Navigate to:
These Terms and Conditions govern all offers, services, and agreements entered into between Taygrity B.V. (registered in the Netherlands; trading as "Taygrity") and its clients ("Client"). By engaging Taygrity's services, the Client accepts these Terms and Conditions in full. Where a separate Services Agreement exists, its terms take precedence over these Terms and Conditions in the event of any conflict.
Article 1. Services
1.1 Scope of services. Taygrity provides B2B marketing services aimed at growing the Client's pipeline, visibility, and commercial results. The specific scope of services, deliverables, and allocation of hours is set out in a separate Services Agreement signed by both parties ("Services").
1.2 Changes to scope. Substantive changes to the agreed scope — including adjustments to hours, timelines, or deliverables — require prior written agreement from both parties. Taygrity is not obligated to perform work beyond the agreed scope without such written agreement.
1.3 Best efforts. Taygrity will perform all services with professional care and in accordance with applicable industry standards. The Client acknowledges that marketing outcomes are influenced by external factors outside Taygrity's control — including client input, platform algorithms, market conditions, and audience behaviour — and that specific results cannot be guaranteed.
Article 2. Obligations of the Parties
2.1 Cooperation. The quality and timeliness of Taygrity's services depend, in part, on the timely and accurate input of the Client. The Client agrees to provide all reasonable cooperation, including relevant information, access, materials, content, feedback, and approvals. Taygrity will perform the Services with due care and expertise consistent with what may reasonably be expected of a specialist B2B marketing agency. The Client acknowledges that Taygrity makes every reasonable effort to achieve the desired results, but that the effectiveness of marketing activity depends on factors that are partly or wholly outside Taygrity's control.
2.2 Delays caused by Client. Taygrity is not liable for any delay in performance where that delay results from the Client's failure to provide necessary input, access, or approvals in a timely manner. In such cases, agreed timelines may be reasonably adjusted. Any additional costs resulting from such delays will be discussed in good faith between the parties.
2.3 Progress updates and adjustments. Taygrity will periodically update the Client on progress and results. Where adjustments to strategy or scope become necessary during execution, both parties will discuss and agree on the way forward in good faith.
2.4 Third parties engaged at Client's request. Where the Client requests the use of specific third-party services or tools, the associated costs are excluded from the Fees and require prior written approval from the Client. These costs will be paid directly by the Client. Where Taygrity pre-pays on the Client's behalf, such costs will be invoiced with a 2% administration surcharge.
2.5 Third parties engaged by Taygrity. Taygrity may, at its own discretion, engage subcontractors or third-party tools to deliver or support the Services. Taygrity remains fully responsible for the overall performance of the Agreement and ensures that any third-party work meets the agreed quality standards. Engaging subcontractors does not relieve Taygrity of any of its obligations.
2.6 Non-exclusivity. Both parties remain free to work with other clients, suppliers, and third parties — including competitors of the other party — unless a written exclusivity clause has been agreed.
Article 3. Term and Termination
3.1 Initial term. The Agreement enters into force on the effective date stated in the Services Agreement and continues for the initial term specified therein ("Initial Term"). Neither party may terminate the Agreement for convenience during the Initial Term, unless expressly permitted in writing. After the Initial Term, the Agreement continues on an open-ended basis and may be terminated by either party with one full calendar month's written notice, effective from the first day of the following month.
3.2 Immediate termination. Either party may terminate the Agreement with immediate effect by written notice if: (a) the other party commits a material breach that remains unremedied within a reasonable period following written notice; or (b) the other party becomes insolvent, is declared bankrupt, ceases trading, or is placed under suspension of payments. Provisions that by their nature survive termination — including confidentiality, intellectual property, and liability — remain in full effect.
3.3 Continuity and refunds. Upon termination, Taygrity will continue to perform services already paid for until the effective termination date. Amounts paid in advance for periods after the termination date will be refunded to the Client on a pro-rata basis where applicable.
Article 4. Fees, Budgets and Payments
4.1 Service fee. Fees are invoiced one month in advance and are due within 15 days of the invoice date. If payment is not received by the due date, Taygrity will notify the Client in writing and allow a reasonable period for remedy. If the fee remains unpaid after that period, Taygrity reserves the right to suspend services until full payment is received. Taygrity will act in good faith in exercising this right and will use reasonable efforts to minimise disruption to the Client's campaigns.
