Legal

Terms and conditions

Version: September 2026

Article 1. Definitions

  1. Strooom: DNET Labs B.V., trading under the names Strooom and StrooomEngine, based in Enschede, Chamber of Commerce number 97796441.
  2. Customer: any natural or legal person who enters into an agreement with Strooom or is negotiating one.
  3. Partner: a Customer that uses the Platform to offer services to end users under its own brand.
  4. Platform: the software, APIs, integrations and related services of Strooom, including StrooomEngine, delivered via the cloud.
  5. Services: all work and deliverables provided by Strooom, including the Platform, implementation, custom development, advice and support.
  6. Agreement: any arrangement between Strooom and the Customer regarding the delivery of Services, including quotes, order confirmations and data processing agreements.
  7. End user: a natural person who, via a Partner, uses services running on the Platform.

Article 2. Applicability

  1. These terms apply to all offers, quotes and Agreements made by Strooom.
  2. Deviations only apply if agreed in writing.
  3. Purchasing or other terms of the Customer are explicitly rejected.
  4. If a provision proves void or voidable, the remaining provisions remain in force. The parties will then replace the provision in question with a valid provision that approximates the original intent as closely as possible.

Article 3. Offers and quotes

  1. All offers and quotes are without obligation and valid for 30 days, unless stated otherwise.
  2. Prices are exclusive of VAT and other levies.
  3. Strooom cannot be held to a quote if the Customer could reasonably have understood that it contains an obvious mistake or clerical error.
  4. An Agreement is formed when the Customer accepts the quote in writing, or when Strooom begins performance at the Customer's request.

Article 4. Performance of the Services

  1. Strooom performs the Services to the best of its knowledge and ability. Unless expressly agreed otherwise, this is a best-efforts obligation, not an obligation of result.
  2. Stated deadlines are indicative and are not strict deadlines, unless agreed otherwise in writing.
  3. The Customer ensures that all data, access and cooperation required for performance are provided in a timely manner. Delay resulting from a failure to do so is at the Customer's expense.
  4. Strooom may engage third parties in performing the Services.

Article 5. The Platform

  1. For the duration of the Agreement, Strooom grants the Customer a non-exclusive, non-transferable right to use the Platform for the agreed purpose.
  2. The Platform connects to and controls third-party energy devices. Strooom is not responsible for the operation, availability or changes of third-party devices, gateways, meters, integrations or APIs, nor for the resulting consequences for the Platform.
  3. Strooom aims for high availability of the Platform but does not guarantee uninterrupted operation. Maintenance is, where possible, carried out outside office hours and announced in advance. Arrangements regarding availability, response times and support may be set out in a separate Service Level Agreement.
  4. Strooom may further develop and change the Platform. Changes that materially limit functionality for the Customer will be announced at least 30 days in advance.
  5. Control of energy devices by the Platform takes place within the limits set by the manufacturer, the installation, and the comfort and safety settings configured by the Customer or End user. The Customer is responsible for correct installation, configuration and instruction of End users.
  6. The Customer may not use the Platform in a manner that conflicts with the law, the rights of third parties or these terms, and may not attempt to reverse-engineer, copy or circumvent the Platform.

Article 6. White label and partnership

  1. A Partner may offer the Platform to End users under its own brand, within the scope, territory and target group set out in the Agreement.
  2. The Partner is responsible for the relationship with, communication to, and support of End users, unless agreed otherwise.
  3. The Partner may not resell the Platform to other platforms or white-label providers without Strooom's written consent.
  4. Displaying “Powered by StrooomEngine” is permitted and, if agreed in the Agreement, mandatory. Use of other Strooom brands requires prior written consent.
  5. The parties will not actively approach each other's customers for competing services during the term of the Agreement, unless agreed otherwise.

Article 7. API use

  1. Access to APIs is granted via personal keys which the Customer keeps confidential. The Customer is responsible for all use made via its keys.
  2. Strooom may apply reasonable usage limits and phase out API versions after an announcement of at least 6 months, unless an urgent security reason requires a shorter period.
  3. Outcomes of calculations, forecasts and advice delivered via the Platform or the APIs are based on models and available data and are indicative. The Customer remains responsible for decisions made on that basis and for communicating them to End users.

Article 8. Prices and payment

  1. Fees are charged as set out in the Agreement, for example per connected home, per API call, per period, or as a fixed amount for implementation or custom development.
  2. Invoices are paid within 30 days of the invoice date, unless agreed otherwise.
  3. In the event of late payment, the Customer is automatically in default and owes statutory commercial interest, as well as reasonable extrajudicial collection costs.
  4. Strooom may suspend the Services for as long as the Customer is in default, following a written notice of default with a term of at least 14 days.
  5. Strooom may adjust prices annually based on the consumer price index (CBS) or, with at least 2 months' notice, otherwise. In the latter case, the Customer may terminate the Agreement as of the date the change takes effect.

