Terms of service
This Terms of Service agreement (the “Agreement”) is between Origin Studio Co (referred to as “Company,” “we,” “us,” or “our”) and the individual or legal entity accessing or using our services (referred to as “Customer,” “you,” or “your”). This Agreement governs your access to and use of the cloud hosting services, software, and technical support provided by the Company (collectively, the “Services”).
The following documents, incorporated by reference, together with these Terms, constitute the complete and binding Agreement between you and the Company:
- Our Service Level Agreement (SLA);
- Our Data Processing Addendum (DPA);
- Any mutually executed Order Form, proposal, or quote; and
- Any applicable technical or operational documentation we may provide.
Origin Studio Co may revise or update these Terms from time to time in accordance with Section 16.1 (Amendments). Continued use of the Services after any such change constitutes your acceptance of the revised Terms.
1. Definitions
1.1 Application. Refers to a content management system (CMS), such as WordPress, or any website used in connection with the Services.
1.2 Arbitration. A method of resolving disputes outside of court, where a neutral third party (the arbitrator) reviews evidence and arguments from both sides and issues a binding decision.
1.3 AUP. Stands for “Acceptable Use Policy,” outlining prohibited actions and unacceptable behavior related to the use of the Services.
1.4 Customer. Identifies the entity or individual named on the Order Form.
1.5 Customer Content. Includes any data (such as software applications) stored by the Customer on the cloud infrastructure provided by the Company, including text, images, audio, video, log files, and documentation (printed or electronic).
1.6 End User(s). Describes any individual or entity, other than the Customer, who accesses the Application or Services provided by the Customer.
1.7 Force Majeure Event. Refers to any event beyond a Party’s reasonable control, including but not limited to war, natural disasters, strikes, government actions, epidemics, power failure, or similar occurrences.
1.8 Intellectual Property Rights. Covers all intellectual property of any kind, such as patents, designs, trademarks, copyrights, domain names, trade names (registered or unregistered), database and design rights, inventions, software, know-how, confidential information, goodwill, and related rights.
1.9 Malicious Code. Includes viruses, worms, time bombs, Trojan horses, and other harmful or malicious code, files, scripts, agents, or programs.
1.10 Party. Refers to either the Company or the Customer individually; together, they are the “Parties.”
1.11 Services. Describes Origin Studio Co’s SaaS products, tools, software, hardware, and infrastructure.
1.12 Service Fees. The charges for the Services, including monthly recurring and non-recurring fees as detailed in the Order.
1.13 Third-Party Service. Refers to any product, service, software, or application provided by a third party that is used alongside the Services, including plugins, extensions, integrations, or external platforms not operated or controlled by the Company.
1.14 User. Identifies an employee, contractor, or other individual associated with the Customer who has been granted access to the Services.
2. Agreement Formation
2.1 Authority. If you are entering into this Agreement on behalf of a company, business, or other legal entity, you represent that you have the authority to bind such entity to this Agreement, in which case the term “you” shall refer to such entity. If you do not have such authority, or if you do not agree with this Agreement, you must not accept this Agreement and may not use the Services.
2.2 Eligibility. If you are under the age of majority in your jurisdiction (usually 18 years) (a “Minor”), you must review these Terms with your parent or legal guardian. Under Dutch law (Article 1:234 BW), Minors may only independently enter into agreements for customary matters appropriate to their age; otherwise, parental or guardian consent is required. The parent or legal guardian of a Minor is bound by these Terms and is responsible for all access to and use of the Account or Services, including any purchases made by the Minor.
2.3 Acceptance. By using the Services, signing an Order Form, or clicking to accept these Terms where such option is presented, you confirm that you have read, understood, and agreed to be legally bound by this Agreement. This creates a binding contract on behalf of yourself or the entity you represent.
3. Use Rights and Protection of Service
3.1 Responsibility. The Customer (and its Users) shall be responsible for compliance with these terms; the accuracy, quality, and legality of Customer data (such as account details); and the means by which the Customer acquired said data.
3.2 User Administration. The Customer may designate one or more Users as administrators with authority to manage and operate the Services on its behalf. No other direct access to the underlying infrastructure or servers is permitted. The Customer remains fully responsible for all actions or omissions by its Users in connection with their use of the Services.
