Bithart / Legal

Terms and conditions.

AI infrastructure and technology services for business customers.

These Terms govern use of bithart.com and, when expressly incorporated into an accepted Order, Bithart's business services. They set out the scope of our commitments, ownership of work, customer responsibilities, handover arrangements and limits on liability.

Provider: Bithart, based in Amsterdam, the Netherlands (Bithart, we, us). Contact: contact@bithart.com. The contracting entity must be identified in every Order.

1 Definitions and business scope

1.1Customer or you means the business identified in an Order. An Order means a proposal, order form or statement of work expressly accepted by both parties that identifies the contracting entities, Services, fees and this version of these Terms. Services may include AI architecture, software development, agents, automation, data systems, model integration, cloud infrastructure, compute and managed operations, as specified in the Order.

1.2Deliverables means the work products expressly listed for delivery in an Order. Customer Materials means data, content, credentials, systems, instructions and other materials supplied or made available by or for the Customer. Third Party Services means third party models, APIs, software, open source components, cloud platforms and other external services. Business Day means Monday to Friday excluding public holidays at Bithart's registered office.

1.3Services are offered for business use. A person accepting an Order for a business represents that they are authorised to bind it. Website access alone does not authorise a purchase or bind an employer to a Services agreement. Nothing removes rights that applicable law makes mandatory, including any applicable consumer rights.

2 Contract formation and priority

2.1A Services agreement is formed when both parties sign an Order or exchange express written acceptance, including an agreed electronic acceptance process. Before acceptance, the Customer must be given these Terms, or a conspicuous link to a downloadable copy, and an opportunity to review them. An enquiry, payment instruction, discovery call, website demonstration or AI conversation alone does not create an Order.

2.2An Order may vary these Terms only by identifying the affected provision and expressly stating the agreed variation. A signed data processing agreement prevails for its data protection subject matter. Mandatory law prevails in all cases. Customer procurement terms, purchase order text and portal terms do not apply merely because Bithart receives, references or invoices against them.

2.3Only authorised human representatives may agree binding commitments. AI assistants and generated messages cannot agree a price, specification, warranty, delivery date, contract amendment or waiver on Bithart's behalf.

3 Scope and delivery

3.1Bithart will perform the agreed Services with reasonable care and skill. Only the deliverables, environments, integrations, capacity, documentation, training and support expressly specified in the Order are included. A discovery engagement establishes findings and recommendations; it does not include implementation unless expressly agreed.

3.2Dates are estimates unless an Order expressly makes a date binding and records the associated dependencies. Bithart may adjust schedules and reasonably incurred costs for Customer delays, unavailable access, incomplete information or changes approved under clause 4. The Customer must provide timely decisions, lawful test data and suitably authorised personnel.

3.3No minimum business outcome, revenue, savings, productivity gain, model accuracy, security certification, regulatory approval or uninterrupted operation is promised unless expressly stated as a measurable contractual commitment in an Order. Forecasts and demonstrations are illustrative and depend on their stated assumptions.

4 Changes and additional work

4.1Changes to scope, data, integrations, models, security requirements, deployment locations or acceptance criteria require written agreement on their effects on price, timetable and risk allocation. Bithart need not begin additional work before that agreement and any required payment.

4.2Work caused by changed requirements, Customer modifications, misuse, third party changes or incomplete Customer dependencies is chargeable at the agreed rates. Bithart will identify chargeable work before carrying it out, except emergency action expressly authorised by the Order or clause 15.

5 Fees and payment

5.1Fees, currency, deposits, milestones and subscription periods are stated in the Order. Unless it provides otherwise, invoices are payable within 14 calendar days, without set-off except where legally required. Taxes, bank charges and approved third party costs are additional. The Customer must notify Bithart promptly of a genuine invoice dispute with reasons and pay the undisputed portion on time.

