Terms & Conditions

Last updated: June 2026

These Terms of Service govern the IT Procurement, Contract Optimization, and Cloud Infrastructure Cost Reduction consulting services provided by Gureca (KvK: 89582926), based in Amsterdam, Netherlands. By signing a Statement of Work (SOW) or engaging our services, you agree to these terms.

1. Scope of Services

Gureca provides independent IT procurement consultancy, including SaaS contract negotiation, cloud infrastructure cost optimization, and procurement framework design. The specific deliverables, timelines, and systems to be analyzed will be defined in a separate, mutually signed Statement of Work (SOW).

2. The Gain-Share (Performance-Based) Fees

For optimization and negotiation services, Gureca operates primarily under a performance-based fee model:

Definition of Savings: "Savings" are defined as the calculated difference between the vendor's initial renewal proposal (or current run-rate) and the final contract value secured by Gureca over the duration of the contract.
Fee Percentage: Gureca’s fee is a fixed percentage of the total verified savings achieved, as specified in the individual SOW.
No Savings, No Fee: If Gureca analyzed a system or contract and is unable to identify or secure financial savings, the client owes nothing for that specific scope.

3. Client Cooperation & Data Access

To achieve maximum savings, the client must provide timely and accurate access to necessary data, including current vendor contracts, invoices, usage metrics, and cloud infrastructure dashboards (e.g., AWS, Azure, GCP console access). Gureca is not responsible for optimization delays caused by a lack of client access or incomplete data.

4. Direct Vendor Negotiations

Gureca acts as an independent advisor. While we lead or support the strategy, benchmark analysis, and communication, the final contractual commitments and signatures remain the sole responsibility and decision of the client.

5. Payment Terms

Invoices for performance-based fees are issued once the savings have been officially secured and the new vendor contract or cloud optimization baseline is active.
All Gureca invoices are subject to a 14-day payment term from the invoice date, payable via bank transfer in Euros (€), unless stated otherwise in the SOW.

6. Data Protection, Privacy & GDPR Compliance

Gureca treats all client data with the highest standards of security and in full compliance with the European General Data Protection Regulation (GDPR):

Data Minimization: We only request and access data strictly necessary to execute the cost-optimization analysis (e.g., cloud metadata, cost logs, contract lines). We do not collect or store your customers' personal data.
Security Measures: Any data shared with Gureca is stored securely, encrypted in transit and at rest, and accessible only by authorized consultants working on your project.
Data Deletion: Upon written request or within 60 days following the termination of the services, Gureca will permanently delete or return all client data, software configurations, and contract copies from its systems.

7. Strict Confidentiality

Both parties agree to protect and keep strictly confidential all proprietary information, software configurations, financial data, and vendor pricing benchmarks shared during the project. This obligation survives the termination of our services.

8. Intellectual Property

Client Materials: All data, contract details, and infrastructure logs provided by the client remain the exclusive property of the client.
Gureca Deliverables: All frameworks, negotiation strategies, benchmark methodologies, and proprietary analysis tools used or created by Gureca during the project remain the intellectual property of Gureca. The client is granted a non-exclusive, perpetual license to use the final reports and custom frameworks internally.

9. Limitation of Liability

To the maximum extent permitted by Dutch law:

Cap on Liability: Gureca’s total aggregate liability for any claims, losses, damages, or professional errors arising out of or in connection with the services shall be strictly limited to the total amount of fees paid by the client to Gureca under the specific SOW during the preceding 6 months.
Exclusion of Consequential Damages: Gureca shall not be liable for any indirect, incidental, special, or consequential damages, including but not limited to loss of profits, business interruptions, data loss, or engineering downtime, even if advised of the possibility of such damages.
Vendor Actions: Gureca provides recommendations based on current market benchmarks, but is not liable for any sudden changes in vendor pricing policies, technical updates, or a vendor’s refusal to negotiate.

10. Termination

Either party may terminate the service agreement with a 30-day written notice. However, if Gureca has already initiated a vendor negotiation or identified a specific cloud infrastructure saving prior to termination, Gureca remains entitled to its percentage fee if those savings are realized by the client within 12 months following termination.

11. Governing Law & Jurisdiction

These terms and any business engagements with Gureca are governed by the laws of the Netherlands. Any legal disputes shall be settled exclusively in the competent courts of Amsterdam.

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