4.2 Advertising budget. Where campaigns require third-party advertising spend (e.g. Google, Meta, LinkedIn), the Client is responsible for ensuring the agreed budget is available when required. Unless otherwise agreed in writing, the Client pays the advertising budget directly to the relevant platform. Taygrity is not obligated to pre-fund advertising spend. Where Taygrity agrees in writing to pre-pay advertising budgets on the Client's behalf, a 2% service surcharge applies.
4.3 Rate adjustments. Taygrity may adjust its rates once per calendar year following the Initial Term to reflect inflation or market developments. Any adjustment will be communicated in writing at least one month in advance and will remain reasonable and proportionate to market practice. No rate adjustments will be applied during the Initial Term.
Article 5. Confidentiality
5.1 Confidential information. "Confidential Information" means any non-public, proprietary, or confidential information disclosed by one party (the "Disclosing Party") to the other (the "Receiving Party"), whether designated as confidential or reasonably understood to be so. This includes, without limitation: business strategies, financial data, technical information, software, client lists, marketing materials, and contractual terms.
5.2 Obligations. The Receiving Party will: (a) keep the Confidential Information strictly confidential, using at least the same degree of care as it applies to its own confidential information; (b) disclose Confidential Information only to those employees, consultants, or contractors who need to know it for purposes of the Agreement and are bound by equivalent confidentiality obligations; and (c) use the Confidential Information solely to fulfil its obligations under this Agreement.
5.3 Exceptions. The obligations above do not apply to information that: (a) is or becomes publicly available without breach by the Receiving Party; (b) was already known to the Receiving Party prior to disclosure; (c) was lawfully received from a third party without restriction; or (d) was independently developed without reference to the Confidential Information.
5.4 Return or destruction. Upon request by the Disclosing Party, the Receiving Party will promptly return or securely destroy all Confidential Information, retaining one archival copy only where required by law or regulation.
5.5 Duration. Confidentiality obligations remain in effect for two (2) years following termination or expiry of the Agreement, unless otherwise agreed in writing.
Article 6. Liability
6.1 Limitation of liability. Taygrity's total liability under or in connection with this Agreement — whether in contract, tort, or otherwise — will not exceed the total amount paid by the Client to Taygrity in the twelve (12) months preceding the event giving rise to the claim. These limitations do not apply where liability arises from wilful misconduct or gross negligence.
6.2 Exclusion of indirect loss. Neither party will be liable for any indirect, incidental, consequential, or punitive damages — including loss of profit, revenue, business, data, or reputational damage — arising from this Agreement, regardless of whether such loss was foreseeable.
6.3 Indemnification. Each party (the "Indemnifying Party") will indemnify and hold the other party harmless from third-party claims arising from materials, data, or instructions provided by the Indemnifying Party. This includes claims relating to intellectual property infringement, privacy violations, or misleading content. The Indemnified Party must promptly notify the Indemnifying Party of any such claim, cooperate with its defence, and allow the Indemnifying Party to conduct or settle the claim. Indemnification obligations are subject to the liability limits in Articles 6.1 and 6.2.
6.4 Limitation period. Claims by the Client for damages against Taygrity will lapse if not submitted in writing, with stated reasons, within one (1) year of the date the Client discovered or should reasonably have discovered the damage.
Article 7. Intellectual Property Rights
7.1 Works created for Client. Where Taygrity creates works subject to copyright specifically at the Client's request and for the Client's benefit, Taygrity transfers all such copyrights to the Client upon full payment of the relevant fees. This transfer is exclusive, unconditional, and worldwide. For the avoidance of doubt, underlying working files, source files, drafts, and templates ("Working Files") remain Taygrity's property and are not included in this transfer.
7.2 Cooperation on transfer. Where any additional act is required to formalise a transfer of intellectual property rights, Taygrity will cooperate with such acts upon the Client's reasonable request.
7.3 Taygrity pre-existing materials. Where deliverables incorporate Taygrity's pre-existing templates, frameworks, or know-how, the intellectual property in such materials remains with Taygrity. The Client receives a non-exclusive, perpetual, non-sublicensable licence to use such materials within its own organisation for internal business purposes.