5.2Advance payments are credited against the agreed work. Fees for work performed, reserved capacity expressly identified as non-cancellable, and authorised non-cancellable external commitments are non-refundable except as these Terms or mandatory law require. Cancellation does not create a right to free delivery of unpaid work.

5.3Overdue undisputed amounts may accrue simple interest at 1 percent per month or the maximum lawful rate, whichever is lower, without compounding. Reasonable lawful collection costs may be recovered. Bithart may suspend affected work after at least seven calendar days' written notice of overdue undisputed payment.

5.4Token usage, GPU time, storage, API calls and other consumption charges may vary. The Order must identify who holds provider accounts, who pays usage charges and which spending approvals apply. Budget alerts and technical limits operate subject to provider behaviour and configuration; they are not a guarantee that no excess usage can occur. Bithart may not authorise spending outside the agreed mandate.

6 Customer responsibilities

6.1The Customer is responsible for the accuracy, legality and permitted use of Customer Materials, its instructions, its business processes and its users. It must hold the necessary intellectual property rights, permissions, lawful bases, notices and approvals for the agreed processing and deployment, including where data concerns employees, customers or third parties.

6.2The Customer must appoint an accountable owner; approve intended uses, access rights and consequential actions; provide representative acceptance cases; and arrange appropriate human review, staff training and fallback procedures. Approval of a design or output does not expand the agreed scope or remove Bithart's express duties.

6.3Except for tasks expressly retained by Bithart in a managed services Order, the Customer must maintain its own systems, licences, account security, backups, restore testing, patching, access reviews and legal compliance. Each party is responsible for the controls and actions allocated to it in the Order; unspecified operational tasks do not become ongoing Bithart obligations merely because Bithart developed the system.

7 AI limitations and permitted deployment

7.1AI systems generate probabilistic results and may produce inaccurate, incomplete, biased, offensive, outdated or fabricated outputs, including plausible but incorrect citations. Similar inputs may produce different outputs. Performance may change with data, context, model versions, configuration and provider policies. A successful test does not establish reliability for every future situation.

7.2The Customer must validate material outputs before relying on, publishing or acting on them, and apply review proportionate to the consequences of error. AI output is not professional legal, medical, financial or regulatory advice. Bithart does not warrant that generated output is unique, protectable by copyright or free from third party rights.

7.3Agents may retrieve information, call tools, alter records, send communications, initiate transactions or incur usage costs only within the permissions and approval boundaries agreed in the Order. The Customer must not expand permissions, remove safeguards or enable consequential autonomous actions without a documented reassessment. The Customer must maintain agreed escalation and stop mechanisms for its operation of the system.

7.4Unless specifically assessed and authorised in a separate signed schedule, the Services must not be used to control aircraft, vehicles, weapons, life support or safety critical infrastructure, or as the sole basis for medical treatment, employment, credit, insurance, legal entitlement or other decisions with significant effects on people. An authorised use remains subject to mandatory legal requirements and the agreed controls.

7.5The Customer must not use the Services unlawfully, infringe rights, evade access controls, introduce malicious material or circumvent provider restrictions. Contractual allocation of tasks does not remove either party's statutory duties or determine a regulatory role contrary to law, including a role as AI provider, deployer, controller or processor.

8 Third party services

8.1Third Party Services remain subject to their owners' terms, licences and technical restrictions. Bithart cannot transfer ownership of third party models, weights, platforms or software that it does not own. Open source rights and notices apply according to the relevant licences, independently of restrictions in these Terms.

8.2External providers may change prices, models, features, usage limits or policies, or suspend services. Bithart does not guarantee matters outside its reasonable control. Bithart remains responsible for its own contractual commitments and reasonable care and skill in the integration work it undertakes. Provider failures are not an automatic defence to Bithart's own breach.

8.3Replacement integrations, model migrations and remediation following external changes are additional work unless included in the Order. The Order must record any specific provider, residency, retention or non-training commitments. Descriptions such as private AI or a private interface do not by themselves mean that every component is locally hosted or that no external processing occurs.