Article 9. Intellectual property

  1. All intellectual property rights in the Platform, the software, models, algorithms, documentation, trademarks and other materials of Strooom belong exclusively to Strooom or its licensors.
  2. Custom development created at the Customer's request also remains the property of Strooom, unless agreed otherwise in writing. The Customer receives a right of use for the duration of the Agreement.
  3. Strooom may use anonymised and aggregated data resulting from use of the Platform to improve the Platform, the models and the Services.
  4. Trademarks, house style and content of the Customer remain the property of the Customer. The Customer grants Strooom a limited right to use these to the extent necessary for the performance of the Agreement.

Article 10. Data protection

  1. Where Strooom processes personal data of End users on the Customer's instructions, Strooom is the processor and the Customer is the controller. The parties will enter into a data processing agreement for this purpose, forming part of the Agreement.
  2. Strooom takes appropriate technical and organisational measures to secure personal data.
  3. Data is stored on servers within the European Union, unless agreed otherwise.
  4. The Customer is responsible for a valid legal basis for the processing and for providing information to End users.

Article 11. Confidentiality

  1. The parties will keep confidential all confidential information they receive from each other, during the Agreement and for 3 years thereafter.
  2. Confidential information includes in any case prices, technical documentation, source code, models, customer data and business strategy.
  3. This obligation does not apply to information that is public, was lawfully obtained from a third party, or must be disclosed under a legal obligation.

Article 12. Liability

  1. Strooom's liability for damage resulting from an attributable failure or a tort is limited to compensation for direct damage and to the amount the Customer paid to Strooom in the 12 months preceding the event causing the damage.
  2. Direct damage means only: reasonable costs to determine the cause and extent of the damage, reasonable costs to make Strooom's performance conform to the Agreement, and reasonable costs to prevent or limit damage.
  3. Strooom is not liable for indirect damage, including consequential damage, loss of profit, missed savings, loss of data, damage due to business interruption or damage to third-party installations and devices, unless there is intent or conscious recklessness on the part of Strooom.
  4. Strooom is not liable for damage resulting from incorrect installation or configuration, malfunctions in third-party devices, gateways, networks or services, changes in energy tariffs or market rules, or actions by the Customer or End users contrary to instructions.
  5. Any claim for damages lapses 12 months after the claim arose.
  6. The Customer indemnifies Strooom against claims from End users and other third parties related to the use of the Platform by or through the Customer.

Article 13. Force majeure

  1. Strooom is not obliged to perform if this is prevented by force majeure. Force majeure includes: disruptions to internet, power or telecom services, disruptions at hosting providers or other suppliers, cyberattacks, changes in laws and regulations, and the failure of third-party integrations or APIs.
  2. If the force majeure lasts longer than 60 days, either party may dissolve the Agreement in writing for the part not yet performed, without any obligation to pay damages.

Article 14. Term and termination

  1. An Agreement for the Platform is entered into for the period stated in the Agreement. In the absence thereof, a term of 12 months applies, which is tacitly renewed each time for 12 months, unless a party gives written notice of termination at least 3 months before the end of the current period.
  2. Either party may dissolve the Agreement with immediate effect if the other party is declared bankrupt, applies for a suspension of payments, or, after a written notice of default with a reasonable period, attributably fails to perform.
  3. Upon termination, the right of use of the Platform ends. Strooom enables the Customer, for 30 days after termination, to export its data in a common format, after which Strooom deletes the data, subject to statutory retention obligations.
  4. Provisions which by their nature are intended to survive termination, including intellectual property, confidentiality and liability, remain in force.

Article 15. Other provisions

  1. Strooom may amend these terms. Changes will be announced at least 30 days in advance. If the Customer does not accept a change, the Customer may terminate the Agreement as of the date the change takes effect.
  2. The Customer may not transfer rights and obligations under the Agreement to third parties without Strooom's written consent.
  3. Strooom may use the Customer's name and logo as a reference, unless the Customer objects in writing.

Article 16. Governing law and disputes

  1. Dutch law applies to all Agreements. The Vienna Sales Convention is excluded.
  2. Disputes will be submitted to the competent court in the district where Strooom is established, unless mandatory law provides otherwise. The parties will first attempt to resolve a dispute through mutual consultation.