Terms of Service

1. Definitions

In these Terms, the following capitalised terms have the meanings set out below:

2. Acceptance of terms

By creating a Noetis account, clicking "Create account", or using the Service, you confirm that you: (a) have read and agree to these Terms; (b) have the authority to bind the organisation you represent (if applicable); and (c) agree to the DPA and Privacy Policy, which are incorporated herein.

If you do not agree, you must not create an account or use the Service. If you are accepting on behalf of a company or other legal entity, you represent that you have authority to bind that entity.

These Terms were last updated on 1 June 2026. The version you accepted is recorded at account creation. Material changes are governed by Section 21.7.

3. Service description

Noetis is an autonomous website operating system. The Service includes:

• Canvas site hosting: SSR rendering of your site from a graph representation on Noetis infrastructure.
• A/B experiment engine: Automated generation and execution of graph-patch experiments on your canvas pages.
• Visitor tracking: First-party event collection (page views, clicks, goal conversions) via the Noetis tracking script, contingent on visitor consent.
• Brain loop: AI-driven hypothesis generation, winner detection, and automatic page optimisation on a continuous cycle.
• Dashboard: Web-based management interface for sites, experiments, analytics, team access, and settings.
• API: REST API for programmatic access to the Service.
• CMS: Structured content management system accessible from the dashboard and via API.

FinalFrame reserves the right to modify, add to, or discontinue features with reasonable notice as set out in Section 21.7. Core functionality will not be removed during a paid subscription period without a material alternative or refund.

4. License grant and restrictions

4.1 Grant to Customer

Subject to the Agreement and payment of all applicable fees, FinalFrame grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes during the subscription term.

4.2 Grant to FinalFrame

You grant FinalFrame a limited licence to: (a) host, process, and transmit Customer Data as necessary to provide the Service; (b) use anonymised, aggregated Customer Data to improve the Service, train benchmark models, and compile network-level statistics — provided no individual customer or visitor is identifiable.

4.3 Restrictions

You must not:

• Reverse-engineer, decompile, or disassemble the Service;
• Sublicense, resell, or distribute access to the Service to third parties without written consent;
• Use the Service to build a competing product;
• Remove or obscure any proprietary notices;
• Access the Service via automated means (scrapers, bots) except through the documented API with valid credentials;
• Attempt to gain unauthorised access to any part of the Service or its infrastructure.

5. Accounts and team access

5.1 Account security

You are responsible for maintaining the security of your account credentials. Two-factor authentication (2FA) is mandatory for all accounts. You must notify FinalFrame immediately at chris@noetis.nl if you suspect unauthorised access.

5.2 Team and multi-user access

You may invite additional Users to your account up to the limit of your plan. Each User must individually accept these Terms. You are responsible for all actions taken by your Users and must ensure they comply with the Agreement. You can remove Users at any time from the team settings.

5.3 One account per entity

Each legal entity may maintain one primary account. Using multiple accounts to circumvent plan limits or to obtain multiple free trials is prohibited and may result in account suspension.

6. Free trial

FinalFrame may offer a free trial of the Service for a specified period. During the trial:

• You have access to the Service as specified in the trial terms;
• Customer Data you create during the trial will be available if you upgrade to a paid plan;
• If you do not upgrade before the trial ends, your account will be downgraded and Canvas Sites will be taken offline. Customer Data is retained for 30 days after trial expiry, after which it may be deleted;
• One free trial per legal entity. Duplicate accounts to obtain additional trials are prohibited.

The Service is provided "as-is" during the trial period. No SLA credits apply during free trials.

7. Billing and payment

7.1 Fees

Fees are as set out on the pricing page or in an Order Form. All fees are in Euros (EUR) unless stated otherwise. Prices are exclusive of VAT; applicable Dutch or EU VAT will be added at checkout.

7.2 Payment

Subscriptions are billed in advance, monthly or annually, via Stripe. By providing a payment method, you authorise FinalFrame to charge recurring subscription fees. FinalFrame uses Stripe as its payment processor; your payment data is governed by Stripe's privacy policy.