9 Testing and acceptance

9.1Bithart will give written notice when a Deliverable is ready for acceptance and make the agreed test environment, documentation and criteria reasonably available. The Customer has ten Business Days to test and either accept it or provide a written rejection identifying reproducible material failures against the agreed acceptance criteria. A subjective preference or new requirement is not a failure against agreed criteria.

9.2Bithart will correct a valid material failure within a reasonable period and resubmit the affected part. The Customer then has five Business Days to retest that part. Minor defects that do not materially prevent the agreed use do not delay acceptance and will be recorded for correction under the agreed warranty.

9.3A Deliverable is accepted upon written acceptance, deliberate production use beyond agreed testing, or expiry of the applicable test period without a valid rejection, provided the Customer had a genuine opportunity to test and the readiness notice expressly identified this consequence. Acceptance applies separately to separable milestones. It does not waive a timely warranty claim, concealment, non-excludable liability or a material failure already notified.

9.4If no specific acceptance metrics were agreed, the test is material conformity to the functional scope expressly described in the Order. Handover of an environment does not authorise deployment for a use prohibited by clause 7.

10 Limited correction warranty

10.1For 30 calendar days after acceptance, Bithart will, without an additional development fee, correct reproducible material defects in its custom Deliverables that the Customer reports during that period and that cause a failure to meet the agreed specification. This is a correction obligation, not ongoing maintenance or a promise of defect-free software.

10.2This warranty does not cover failures caused by Customer or unauthorised third party changes, unapproved uses, inaccurate Customer Materials, environmental changes, provider changes, misuse or failure to apply an agreed correction. It does not exclude a defect to the extent Bithart caused it through its own breach.

10.3If Bithart cannot correct a qualifying material defect within a reasonable period after receiving the information and access reasonably needed, either party may terminate the affected unusable part. Bithart will refund the fees paid for that unusable part against cessation of its use and return or deletion of the affected proprietary materials, subject to mandatory rights and lawful record retention. To the extent legally permitted, correction or this refund is the exclusive contractual remedy for breach of this limited warranty. Clause 17 governs any monetary liability; non-excludable rights remain unaffected.

11 Handover and operational responsibility

11.1Handover means completion of the transfer steps expressly specified in the Order for an identified version and environment. These normally include the listed code or deployment package, agreed documentation, relevant test results, a record of dependencies and known issues, and transfer or provisioning of the agreed administrative access. Secrets must be transferred securely, not written into a public document or ordinary acceptance certificate.

11.2The Handover Date is recorded in a jointly signed handover certificate or the parties' express written confirmation of completed transfer steps. If the Customer obstructs completion, the Order's delay and payment provisions apply; responsibility is not transferred for an asset or access right the Customer has not actually received. Acceptance, operational handover and ownership transfer are separate events and need not occur on the same date.

11.3From the Handover Date, the Customer assumes operational control and responsibility for the delivered environment, including deployment decisions, user permissions, human oversight, monitoring, backups, updates, usage costs and compliance of its activities, except for tasks expressly retained by Bithart under an active managed services Order. The handover record must identify retained tasks and any open material issue.

11.4To the fullest extent permitted by law, Bithart is not responsible for loss to the extent caused by the Customer's post-handover operation, instructions, permissions, modifications, failure to maintain the system or use outside the agreed scope. Handover does not release Bithart from its own pre-handover breach, the express correction warranty, retained managed services duties or liability that cannot lawfully be excluded or limited.

11.5Unless an Order includes them, ongoing monitoring, security updates, model evaluation, incident response, backups, hosting and support are not included after handover. Additional transition or migration assistance is chargeable at agreed rates.

12 Intellectual property and ownership transfer

12.1The Customer retains its rights in Customer Materials. It grants Bithart a limited right to use and disclose those materials to authorised personnel and providers only as needed to perform the agreement and in accordance with the applicable data processing terms. No ownership of Customer Materials passes to Bithart.

