General Terms and Conditions
Experience live AS is mentioned in this agreement as Seller and Experience live AS customers referred to as Buyer. The contract means these contractual terms.
This Contract is applicable to any sale from Seller, unless all or part of the Terms are governed differently in a separate agreement made in writing between Buyer and Seller. Buyer accepts these Terms of Service by themselves or through a representative, to sign for receipt of goods, or by placing an order with Seller.
In the event of a contradiction between terms and conditions of the Contract and the terms and conditions contained in the offer and related tender attachments, terms and conditions are in advance in accordance with the terms of the Contract.
Any purchase agreement is defined according to these conditions as a company purchase. Seller does not enter into purchasing agreements with private individuals, and all provisions of the law on consumer purchaser rights do not apply.
3. OFFER AND ORDER
Seller's offer of goods and services is valid for 30 days from the date Buyer receives the price quote, unless otherwise agreed in writing. The offer will expire if Buyer has not unconditionally accepted the price quote by placing a written order within 30 days.
Buyer is bound to the Contract in which an order is communicated in writing to the Seller. The order has been put into production when Seller has received a signed order confirmation.
Seller is bound by an order only if he accepts it in writing (order confirmation) or delivers the ordered products to Buyer.
4. PRICES AND PAYMENT CONDITIONS
All prices are stated in Norwegian kroner (NOK), excluding VAT, postage, packaging, travel, per diem allowance, etc. If between booking date and time of delivery occurs changes in exchange rates, custom duties and taxes, other interventions by public authorities or prices of Seller's subcontractors , Seller reserves the right to increase the selling price accordingly. Final price to be paid for Buyer is calculated at the time of billing.
If otherwise not agreed in writing, the payment terms are 14 days net. In case of late payment, fees for late payment will accrue from the due amount in accordance with the Act on Interest on Late Payment, etc. of December 17, 1976 No. 100. Purchased goods and services may be retained from the Purchaser until full payment of outstanding invoices has been paid.
5. PAYMENT AND CREDIT CHECK
Orders below kr. 20,000,- NOK are invoiced by delivery. For orders over 20,000,- the buyer will be billed with:
30% of the total sales price when ordering the item / commencement of the first project hour.
50% of the total sales price when the item or service is half way in the delivery process.
The last 20% of the total sales price is invoiced upon completion of delivery of the item or service.
Seller reserves the right to credit check any Buyer, as well as claim 100% prepayment of customers with low creditworthiness.
6. ADDITIONAL COSTS
All prices are based on work done in normal working hours (09.00 - 17.00 Monday to Friday) and excluding national holidays. A supplement of 50% of ordinary hourly wages will be charged for work that must be performed outside of these hours in addition to the current hourly rate.
Hours for travel where this is a part of the item or service, billed per commencement hour according to current hourly rates. Additional costs such as mileage, ferry, toll, parking fees, hotels, flights etc., are invoiced by actual price and / or state rates.
7. SALE OF SERVICES
Software development, content production, installation services and other hourly services are further defined as the Service.
8. IMPLEMENTATION AND CONTROL
Unless otherwise agreed, the Service shall be performed in Seller's premises. If the Service is carried out at Buyer's premises, Buyer shall make available necessary equipment upon further notice.
The parties shall arrange to inform each other of the basic material necessary for the execution of the Service. The parties are responsible for reporting to the other party about circumstances that may affect the scope or quality of the products and services covered by the Contract without delay. The parties shall allocate sufficient resources so that the Service can be carried out within the time limits and the extent agreed upon in the offer.
Buyer may ask at any time Seller to provide a written account of the Service such as progress and execution of the Service. The seller will, however, keep out of sight data, systems and other information regarding other customers and the Seller, as well as business plans, documents and information that are legally classified on a legitimate basis. Such a statement shall be given without undue delay.
8.1. APPROVAL OF DELIVERY, ERROR, AND FAILURE
Seller must give written notice to Buyer when delivery is completed and ready for use (Delivery Date). It is the Customer's responsibility to prepare relevant test plans and to investigate and test that the delivery is in accordance with the requirements and specifications contained in the Contract and its associated offer documents.
The buyer shall send the Seller a written notice of the results of the investigations carried out and delivered in accordance with the Contract and if the delivery is approved. If Buyer does not send a written message and this is not done within seven (30) calendar days after Delivery Date, the performance will still be considered as approved and the delivery is completed as agreed. Buyer shall approve the Service if the applicable errors and omissions are insignificant to Buyer's use. Seller will do his utmost to correct errors or missing as soon as the capacity of the Seller allows this. The parties are obliged to inform each other immediately of errors and omissions that are revealed.
