Terms

Terms and conditions

The arrangements that apply when you work with Navabi. For business clients only.

Article 1 Definitions

In these terms:

  • Navabi: Navabi B.V., registered with the Dutch Chamber of Commerce (Kamer van Koophandel) under number 93376359.
  • Client: the legal entity or natural person acting in the course of a profession or business who enters into an agreement with Navabi.
  • Agreement: the arrangement between Navabi and the client for the provision of services, including a subscription or an engagement at a fixed price agreed in advance.
  • Plan: a subscription as described on navabi.nl/prijzen: AI agent, Tier 1, Tier 2, Fractional or Fractional+.
  • Credit: the unit in which a lawyer's work is charged. Each item has a fixed price in credits, as stated on navabi.nl/prijzen. Work the agent does on its own costs no credits.
  • Agent: Navabi's software that does preparatory legal work using artificial intelligence.

Article 2 Applicability

  1. These terms apply to every offer by Navabi and to every agreement between Navabi and the client.
  2. Navabi works for business clients only. These terms are not intended for consumers.
  3. The client's terms and conditions do not apply, unless Navabi agrees to them in writing.
  4. Deviations from these terms only apply if they have been agreed in writing. Email counts as in writing.
  5. If a provision is void or is annulled, the other provisions continue to apply. The parties will then replace the provision with one that comes as close as possible to its intent.

Article 3 Offer and formation

  1. An offer from Navabi is without obligation, unless it states a period for acceptance.
  2. An agreement is formed as soon as the client accepts an offer from Navabi by email or through another Navabi channel, or as soon as Navabi starts performing.
  3. Completing a form on navabi.nl, such as book a call or first review, is a request and not yet an agreement.

Article 4 Services and plans

  1. Navabi offers the following plans, always per month and excluding VAT:
    • AI agent: € 49, with no included credits;
    • Tier 1: € 199, with 5 credits per month;
    • Tier 2: € 799, with 20 credits per month;
    • Fractional: € 2,500, with 50 credits per month;
    • Fractional+: from € 5,000, with unlimited credits within fair use, at a price agreed in advance.
  2. A new client's first review is free of charge. This applies to one document per client.
  3. What each plan includes and how many credits each item costs is stated on navabi.nl/prijzen as it applied when the agreement was formed. The price of an item in credits is fixed, regardless of the time Navabi spends on it.
  4. Credits the client does not use in a month roll over one month. Credits that are not used in that following month either expire.
  5. If the client needs more credits than their plan includes, they can buy single credits. A single credit costs € 49, excluding VAT (introductory price).
  6. Litigation, transactions and due diligence fall outside the credits. For these, Navabi and the client agree a fixed price in advance. Navabi does not start on them without the client's approval.

Article 5 Use of AI and review by a lawyer

  1. Navabi uses the agent for preparatory legal work, such as reading, summarising and marking up documents.
  2. Work the agent does on its own is not checked by a lawyer, unless the client uses credits for that. The client assesses that output themselves and is responsible for how they use it.
  3. Work for which the client uses credits is done or checked by a lawyer before it goes to the client. The same applies to the free first review.
  4. The client agrees that documents and information they provide are processed with the agent, subject to article 13.

Article 6 Term and cancellation

  1. The AI agent and Tier 1 plans run monthly. The client can cancel them as of the end of any calendar month.
  2. The Tier 2, Fractional and Fractional+ plans have a term of twelve months. After that period they continue monthly and the client can cancel them as of the end of any calendar month.
  3. Cancellation is by email to info@navabi.nl.
  4. Navabi may terminate the agreement with immediate effect if the client fails to meet their payment obligations after a reminder, is declared bankrupt or applies for a suspension of payments (surseance van betaling).

