Terms of Service

Terms Overview

These Terms of Service govern the relationship between GFX Networks B.V. and clients using our managed network, connectivity, and hosting services. By placing an order or using our services, you agree to these terms in full.

1. Definitions

In these Terms, the following definitions apply:

• "GFX Networks" means GFX Networks B.V., a private limited company incorporated in the Netherlands (KvK 85234761), with its registered office at Keizersgracht 482, 1017 EG Amsterdam.
• "Client" means the legal entity or individual that has entered into a service agreement with GFX Networks.
• "Services" means the managed network, connectivity, colocation, monitoring, and professional services provided by GFX Networks as described in the relevant Service Order.
• "Service Order" means a signed document or electronic order confirmation specifying the Services, pricing, and delivery terms agreed between the parties.
• "Agreement" means these Terms together with any applicable Service Order and the Privacy Policy.

2. Provision of Services

GFX Networks will provide the Services specified in the Service Order using reasonable skill and care, in accordance with industry standards applicable to telecommunications and managed network services.

GFX Networks reserves the right to modify, update, or replace technical components of the Services provided that such changes do not materially reduce functionality. Clients will be notified of material changes with at least 30 days' notice.

Services are provided on a best-efforts basis unless an explicit Service Level Agreement (SLA) is incorporated into the Service Order. Specific uptime commitments, response times, and remedies are defined in Section 5.

3. Client Obligations

The Client agrees to:

• Provide accurate and complete information necessary for service provisioning, including technical contacts, IP address requirements, and billing details.
• Maintain appropriate security controls on their end of any connectivity service, including firewall management and credential security.
• Notify GFX Networks promptly of any security incidents, suspected unauthorised access, or service anomalies affecting the contracted infrastructure.
• Ensure that authorised representatives are reachable during agreed maintenance windows and for emergency communications.
• Pay invoices in accordance with Section 6 of these Terms.

4. Acceptable Use Policy

The Client must not use the Services for any purpose that is unlawful under applicable Dutch, European Union, or international law. Prohibited activities include but are not limited to:

• Transmitting, storing, or facilitating access to content that is illegal under Dutch or EU law.
• Conducting distributed denial-of-service (DDoS) attacks, port scanning, or other network abuse against third parties.
• Sending unsolicited bulk electronic communications (spam) in violation of the Dutch Telecommunications Act.
• Circumventing technical or legal access controls in a manner that violates applicable law.
• Operating services that infringe intellectual property rights of third parties.

GFX Networks reserves the right to suspend Services immediately and without notice where continued provision would constitute a violation of applicable law or cause material harm to GFX Networks' network or third parties.

5. Service Levels

Where an SLA is included in the Service Order, GFX Networks commits to the agreed availability targets measured on a calendar monthly basis. Standard SLA commitments are:

• Network availability: 99.97% monthly uptime, excluding scheduled maintenance windows.
• Scheduled maintenance: Notified at least 5 business days in advance, performed outside business hours (23:00–06:00 CET) where possible.
• Incident response: Critical incidents acknowledged within 15 minutes; resolution target within 4 hours for network-layer faults within GFX Networks' infrastructure.

Service credits for SLA breaches are defined in the applicable Service Order. Credits are the Client's sole remedy for availability failures and do not constitute acknowledgement of liability beyond the agreed credit amount.

6. Payment Terms

Invoices are issued monthly in advance unless otherwise agreed in the Service Order. Payment is due within 30 days of invoice date.

Overdue payments accrue statutory interest under Dutch law (Wettelijke handelsrente) from the due date. GFX Networks reserves the right to suspend Services after providing 10 days' written notice of non-payment.

All prices are exclusive of VAT and other applicable taxes unless expressly stated otherwise. The Client is responsible for any withholding taxes applicable in their jurisdiction.

7. Limitation of Liability

To the fullest extent permitted by applicable law, GFX Networks' aggregate liability to the Client for any claims arising under or in connection with the Agreement shall not exceed the total fees paid by the Client in the three months preceding the event giving rise to the claim.

GFX Networks shall not be liable for indirect, consequential, incidental, or punitive damages, including loss of revenue, loss of data, or business interruption, regardless of whether GFX Networks has been advised of the possibility of such damages.

Nothing in these Terms excludes liability for fraud, gross negligence, wilful misconduct, or any liability that cannot be excluded under Dutch law.

8. Intellectual Property

All intellectual property rights in the GFX Networks platform, management tools, documentation, and proprietary network configurations remain the exclusive property of GFX Networks. The Client is granted a non-exclusive, non-transferable licence to use such materials solely as necessary to receive the Services.

The Client retains all rights to data transmitted over or stored within the Services. GFX Networks does not claim ownership of Client data.

9. Termination

Either party may terminate the Agreement by providing written notice in accordance with the notice period specified in the Service Order (minimum 30 days for monthly services; 90 days for annual contracts).

Either party may terminate the Agreement immediately upon written notice if the other party:

• Commits a material breach that remains uncured 14 days after written notice of such breach.
• Becomes insolvent, enters administration, or ceases to carry on business.
• Violates the Acceptable Use Policy in a manner that poses immediate risk to GFX Networks or third parties.

Upon termination, the Client must cease using the Services and return or destroy any GFX Networks confidential materials. Outstanding fees remain payable.

10. Governing Law and Disputes

These Terms and any dispute arising out of or in connection with them are governed by the laws of the Netherlands. The parties submit to the exclusive jurisdiction of the courts of Amsterdam (Rechtbank Amsterdam) for resolution of any disputes that cannot be resolved by negotiation.

Before initiating legal proceedings, the parties agree to attempt to resolve any dispute through good-faith negotiation for a period of at least 30 days.

For any questions about these Terms, please contact: [email protected]