Terms of Service of Amsterdam Insight Research B.V.

These Terms of Service (the “Terms”) govern the provision and use of services offered by Amsterdam Insight Research B.V., a market-research company established in the Netherlands, with its registered office at H.J.E. Wenckebachweg 123, 1096 AM Amsterdam, Netherlands, email: [email protected], phone: +31 20 794 6832 (hereinafter referred to as “Amsterdam Insight Research B.V.”, “we”, “us”, or “our”).

By engaging our services, requesting a proposal, signing an order form or statement of work, or otherwise using our services, the client or user (“Client”, “you”, or “your”) agrees to be bound by these Terms. If you do not agree to these Terms, you must not use our services.

1. Introduction and Acceptance of Terms

These Terms form a legally binding agreement between Amsterdam Insight Research B.V. and the Client. They apply to all services we provide unless a separate written agreement expressly states otherwise. In the event of a conflict between these Terms and a signed order form, statement of work, or other written agreement signed by both parties, the signed document shall prevail to the extent of the conflict.

Our services are intended for business and professional use in connection with market-research activities. You represent that you have authority to enter into this agreement on behalf of yourself or the entity you represent.

2. Scope of Services

Amsterdam Insight Research B.V. provides market-research services, which may include, but are not limited to:

• Customer satisfaction surveys;
• Brand awareness studies;
• Competitor analysis;
• Focus groups and interviews;
• Market segmentation research;
• Product concept testing; and
• Pricing research.

The exact scope, methodology, deliverables, timing, assumptions, and fees for each project will be set out in a proposal, quotation, order form, statement of work, or similar written document. We may rely on third-party tools, panels, platforms, recruiters, moderators, translators, data processors, and subcontractors where reasonably necessary to perform the services.

Unless expressly agreed in writing, our services are advisory and research-based only. We do not guarantee specific commercial outcomes, consumer responses, sales performance, regulatory approvals, or business results.

3. User Obligations and Responsibilities

You agree to:

• Provide accurate, complete, and timely information necessary for us to perform the services;
• Ensure that any materials, content, trademarks, data, or instructions supplied by you do not infringe third-party rights or applicable law;
• Obtain all required consents, permissions, and authorisations for the collection, processing, and sharing of data, including personal data, where applicable;
• Use the deliverables only for lawful purposes and in accordance with these Terms and any applicable project-specific restrictions;
• Review and approve project materials, questionnaires, discussion guides, and other outputs promptly when your input is required;
• Not misuse, reverse engineer, or attempt to unlawfully access our systems, methods, or confidential information; and
• Comply with all applicable laws and regulations in connection with your use of our services.

You are solely responsible for the decisions you make based on research findings, and you should obtain independent professional advice where needed. Research results may be influenced by sample limitations, respondent behaviour, timing, assumptions, and methodology.

4. Payment Terms and Conditions

Fees, payment milestones, and billing arrangements will be specified in the applicable proposal, quotation, or statement of work. Unless otherwise agreed in writing:

• All fees are stated exclusive of VAT and any other applicable taxes, duties, or charges;
• Invoices are payable within 14 days of the invoice date;
• We may require advance payment, a deposit, or milestone payments before commencing or continuing work;
• Late payments may incur statutory interest and reasonable collection costs to the extent permitted by law;
• We may suspend services if any invoice remains unpaid after notice; and
• You are not entitled to set off or withhold payment unless such right is mandatory under applicable law.

Any third-party costs incurred on your behalf, including recruitment costs, panel fees, venue costs, transcription, translation, software licensing, incentive payments, travel, or specialist subcontractor fees, may be charged in addition to our professional fees if agreed or reasonably necessary for the project.

5. Cancellation and Refund Policy

Cancellation requests must be submitted in writing. Unless otherwise stated in a signed agreement:

• If you cancel before work has started, we may retain or charge for any non-recoverable costs incurred and any work already performed;
• If you cancel after work has commenced, you remain liable for fees for all completed work, reserved resources, third-party commitments, and non-cancellable costs;
• For projects involving respondent recruitment, incentives, fieldwork, or reserved specialist resources, cancellation fees may apply due to commitments already made;
• Amounts paid for work already performed are non-refundable unless required by mandatory law or expressly agreed in writing; and
• If we terminate for your material breach, no refund will be due for work completed or committed costs incurred prior to termination.

If we are unable to perform the services due to our own material inability to proceed, we will use reasonable efforts to refund prepayments for services not performed, less any non-recoverable costs already incurred.