Article 7 Prices and payment

  1. All prices are excluding VAT.
  2. Navabi invoices the AI agent and Tier 1 plans monthly in advance. Navabi invoices the Tier 2, Fractional and Fractional+ plans quarterly in advance; at the client's request, monthly in advance. Navabi invoices single credits and other engagements after delivery, unless agreed otherwise.
  3. The client pays within fourteen days of the invoice date.
  4. If the client does not pay on time, they owe the statutory commercial interest (wettelijke handelsrente) without a notice of default being required. Navabi may suspend the work until the client has paid.
  5. Navabi may change its prices. Navabi announces a change by email at least thirty days in advance. In the event of a price increase, the client may cancel the agreement as of the date on which the new price takes effect. During the first twelve months of Tier 2, Fractional and Fractional+, the agreed price continues to apply.

Article 8 Performance and cooperation

  1. Navabi performs the agreement to the best of its knowledge and ability. Navabi has an obligation of effort, not an obligation of result.
  2. The client provides in good time all information and documents Navabi needs. The client vouches for their accuracy and completeness.
  3. Deadlines stated by Navabi are target deadlines, unless a strict deadline (fatale termijn) has been expressly agreed in writing.
  4. Navabi may engage third parties, such as specialists, to perform the work. Navabi then remains the client's point of contact.

Article 9 Legal advisory firm

  1. Navabi is a legal advisory firm. Navabi does not provide representation in court proceedings where such representation is required by law.
  2. If it is needed, Navabi will say so and, on request, help find a suitable representative for the proceedings. The client enters into a separate agreement for that.

Article 10 Liability

  1. Navabi's liability is limited to the amount the client paid Navabi, in the twelve months before the event that caused the damage, for the service to which the damage relates.
  2. Navabi is not liable for indirect damage, including consequential damage, lost profits, lost savings and damage due to business interruption.
  3. Navabi is not liable for damage that arises because the client provided incorrect or incomplete information, or because the client used work the agent did on its own without assessing it themselves.
  4. The limitations in this article do not apply if the damage results from intent or deliberate recklessness on the part of Navabi.
  5. A claim for damages lapses if the client has not reported the damage to Navabi in writing within twelve months after discovering it or after they could have discovered it.

Article 11 Confidentiality

  1. Navabi keeps confidential all information the client provides in connection with the agreement, unless the client gives permission or Navabi is required by law to provide the information.
  2. Navabi also imposes this confidentiality on employees and third parties it engages for the work.
  3. The client keeps confidential Navabi's pricing arrangements and working methods that are not public.

Article 12 Intellectual property

  1. The intellectual property rights in Navabi's documents, templates, software and working methods remain with Navabi.
  2. Once the client has paid, the client receives a non-exclusive and perpetual right to use and adapt the documents Navabi delivers to them within their own business.
  3. The client may not resell delivered documents as a product or offer them publicly as a template.

Article 13 Privacy and data

  1. Navabi processes personal data in accordance with the General Data Protection Regulation (AVG) and the privacy statement.
  2. If Navabi processes personal data on behalf of the client in performing the work, Navabi is the processor for that. In that case the parties enter into a data processing agreement.
  3. Navabi stores data with suppliers within the European Union.

Article 14 Force majeure

  1. Navabi is not obliged to perform if force majeure makes that impossible. Force majeure also includes a failure at Navabi's suppliers, such as hosting and software suppliers, and a failure of internet or telecom connections.
  2. If the force majeure lasts longer than sixty days, either party may terminate the agreement in writing, without compensation.

Article 15 Complaints

  1. If the client is not satisfied with the service, they can file a complaint under Navabi's internal complaints procedure by sending an email to info@navabi.nl.
  2. Navabi confirms receipt of the complaint, investigates it and responds in writing with a substantive position.
  3. If the complaints procedure does not lead to a solution, the client can submit the dispute to the competent court in accordance with article 16.

Article 16 Governing law and disputes

  1. Dutch law applies to these terms and to every agreement with Navabi.
  2. The parties first try to resolve a dispute by mutual consultation and through the complaints procedure in article 15.
  3. Disputes are submitted to the competent court in the district where Navabi B.V. has its registered office.

Article 17 Changes to these terms

  1. Navabi may change these terms. Navabi announces a change by email at least thirty days in advance.
  2. If the client does not agree with a change, they may cancel the agreement as of the date on which the change takes effect.