12.2Bithart retains ownership of its pre-existing and reusable software, libraries, frameworks, templates, architectures, deployment methods, general prompts, development tools, know-how and improvements of general application, including those developed during a project, excluding Customer Materials and Transfer Deliverables identified under clause 12.3. These are Bithart Materials. Reuse must not disclose the Customer's confidential information or personal data.

12.3Until the Transfer Conditions are met, Bithart retains the rights it owns in work it creates, subject to the Customer's existing rights. Transfer Deliverables are only the specific customer-exclusive source code, configurations, documents or other items expressly identified for assignment in the signed Order. The Transfer Conditions are full payment of all amounts due for those items, acceptance, completed handover and execution of any assignment instrument required by law. An Order that identifies no Transfer Deliverables does not promise an ownership assignment.

12.4Upon satisfaction of the Transfer Conditions, Bithart assigns to the Customer the transferable economic rights it owns in the identified Transfer Deliverables, worldwide for the full remaining term of those rights, for the Customer's commercial use, reproduction, adaptation, distribution, licensing and further transfer. The project fees include consideration for this assignment. Bithart will sign reasonably necessary confirmatory documents. Moral rights are not purportedly assigned where they cannot be assigned; any consent or waiver applies only to the extent legally permitted. Any additional statutory formalities must be completed.

12.5Subject to payment, Bithart grants the Customer a non-exclusive, worldwide licence for the full remaining intellectual property protection term to use, reproduce and modify Bithart Materials embedded in, or necessarily supplied to operate, the paid Deliverables for its internal business purposes. The Customer may allow its contractors to exercise those rights solely to operate or maintain its system under confidentiality obligations. The licence may pass with a permitted transfer of the relevant Customer business. It does not permit separate resale, commercial licensing or extraction of Bithart Materials as a standalone product. Wider resale or distribution rights require an express Order.

12.6Before the applicable payment and transfer conditions are met, the Customer has only the limited testing and evaluation rights necessary for the project. Bithart need not deliver proprietary source code unless the Order includes it. Third party components remain licensed under clause 8. No broad assignment of all Bithart intellectual property is implied by delivery, payment, access to a repository or the words custom built.

13 Confidentiality

13.1Each party must protect the other's non-public business, technical and commercial information with reasonable care, use it only for the agreement, and share it only with personnel, advisers and authorised subcontractors who need it and are bound by appropriate confidentiality duties. The receiving party is responsible for compliance by persons to whom it discloses it, subject to clause 17.

13.2These obligations do not cover information the recipient can show is public without breach, already lawfully known, independently developed or lawfully received without restriction. Legally required disclosure is permitted after notice where lawful and reasonable efforts to limit it. Ordinary confidentiality duties continue for five years after termination; trade secrets remain protected while they qualify as trade secrets, and personal data remains subject to applicable law.

13.3Neither party may publish the other's confidential project details, use its logo or identify it in a case study without prior written permission. Confidentiality does not restrict disclosures to a competent authority or the exercise of non-waivable legal rights.

14 Personal data and security

14.1Where Bithart processes personal data on the Customer's behalf, the parties must agree an appropriate data processing agreement before that processing begins. It must identify the processing, roles, instructions, locations, authorised subprocessors, transfer mechanisms, retention, security measures, breach notification and assistance obligations required by applicable law. These Terms are not a substitute for that agreement. Each party remains responsible for legal duties attaching to its actual role.

14.2The Customer must not supply sensitive, regulated or production personal data until the necessary scope and safeguards are agreed. Bithart will not use Customer Materials to train a general-purpose model for its own purposes without separate express written authorisation and a lawful basis. External provider data settings and terms must be assessed and recorded for the actual architecture.

14.3Each party will implement reasonable technical and organisational safeguards for the components it controls and the obligations it has accepted. No system is guaranteed immune from prompt injection, unauthorised access, data leakage, malware, outages or other attacks. This acknowledgement does not excuse a party's breach of its agreed safeguards or statutory duties.

