if prevented by force majeure: any external cause, foreseen or not, beyond Kinekt’s control, that prevents performance. This includes strikes and failures at engaged third parties and suppliers.
A10.2 During force majeure the parties may suspend their obligations. If it lasts longer than two months, either party may dissolve the agreement without owing damages.
A10.3 If Kinekt has already performed part of the work with independent value when force majeure occurs, it may invoice that part separately.
A11. Intellectual property
A11.1 All intellectual property rights in Kinekt’s deliverables rest with Kinekt or its suppliers. Kinekt makes an express copyright reservation.
A11.2 Rights are only transferred or licensed to Client by written agreement, and are interpreted restrictively. Any licence is no broader than stated in the agreement. Service-specific arrangements (for example for websites and produced content) are set out in the applicable module and the individual agreement.
A11.3 If Client supplies material carrying third-party rights, Client indemnifies Kinekt against any third-party claims arising from it.
A11.4 Until Client has met all its obligations, deliverables remain Kinekt’s property (retention of title). Concepts, plans and documents shared during a quotation or assignment remain Kinekt’s and are returned on request.
A12. Confidentiality
A12.1 Both parties keep confidential all non-public information they receive from each other, during the agreement and after it ends, and use it only for the purpose for which it was shared.
A13. Non-solicitation of personnel
A13.1 During the agreement and for twelve months after it ends, Client will not employ or otherwise engage, directly or indirectly, staff of Kinekt or of third parties engaged by Kinekt who are or have been involved in the agreement.
A14. Disputes and applicable law
A14.1 Dutch law applies to every agreement between Kinekt and Client.
A14.2 Disputes are submitted to the competent court in the district of Kinekt’s place of business, without prejudice to Kinekt’s right to bring a dispute before another competent court.
Section B – Project work
Applies to fixed-scope assignments with a defined deliverable. Adds to Section A.
B1. Scope and changes
B1.1 A project is delivered as scoped in the agreement or quotation. Work outside that scope is handled as a change under A5 or as a new assignment.
B1.2 “Technical delivery” means the agreed deliverables are delivered to the agreed environment (for example staging or production) and made available for acceptance or testing.
B2. Billing
B2.1 For projects with a total fee below € 10.000, Kinekt invoices in two instalments: 50% on acceptance of the assignment and 50% on technical delivery.
B2.2 For projects with a total fee of € 10.000 or more, Kinekt invoices in three instalments: 50% on acceptance, 25% halfway, and 25% on technical delivery.
B2.3 For projects running longer than three months, the parties may agree periodic invoicing.
B3. Duration and termination
B3.1 A project agreement runs for the period needed to complete it. If no period follows from the agreement or quotation, it is for an indefinite period with a notice period of six months.
B3.2 If Client terminates early, Kinekt is entitled to payment for work performed and to compensation for lost capacity, unless the grounds are attributable to Kinekt. Interim results are released to Client against payment.
B3.3 If Kinekt terminates early, it arranges, in consultation with Client, the transfer of remaining work to a third party, unless the grounds are attributable to Client. Any extra cost of transfer is for Client’s account.
Section C – Recurring services
Applies to ongoing monthly services such as the Managed Website Service (WaaS) and managed services. Adds to Section A. The specific scope, packages and service levels live in the individual agreement and its appendix.
C1. Nature of the service
C1.1 A recurring service is an ongoing service for which Kinekt reserves capacity for Client and which continues until terminated in line with the agreement. It is not a one-off project.
C1.2 The agreement specifies the package, the included scope and the service levels. Capacity that goes unused in a period does not roll over, unless agreed in writing.
C2. Billing and prepaid components
C2.1 The fee for a recurring service is invoiced monthly in advance, unless the agreement states a different rhythm. The payment term of A7.1 applies.
C2.2 Where the agreement provides for a prepaid component (such as an initial development fee or a redesign fee covering a defined piece of work), that component is invoiced and due as stated in the agreement, and is set off against the corresponding fee-free months as stated there.
C2.3 If Client repeatedly pays late (three or more times in twelve months), Kinekt may require payment per quarter in advance for the remainder of the term.
C3. Late payment and suspension
A recurring service is always on, and Kinekt pre-finances hosting, licenses and reserved capacity. This is what happens if an invoice is not paid.
C3.1 If an invoice is not paid by the due date, Kinekt sends a reminder with a payment term of 7 days. If payment is still not received, Kinekt sends a notice of default with a final term of 7 days, stating that the service may be suspended.
C3.2 If payment is still not received after the final term, Kinekt may suspend all parts of the service, including taking a website offline, until all outstanding amounts (with interest and collection costs under A7) are paid in full.
C3.3 Suspension does not affect Client’s payment obligations: the fee remains due during suspension and the term is not extended. Kinekt restores the service within two business days of full payment.
C3.4 If a payment default lasts longer than 60 days, Kinekt may dissolve the agreement. The outstanding amounts, plus the fees for the remainder of the current term, then become immediately due as compensation, less any prepaid component already invoiced for that remainder, without prejudice to Kinekt’s other rights.
