This document contains standard terms and conditions of sale and delivery (the “Standard Terms”) that shall apply to any supply agreement between Mongstad TavleTeknikk AS (the “Supplier”) and a purchaser (the “Customer”). The Supplier and the Customer are each also referred to as a “Party” and collectively as the “Parties.”
These standard terms apply in addition to the terms and conditions as agreed between the Parties at each order. To the extent there is a conflict between avtaledokumentene to the special terms set out in the individual order shall take precedence over these standard terms.
The Customer shall diligently and without delay provide such cooperation as is necessary for the Supplier to fulfil its obligations. The duty to cooperate may be further specified in the individual supply agreement. Unless otherwise agreed, the Customer shall make the necessary arrangements for the Supplier’s performance of the delivery and otherwise manage the cooperation required to ensure that the delivery can be completed within the agreed timeframes and with the agreed quality and scope. The Customer is responsible for products and data from third parties, including ensuring that the Customer enters into the necessary agreements with such third parties.
If it is agreed or implied, that the Customer to perform specific tasks or services, and the Customer does not do this at the right time, to the Contractor's avtaleplikter be suspended in the extent to which the Contractor reasonably considers that these depend on the Customer's effort. The same applies where the fulfillment of the Contractor's avtaleplikter prevented or forvanskes by the Customer, or someone or something the Customer answer for. The suspension shall be in reasonable proportion to the delay, or obstruction to the Customer answer for. The customer is to cover any
additional costs, charges or expenses which the Contractor incurs because of the delay/the obstacle and/or postponement of the Supplier.
The Customer shall diligently and without delay provide such cooperation as is necessary for the Supplier to fulfil its obligations. The duty to cooperate may be further specified in the individual supply agreement. Unless otherwise agreed, the Customer shall make the necessary arrangements for the Supplier’s performance of the delivery and otherwise manage the cooperation required to ensure that the delivery can be completed within the agreed timeframes and with the agreed quality and scope. The Customer is responsible for products and data from third parties, including ensuring that the Customer enters into the necessary agreements with such third parties.
If it is agreed or implied, that the Customer to perform specific tasks or services, and the Customer does not do this at the right time, to the Contractor's avtaleplikter be suspended in the extent to which the Contractor reasonably considers that these depend on the Customer's effort. The same applies where the fulfillment of the Contractor's avtaleplikter prevented or forvanskes by the Customer, or someone or something the Customer answer for. The suspension shall be in reasonable proportion to the delay, or obstruction to the Customer answer for. The customer is to cover any
additional costs, charges or expenses which the Contractor incurs because of the delay/the obstacle and/or postponement of the Supplier.
The contractor and the Customer shall, for the individual delivery appoint their representative (the”Partsrepresentanten”) to manage and follow-up of the Party's rights and obligations under the agreement. Partsrepresentanten can be exchanged with a 3-day written notice to the other Party. The parties shall as far as possible make use of written communication regarding leveranseavtalen. Email accepted by the Parties as a written means of communication.
If it is in the ongoing contractual relationship changes occur or the need for changes that will affect the content or the scope of the Contractor's avtaleplikter, the Customer shall, through its Agent in writing request the Contractor of such change. The document is referred to as a ”change order”. The contractor shall, within a reasonable time from the receipt of such a request in writing inform the Customer whether the requested change is accepted. In that regard, the Contractor shall also specify the consequences of the change will bring for consideration, schedules, service level etc. The consequences that the Provider specifies, shall be deemed accepted by the Customer and the Parties ' agreement shall be deemed amended in accordance with this, unless the Customer within 10 days from the Contractor gives notice of the consequences of a requested change in writing informs that the change is still not wanted. The contractor shall under no Standard conditions of sale and delivery circumstance be obligated to make a change unless there is full agreement about both the change and its consequences for the Parties ' contractual obligations.
The customer does not have the right to prescribe the changes that overall, goes beyond what the parties could reasonably count on when the order was delivered.
The contractor shall have responsibility for the delivery, dissemination or installation of equipment, products, or services of third parties (”Tredjepartsytelser”), even if such Tredjepartsytelser constitutes a necessary prerequisite for the Contractor to work as agreed, unless it explicitly follows the order and order confirmation.
Customer assumes the risk that the Tredjepartsytelser as the Customer base is suitable for interaction with the Contractor, unless otherwise expressly stipulated by the Parties ' service/leveranseavtale. The customer accepts that the Supplier is unable to carry on other than standard warranty for tredjepartsytelser. The customer accepts that the Customer shall enter into the necessary agreements in respect of directly with a third party that has the necessary rights to Tredjepartsytelser, including bl.a. license agreements for the software and/or databases.
The customer undertakes to preserve the confidentiality and prevent others from gaining knowledge of the Confidential information that the Customer knowledge from the Contractor in connection with the Parties ' contractual relationship. As ”Confidential information” is considered, in this regard, any information that is not in the nature of things is supposed to be brought on to third parties and that are not already publicly known. The obligation of confidentiality can be elaborated in more detail in the individual leveranseavtale.