14.4Each party must notify the other without undue delay after becoming aware of an incident materially affecting the other party's data or the agreed Services, preserve relevant evidence and provide reasonable cooperation. A data processing agreement or applicable law may require additional procedures or shorter deadlines. Website information is handled under the separate privacy notice at https://www.bithart.com/privacy.

15 Managed operations and service levels

15.1Hosting, maintenance, monitoring, support and service levels apply only for the scope and subscription term expressly purchased. The Order must identify supported components, service hours, escalation contacts, backup and recovery duties, response targets and any service credits. There is no implied 24-hour support, availability percentage, recovery time or backup commitment.

15.2Planned maintenance and urgent protective actions may affect availability. Where reasonable, Bithart will give advance notice. Bithart may take proportionate emergency measures within systems it is authorised to manage to address an imminent security, legal or operational threat, notifying the Customer as soon as reasonably practicable. This is not authority to access or alter unrelated Customer systems.

15.3A response target is not a guaranteed resolution time. Service credits are the exclusive contractual financial remedy for a failure of the relevant availability target only if the Order expressly says so. They do not replace remedies for a separate breach or any non-excludable liability.

16 Disclaimers

16.1Except for commitments expressly made in the agreement and rights that cannot be excluded, the website, demonstrations, AI outputs and Third Party Services are provided as available, and Bithart excludes implied warranties and conditions to the fullest extent permitted by law, including merchantability, satisfactory quality, fitness for a particular purpose and non-infringement. This does not remove Bithart's reasonable care and skill obligation or express correction warranty.

16.2The Customer must use its own judgment and obtain specialist advice where appropriate. Statements by an AI assistant, marketing examples, estimates and preliminary discussions do not add contractual warranties. Nothing excludes liability for fraud or prevents reliance on an express written contractual commitment.

17 Limitations of liability

17.1Nothing in the agreement excludes or limits liability for fraud, fraudulent misrepresentation, wilful misconduct or gross negligence; death or personal injury to the extent exclusion is prohibited; or any other liability that applicable law does not permit to be excluded or limited. In particular, an exclusion or cap does not apply to liability arising from a harmful act to the extent applicable Dutch law makes it invalid. No provision limits the rights or powers of regulators or non-party data subjects.

17.2Subject to clause 17.1, Bithart is not liable for indirect, special, incidental, consequential, exemplary or punitive loss. To the extent lawfully excludable, it is also not liable for loss of profit, revenue, anticipated savings, business opportunity, goodwill or reputation; business interruption; or loss or corruption of data or the cost of recreating it, whether any such loss is classified as direct or indirect. Bithart's express obligation to perform any purchased backup or recovery service remains enforceable, with any monetary claim subject to this clause and mandatory law.

17.3Subject to clause 17.1, Bithart's total aggregate monetary liability arising out of or in connection with an Order is limited to the fees actually paid to Bithart for the affected one-off project Services and, for affected recurring Services, the fees actually paid for those recurring Services during the three months immediately before the first event giving rise to the claim. Where a claim concerns both, those amounts are added once. Taxes, reimbursed expenses and pass-through third party charges are excluded from the calculation. Related claims are treated as arising at the first related event; claims, claimants and legal theories do not multiply the cap. In any event, and subject to clause 17.1, Bithart's total aggregate monetary liability under these Terms and all Orders together in any period of twelve consecutive months will not exceed EUR 25,000 (twenty-five thousand euros), unless a signed Order expressly states a different amount for that Order.

17.4These exclusions and limits apply, to the extent legally permitted, to contract, negligence and other legal claims, including claims concerning confidentiality, security, data handling and intellectual property, unless a signed schedule expressly changes the relevant limit. Bithart's owner in a personal capacity, and its employees, directors and subcontractors, benefit from the same protections to the extent the law permits, with no additional or separate cap. Because Bithart is a sole establishment, any claim against its owner arising out of or in connection with the agreement is treated as a claim against Bithart and counts towards the same limits. A data processing agreement cannot diminish mandatory rights.