6. Liability Limitations

To the fullest extent permitted by applicable law:

• Amsterdam Insight Research B.V. shall not be liable for indirect, incidental, special, punitive, or consequential losses or damages, including loss of profit, loss of revenue, loss of business opportunity, loss of data, or reputational harm;
• Our total aggregate liability arising out of or in connection with the services or these Terms shall be limited to the total fees actually paid by you to Amsterdam Insight Research B.V. for the specific project giving rise to the claim, or such lower amount as may be required by law;
• We are not liable for inaccuracies, delays, omissions, or failures caused by information supplied by you, third parties, respondents, subcontractors, or service providers beyond our reasonable control;
• We do not warrant that research outputs will be free from all error or suitable for any particular purpose unless expressly agreed in writing; and
• Nothing in these Terms excludes or limits liability that cannot legally be excluded, including liability for fraud, wilful misconduct, or any other liability that may not be limited under applicable law.

7. Intellectual Property Rights

Unless otherwise agreed in writing:

• All pre-existing intellectual property, methodologies, templates, tools, software, processes, know-how, and research techniques used or developed by Amsterdam Insight Research B.V. remain our property or the property of our licensors;
• Upon full payment of all applicable fees, you receive a non-exclusive, non-transferable licence to use the final deliverables solely for your internal business purposes, unless a broader licence is expressly granted in writing;
• You may not reproduce, distribute, publish, sell, or commercially exploit our deliverables to third parties without our prior written consent, except where such use is expressly included in the project scope;
• Raw data, anonymised outputs, notes, recordings, transcripts, and working materials may remain subject to separate rights, confidentiality obligations, and retention policies; and
• You grant us a non-exclusive licence to use any materials you provide solely for the purpose of performing the services.

If the deliverables incorporate third-party content or licensed materials, your use of such content may be subject to additional terms imposed by the relevant third party.

8. Data Protection and Privacy

Amsterdam Insight Research B.V. processes personal data in accordance with applicable data protection laws, including, where relevant, the General Data Protection Regulation (GDPR) and implementing legislation.

Depending on the project, we may act as a data controller, joint controller, or processor. Where required, the parties will enter into a separate data processing agreement or other privacy documentation. If there is any inconsistency between these Terms and a signed data processing agreement, the data processing agreement shall prevail in relation to personal data processing.

You are responsible for ensuring that any personal data you provide to us has been collected and shared lawfully, including the provision of necessary notices and consents where applicable. You must not instruct us to process personal data in a manner that would violate applicable law.

We may use anonymisation or pseudonymisation techniques where appropriate. We retain data only for as long as necessary for the relevant purpose, legal obligations, dispute resolution, or as otherwise agreed. Further privacy details may be provided in a separate privacy notice.

9. Force Majeure

Neither party shall be liable for failure or delay in performing its obligations if such failure or delay results from events beyond its reasonable control, including but not limited to natural disasters, fire, flood, epidemic, pandemic, labour disputes, strikes, war, terrorism, civil unrest, governmental action, power failures, telecommunications failures, cyber incidents not caused by a party's negligence, or the unavailability of third-party services.

The affected party shall notify the other party as soon as reasonably practicable and use reasonable efforts to mitigate the impact and resume performance. If a force majeure event continues for an extended period and materially affects the project, either party may terminate the affected services by written notice, subject to payment for work performed and committed costs incurred up to the date of termination.

10. Changes to Terms

We may update or modify these Terms from time to time. The updated version will be effective upon publication on our website or upon written notice to you, unless a later effective date is stated. Continued use of our services after the effective date constitutes acceptance of the updated Terms.

For ongoing projects, material changes that adversely affect an agreed scope may not apply to work already confirmed unless required by law or agreed by both parties in writing.

11. Applicable Law and Jurisdiction

These Terms and any non-contractual obligations arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Netherlands, without regard to conflict-of-law principles, to the extent permitted by applicable law.

Any dispute arising out of or relating to these Terms, the services, or any related agreement shall be submitted to the competent court in Amsterdam, the Netherlands, unless mandatory law provides otherwise.

12. Contact Information

If you have any questions, notices, or complaints regarding these Terms or our services, please contact:

• Amsterdam Insight Research B.V.
• Address: H.J.E. Wenckebachweg 123, 1096 AM Amsterdam, Netherlands
• Email: [email protected]
• Phone: +31 20 794 6832

13. Severability Clause

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a competent court or other authority, that provision shall be interpreted, limited, or severed to the minimum extent necessary so that the remaining provisions remain in full force and effect. If necessary, the invalid provision shall be replaced with a valid provision that most closely reflects the original intent of the parties.

These Terms constitute the entire agreement regarding their subject matter, unless supplemented or replaced by a written agreement signed by both parties.