Terms and conditions

Last updated: 24 August 2026 · Version 1.0

These terms apply to all quotations, assignments and agreements between Valmoors Digital and its business clients. We have kept them as short and readable as we could, without leaving out the things that matter if a dispute arises.

1. Definitions

• Valmoors Digital: the user of these terms, established at Irenestraat 7, 7075 BA Etten, the Netherlands.
• Client: the business or professional entering into an agreement with us. These terms are not aimed at consumers.
• Agent: the AI assistant that answers messages, makes appointments and follows up with customers on the client's behalf.
• Subscription: the ongoing service for a monthly fee.
• One-off costs: non-recurring work, such as setting up the agent, building a website or an integration.

2. Scope

These terms apply to every quotation and every agreement with Valmoors Digital. We expressly reject the client's own purchasing terms or any conflicting terms, unless we have accepted them in writing.

If a provision is void or unenforceable, the remaining provisions continue to apply. We will then replace that provision with a valid one that comes as close as possible to its intent.

3. Quotations and formation

Quotations are without obligation and valid for 30 days, unless stated otherwise. An agreement is formed once the client accepts the quotation in writing or by WhatsApp, or once we begin work with the client's consent.

Agreements confirmed by WhatsApp or email count as being in writing. That is deliberate: we work with short lines of communication and do not want an agreement to be disputed later on a technicality of form.

4. What we deliver

Depending on what has been agreed, our service may consist of:

• setting up, training and maintaining an AI agent for WhatsApp and/or phone;
• a booking or appointment system and the link to your calendar;
• automatic follow-up of enquiries and past customers;
• building and maintaining a website or landing page;
• tuning the agent based on the conversations that come in.

We make every effort to achieve the agreed result. What we provide is a best-efforts obligation, not an obligation of result: we cannot guarantee that a particular number of bookings, enquiries or a level of revenue will be reached. Figures in our marketing material are experience-based averages, not commitments.

5. What we expect from you

• That you give us the information, copy, access and accounts we need, in good time.
• That you provide a working WhatsApp Business account and the associated permissions at Meta.
• That you are entitled to use the content you supply and that it does not infringe third-party rights.
• That you do not use the agent for deception, spam or unsolicited bulk messaging.
• That you check the agent's answers where your profession requires it, particularly in healthcare.

If delivery is delayed because we are waiting on you, the schedule shifts and we may charge additional hours at the applicable rate.

6. Prices and payment

All amounts are in euros and exclusive of VAT, unless expressly stated otherwise.

Type of cost	When to pay
Monthly subscription	In advance. We invoice before the start of each new month; payment must be received before that month begins. The first month is paid when the agreement starts.
One-off costs (setting up the agent, website, integrations, additional work)	Within 30 days of the invoice date.
Third-party costs we advance (for example Meta messaging fees, domain names, hosting)	Passed on at cost, on the same term as the invoice they appear on

Payment is made by bank transfer to the account number on the invoice, or by direct debit if you have authorised us to do so. Set-off or suspension by the client is not permitted.

We may adjust our rates annually. We announce a price change at least 30 days in advance. If you do not agree, you may cancel the agreement with effect from the date the new price takes effect.

7. Late payment

If you do not pay on time, you are in default without any notice of default being required. From that moment we are entitled to the statutory commercial interest (Article 6:119a of the Dutch Civil Code) and to compensation for extrajudicial collection costs, with a statutory minimum of € 40.

If payment is still not made after a reminder, we may suspend the service. We announce this at least seven days in advance, so that you are not left without an agent unannounced. Suspension does not release you from the obligation to pay.

8. Term and cancellation

The subscription is entered into for an indefinite period and runs per calendar month. There is no annual contract and no notice period: you cancel with effect from the end of the current month, and then it stops. Cancellation can be made in writing, by email or by WhatsApp.

Months already paid are not refunded pro rata, except under the money-back guarantee in article 9. On cancellation we will, on request, hand over your data in a commonly used file format and then delete what we do not need to keep.

