Terms of Service of Retention North BV
Effective Date: 17 July 2026
1. Introduction and acceptance of terms
These Terms of Service (“Terms”) govern your access to and use of the services provided by Retention North BV, having its registered address at Keizersgracht 127, 1015 CJ Amsterdam, Netherlands, including any proposals, statements of work, deliverables, reports, communications, and related support (collectively, the “Services”).
By requesting, engaging, accessing, or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use the Services. If you accept these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.
2. Scope of services
Retention North BV provides retention-marketing services, which may include, without limitation:
- Customer retention strategy;
- Email lifecycle automation;
- Customer segmentation and cohort analysis;
- Win-back and reactivation campaigns;
- Loyalty program messaging;
- Post-purchase and onboarding journeys; and
- A/B testing and performance reporting.
The exact scope, timelines, deliverables, assumptions, and pricing for any engagement may be set out in a proposal, order form, statement of work, email confirmation, or other written agreement between the parties. In the event of a conflict, the more specific written agreement will prevail over these Terms to the extent expressly stated.
Unless expressly agreed in writing, Retention North BV does not guarantee any specific commercial outcome, including but not limited to revenue increases, conversion rates, open rates, click-through rates, retention rates, or return on investment.
3. User obligations and responsibilities
You agree to:
- Provide accurate, complete, and timely information required for the Services;
- Ensure that you have all rights, permissions, and legal bases necessary for any data, content, or materials you provide;
- Review and approve deliverables, campaigns, and recommendations in a timely manner;
- Use the Services, deliverables, and outputs only in accordance with applicable law and these Terms;
- Not request or instruct Retention North BV to engage in unlawful, misleading, discriminatory, infringing, or deceptive practices;
- Maintain the security and confidentiality of any credentials, platform access, and account information shared with you; and
- Promptly notify Retention North BV of any errors, suspected unauthorized access, or issues affecting the Services.
You remain solely responsible for the content of your marketing communications, product claims, website claims, customer consent mechanisms, privacy notices, and compliance with laws applicable to your business and audience. You acknowledge that Retention North BV may rely on your instructions and information without independently verifying their accuracy.
4. Payment terms and conditions
Fees for the Services will be specified in the applicable proposal, statement of work, or invoice. Unless otherwise agreed in writing, all fees are exclusive of VAT and any other applicable taxes, duties, or government charges.
- Invoices are payable within the period stated on the invoice or, if not stated, within fourteen (14) days of the invoice date;
- Late payments may result in suspension of the Services until all outstanding amounts are paid in full;
- You are responsible for all reasonable costs incurred by Retention North BV in collecting overdue amounts, including legal and collection costs to the extent permitted by law;
- Any disputes regarding invoices must be raised in writing within seven (7) days of the invoice date, specifying the basis of the dispute.
Retention North BV may require advance payment, a deposit, milestone payments, or a retainer, depending on the nature and duration of the engagement. Unless otherwise stated in writing, fees already paid are non-refundable.
5. Cancellation and refund policy
Either party may cancel an ongoing engagement by providing written notice in accordance with the notice period specified in the applicable proposal or statement of work. If no notice period is specified, either party may terminate for convenience by giving thirty (30) days’ written notice.
Upon cancellation or termination:
- You must pay for all Services performed, work in progress, and approved costs incurred up to the effective termination date;
- Any non-cancellable third-party costs, platform fees, or committed expenses will remain payable by you;
- Any delivered work product, drafts, analyses, or partial outputs may be retained by Retention North BV until all outstanding amounts are paid.
Except where required by applicable law or expressly agreed in writing, fees are non-refundable once Services have commenced. Refunds, if any, are limited to amounts expressly approved in writing by Retention North BV.
Retention North BV may terminate or suspend the Services immediately upon written notice if you materially breach these Terms, fail to pay amounts due, provide unlawful instructions, or otherwise act in a manner that reasonably impairs the provision of the Services.
6. Liability limitations
To the maximum extent permitted by applicable law, Retention North BV shall not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, revenue, goodwill, data, or business opportunity, arising out of or relating to the Services or these Terms, even if advised of the possibility of such damages.