17.5Each party must take reasonable steps to mitigate loss. Bithart is not liable to the extent loss was caused or increased by the Customer's breach, unlawful instruction, unauthorised change or failure to use agreed safeguards. Payment obligations and the Customer's indemnity under clause 18 are not reduced by Bithart's liability cap. The agreed prices reflect this allocation of risk. A different allocation may be expressly negotiated before acceptance.

18 Customer indemnity for third party claims

18.1To the extent permitted by law, the Customer will indemnify Bithart and its personnel against third party claims and resulting court-awarded damages, reasonable defence costs and approved settlements to the extent caused by: infringement or unlawful processing in Customer Materials; unlawful Customer instructions or prohibited use; or unauthorised Customer modifications or downstream deployment outside the agreed scope.

18.2This indemnity does not cover loss to the extent caused by Bithart's breach, negligence or other conduct for which Bithart is responsible. It does not transfer criminal responsibility or bind an authority, and covers fines or penalties only to the extent indemnification is lawful.

18.3Bithart must promptly notify the Customer of a claim, permit it to control the defence with competent counsel and provide reasonable cooperation at the Customer's cost. Delay reduces protection only to the extent it materially prejudices the defence. No settlement may admit fault by Bithart, impose a non-monetary obligation on it or fail to release it fully without Bithart's written consent, not to be unreasonably withheld. Bithart may participate at its own cost and take necessary protective steps if the Customer fails to defend promptly.

19 Termination and suspension

19.1Either party may terminate an Order for the other's material breach if it remains unremedied 14 calendar days after written notice describing the breach, or immediately if lawful and the breach cannot reasonably be remedied. Statutory court, notice or insolvency requirements remain applicable. Bithart may suspend affected access immediately where reasonably necessary to address unlawful use, an imminent security threat or a binding legal requirement, and otherwise use the payment notice in clause 5.3.

19.2A one-off project has no convenience cancellation right unless the Order provides one. A recurring Order with no stated fixed term may be ended by either party on 30 calendar days' written notice. A fixed term ends or renews only as expressly stated in the Order; these Terms do not create an automatic renewal by themselves.

19.3On termination, the Customer must pay for work performed and authorised non-cancellable commitments through the effective date. Bithart will refund prepaid fees attributable to unperformed Services after deducting amounts properly due, unless the Order lawfully specifies a separately priced non-refundable reservation. Unpaid proprietary work and unpaid licences need not be transferred. Rights already validly assigned and paid licences already granted survive, subject to their terms.

19.4Subject to the applicable data processing agreement, lawful retention duties and payment for agreed assistance, Bithart will provide a reasonable opportunity of at least 30 calendar days to export Customer Materials it hosts in the agreed available format. Customer Materials are not proprietary Bithart work and are not held as leverage for an invoice dispute. The parties must follow the agreed return and deletion arrangements; retained legal records and residual backups remain protected and are deleted in accordance with the applicable retention schedule. Clauses intended by their nature to survive remain in effect.

20 Events outside reasonable control

20.1Neither party is responsible for failure or delay to the extent caused by an event outside its reasonable control that it could not reasonably prevent or overcome, subject to mandatory law. Examples may include natural disasters, war, government restrictions and widespread utility failures. A provider outage or cyber incident qualifies only if it actually meets that test and is not caused or materially worsened by the affected party's failure to meet its obligations.

20.2The affected party must give prompt notice, mitigate and resume performance when reasonably possible. If the material interruption continues for 30 calendar days, either party may terminate the affected unperformed Services. Properly accrued fees remain due; prepaid fees for unperformed Services are handled under clause 19.3.

21 Website use and AI guide

21.1Website visitors may access bithart.com for lawful information and business enquiries. Bithart retains rights in its branding, website content and site code. Visitors must not unlawfully copy or commercialise protected material, impersonate others, interfere with the site, bypass access controls, introduce malicious code or extract restricted information. Rights granted by law or an applicable open source licence are preserved.