3.3 Determination of Violation. The Company shall have sole discretion in determining whether the Customer’s conduct violates this Agreement, and its determination shall be final and binding.
3.4 Infrastructure. In the event the Company’s infrastructure is damaged (or threatened with damage) via a Customer’s IP Address (e.g., via virus or malware) or otherwise, Origin Studio Co is expressly authorized to immediately interrupt the Services and shall inform the Customer thereof.
3.5 Compliance with Law. The Customer agrees to use the Services in full compliance with all applicable laws and regulations, including those governing data protection, intellectual property, consumer protection, export controls, sanctions, anti-corruption, and anti-money laundering. The Customer shall not use the Services in any way (as further detailed in Clause 3.7) that could cause the Company or its partners to violate applicable law and will be responsible for any resulting charges, damages, or penalties.
3.6 Illegal or Prohibited Content. The Customer shall not upload, post, publish, transmit, or otherwise make available through the Services any content that:
- Is defamatory, obscene, fraudulent, false, deceptive, or harassing;
- Creates a risk of harm, loss, damage, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to any person, animal, or property;
- Collects, stores, or processes sensitive personally identifiable information (such as social security numbers, credit card information, or passwords) unless expressly authorized by law;
- Promotes or incites terrorism, hate speech, discrimination, or violence;
- Is sexually explicit, including but not limited to content that is pornographic or sexually exploitative of minors;
- Facilitates or engages in prostitution, human trafficking, or any activity prohibited by law.
3.7 Service Restrictions. The Customer shall not use, or permit any User to use, the Services in ways that interfere with or misuse the platform, including but not limited to:
- Reverse look-up, tracing, or attempting to obtain information on any other user or visitor;
- Distributing unsolicited commercial emails, spam, or chain letters;
- Impersonating any person or entity or engaging in fraud;
- Using any device or software to interfere with the proper working of the Services;
- Conducting unlawful processing of End User data;
- Copying, duplicating, or reproducing the Services;
- Decompiling, disassembling, or reverse-engineering the Services;
- Modifying, adapting, or creating derivative works of the Services without prior written consent;
- Assigning, sublicensing, reselling, or transferring the Customer’s rights;
- Using the Services to build a competing product;
- Using automated processes (e.g., robots, spiders, page-scrapes) to monitor or copy any portion of the Services;
- Operating open proxy services, IRC servers, or cryptocurrency mining operations;
- Performing unauthorized load testing.
3.8 Limitations. The Customer shall ensure that all resource usage (visits, disk space, bandwidth) is monitored and maintained within allocated quotas. The Services must not be overburdened in a manner that negatively impacts the performance or stability of the infrastructure.
4. Fees, Subscriptions, and Payments
4.1 Payment Terms. The Customer agrees to pay all fees in full, without offset or deduction. Unless otherwise specified, fees are due within thirty (30) days of invoice, are non-cancelable and non-refundable, and must be paid in EUR (Euro). Fees are exclusive of taxes. Failure to pay may result in suspension or termination in accordance with Section 4.6.
4.2 Recurring Payments. The Customer acknowledges that Services involve recurring charges. Payments will be automatically billed via Mollie according to the selected billing cycle until cancelled in accordance with this Agreement.
4.3 Payment Processing. All transactions are processed through Mollie. (“Mollie”). By using the Services, the Customer agrees to comply with Mollie’s applicable terms and policies↗.
4.4 Modification. The Company reserves the right to modify fees, provided that notice is given to the Customer prior to such changes.
4.5 Fee Disputes. Any dispute regarding fees must be submitted in writing within thirty (30) days of the invoice date. Disputes not raised within this period are deemed waived.
4.6 Overdue Payments. If payment is not received within fourteen (14) days of the invoice date, the Company may suspend Services. If payment remains outstanding for thirty (30) days, the Company may, after a final written warning, permanently delete all Customer data. Origin Studio Co disclaims all liability for data loss resulting from such deletion.
5. Customer Content
5.1 Definition “Customer Content”. refers to all materials (text, data, code, images, etc.) that the Customer processes in connection with the Services.
5.2 Responsibility. The Customer is solely responsible for Customer Content and is strongly advised to maintain regular backups. Origin Studio Co disclaims all liability for any loss, corruption, or interception of Customer Content.