7.3 Auto-renewal

Subscriptions automatically renew at the end of each billing period unless cancelled before the renewal date. You may cancel at any time from your billing settings; your access continues until the end of the current period.

7.4 Refunds

Fees paid are non-refundable except: (a) as required by Dutch consumer law (herroepingsrecht — 14 days for new subscriptions only if the Service has not been materially used); (b) where FinalFrame fails to meet the SLA credits thresholds in Section 8; or (c) at FinalFrame's sole discretion. Partial-period refunds are not issued for cancellations mid-cycle.

7.5 Late payment

If payment fails, FinalFrame will notify you and retry for up to 7 days. If payment remains outstanding after 14 days of notice, FinalFrame may suspend the Service. Access is restored promptly upon payment. Accounts suspended for more than 60 days may be terminated.

7.6 Price changes

FinalFrame may change subscription prices with 30 days' written notice. Price changes take effect at the next renewal after the notice period. Continuing to use the Service after the new pricing takes effect constitutes acceptance.

8. Service level agreement (SLA)

8.1 Uptime commitment

FinalFrame targets 99.5% monthly uptime for the Noetis dashboard and Canvas Site hosting. Uptime is calculated as: (total minutes − downtime minutes) / total minutes × 100.

8.2 Exclusions

The following are excluded from uptime calculations:

• Scheduled maintenance (communicated ≥48 hours in advance);
• Force majeure events (Section 19);
• Downtime caused by Customer actions, third-party integrations, or factors outside FinalFrame's reasonable control;
• Free trial periods.

8.3 Service credits

Credits are applied to the next billing cycle. To claim a credit, submit a request with supporting detail to chris@noetis.nl within 30 days of the incident. Credits are your sole remedy for service outages.

8.4 Support response times

9. Acceptable use policy

9.1 Permitted use

You may use the Service to build, host, and optimise websites for your own business or, if you are an agency, for your end clients (subject to each client's compliance with these Terms).

9.2 Prohibited use

You must not use the Service to:

• Collect or process personal data without a lawful basis or required consents under GDPR, CCPA, or other applicable law;
• Target or collect data from children under 16 without appropriate parental consent and safeguards;
• Engage in deceptive, fraudulent, or misleading practices toward Visitors;
• Distribute malware, spam, or other harmful content via your Canvas Site;
• Conduct phishing or social engineering attacks;
• Violate any applicable export control or sanctions laws;
• Infringe the intellectual property rights of any third party;
• Host illegal content or content that facilitates illegal activities;
• Attempt to interfere with, disrupt, or conduct denial-of-service attacks against the Service or its infrastructure;
• Circumvent rate limits or security controls;
• Use the Service in a way that could damage FinalFrame's reputation.

FinalFrame may suspend or terminate your account immediately and without notice for material violations of this Section.

10. Customer data ownership and responsibility

You retain all ownership of Customer Data. FinalFrame claims no intellectual property rights over your Canvas Site content, experiment configurations, or visitor event data. By using the Service you represent that you have all rights necessary to upload Customer Data to the Service and to grant FinalFrame the licences in Section 4.2.

You are solely responsible for: (a) the accuracy and legality of Customer Data; (b) obtaining all consents required from Visitors before activating tracking; (c) integrating a compliant cookie consent banner on your Canvas Site.

11. Data processing

To the extent FinalFrame processes personal data on your behalf in connection with the Service, the Data Processing Agreement (DPA) governs such processing and is incorporated into these Terms. By accepting these Terms you also accept the DPA.

The DPA describes: the subject matter and duration of processing; categories of personal data and data subjects; technical and organisational security measures; sub-processor authorisation; data subject rights assistance; international transfer mechanisms (SCCs / EU-US DPF); and data deletion obligations.

12. Confidentiality

12.1 Obligations

Each party agrees to: (a) hold the other's Confidential Information in strict confidence; (b) use Confidential Information only as necessary to perform obligations or exercise rights under the Agreement; (c) disclose Confidential Information only to employees or contractors who need to know it and who are bound by obligations at least as protective as these Terms.