The customer shall be before the due date, pay the agreed consideration for the Contractor's delivery. In addition, the Customer shall cover all the Contractor's expenses, as well as any taxes, duties and fees incurred as a result of the deliverables. Payment terms are 30 days. In the event of delayed payment, the Contractor shall be entitled to claim interest on the amount that is overdue for payment, in accordance with the law 17. December 1976 no.. 100 relating to interest on overdue payments, m.m. (late payment interest act).
All prices are quoted exclusive of vat and other relevant taxes. If the Contractor must make purchases of products/services in foreign currency as part of its delivery to the Customer, the exchange rate on the faktureringstiden for the Contractor to be used.
Delivery is FCA Plant (Incoterms 2010). The contractor's ordinary timesats apply for assistance made between kl. 08-16 on business days, and assistance). 16-20 on business days resulting in an addition of 50 % of the Contractor's ordinary timesats, and assistance). 20-08 on working days, Saturdays, Sundays, christmas eve, new year's eve or on public holidays incur a surcharge of 100 % of the Contractor's ordinary timesats.
The contractor may bill twice per month for the provision of services. For regular payments from the Contractor, the Contractor may invoice the Customer in advance (monthly if the Standard conditions of sale and delivery quarterly, semi-annually or annually not agreed). The contractor has the lien on the equipment until the full contract price, including vat. is paid.
If, after the conclusion of the leveranseavtalen is adopted changes in government taxes and fees that affect the Contractor's costs, the Contractor may, without prior notice to perpetuate such expenses from the same time that such cost will affect the Contractor's costs. The contractor may, in addition and without notice, perform annual price controls, with effect from 1. January coming years with the highest of the 2% or the latest annual change In the consumer price index (CPI) or the consumer price index with wages as the dominant factor. Other changes in price shall be notified in writing, and such price changes may first be taken 14 days after the notification is sent.
The supplier holds the copyright and all other intellectual property rights of the Contractor's proprietary products, including computer programs and databases developed by the Contractor. On the terms set forth in the leveranseavtalen (Contractor end user license agreement, if a separate agreement is entered into) , the Contractor to the Customer a perpetual, non-exclusive and non-transferable right of disposal of the Contractor's proprietary products. Unless otherwise stated in the leveranseavtalen, such distributions will be limited to an end user Customer for the period (monthly, quarterly, semi-annually or annually) and those of the Supplier's products forhåndsfakturert license (the license in the form of paid the maintenance fee to the Provider) are paid for by the Customer. The customer has no right to change the
The contractor's database or let the third party applications access the Contractor's
database.
The customer gets the right of ownership of the equipment provided by the Contractor from the day the Contractor has received full payment for such equipment. The risk of accidents or damage to the equipment and/or products from the Supplier goes from the Provider to the Customer on delivery independent of the betalingstidspunkt.
The customer has ownership of the data that the Customer has entered in the Supplier's products. The customer is solely responsible for the backup of the data and all the data the Customer even put into Products as well as the way the Customer uses such data.
The supplier's liability and the Customer's remedies for breach of contract from the Contractor shall be as follows: the Contractor's liability for damage or loss comes in the 12 months after delivery, regardless of the cause and causes of action and regardless of whether based in contract or tort, the liability shall be limited to the Customer's direct loss. The total compensation shall not exceed the amount Customer has paid the Contractor under the leveranseavtalen (Avropet) the loss or damage is related to. The supplier shall not, under any circumstances, be liable to pay damages (tort), or to cover any loss. As the ”Indirect loss” is considered, in this regard, among other things, business interruption and other losses due to deprivation, failure of the expected savings, loss of revenue or profits, loss of data, loss of are, consequential, loss of business, transaksjonstap, losses suffered by third parties, the loss as a result of
Standard conditions of sale and delivery that the agreement with the third party shall terminate or be changed as well as other commercial or economic loss. The gate against any loss shall also apply where the Supplier has been advised of the possibility of such loss or damage may occur. The contractor shall not, under any
circumstance, have the responsibility to repair the damage, replace or recover the software or data files.
a) It is made incursions into the goods without the seller's consent.
b) Product is damaged as a result of the non-expert treatment or lack of maintenance.
c) the Goods are damaged due to improper installation or breach of government regulations.
d) the Work is carried out on the goods for third-party specification without that liability is accepted
maintained by the seller.
Warranty does not include wear and tear after normal use, or that was not provided by
the agreement conclusion. The customer waives its right to make responsibility/sanctions against the Contractor under a signed leveranseavtale if written, the specified date on which the complaint is not received at
Contractor shall, within ten days after the Customer discovered or should have discovered either.
The contractor may assign its rights and/or obligations under a concluded leveranseavtale whole or in part to third parties. Upon such assignment the Customer shall be given written notice. The customer may not assign its rights or obligations under a leveranseavtale without the prior written consent of the Provider.
The agreement is governed by Norwegian law. Any disputes between the Customer and the Contractor relating to a leveranseavtale shall be decided by the general Norwegian courts. Legal action shall, in any such disputes raised for the Bergen district court.