To the maximum extent permitted by law, the total aggregate liability of Retention North BV arising out of or relating to the Services or these Terms shall not exceed the total fees paid by you to Retention North BV for the specific Services giving rise to the claim during the three (3) months immediately preceding the event giving rise to the claim.
Nothing in these Terms excludes or limits liability to the extent such exclusion or limitation is prohibited by applicable law, including liability for fraud, wilful misconduct, or any other liability that cannot lawfully be excluded.
You acknowledge that marketing performance depends on factors beyond the control of Retention North BV, including market conditions, product quality, pricing, technical infrastructure, customer behavior, deliverability, consent rates, platform policies, and third-party tools or services.
7. Intellectual property rights
Each party retains all right, title, and interest in and to its pre-existing intellectual property, trademarks, methodologies, templates, software, tools, know-how, and materials. No rights are granted except as expressly stated in these Terms or in a written agreement.
Subject to full payment of all applicable fees, Retention North BV grants you a non-exclusive, non-transferable, non-sublicensable license to use the final deliverables created specifically for you under the applicable engagement, solely for your internal business purposes or for the purposes expressly agreed in writing.
Unless otherwise agreed in writing, Retention North BV retains ownership of all drafts, working files, analytical frameworks, methodologies, templates, processes, and generalized know-how developed or used in performing the Services, even if incorporated into deliverables. You may not copy, reverse engineer, resell, distribute, or create derivative works from the Services or deliverables except to the extent permitted by law or expressly authorized in writing.
8. Data protection and privacy
In the course of providing retention-marketing services, Retention North BV may process personal data on your behalf or in connection with your customers, subscribers, or users. Each party shall comply with applicable data protection and privacy laws.
You warrant that you have obtained all necessary consents, notices, legal bases, and permissions required to provide any personal data, customer lists, behavioral data, or other information to Retention North BV for the purpose of the Services.
Where required by law, the parties will enter into a separate data processing agreement governing the processing of personal data. In the absence of such separate agreement, the parties shall cooperate in good faith to establish appropriate contractual safeguards before any processing requiring them commences.
Retention North BV will use reasonable technical and organizational measures designed to protect personal data and confidential information against unauthorized access, disclosure, alteration, or destruction. However, no system is entirely secure, and Retention North BV does not warrant absolute security.
9. Force majeure
Retention North BV shall not be liable for any delay or failure in performance caused by circumstances beyond its reasonable control, including acts of God, fire, flood, epidemic, pandemic, war, terrorism, civil unrest, labor disputes, governmental actions, internet or telecommunications failures, power outages, platform outages, third-party service interruptions, or other force majeure events.
During a force majeure event, Retention North BV may suspend the affected Services without liability. The time for performance will be extended for the period of such delay. If the event continues for a prolonged period, either party may terminate the affected Services by written notice without liability for unperformed Services, except for payment obligations accrued before the force majeure event.
10. Changes to terms
Retention North BV may update or modify these Terms from time to time. Updated Terms will become effective upon posting, notice by email, or another reasonable method of communication, unless a later effective date is stated.
Your continued use of the Services after the effective date of any revised Terms constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Services and, if applicable, may terminate the engagement in accordance with the cancellation provisions in these Terms or the applicable agreement.
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 laws principles, to the extent permitted by applicable law.
Any dispute arising out of or relating to these Terms, the Services, or any related non-contractual obligation shall be submitted to the exclusive jurisdiction of the competent courts in Amsterdam, the Netherlands, unless mandatory law provides otherwise.
12. Contact information
For questions, notices, complaints, or legal correspondence regarding these Terms or the Services, please contact:
Retention North BV
Keizersgracht 127
1015 CJ Amsterdam
Netherlands
Email: [email protected]
Phone: +31 20 684 79 52
13. Severability clause
If any provision of these Terms is found to be invalid, illegal, or unenforceable by a competent authority, that provision shall be limited or severed to the minimum extent necessary so that the remaining provisions remain in full force and effect.
If a severed provision is essential to the balance of these Terms, the parties shall in good faith replace it with a valid provision that most closely reflects the original intent and commercial purpose.
By engaging the Services of Retention North BV, you acknowledge that you have read, understood, and agreed to these Terms of Service.