12.2 Exclusions

Confidentiality obligations do not apply to information that: (a) is or becomes public without breach by the receiving party; (b) was rightfully known by the receiving party before disclosure; (c) is independently developed by the receiving party without use of Confidential Information; or (d) is required to be disclosed by law or court order (in which case the receiving party will give reasonable prior notice if permitted by law).

12.3 Duration

Confidentiality obligations survive termination of the Agreement for three (3) years, except for trade secrets which are protected indefinitely.

13. Security obligations

13.1 FinalFrame obligations

FinalFrame maintains technical and organisational security measures as described in the Security & Trust page and the DPA, including: TLS 1.2+ encryption in transit, AES-256 at rest, row-level security, RBAC, audit logging, and a vulnerability management programme.

13.2 Customer obligations

You are responsible for: (a) maintaining the security of your account credentials and API keys; (b) ensuring your Users comply with security requirements; (c) promptly reporting suspected security incidents to chris@noetis.nl; (d) keeping your integration code up to date and promptly applying security patches to components under your control.

13.3 Incident notification

FinalFrame will notify you without undue delay — and within 72 hours where required by GDPR — of any personal data breach affecting Customer Data, providing information about the nature of the breach, likely consequences, and measures taken or proposed.

14. Intellectual property

FinalFrame and its licensors retain all right, title, and interest in and to the Service, including all software, AI models, algorithms, interface designs, documentation, and trademarks. No rights are granted to you except as expressly stated in these Terms.

You retain all right, title, and interest in Customer Data and your Canvas Site content. AI-generated content applied to your Canvas Site (experiment variants, winning copy, generated sections) becomes part of your Customer Data upon application.

If you provide feedback, suggestions, or ideas about the Service, you grant FinalFrame a perpetual, irrevocable, royalty-free licence to use such feedback without restriction.

15. Indemnification

15.1 By Customer

You agree to defend, indemnify, and hold harmless FinalFrame, its officers, directors, employees, and contractors from and against any claims, liabilities, damages, judgments, penalties, fines, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the Service in violation of these Terms or applicable law; (b) your Canvas Sites, including content, design, or the absence of required consent mechanisms; (c) any third-party claim that Customer Data infringes their intellectual property, privacy, or other rights.

15.2 By FinalFrame

FinalFrame agrees to defend, indemnify, and hold you harmless from third-party claims that the Service (excluding Customer Data and third-party components) infringes any patent, copyright, trademark, or trade secret of a third party, provided you: (a) promptly notify FinalFrame in writing of the claim; (b) give FinalFrame sole control of the defence; and (c) reasonably cooperate.

16. Limitation of liability

16.1 Cap on liability

To the maximum extent permitted by applicable law, FinalFrame's total aggregate liability to you for all claims arising under or in connection with the Agreement in any 12-month period is limited to the total fees paid by you to FinalFrame in the 12 months immediately preceding the event giving rise to the claim.

16.2 Exclusion of consequential damages

Neither party will be liable to the other for any indirect, incidental, special, punitive, or consequential damages — including loss of revenue, loss of profit, loss of data, loss of business, or reputational harm — even if advised of the possibility of such damages.

16.3 Essential basis

The limitations in this Section reflect a reasonable allocation of risk. The Service would not be provided at the applicable fees without these limitations.

16.4 Exceptions

Nothing in these Terms limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot be limited by applicable law, including mandatory Dutch consumer protection rights.

17. Warranties and disclaimer

17.1 FinalFrame warranties

FinalFrame warrants that: (a) it has full right and authority to enter into the Agreement; (b) the Service will perform materially in accordance with the documentation; (c) it will maintain appropriate security measures as described in the DPA.

17.2 Customer warranties

You warrant that: (a) you have full right and authority to enter into the Agreement; (b) Customer Data does not infringe any third-party rights; (c) you will comply with all applicable laws in your use of the Service, including privacy and data protection laws.

17.3 Disclaimer

Except as expressly stated in Section 17.1, the Service is provided "as-is" and "as-available". FinalFrame disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. FinalFrame does not warrant that the Service will be error-free, uninterrupted, or meet specific conversion uplift outcomes — experiment results depend on your site, your audience, and market conditions beyond FinalFrame's control.