5.3 Monitoring and Removal. The Company has no obligation to monitor Customer Content but reserves the right to remove any content that violates this Agreement.
5.4 Ownership and License. The Customer retains all rights to its Customer Content. The Customer grants Origin Studio Co a limited, worldwide, royalty-free license to access, copy, and modify the content strictly as required to provide, improve, or secure the Services.
6. Obligation to End User(s)
6.1 Data Processing. Origin Studio Co is not responsible for the Customer’s compliance with local laws. Specific obligations regarding the handling of End User information are governed exclusively by a separate Data Processing Agreement (DPA).
6.2 Privacy Rights. The Customer acts as the Data Controller and is responsible for responding to End User privacy requests (e.g., data erasure). Origin Studio Co does not act as a Data Controller for End User data.
6.3 Security. The Customer shall implement reasonable measures to protect End User information. The Customer is solely responsible for legally required actions following any data breach.
7. Intellectual Property Rights
7.1 Services. The Company grants the Customer a limited, non-exclusive, non-transferable license to use the Services for internal business operations during the Term.
7.2 IP Address. Any IP addresses provided by the Company remain the property of the Company and rights to use them terminate upon the expiration of this Agreement.
7.3 Ownership. Both Parties retain all rights, title, and interest in their respective technologies and confidential information.
7.4 Feedback. The Company shall have a perpetual, irrevocable license to use any feedback or suggestions provided by the Customer to improve the Services.
7.5 Company Ownership. All rights, title, and interest in the Services (including software, source code, templates, and branding) are exclusively owned by Origin Studio Co.
8. Third-Party Services
8.1 Use of Third-Party Services. Access to Third-Party Services is provided at the Customer’s own risk. Origin Studio Co is not liable for the content or performance of such services.
8.2 Sub-contractors. The Company may engage sub-contractors to fulfill its contractual obligations.
9. Termination
9.1 Term. Unless specified otherwise, this Agreement commences on the Effective Date and automatically renews for successive terms unless cancelled prior to the renewal date.
9.2 Termination for Cause. Either Party may terminate this Agreement if the other Party commits a material breach (unremedied within 30 days), discontinues business, or files for bankruptcy.
9.3 Suspension or Termination. Company Origin Studio Co may suspend or terminate Services immediately if required by governmental authority or if Section 9.2 conditions are met.
10. Warranties and Disclaimers
10.1 Customer Warranties. The Customer warrants that its use of the Services will not violate any law or infringe upon third-party rights.
10.2 Disclaimer of Warranties. The Services are provided on an “as is” and “as available” basis. Origin Studio Co expressly disclaims all warranties, including merchantability and fitness for a particular purpose. We do not warrant that the Services will be uninterrupted or error-free.
11. Limitations of Liability
11.1 General Limitation. Neither Party shall be liable for indirect, incidental, or consequential damages (e.g., loss of profits). The total cumulative liability of Origin Studio Co shall not exceed the total fees paid by the Customer in the twelve (12) months preceding the claim.
12. Indemnification
12.1 Customer Indemnification. The Customer shall indemnify and hold harmless Origin Studio Co from any claims arising out of the Customer’s use of the Services, Customer Content, or breach of this Agreement.
13. Publicity
13.1 Use of Names and Marks. Neither Party shall use the other’s branding without prior written consent, except that Origin Studio Co may include the Customer’s name in a general list of clients.
14. Confidentiality
14.1 Obligations. Each Party shall keep the other’s Confidential Information strictly confidential and use it only for the purposes of performing this Agreement. This obligation survives the termination of the Agreement.
15. Disputes and Governing Law
15.1 Informal Resolution. Parties shall attempt to resolve disputes informally by contacting legal@originstudio.co.
15.2 Arbitration and Governing Law. This Agreement is governed by the laws of the Netherlands. Any disputes shall be finally resolved by arbitration under the International Chamber of Commerce (ICC) rules in Amsterdam, conducted in English.
16. Miscellaneous Provisions
16.1 Amendments. Origin Studio Co may modify this Agreement by providing notice via email or the Services. Modifications take effect upon renewal.
16.2 Relationship. The Parties are independent contractors. No agency or partnership is created.
16.3 Severability.If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.
16.4 Entire Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes all prior agreements.