7.4 Client materials. The Client warrants that any content, materials, or data it provides to Taygrity — including images, video, and text — do not infringe any intellectual property rights or other third-party rights.
7.5 Promotional use. Unless either party objects in writing, both parties grant each other a non-exclusive, royalty-free licence to reference the other's name, logo, and publicly available work for promotional and reference purposes (including pitches and sales materials). Either party may revoke this licence at any time, upon which the other party will cease such use within a reasonable period.
Article 8. Data Protection
8.1 Personal data. Where Taygrity processes personal data as part of the Services, it will do so in compliance with all applicable data protection legislation, including the General Data Protection Regulation (GDPR). Where Taygrity processes personal data on the Client's behalf, the Client is the controller and Taygrity is the processor within the meaning of the GDPR, unless otherwise agreed in writing.
8.2 Data processing addendum. Processing of personal data under this Agreement is governed by Taygrity's Data Processing Addendum ("DPA"), which forms an integral part of the Agreement and takes precedence over these Terms and Conditions in the event of any conflict. The current version of the DPA is available on request.
8.3 Independent controller processing. Taygrity also processes personal data as an independent controller for its own administrative, accounting, and compliance purposes. Such processing falls outside the scope of the DPA and is carried out in accordance with applicable data protection laws and Taygrity's Privacy Policy.
Article 9. Miscellaneous
9.1 Force majeure. Taygrity is not liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including natural disasters, pandemics, government measures, internet outages, or supplier failures. Where a force majeure situation persists for more than two (2) months, either party may terminate the Agreement with immediate effect without liability. Where Taygrity has partially delivered services prior to the force majeure event, it may invoice for that portion separately.
9.2 Non-solicitation. During the term of the Agreement and for twelve (12) months following its termination, neither party will actively solicit or recruit the other's core employees or subcontractors who were directly involved in the delivery of the Services, without prior written consent. This restriction does not apply to general recruitment activities such as public job postings, nor to unsolicited approaches made by an individual on their own initiative.
9.3 Assignment. Neither party may assign this Agreement or its rights and obligations to a third party without the other party's prior written consent, which may not be unreasonably withheld. Assignment as part of a merger, acquisition, or corporate reorganisation is permitted, provided the other party is notified as soon as reasonably practicable.
9.4 Governing law and jurisdiction. This Agreement is governed exclusively by Dutch law. In the event of a dispute, both parties will first attempt to resolve the matter amicably and in good faith. If no resolution is reached within a reasonable period, disputes will be submitted exclusively to the competent court in Rotterdam, the Netherlands.
Article 10. Free Tools & Online Services
10.1 Availability. Taygrity offers free, browser-based tools at taygrity.com/tools, including a QR code generator and other utilities. These tools are provided on an "as is" and "as available" basis without warranty of any kind. Taygrity reserves the right to modify, restrict, or discontinue any free tool at any time without prior notice.
10.2 Acceptable use. Users of Taygrity's free tools agree not to: (a) use any tool to generate, distribute, or link to content that is unlawful, harmful, deceptive, or in violation of applicable law; (b) use the tools to generate QR codes or links targeting phishing pages, malware, or other malicious content; (c) attempt to circumvent rate limits, abuse the API, or otherwise interfere with the availability of the tools for other users; or (d) resell or sublicence access to paid features without written authorisation from Taygrity.
10.3 QR code services. Dynamic QR codes created via the QR code generator redirect through taygrity.com. Taygrity may deactivate any dynamic QR code that is found to link to content in violation of Article 10.2, without prior notice. Taygrity uses Google Safe Browsing to screen destination URLs at the time of creation; this does not constitute a guarantee that all URLs are safe at all times after creation.
10.4 Scan analytics. Where a user creates a dynamic QR code, Taygrity collects anonymised scan data (device category, city-level location estimate, and timestamp) and makes this available to the account holder via the analytics dashboard. This data is processed in accordance with Taygrity's Privacy Policy.
10.5 Limitation of liability for free tools. To the maximum extent permitted by law, Taygrity's total liability arising from the use of any free tool — including but not limited to the QR code generator — is limited to zero (€0). Free tools do not form part of any paid Services Agreement and are excluded from the liability provisions in Article 6.
Last updated: June 2026