In order for a Notice from Buyer to deny approval of the Service to be considered valid, the message must contain the following:
A comprehensive and specified overview of the errors and omissions that the Buyer claims and therefore deny approval.
A description of what the Buyer will require to be carried out so that the Seller can make the necessary corrections.
For insignificant errors or deficiencies where the repair costs are not in a reasonable proportion to the benefit Buyer has of the remedy, the Seller may compensate for the error or the lack of a relative price reduction. Delivery is considered as approved and delivered when used by customer.
When developing customer-specific applications, it is the customer's full responsibility to integrate the application and do maintenance of it.
Seller is not responsible for any defects or defects resulting from the lack of documentation provided by the Buyer.
Unless otherwise agreed, Seller shall retain the proprietary right to code and programs developed by Seller.
8.2. MISCELLANEOUS CONVERSION MV.
Missing, or delayed, agreed delivery from Buyer or 3rd party to the Service may result in delayed delivery, as well as increased time spent by the Seller. Buyer accepts that Seller may claim compensation for documented additional expenses incurred as a consequence of non-agreed participation by Buyer or 3rd party. Compensation can not exceed the total cost frame of the purchase.
Seller does not offer fixed price for one-way or two-way integration with 3rd party systems, but only estimates of expected hourly usage.
When integration with 3rd party data and services, Seller shall provide buyer hour estimates, progress information as well as a new price if hour consumption exceeds 80% of expected hourly consumption. The buyer shall then decide if the integration work is to continue or terminate it. Seller has the right to invoice and get paid for the hourly allowance in accordance with. standard hourly rates. Buyer is not entitled to compensation for non-integration delivery.
8.4. STORAGE AND SUPPLY OF RAW MATERIALS
Seller will store raw material (film, images, sketches, wireframes etc.) and finished product for 6 months after the product has been delivered. Work related to the extradition and purchase of such material will incur costs for the Buyer.
9. CANCELLATION AND CHANGE OF ORDER
Cancellation and change of ongoing order of a custom project can only be done with Seller's consent and must be made in writing by e-mail to Seller or dedicated project manager.
Delayed delivery or price increase due to changes in exchange rates, customs and tax rates, other government intervention measures or prices from Seller's subcontractors do not entitle you to change or cancel orders.
Ordered goods can not be canceled unless Seller has a corresponding right to cancel with a subcontractor. In case of cancellation or change of orders, Buyer accepts to cover all additional costs that this entails. Orders of special products can not be canceled.
The Buyer may terminate the Contract with the written notice to the Seller with the effect that the execution of the Service ceases. In the event of such termination, Buyer shall pay to Seller the amount payable by the Supplier for the portion of the Service that has already been completed plus 25 percent, and otherwise all documented and reasonable additional costs incurred by the Supplier as a result of termination. Payment shall be made in accordance with the terms of the contract.
If the Buyer wishes changes and the Seller accepts these, Seller will send a change order or updated order confirmation to be signed and returned by e-mail. The change order is a supplement to the main offer and describes the specific changes, identifies the new delivery date and specifies costs for implementing the changes.
10. COMPLEMENTATION AND PAYMENT DUTY
Buyer's payment obligation for custom development and goods is maintained with unchanged due date, until any return / complaint case has been processed by Seller and /or Seller's subcontractors. Buyer can not postpone payment even if a case is during return / complaint processing. Should Buyer postpone its payment obligation under these terms, Buyer loses any right of claim and return.
In the event of errors and / or deficiencies in goods and services that are not due to Buyer or relationship on its part, Seller has an indisputable right to repair, remedy for subcontractor's cost, reassign or cancel the purchase. Errors and / or deficiencies must be reported to the Seller as soon as they are discovered. Seller will do his utmost to correct errors or missing as soon as the capacity of the Seller allows this.
Seller does not provide any independent warranty on the goods or services delivered, but supplies goods that have a warranty against fabrication errors from the individual subcontractor. The individual subcontractor is responsible for warranty on goods delivered to Buyer. The scope of the warranty varies from product to product and Seller's representative will be able to provide further information about these circumstances. Seller will assist in referring Buyer to the correct instance for any warranty requirements.
