Malmo BV, trading as Upview.io

Chamber of Commerce (KvK): 81896190

VAT: NL862260966B01

Louwerslootstraat 174B, 3036PV, Rotterdam, The Netherlands

Email: mark@malmobv.nl/Mark@upview.io

Last updated: June 2026

Article 1 — Definitions

In these terms: "Upview" means Malmo BV, trading under the name Upview. "Client" means the natural or legal person entering into an agreement with Upview. "Services" means all services provided by Upview, including the design, development and hosting of websites, the setup and management of booking systems, digital WhatsApp assistants, review management, online marketing and related digital services. "Agreement" means any arrangement between Upview and the Client regarding the provision of Services.

Article 2 — Applicability

These terms apply to all quotations, offers and agreements of Upview. Deviations are only valid if agreed in writing. Any general terms and conditions of the Client are expressly rejected.

Article 3 — Quotations and conclusion of the Agreement

Quotations are non-binding and valid for 30 days. An Agreement is concluded when the Client accepts the quotation in writing (including by email or WhatsApp), or when Upview commences performance with the Client's consent.

Article 4 — Term and termination

Agreements for ongoing Services are entered into for an initial term of 12 months. Early termination during this initial term is not possible. After the initial term, the Agreement continues for an indefinite period and may be terminated by either party in writing with one month's notice, effective at the end of a calendar month.

Article 5 — Prices and payment

All prices are exclusive of VAT unless stated otherwise. At the start of the Agreement, Upview invoices the first three months in advance. From the fourth month onwards, invoicing takes place monthly. Invoices are payable within 14 days of the invoice date. Upview may adjust its rates annually; if an increase exceeds 10% beyond inflation indexation, the Client may terminate the Agreement as of the date the increase takes effect, except during the initial term.

Article 6 — Consequences of non-payment

If the payment term is exceeded, the Client is in default by operation of law and owes statutory commercial interest as well as extrajudicial collection costs. If payment remains outstanding after a written notice of default, Upview is entitled to suspend its Services, including taking the website offline and deactivating connected systems, until full payment has been received. Suspension does not release the Client from its payment obligations.

Article 7 — Ownership of website and systems

The website built by Upview, including its design, technical setup, configurations and connected systems, remains the property of Upview at all times. The Client obtains a right of use for the duration of the Agreement. Upon termination of the Agreement, for whatever reason, this right of use lapses and Upview is entitled to take the website offline. The domain name is registered in the Client's name and remains the Client's property; the Client may retain it after termination and use it elsewhere. Content supplied by the Client (such as texts, photos and logos) remains the property of the Client.

Article 8 — Intellectual property

All intellectual property rights in works developed by Upview, including designs, websites, configurations, automations and copy, are vested in Upview, unless agreed otherwise in writing.

Article 9 — Performance and cooperation

Upview performs the Services to the best of its knowledge and ability. All obligations of Upview are best-efforts obligations, unless a specific result has been expressly guaranteed. The Client shall provide all required information, content and account access in a timely manner. Delays caused by the Client's failure to do so are for the Client's account.

Article 10 — Third-party services

Upview uses third-party services in its work, including Framer (hosting), GoHighLevel, Meta/WhatsApp, Google and payment providers. Upview is not liable for outages, changes in functionality, price changes or discontinuation of these services by the respective providers. Upview will make reasonable efforts to offer a suitable alternative in such cases.

Article 11 — Processing of personal data

Where Upview processes personal data on behalf of the Client in the performance of the Services, Upview acts as a processor within the meaning of the GDPR. In such cases, the parties will enter into a data processing agreement. The Client warrants that the processing of personal data within its instructions is lawful.

Article 12 — Liability

Upview's liability is limited to direct damage and to a maximum of the amount paid by the Client to Upview in the three months preceding the event causing the damage. Upview is never liable for indirect damage, including loss of profit, missed savings, loss of data or reputational damage. These limitations do not apply in the event of intent or deliberate recklessness on the part of Upview.

Article 13 — Force majeure

Upview is not obliged to perform any obligation if prevented from doing so by force majeure, including outages at third parties, internet failures and power failures.

Article 14 — Confidentiality

Both parties are bound to confidentiality regarding confidential information obtained from each other in the context of the Agreement.

Article 15 — Governing law and jurisdiction

All Agreements are governed by Dutch law. Disputes will be submitted to the competent court in the district where Malmo BV has its registered office.