18. Termination

18.1 By Customer

You may cancel your subscription at any time from your billing settings. Cancellation takes effect at the end of the current billing period. Canvas Sites will be taken offline after the subscription ends. FinalFrame will retain Customer Data for 30 days post-termination, after which it will be deleted.

18.2 By FinalFrame for convenience

FinalFrame may terminate the Agreement for any reason with 30 days' written notice. In this case, FinalFrame will provide a pro-rated refund for any prepaid unused period.

18.3 By FinalFrame for cause

FinalFrame may suspend or terminate your account immediately and without notice if: (a) you materially breach these Terms and fail to remedy the breach within 14 days of written notice; (b) you violate Section 9 (Acceptable Use); (c) you become insolvent or file for bankruptcy; or (d) FinalFrame is required to do so by law.

18.4 Effect of termination

On termination: (a) all licences granted to you cease; (b) Canvas Sites go offline; (c) you may request a Customer Data export within the 30-day retention window; (d) all accrued payment obligations remain due; (e) Sections 12, 14, 15, 16, 17, 20, and 21 survive termination.

19. Force majeure

Neither party will be liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control — including natural disasters, acts of government, war, pandemic, widespread internet outages, or failures of third-party infrastructure providers (e.g. cloud providers) — provided the affected party: (a) promptly notifies the other; (b) uses reasonable efforts to mitigate the impact; and (c) resumes performance as soon as reasonably possible.

If a force majeure event continues for more than 30 consecutive days, either party may terminate the Agreement on written notice without liability, and FinalFrame will refund prepaid fees for the unused period.

20. Governing law and dispute resolution

These Terms are governed by and construed in accordance with the laws of the Netherlands, excluding its conflict-of-law rules.

Informal resolution first: The parties agree to attempt good-faith resolution of any dispute within 30 days of written notice before initiating formal proceedings.

Jurisdiction: If informal resolution fails, disputes shall be submitted to the exclusive jurisdiction of the competent court in Amsterdam, the Netherlands.

Consumer rights: If you are an EU consumer, nothing in these Terms affects your statutory rights under mandatory EU or national consumer protection law, including the right to bring proceedings in the courts of your country of residence.

21. General provisions

21.1 Entire agreement

The Agreement (including the DPA and Privacy Policy) constitutes the entire agreement between the parties and supersedes all prior agreements, representations, and understandings relating to its subject matter.

21.2 Severability

If any provision is held to be invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it valid and enforceable, or severed if modification is not possible, without affecting the remaining provisions.

21.3 Waiver

Failure by either party to enforce any right under the Agreement does not constitute a waiver of that right. Any waiver must be in writing and signed by the waiving party.

21.4 Assignment

You may not assign or transfer the Agreement or any rights hereunder without FinalFrame's prior written consent. FinalFrame may assign the Agreement in connection with a merger, acquisition, or sale of substantially all of its assets, provided the assignee assumes all obligations. The Agreement binds and benefits permitted successors and assigns.

21.5 Notices

Legal notices must be sent by email with confirmation of receipt: to FinalFrame at chris@noetis.nl; to you at the email address associated with your account. Notices are effective on the date of confirmed receipt.

21.6 Independent contractors

The parties are independent contractors. Nothing in the Agreement creates any employment, partnership, joint venture, or agency relationship.

21.7 Changes to these Terms

FinalFrame may update these Terms. For material changes (changes that reduce your rights or increase your obligations), FinalFrame will provide at least 14 days' advance notice by email and by posting the updated Terms with a version number. Continued use after the effective date constitutes acceptance. If you do not agree, you may terminate before the effective date and receive a pro-rated refund for any prepaid period.

23. Liability — Dutch Law Provisions

23.1 Best-efforts obligation

Noetis provides its services to the best of its knowledge and ability, in accordance with the requirements of good professional practice. All obligations of Noetis are best-efforts obligations and never result-based obligations.