12. OPERATION AND RENTING OF APPLICATIONS
By purchasing Seller's existing software and purchasing / developing customer-specified applications (Rental Applications), Seller reserves the right to operate these on Seller's own datacenter (Google Cloud).
By accepting offers on rental applications, accept and commit the Buyer to the Standard Online Terms of Service, Software as a Service (hereinafter referred to as SA) available at www.experience.live In the event of contradiction between the terms of this Contract and the terms and conditions set out in SA, terms and conditions in SA are governed by the terms of this Contract.
13. LIMITATIONS OF SELLERS RESPONSIBILITY
Liability to Seller may not be made applicable to errors or omissions that may arise as a result of:
Interconnection of equipment or use of software equipment provided by other than Seller, or where Seller has not undertaken the connection or otherwise approved.
Any changes, modifications, maintenance, repairs or the like of equipment or program equipment by anyone other than Seller's employees or others as Seller has approved.
Installation and workmanship errors performed by Seller's consultants.
Incorrect or non-delivery of integrations to 3rd party suppliers.
Seller is not responsible for lost profits or other direct or indirect losses that may arise due to defects or defects in the products delivered or in case of delay. Seller is also not responsible for data loss or interruptions due to defects in the delivered products. Seller's liability is under any circumstances limited to the selling price of the goods delivered.
14. MARKETING AND MARKETING
Buyer agrees that Seller can not refer Buyer's use of the Services / Customer Relationship in Marketing, unless otherwise agreed.
Buyer accepts that Seller may not use Buyer's contact information for the sending of information materials, promotional and promotional campaigns, for both existing and potential customers.
Buyer does not wish to receive such information, Buyer have notified the Seller in writing of this.
15. FORCE MAJEURE
Seller is not responsible for damage or delays caused by legislative amendment, war, strikes, lockouts, boycotts, natural disasters or other similar circumstances beyond Seller's control (Force Majeure / Acts of God). The buyer may not require purchase completed or claim default if the above conditions occurs, or if the execution of the acquisition will seller incurs great inconvenience that it is substantially disproportionate to the Buyer's interest in the Seller conducts delivery.
In such cases, Seller is entitled to, without liability, to postpone the deadline for completion or terminate the contract in its entirety. Should the circumstances require purchase of additional services for delivery, Buyer must cover these costs. Seller will attempt to resolve such problems on a continuous basis, within reasonable limits.
16. RIGHTS, INTELLECTUAL PROPERTY / CREDIT
The seller is in compliance with the current Norwegian Copyright Act on copyrighted films, photographs, music, design, programming (source code) and 3D productions. The basic files are Seller's property. Buyer can make use of the delivered product. Seller has the right to approve product changes in relation to editing and / or other changes. Seller must be credited when the product is used in media such as TV, internet, newspapers, radio and / or magazines. Seller also has the right to log location on installations and / or equipment Seller has produced for customer also in Buyer's internal and external communications where the product is involved. Seller reserves the right to mark all delivered products with logo, QR code and / or (hyperlink) text in a visible place. Examples of this may be:
Movies and animations: Small brand in the bottom right corner of the entire video and a fullscreen logo at the end.
Other graphic material (presentations, etc.): The logo will be visible to some extent.
Web sites and applications: Hyperlink to www.expierience.live with, for example, the text Developed by Experience.live at the bottom of the website.
Physical installations (monitors, stands, totem, etc.): Logo, text and / or QR code visible in different areas of physical installation.
However, the right to label products shall not prevent Buyer from using the product in media channels which explicitly prohibits manufacturer marking.
17. IMMATERIAL RIGHTS
Experience live AS is the right owner of all formulas, designs, compositions, devices, processes, codes, tools or mechanisms created during a project, except in cases where the rights are transferred to the customer and this is specified in the contract.
The parties to this agreement shall not allow unauthorized persons to access information about the other party's technical facilities, technology, personnel, conditions, business analyzes and calculations that have been discovered by the parties from the conclusion of the contract until completion of the delivery. Neither information nor other information / documentation that may be regarded as business sensitive.
The parties' duties and rights under this Contract are determined in full by Norwegian law. In the event of a dispute between the Parties concerning the interpretation or the legal effects of the Contract, the dispute shall first be resolved by negotiation. If such negotiations do not occur within two months from the date of the dispute, each Party may request the dispute with final effect in court proceedings. Oslo Tingrett is adopted as a court of law.
Last edited: March 24th, 2021