21.2Website information, articles, reference architectures and interactive examples are general information and may be incomplete or change. They are not an offer, verified Customer result, certification or professional advice. The public AI guide may give incorrect answers and cannot bind Bithart. Visitors must not submit passwords, API keys, confidential records or sensitive personal data to public forms or the AI guide. The privacy notice describes the site's processing and external AI provider flow.

21.3To the fullest extent permitted by law, the website is provided as available without a promise of continuous availability or accuracy, and Bithart excludes liability arising solely from free informational use. Clause 17.1 applies to that exclusion. A project agreement and non-excludable rights remain unaffected. Third party links do not constitute endorsement.

22 Compliance and subcontracting

22.1Each party must comply with laws applicable to its performance, including applicable data protection, AI, intellectual property, anti-bribery, sanctions and export control rules. The Customer must disclose relevant sector, location and regulatory requirements before scope is agreed. Bithart may refuse work or suspend an affected activity where legally required.

22.2Bithart may use suitably qualified subcontractors and remains responsible for the obligations it delegates, subject to the agreement's lawful limits. Any personal data subprocessors require the authorisation and safeguards specified in the data processing agreement. Use of a subcontractor does not itself change the agreed hosting region or data boundary.

23 Notices and general provisions

23.1Formal notices must be sent to the email addresses identified in the Order, with Bithart's default contact being contact@bithart.com. A notice is effective when acknowledged by a human recipient or when delivery to the designated mail server is evidenced without a failure notification; after 5 pm at the recipient's registered office or on a non-Business Day, it is effective the next Business Day. Mandatory service of legal proceedings follows applicable procedural law.

23.2The agreement is the entire agreement on its subject, subject to fraud and non-excludable rights. Each party acts as an independent contractor. No partnership, agency or employment relationship is created. A failure to enforce a provision is not a waiver. If a provision is invalid, it is severed only to the extent legally permissible and the remaining agreement continues where it can lawfully do so; a general saving phrase does not validate a prohibited exclusion.

23.3The Customer may not assign an Order without Bithart's prior written consent, not unreasonably withheld. Bithart may assign an Order to an affiliate or successor in a business transfer on notice if this does not materially reduce Customer safeguards; otherwise consent is required. Assignments remain subject to mandatory rules and data transfer safeguards. Except for the permitted beneficiaries in clauses 17 and 18, no third party is intended to enforce the agreement where the law permits that exclusion.

23.4Bithart may publish revised website terms prospectively with a new effective date. A revised version does not change an existing Services Order without express agreement by both parties. An accepted Order must retain an identifiable copy of the version it incorporates. English is the agreed contractual language, subject to mandatory local language and court translation requirements.

24 Governing law and disputes

24.1The agreement and any non-contractual obligations arising from it are governed by the laws of the Netherlands. The parties submit to the exclusive jurisdiction of the competent court in Amsterdam, the Netherlands, subject to mandatory jurisdiction rules. The signed Order must repeat the selected law and forum. No arbitration agreement is created unless separately agreed in an express written arbitration clause.

24.2Before bringing ordinary proceedings, the parties will attempt in good faith to resolve a dispute through their authorised representatives for 30 calendar days after written notice. This does not prevent urgent protective relief, compliance with mandatory deadlines or action needed to preserve a claim.

Schedule A Order acceptance requirements

This schedule records incorporation of these Terms. It must be completed with a statement of work; it does not replace a project-specific specification, data processing agreement or managed services schedule.

Order reference and date: [INSERT]

Bithart contracting entity and address: Bithart, Amsterdam, the Netherlands

Customer legal entity, registration and address: [INSERT]

Authorised contacts and notices email addresses: [INSERT]

Terms incorporated: Bithart Terms and Conditions version 1.0, effective 28 October 2026, attached or supplied at https://www.bithart.com/terms

Governing law and exclusive courts: laws of the Netherlands; competent court in Amsterdam

Attach a specification identifying deliverables and exclusions; intended uses and prohibited uses; environments, hosting regions and providers; Customer dependencies; milestones, fees, taxes, usage budgets and cancellation commitments; measurable acceptance tests; security controls and human approval boundaries; data roles and the applicable data processing agreement; and any express changes to these Terms.