23.2 No guarantee of results

Noetis does not guarantee that use of the Service will result in:

• higher revenue;
• higher profit;
• more leads;
• higher conversion rates;
• increased website traffic;
• higher search engine rankings;
• improved advertising performance;
• commercial or financial results of any kind.

All analyses, recommendations, optimisations, and experiments are indicative in nature.

23.3 AI output

AI-powered features, analyses, recommendations, insights, experiments, and generated content offered by Noetis may be inaccurate, incomplete, or outdated.

The Customer remains fully responsible at all times for:

• review and assessment;
• verification;
• approval;
• publication;
• compliance with applicable laws and regulations.

Noetis is not liable for any damage arising from reliance on AI output.

23.4 Limitation of liability

Noetis is solely liable for direct damages that are the direct and demonstrable result of an attributable failure by Noetis.

23.5 Exclusion of indirect damages

Noetis is never liable for:

• indirect damages;
• consequential damages;
• loss of revenue;
• loss of profit;
• loss of customers;
• loss of goodwill;
• reputational damage;
• loss of data;
• missed savings;
• business interruption;
• damage due to downtime;
• damage caused by third parties.

23.6 Maximum liability

The total liability of Noetis is limited to the amount the Customer has actually paid to Noetis during the twelve (12) months preceding the event giving rise to the claim.

The total liability shall in all cases not exceed €25,000.

23.7 Third-party services

Noetis is not liable for errors, outages, failures, data loss, or security incidents caused by third parties, including but not limited to: Vercel, Supabase, OpenAI, Anthropic, Stripe, Google, and external integrations.

23.8 Limitation period

Any claim for damages expires twelve (12) months after the Customer became aware of the damage and in any event no later than eighteen (18) months after the event giving rise to the damage.

23.9 Exceptions

The limitations in this Section do not apply to damages caused by wilful misconduct or gross negligence on the part of Noetis.

24. AI & Experimentation Policy

24.1 Consent

The Customer grants Noetis permission to conduct experiments within pre-configured optimisation boundaries.

24.2 Permitted experiments

Noetis may, among other things:

• modify headlines;
• modify subheadlines;
• modify calls-to-action (CTAs);
• reorder content sections;
• test sections;
• test layouts;
• generate content variants.

24.3 Locked content

Noetis will not publish changes without explicit Customer consent to:

• legal texts;
• privacy statements;
• general terms and conditions;
• prices;
• contractual terms;
• compliance documentation;
• customer names;
• references and testimonials;
• legally required information.

24.4 Experiment risk

Experiments may produce positive, neutral, or negative outcomes. Noetis is not liable for negative effects arising from experiments.

24.5 No autonomous decision-making

Noetis does not make autonomous legal, tax, medical, or financial decisions on behalf of Customers.

25. Data Ownership

25.1 Customer ownership

All data provided by or generated on behalf of the Customer remains the property of the Customer, including:

• content;
• images;
• videos;
• documents;
• analytics data;
• lead data;
• customer data.

25.2 Noetis ownership

All rights to software, algorithms, AI systems, templates, optimisation engines, database structures, and source code remain the exclusive property of Noetis.

26. AI Training Restriction

Customer Data shall never be used to train public, shared, or third-party AI models.

Noetis uses Customer Data solely for the purpose of providing the Service. Noetis does not sell, rent, or share Customer Data for the purpose of training public AI models.

27. Security Measures

Noetis applies at minimum the following security measures:

• encryption in transit;
• encryption at rest;
• role-based access control;
• multi-factor authentication for administrators;
• logging of critical actions;
• daily backups;
• periodic security reviews.

28. Force Majeure — Extended Definition

Force majeure events include, in addition to those listed in Section 19:

• failure of AI providers;
• outages at hosting providers;
• outages at database services;
• internet outages;
• cyberattacks;
• DDoS attacks;
• government measures;
• changes in laws and regulations;
• changes in search engine or advertising algorithms;
• outages at third-party services.

During a force majeure event, Noetis's obligations under the Agreement are suspended for the duration of the event.

22. Contact

FinalFrame B.V. · KvK (Dutch Chamber of Commerce) number on file · chris@noetis.nl