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Terms and Conditions - CYRIS360 B.V.

If you have any questions, please let us know. This page was last updated on 17 March 2026, corresponding to version 1.1.

Topics:

1. Definitions
2. Applicability
3. Offers and acceptance
4. Prices and indemnity
5. Invoicing and payment terms
6. Right of withdrawal
7. Performance of the agreement
8. Duty to inform by the client
9. Complaints
10. Liability of the service provider
11. Force majeure
12. Modification of the agreement
13. Changes in the general terms and conditions
14. Consequences of nullity or annullability
15. Applicable law and competent court

Clause 1 - Definitions

• The service provider: Refers to Cyris360 B.V., Chamber of Commerce no. 90766229.
• The client: The party which Cyris360 B.V. has entered into an agreement with.
• The parties: Refers to both the service provider and the client.
• The agreement: means, collectively, the Order Confirmation, the Service Description for the Service(s) set forth in the Order Confirmation and these Terms and Conditions.
• The deliverable: The service to be delivered as described in the agreement.
• Working days: Monday to Friday, excluding public holidays in the country of applicable jurisdiction.

2. Applicability

1. These terms and conditions will apply to all quotations, offers, activities, orders, agreements and deliveries of services by or on behalf of the service provider.

2. Parties can only deviate from these conditions if they have explicitly agreed upon in writing.

3. The parties expressly exclude the applicability of supplementary and/or deviating general terms and conditions of the client or of third parties.

4. The service provider is an independent contractor and shall not be deemed a client’s employee or agent.

3. Offers and acceptance

1. Offers and quotations from the service provider are without engagement, unless expressly stated otherwise.

2. An offer or quotation is valid for a maximum duration of 14 calendar days from its date, unless a different duration is stated in the offer or quotation.

3. If the client does not accept an offer or quotation within the applicable time frame, the offer or quotation will lapse.

4. Upon acceptance of a quotation or offer, the service provider reserves the right to withdraw the quotation or offer within 3 business days after receipt of the acceptance, without any obligations towards the client.

5. Verbal acceptance of the client only commits the service provider after the client has confirmed this in writing (or electronically).

4. Prices and indemnity

1. All prices used by the service provider are in euros, are exclusive of VAT and exclusive of any other costs such as administration costs, levies and travel-, or transport expenses, unless expressly stated otherwise.

2. The service provider is entitled to adjust all prices for its services, shown in its shop, on its website or otherwise, at any time.

3. The service provider has the right to adjust prices annually.

4. The service provider will communicate price adjustments to the client prior to the moment the price increase becomes effective.

5. The client has the right to terminate the contract with the service provider if he does not agree with the price increase.

5. Invoicing and payment terms

1. After a client has accepted an offer or submitted a purchase order, the service provider is entitled to issue an invoice for the payment of obligations incurred by the client by the last working day of each calendar month, unless agreed otherwise.

2. The client must have paid the full amount within 21 days, upon receipt of the invoice, unless expressly stated otherwise.

3. Payment terms are considered as fatal payment terms. This means that if the client has not paid the agreed amount at the latest on the last day of the payment term, he is legally in default, without the service provider having to send the client a reminder or to put him in default.

4. The service provider reserves the right to make a delivery conditional upon immediate payment or to require adequate security for the total amount of the services.

5. If the client does not pay within the agreed term, the service provider is entitled to charge an interest of 2% per day from the day the client is in default.

6. When the client is in default, he is also due to extrajudicial collection costs and may be obliged to pay any compensation to the service provider.

7. The collection costs are calculated on the basis of the Reimbursement for extrajudicial collection costs.

8. If the client does not pay on time, the service provider may suspend its obligations until the client has met his payment obligation.

6. Right of withdrawal

1. A client may cancel a purchase during a cooling-off period of 3 calendar days without giving any reason, provided that:

• the purchase does not concern an (assignment to) urgent service (such as cyber incident response).
• the total number of billable hours spent with the consent of the client within the withdrawel period did not exceed 10 percent of the total number of hours (for the first month) indicated in the accepted quotation.
• the client has not renounced his right of withdrawal.

2. The cooling-off period of 3 working days as referred to in paragraph 1 commences as soon as the client has accepted an offer to purchase a service for the first time.

3. The client can notify his right of withdrawal via [email protected], using the following subject "[Urgent] Service cancellation request", followed by the offer or invoice number.

7. Performance of the agreement

1. The service provider executes the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship.

2. The service provider has the right to have the agreed services (partially) performed by third parties, provided that the service provider remains responsible for the contractual obligations according to the Agreement.

3. The execution of the agreement takes place in mutual consultation and after written agreement and payment of the monthly invoices by the client.

4. It is the responsibility of the client that the service provider can start the implementation of the agreement on time.

5. If the client has not ensured that the service provider can start the implementation of the agreement in time, the resulting additional costs and/or extra hours will be charged to the client.

