Danesoft Trading Ltd (hereafter Danesoft) - General sales and delivery terms
Terms and Conditions for Danesoft on behalf of WPSNET Aps
1. Basic
All sales and delivery terms apply between the customer and Danesoft unless they are explicitly altered by an agreement between both parties.
2. Offers and agreements
Quotations from Danesoft are valid for one month from the date of the quotation.
3. Price
In addition to the quoted or agreed price, Danesoft is entitled to demand payment for work incurred as a result of incomplete, inaccurate or insufficient material being supplied by the customer, or as a result of corrections made to the client’s specifications once bba enternet has begun working on his system.
Moreover, Danesoft is entitled to invoice the customer for any additional time spent on his system over and above that agreed upon, and for any changes or additions made by the customer to the project specification which was the basis of the original quote.
4. Delivery
The system will be delivered to the customer by the agreed delivery date. If customer specification data is received later than agreed, or if it is insufficient, the delivery date will automatically be put back. Should delivery be delayed or hindered because of force majeure according to the Danish buyer’s law or any action or failure on the customer’s part, bba enternet is entitled to a proportionate extension of the delivery time or to cancel the agreement.
Should any such aforementioned incident cause Danesoft project costs to be increased, Danesoft will complete the project, on condition that the customer is willing to pay Danesoft the calculated extra costs.
5. Payment
Unless otherwise agreed, payment is due within 10 days of the invoice date. If, due to failure on the customer’s part, the project cannot be completed within a reasonable time-scale Danesoft is entitled to issue part invoices for already completed work.
Hosting costs will start from the day the website is delivered to a subdomain.
Danesoft reserves the right to charge interest on late payment of invoices at the Bank of England base reate +8%, calculated on a daily basis in accordance with the "Late Payment of Commercial Debts (Interest) Act, 1998"
6. Ownership, intellectual property rights etc
Danesoft's sketches, layouts, function programming, database programming, text suggestions etc, regardless of with which procedure or technique they have been produced, and regardless of how they are stored, belong to the customer, but cannot in any way without Danesoft's approval be resold or handed over to a third party.
Software for the source code, whether basic or specially developed, belongs at all times to WPSNET Aps, the developer of the WPS system.
7. Delay
Should there be a considerable delay in implementing a project the customer is entitled to cancel the contract, as long as the parties have agreed in writing that the customer has made implementation by an exact and pre-determined time a condition of the contract. Exceptions are situations where delivery is delayed or is not possible because of force majeure or the customer’s actions or omission.
8. Defects
Danesoft is not responsible for errors that the customer has not corrected in writing at the proof-reading stage.
Minor deviation from approved tests or specifications agreed upon does not entitle the customer to a reduction in price, to deny that he has received the commissioned work or to demand compensation.
9. Deadline for corrections
After final approval of the project – and its subsequent immediate launch on the Internet – the customer is responsible for notifying any errors/proof corrections within three days from the date of launch. Any such corrections must be reasonably limited in proportion to the size of the project. After 3 days any further new corrections will be charged on an hourly basis.
10. Responsibility
Danesoft cannot be held responsible for delay or defects to a WPS system which are caused by software errors, labour disputes of any kind, or any circumstances over which Danesoft does not have control.
Should there be delay or defects in a delivered system, bba enternet is not responsible for the customer’s possible loss of work, loss of profit or other indirect loss as a result of the customer’s legal obligations to a third party.
Danesoft is not responsible for a customer’s lack of title to reproduction, multiplication or publication of writing, pictures, drawings, sounds, designs, illustrations, texts, trade marks or other business characteristics and other articles, including design or other material that may be subject to a third party’s rights.
Danesoft is not responsible for loss of or damage to property such as originals, materials etc which does not belong to Danesoft, but which has been left by the customer with Danesoft for the specification of an agreed system or is being stored by Danesoft, including storing of work that has been completed.
11. Suppliers
If Danesoft wishes, any work may be entirely or partly carried out by external suppliers.
12. Copyright
Danesoft is not responsible for requesting permission to use and change copyrighted material.
13. Buyer’s law
Danish legislation, including the buyer’s law, applies to any agreement unless otherwise specified in the text of the agreement or in its sales and delivery conditions.