We may terminate the agreement with one month's notice. In the event of bankruptcy, suspension of payments or serious misuse of the agent, we may terminate with immediate effect.

9. Pilot and money-back guarantee

For the first three pilot clients we charge no one-off costs for setting up the agent. They pay only the monthly fee.

If, in the first 30 days , the agent brings in no booking or enquiry at all that would otherwise have been missed, we refund the monthly fee for that first month. Because the subscription is paid in advance, this is a refund and not a deferral of payment.

The guarantee comes with two conditions, and nothing else:

• we measure the result together with you, based on the conversations that actually come in;
• you have given us the access and information needed to make the agent work.

You must invoke the guarantee within 14 days after the end of those first 30 days.

10. Availability and third parties

We do our best to keep the agent and the website continuously available, but we give no guarantee of uninterrupted availability. Where possible we announce maintenance in advance and schedule it outside the busiest hours.

Our service relies on third-party services, including WhatsApp and Meta's messaging infrastructure, Anthropic's language model, and hosting at Railway and Hostinger. Outages, price changes or policy changes at those parties are beyond our control and are not for our account. If such a change materially affects the service, we will discuss an alternative with you.

11. How the AI agent works

The agent answers on the basis of a language model. Such models are powerful but not infallible: an answer can be incomplete or incorrect. We configure the agent to stay within its brief and to refer on when in doubt, and we tune it based on real conversations.

• The agent identifies itself as AI and refers on to a human on request.
• The agent gives no medical, cosmetic, legal or financial advice.
• You retain final responsibility for what goes out on behalf of your business.
• You can step in or take over a conversation at any time.

12. Intellectual property

All rights to the software, prompts, templates, integrations and working methods we develop remain with Valmoors Digital. For the term of the agreement you receive a non-transferable right to use what we set up for you.

The content you supply remains yours, as does the data from your own conversations and bookings. For a website built specifically for you we can agree on transfer upon termination; we then record that separately.

We may name your company and logo as a reference, unless you object. One message is enough to stop it.

13. Personal data

Where we process personal data on your behalf, we are the processor and you are the controller. We conclude a data processing agreement with you for this. How we handle data is set out in our privacy statement.

If you work in healthcare, additional arrangements on access, retention and security apply. We record those before the agent goes live.

14. Confidentiality

We keep confidential what we learn about your business and use it only to perform our agreement. We expect the same from you regarding our working methods, prompts and rates. This obligation continues after the agreement ends.

15. Liability

Our liability is limited to direct damage and to the amount you paid us in the six months preceding the event causing the damage, up to a maximum of € 5,000.

The following is not eligible for compensation:

• lost profit, lost revenue or lost savings;
• damage caused by incorrect or incomplete answers from the agent, unless resulting from our intent or wilful recklessness;
• damage caused by outages or changes at third parties as referred to in article 10;
• damage arising because you supplied information late or incorrectly.

These limitations do not apply in the event of intent or wilful recklessness on the part of Valmoors Digital. A claim lapses if you do not report it to us within twelve months of discovery.

16. Force majeure

In the event of force majeure our obligations are suspended. Force majeure includes in any case: outages at Meta, Anthropic, Railway or Hostinger, internet or power failure, cyberattacks, government measures and prolonged illness of key personnel. If force majeure lasts longer than 60 days, either of us may terminate the agreement without being liable for damages.

17. Changes to these terms

We may amend these terms. We announce changes at least 30 days in advance. If a change is to your detriment and you do not agree, you may cancel the agreement with effect from the date the change takes effect.

18. Governing law and disputes

All our agreements are governed by Dutch law . The Vienna Sales Convention (CISG) is excluded.

If we cannot resolve matters together, we will submit the dispute to the competent court in the district where Valmoors Digital is established: Rechtbank Gelderland (Gelderland District Court). We do ask you to try with us first; in practice a conversation solves more than proceedings do.