Ownership election: [IDENTIFY EACH TRANSFER DELIVERABLE OR STATE NONE]. Identify any source code, repository, documentation and permitted onward commercialisation to be delivered. List known Bithart Materials and third party components. Assignment is subject to clause 12 and any required confirmatory instrument.

Operational responsibility schedule: [IDENTIFY EACH TASK, RESPONSIBLE PARTY AND START OR END DATE]. Include hosting, provider billing, access administration, backups and restoration, patching, evaluation, logging, incident handling and any retained Bithart support. State service hours and targets for any purchased managed service.

The Customer confirms receipt of the identified Terms before acceptance and accepts their incorporation into this Order, including the AI limitations, acceptance process, conditional IP transfer, operational handover, liability exclusions and caps, and third party claim indemnity in clauses 7 to 18. Both parties agree to the completed specification and any expressly identified variations.

Bithart authorised signatory: [NAME AND TITLE]

Signature or verified electronic acceptance: [INSERT] Date: [INSERT]

Customer authorised signatory: [NAME AND TITLE]

Signature or verified electronic acceptance: [INSERT] Date: [INSERT]

Schedule B Handover and responsibility certificate

This certificate records an identified delivery and allocation of operational duties under the Order. It does not expand scope, waive Bithart's own breach or non-excludable liability, or transfer IP before the conditions in clause 12 are met.

Order reference: [INSERT]

Bithart and Customer legal entities: [INSERT]

System and intended use: [INSERT]

Release version, repository commit or package identifier: [INSERT]

Environment, account owner, hosting region and provider: [INSERT]

Acceptance status, date and test evidence reference: [INSERT]

Handover Date and time including time zone: [INSERT]

Delivery evidence

[CONFIRM OR IDENTIFY EXCEPTION] Agreed source or deployment package, access and documentation delivered; location and evidence references recorded.

[CONFIRM OR IDENTIFY EXCEPTION] Customer administrator access verified and credentials transferred securely; Bithart access retained only as expressly agreed.

[CONFIRM OR IDENTIFY EXCEPTION] Data flows, external models, provider terms, licences and usage billing reviewed; Customer account and budget owners identified.

[CONFIRM OR IDENTIFY EXCEPTION] Human approvals, permission boundaries, monitoring, stop procedures and rollback route reviewed for the agreed deployment.

[CONFIRM OR IDENTIFY EXCEPTION] Backup, restoration, patching, evaluation, logging and incident responsibilities assigned; any agreed recovery evidence attached.

[CONFIRM OR IDENTIFY EXCEPTION] Known issues, limitations, unresolved acceptance items and dependencies attached, including each owner and agreed target date. No open material item is hidden by signing this certificate.

Retained Bithart tasks and managed services Order reference, term and service hours: [INSERT OR STATE NONE]

Customer operational owner and incident contact: [INSERT]

Warranty end date under clause 10 and any notified open claim: [INSERT]

Transfer Deliverables, payment confirmation and assignment instrument reference or outstanding conditions: [INSERT]

From the recorded Handover Date, the Customer assumes operational responsibility for the delivered environment except for the Bithart tasks expressly retained above. Clause 11 governs this allocation. Acceptance and handover do not waive the express correction warranty, Bithart's own breach or liability that cannot lawfully be excluded. Ownership changes only under clause 12.

Bithart authorised signatory: [NAME AND TITLE]

Signature or express written confirmation: [INSERT] Date: [INSERT]

Customer authorised signatory: [NAME AND TITLE]

Signature or express written confirmation: [INSERT] Date: [INSERT]

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