Terms and conditions of sales
Last updated 12/08-2019
- IN GENERAL
These Terms of Sale and Delivery apply to any purchase of user licenses for COMAsystem, installation and setup of the system, user instructions and support as well as further agreed and specified supplementary consultancy assistance for registration of contracts and contract data, etc.
Data processor agreement (download af pdf) is accepted by acceptance of these Terms of Sale and Delivery. Deviations from the provisions of these Terms of Sale and Delivery are only valid with the supplier’s written consent.
- LICENSING RIGHTS
The customer has access to the COMA system through purchased licenses (s). The user license (s) are personal. The license (s) may not be misused, copied or transferred to third parties.
All prices and amounts are stated in Danish kroner and excl. VAT. Prices at the time of the agreement are valid.
- PRICE CHANGES
The license fee is automatically adjusted once a year according to the net price index, however, with a maximum of an annual increase of 5%. Correspondingly, agreed hourly rates for consultancy assistance are adjusted once a year for the following calendar year. If an agreement is subsequently entered into with the customer for additional consulting assistance, the hourly rates applicable for agreed consulting services apply at all times.
The agreed installation price for COMAsystem is due for payment in cash 8 days net after the installation is completed. License fee for COMAsystem is due for payment quarterly in advance 14 days net. Fee for the agreed supplementary consultancy assistance is due for payment monthly in arrears in cash 14 days net.
- INTEREST ON LATE PAYMENTS
In the event of late payment, default interest of the amount due will accrue at 2% per. commenced month as well as reminder fee, collection fee and other costs that may be associated with late payment.
- TIME OF DELIVERY
The stated time of delivery is approximate and subject to delays. The customer may not terminate agreements entered into due to delays attributable to the supplier, unless the delay exceeds 3 months. The customer cannot raise a claim against the supplier due to delays.
It is considered a material breach if the customer does not pay on time for the agreed services, which entitles the supplier to terminate the agreement, unless the customer after a written demand of 10 working days brings the breach to an end. The supplier is entitled to claim his loss in the event of default by the customer in accordance with the general rules of Danish law. In the event of justified termination, the supplier is entitled to remuneration for the work performed up to the completion of the termination as well as deliveries made, etc. in addition to a possible claim for compensation.
- RELATION TO THE CUSTOMER
The supplier is not responsible for postponement of deadlines, delays and deficiencies, etc., which are due to conditions at the customer.
- RETENTION OF TITLE
The supplier retains ownership of what is sold until full and final payment has taken place. The supplier has no access or ownership of the customer’s data, contracts, etc. which the customer has entered into the system.
- LIMITATION OF LIABILITY
The supplier’s liability is limited in amount to DKK 200,000 incl. VAT. The supplier cannot be held liable for indirect losses, including consequential damages or other indirect losses, operating or revenue losses, loss of time, lost earnings or losses due to lack of capacity utilization, loss of image or goodwill, loss of data, etc. See Appendix 1 (SLA) and Appendix 2 (Data Processor Agreement).
- PRODUCT LIABILITY
The supplier’s possible product liability follows the general rules of Danish law. The product liability for business damage and product liability, which is based on the product liability developed in case law, is limited in amount to DKK 200,000 incl. VAT. However, the amount limitation of product liability does not apply to personal injuries.
- DATA PROCESSING & SUBCONTRACTORS
The supplier is using subcontractors and third party products etc. to fulfill its obligations to the customer, as specified in the applicable data processor agreement.
- TRANSPORT OF RIGHTS
The Supplier is entitled to transfer all rights and obligations under agreements entered into to third parties.
- DUTY OF CONFIDENTIALITY
The Supplier and the Customer undertake, both during and after the termination of the cooperation, not to disclose og pass on the other party’s trade or business secrets or to exploit such information to the detriment of the other party.
- CHANGES AND ADDITIONS FOR SPECIFIC AGREEMENTS
All changes and additions to agreements must happen by a written agreement between the customer and the supplier.
Any disagreement between the supplier and the customer regarding the purchase of user licenses for COMA system, installation and setup of the system, user instructions and support for registration of 1-5 contracts as well as further agreed and specified consulting assistance for registration of contracts and contract data, etc. is subject to Danish law. Any discrepancy that cannot be resolved amicably must be settled by the Copenhagen City Court.