General Terms and Conditions

1. Applicability and Modifications

1.1 These terms and conditions govern all offers made by Built Different Studio and all agreements entered into with third parties where Built Different Studio acts as the contractor.

1.2 Built Different Studio refers to Tranga Labs, a private limited liability company registered in the Netherlands, with its principal office at Theophile de Bockstraat 37, 1058 TX, and Chamber of Commerce number 92814913.

1.3 Deviations from these terms are only valid if explicitly agreed in writing and signed by both parties.

1.4 If any provision of these terms is found to be invalid or unenforceable by a legal authority, that provision will be replaced with a valid provision that best reflects the original intent, while the remaining provisions will remain unaffected.

1.5 Built Different Studio reserves the right to amend these terms unilaterally at any time. Changes will be communicated by publishing the updated terms on its website.

2. Delivery and Acceptance

2.1 Agreed delivery times are estimates, not strict deadlines, unless explicitly agreed otherwise in writing. Both parties will make reasonable efforts to meet agreed timelines.

2.2 If a strict deadline is agreed, Built Different Studio is only in default if, after the deadline expires, it is given a reasonable period in writing to fulfill its obligations and still fails to do so.

2.3 Exceeding delivery times does not entitle the client to claim damages, suspend obligations, or dissolve the agreement.

2.4 If a license is provided, the client may use the copyrighted works indefinitely, provided financial obligations are met. Intellectual property remains with Built Different Studio, and the client may not resell, rent, or transfer rights without explicit consent.

2.5 The client may only use delivered works for internal purposes and must obtain written permission before allowing third-party use. If unauthorized use is suspected, the client must grant Built Different Studio access to its premises and systems for investigation.

2.6 Any defects must be reported within 8 days of delivery; otherwise, the work is considered accepted.

2.7 The client’s use of the delivered work constitutes acceptance.

2.8 If an acceptance test is agreed upon, the client has 14 days to test the work and submit a written report of any issues. If no report is provided, the work is deemed accepted.

2.9 After acceptance, the client waives the right to claim deficiencies unless a separate service-level agreement (SLA) is in place.

3. Pricing and Payment

3.1 Prices exclude VAT and government-imposed levies.

3.2 Additional work may incur extra charges, subject to prior consultation where possible.

3.3 If additional work is required without prior pricing agreements, Built Different Studio may charge up to 20% of the project sum as an additional cost.

3.4 If circumstances differ from initial information, Built Different Studio may adjust pricing or terminate the agreement without liability.

3.5 Payments must be made within 14 days of invoicing, without offsetting or withholding.

3.6 Non-payment allows Built Different Studio to suspend services without liability for damages.

3.7 Built Different Studio may pass on cost increases related to duties, taxes, or unforeseen expenses to the client.

3.8 Prices may be adjusted annually based on market indices.

3.9 If cost factors change before delivery, Built Different Studio may adjust prices accordingly.

3.10 Late payments accrue statutory interest, and the client is responsible for legal and collection costs.

3.11 Consumers (non-business clients) may cancel within 30 days if a price increase is applied within the first three months of an agreement.

4. Client Responsibilities

4.1 The client must ensure compliance with legal requirements, obtain necessary permits, and provide infrastructure and facilities if work is performed on location.

4.2 If regulatory bodies prohibit the use of delivered work, this does not release the client from payment obligations.

4.3 The client is responsible for the suitability of locations and hardware required for the project.

4.4 The client must manage and maintain the delivered work and ensure its proper use.

4.5 The client must maintain an up-to-date technical environment and obtain all necessary licenses for third-party components.

4.6 The client may not modify Built Different Studio’s work without prior written consent.

4.7 Once work is delivered to the client’s premises, the client assumes responsibility for its safekeeping and insurance.

4.8 The client must maintain adequate liability insurance for personnel, third-party contractors, and damages.

4.9 The client must use insurance coverage for any claims filed by Built Different Studio.

4.10 Both parties must implement appropriate information security measures in proportion to the project scope and costs.

5. Software as a Service (SaaS)

5.1 If the application is offered as an online service, it remains a standardized product. Built Different Studio is not obligated to maintain specific functionalities requested by individual clients.

5.2 Clients may terminate the agreement if functionality changes significantly impact their business.

5.3 Built Different Studio may temporarily disable the service for maintenance without liability.

5.4 The service is provided "as-is" with no guarantee of error-free or uninterrupted operation. Fixes will be made at Built Different Studio’s discretion.

6. Intellectual Property

6.1 All intellectual property, including source code, databases, and documentation, remains with Built Different Studio. Clients receive only limited user rights.

6.2 Intellectual property is only transferred if explicitly agreed in writing. Even after transfer, Built Different Studio retains rights to use similar elements for other projects.

6.3 Clients may not remove or alter branding or confidentiality notices from delivered work without prior approval.

7. Data Storage and Hosting

7.1 If hosting is required, Built Different Studio acts only as an intermediary between the client and the hosting provider.

7.2 Hosting and data storage risks are borne solely by the client.

7.3 Built Different Studio is not liable for data availability or hosting failures.

7.4 Unless agreed otherwise, Built Different Studio does not provide backups.

7.5 If backups are included, they will be stored periodically for up to one year.

8. Liability

8.1 Built Different Studio is not liable for indirect or consequential damages unless caused by intentional misconduct.

8.2 If liability cannot be excluded, it is limited to the insurance payout or, if unavailable, the project fee.

8.3 Claims against Built Different Studio expire after six months.

8.4 The client indemnifies Built Different Studio against third-party claims.

8.5 Built Different Studio is not liable for third-party contractor shortcomings.

9. Confidentiality

9.1 The client must keep all confidential information received from Built Different Studio secure and not disclose it to third parties.

10. Force Majeure

10.1 Neither party is liable for non-performance due to events beyond their control, including cyberattacks, natural disasters, or government restrictions.

10.2 If force majeure persists for over 30 days, either party may terminate the agreement. The client remains liable for services rendered until termination.

11. Penalties

11.1 Non-compliance results in a penalty of €10,000 plus €500 per day of continued non-compliance.

11.2 This penalty does not waive Built Different Studio’s right to claim damages.

12. Final Provisions

12.1 Built Different Studio’s records serve as conclusive evidence regarding services and payments.

12.2 Dutch law governs this agreement.

12.3 Disputes will be exclusively resolved by the Amsterdam District Court.