C4. Service levels
C4.1 Where the agreement states a response time or uptime target, those targets and any service credits are as set out in the agreement or its appendix. Service credits are Client’s sole and exclusive remedy for not meeting an uptime target, except in the case of intent or deliberate recklessness.
C4.2 Announced planned maintenance and force majeure are excluded from uptime measurement.
C5. Domain, content, website and exit
C5.1 Domain names are and remain Client’s property, registered in Client’s name. Kinekt manages the technical settings as part of the service.
C5.2 Content produced for Client under the service may be used by Client perpetually, worldwide and for any purpose under a royalty-free licence. The intellectual property itself remains with Kinekt or its licensors, in line with A11.
C5.3 Website files, templates, themes and custom code remain Kinekt’s intellectual property. Kinekt uses Client’s specific design and client-specific code only for Client’s website and not for any other client or purpose. Generic components, libraries and know-how remain free for Kinekt to use.
C5.4 Included software licenses are held by Kinekt and are not transferable. Client’s own subscriptions and usage-based third-party costs remain Client’s.
C5.5 If Client wishes to move the service or website to another supplier after the agreement ends, Kinekt cooperates. The migration work, the arrangements for Kinekt’s intellectual property, and the replacement of non-transferable licenses are scoped and quoted as a separate project.
C6. Build phase (where a service includes one)
C6.1 Where a recurring service includes a build phase before launch, the website or service launches after Client’s written approval. Approval is not unreasonably withheld or delayed; if Client does not respond to a launch-ready deliverable within ten business days, it is deemed approved and launched.
C7. Included licenses, costs and capacity
C7.1 Included software licenses are the ones the service itself needs (such as CMS, plugins, themes, fonts and monitoring). Client’s own subscriptions and usage-based third-party costs remain Client’s, such as CRM and marketing tools, e-commerce platform fees, payment providers and transactional email.
C7.2 Hosting and capacity within the package are sized for normal use of a service of the agreed type, meaning usage in line with the package and the type of website.
In the event of a structural or sudden increase in traffic, storage or load that significantly exceeds normal use, for example a sustained multiplication of visitor numbers, Kinekt may deploy the additional capacity needed to keep the service available, and the additional costs are charged on to Client.
Kinekt informs Client as soon as this arises and aligns in advance where possible; where immediate action is needed to keep the service running, Kinekt may act first and settle afterwards. If the increased load persists structurally, the Parties discuss a more suitable package or a structural expansion.
C8. Extra capacity
C8.1 Where a recurring service has monthly allowances, Kinekt may offer extra capacity as add-on bundles, valid for the remainder of the current term and invoiced on purchase, at Kinekt’s current bundle rates as stated in the agreement or its appendix.
Section D – Strategic partnership
Applies to the advisory marketing partnership. Adds to Section A. Fee, term and the working rhythm live in the individual agreement.
D1. Nature of the partnership
D1.1 The strategic partnership is an advisory service: Kinekt provides senior marketing direction, while Client’s team owns execution. Kinekt directs, reviews and advises.
D1.2 The partnership is a monthly rhythm, not a bank of hours. Sessions or capacity that go unused in a month do not roll over.
D2. Billing
D2.1 Unless the agreement states otherwise, the partnership fee is invoiced per three-month period in advance, with the invoice sent one month before the period it covers and due before that period starts.
D2.2 If a fee is not paid in full before the start of the period it covers, Kinekt may suspend the partnership until payment is received, in line with A8. Suspension does not affect the payment obligation or the term.
D3. Boundaries of the advisory scope
D3.1 If the work surfaces a larger need (such as a new brand, a market-entry plan or a web platform), Kinekt scopes and quotes it separately as project work. Separate work never starts without Client’s written approval of the quote.
Section E – Data protection
Applies across all services, wherever Kinekt processes personal data for Client.
E1. Roles and processing agreement
E1.1 Where Kinekt processes personal data on Client’s behalf (for example form submissions, analytics or member accounts), Client is the controller and Kinekt is the processor. The parties conclude a data processing agreement; Kinekt’s standard data processing agreement applies unless the parties agree otherwise in writing.
E1.2 Client is responsible for the lawfulness of the content and data collection on its website or in its materials, including privacy and cookie statements. Kinekt implements the technical measures; legal and compliance advice is not part of the service.
E1.3 The standard service covers the data protection measures described above and nothing further. More extensive measures (such as a tailored security review, custom consent and cookie tooling, data protection impact assessments, or specific compliance implementation) are available as separate work, scoped and quoted on request. They are not part of the standard offering.
E1.4 After the agreement ends, Kinekt returns or deletes the personal data it processed for Client, at Client’s choice, within 30 days of a written request, unless Kinekt is required by law to retain it. Standard backups are overwritten on their normal rotation. Where Client wants a structured export of content or data, this is arranged as part of the migration work under C5.5.
These terms are published at kinekt.io/document/terms-of-service and provided to Client before signing. The Dutch version is available at kinekt.io/document/algemene-voorwaarden. In case of any discrepancy between language versions, the English version prevails.
Kinekt (Voyage Communications B.V.)
Oude Utrechtseweg 16, 3743 KN Baarn, the Netherlands
KVK: 867 45 743 · VAT: NL864073781B01 · info@kinekt.io