8. Duty to inform by the client

1. The client shall make available to the service provider all information, data and documents relevant to the correct execution of the agreement to in time and in the desired format and manner.

2. The client guarantees the correctness, completeness and reliability of the information, data and documents made available, even if they originate from third parties, unless otherwise ensuing from the nature of the agreement.

3. If and insofar as the client requests this, the service provider will return the relevant documents.

4. If the client does not timely and properly provides the information, data or documents reasonably required by the service provider and the execution of the agreement is delayed because of this, the resulting additional costs and extra hours will be charged to the client.

9. Complaints

1. The client must examine the deliverable provided by the service provider as soon as possible for possible shortcomings.

2. If a deliverable does not comply with what the client could reasonably expect from the agreement, the cleint must inform the service provider of this as soon as possible, but in any case within 10 working days of the delivery date.

3. The client gives a detailed description as possible of the shortcomings, so that the service provider is able to respond adequately.

4. The client must demonstrate that the complaint relates to an agreement between the parties.

5. If a complaint relates to ongoing work, this can in any case not lead to the service provider being forced to perform other work than has been agreed.

10. Liability of the service provider

1. The service provider has taken out and will maintain business liability insurance (Bedrijfsaansprakelijkheidsverzekering) and Professional Liability Insurance (Beroepsaansprakelijkheidsverzekering) that are appropriate and customary by prevailing standards.

2. The service provider is only liable for any damage the client suffers if and insofar as this damage is caused by intent or gross negligence.

3. If the service provider is liable for any damage, it is only liable for direct damages that results from or is related to the execution of an agreement.

4. The service provider is never liable for indirect damages, such as consequential loss, lost profit, lost savings or damage to third parties.

5. If the service provider is liable, its liability is limited to the amount paid by a closed (professional) liability insurance and in the absence of (full) payment by an insurance company of the damages the amount of the liability is limited to the (part of the) invoice to which the liability relates.

6. All drawings, descriptions, or templates on the website or in a catalog are only indicative and are only approximate and cannot lead to any compensation and/or (partial) dissolution of the agreement and/or suspension of any obligation.

7. Every right of the client to compensation from the service provider shall, in any case, expire within 12 months after the event from which the liability arises directly or indirectly. This does not exclude the provisions in article 6:89 Dutch Civil Code.

11. Force majeure

1. In addition to the provisions of article 6:75 Dutch Civil Code, a shortcoming of the service provider in the fulfillment of any obligation to the client cannot be attributed to the service provider in any situation independent of the will of the service provider, when the fulfillment of its obligations towards the client is prevented in whole or in part or when the fulfillment of its obligations cannot reasonably be required from the service provider.

2. The force majeure situation referred to in paragraph 1 is also applicable - but not limited to: state of emergency (such as war, insurrection, riots, natural disasters, etc.); defaults and force majeure of suppliers, deliverymen or other third parties; unexpected disturbances of utilities; strikes, government measures, unforeseen transport problems, extreme weather conditions and work stoppages.

3. If a situation of force majeure arises as a result of which the service provider cannot fulfill one or more obligations towards the client, these obligations will be suspended until the service provider can comply with it.

4. From the moment that a force majeure situation has lasted at least 30 calendar days, both parties may dissolve the agreement in writing in whole or in part.

5. The service provider does not owe any (damage) compensation in a situation of force majeure, even if it has obtained any advantages as a result of the force majeure situation.

12. Modification of the agreement

1. If, after the conclusion of the agreement, it appears necessary to change or supplement its contents, the parties shall timely and in mutual consultation adjust the agreement accordingly.

2. Major changes in the agreement will be discussed by the service provider with the client in advance as much as possible.

3. The client cannot transfer its rights deferring from an agreement with the service provider to third parties without the prior written consent of the service provider.

13. Changes in the general terms and conditions

1. The service provider is entitled to amend or supplement these general terms and conditions anytime.

2. Client are entitled to cancel the agreement in the event of a substantial change to the general terms and conditions.

14. Consequences of nullity or annullability

1. If one or more provisions of these general terms and conditions prove null or annullable, this will not affect the other provisions of these terms and conditions.

2. A provision that is null or annullable shall, in that case, be replaced by a provision that comes closest to what the service provider had in mind when drafting the conditions on that issue.

15. Applicable law and competent court

1. Dutch law is exclusively applicable to all agreements between the parties.

2. All disputes arising out of or in connection with any agreement between the parties will be resolved by the Amsterdam District Court following proceedings in English before the Chamber for International Commercial Matters (“Netherlands Commercial Court” or “NCC District Court”), unless the parties agree on an alternative means of dispute resolution at that time.

3. An action for interim measures, including protective measures, available under Dutch law may be brought in the NCC's Court in Summary Proceedings (CSP) in proceedings in English. Any appeals against NCC or CSP judgments will be submitted to the Amsterdam Court of Appeal’s Chamber for International Commercial Matters (“Netherlands Commercial Court of Appeal” or “NCCA”). The NCC Rules of Procedure apply.