General terms and conditions for Aliro Docs ApS

The following section describes the general terms and conditions for cooperation and trade with Aliro Docs ApS.

1. Basis of agreement
1.1 Basis of agreement. These General Terms and Conditions apply to all oral and written agreements and contracts entered into between Aliro Docs ApS CVR number: 43 34 42 77 (hereinafter referred to as the Company) and the customer regarding document accessibility services.
1.2 Amendments and supplements. Amendments and supplements to the Contractual Basis are only valid if the parties have agreed to them in writing.
1.3 E-mail. E-mail is considered a written medium, which applies in all places in the Terms and Conditions where written is mentioned.

2. Services
2.1 Company's obligations. The company provides the services specified in the parties' agreement with associated appendices. This may be price estimates, offers or contract documents - depending on the scope of the project.
2.2 Customer's obligations. The Customer shall make all necessary and relevant material available for the Company's performance of the assignment and provide the Company with all information necessary for the assignment.
2.2.1 Standards. It is the Company's responsibility that the services comply with the document accessibility standards in force from time to time issued by the relevant authority, unless the parties have agreed otherwise in writing.

3. Price and payment
3.1 Price. The Company will provide a written quotation for all orders. All prices are exclusive of VAT.
3.2 Urgency surcharge. Tasks that must be performed with less than 24 hours' notice, or tasks where the customer wants the Company to reprioritize other customer tasks, are subject to an urgency fee of +25%. The urgency fee will be stated in any estimate/quote and any contract.
3.3 Payment. The Customer shall pay all invoices for services within 30 days of receipt of invoice, unless otherwise agreed in writing by the parties.

4. Late payment
4.1 Interest. Late payment triggers interest on outstanding claims at the default interest rate applicable from time to time.
4.2 Termination. If the customer fails to pay a due invoice for services within 14 days of receiving a written demand for payment from the Company, the Company shall be entitled, in addition to interest in accordance with clause 5.1, to: (i) cancel the sale of the services to which the delay relates, (ii) cancel the sale of services not yet delivered to the customer or demand prepayment thereof, and/or (iii) exercise other remedies for breach of contract.

5. Offers, orders and order confirmations
5.1 Offers. The Company's offer is valid for 10 days from the date of the offer, unless otherwise stated in the offer. Acceptance of offers received by the Company after the expiry of the acceptance period shall not be binding on the Company unless the Company notifies the customer otherwise.
5.2 Orders. The customer must send orders for services to the Company in writing.
5.3 Order confirmations. The Company shall endeavor to send confirmation or rejection of an order for services to the customer in writing within 2 working days of receipt of the order. Confirmations and refusals of orders must be in writing to bind the Company.
5.4 Change of orders. The Customer may not change an order placed for Services without the Company's written consent.
5.5 Conflicting terms. If the Company's confirmation of an order for services does not match the customer's order or the Contractual Basis and the customer does not wish to accept the conflicting terms, the customer must notify the Company in writing within 3 working days of receipt of the order confirmation. Otherwise, the customer shall be bound by the order confirmation.

6. Delivery
6.1 Delivery time. The Company shall deliver services no later than the time stated in the Company's order confirmation. The Company is entitled to deliver before the agreed delivery time, unless the parties have agreed otherwise.
6.2 Examination. The customer must inspect all services upon delivery. If the customer discovers an error or defect that the customer wishes to invoke, it must immediately notify the Company in writing. If an error or defect that the customer has discovered or should have discovered is not immediately notified in writing to the Company, it cannot be claimed later.

7. Delayed delivery
7.1 Notification. If the Company expects a delay in the delivery of services, the Company will inform the customer of this and at the same time state the reason for the delay and a new expected delivery time.
7.2 Termination. If the Company fails to deliver services within 2 days after the agreed delivery time for reasons for which the customer is not responsible, the customer may cancel the order(s) affected by the delay without notice by written notice to the Company. The customer shall have no other rights in respect of late delivery.

8. Liability
8.1 Liability and limitation of liability. Each party is liable for its own acts and omissions under applicable law, subject to the limitations set out in the Contractual Basis with the limitations set out below, which shall apply regardless of whether the basis for liability is negligence or rests on another basis.
8.1.1 The liability for damages is limited to an amount that cannot exceed the amount of the agreement that has given rise to the claim.
8.1.2 The Company shall under no circumstances be liable for indirect or consequential loss, including loss of profit, loss of goodwill, loss of production, loss due to the fact that products and services provided by the Company cannot be used as intended, loss as a result of agreements with third parties being canceled or breached or loss due to data or information disappearing, being corrupted or the like, unless it is proven that there is intent or gross negligence on the part of the Company.
8.1.3 The Company cannot be held liable for the content of the delivered product. Once the customer has approved the product for publication, the Company shall not be liable for errors, defects and any unforeseen consequences of the use of the product/delivery. The responsibility for the further use of the product rests solely with the customer.
8.1.4 If a liability can be attributed to defective services from third parties, the customer cannot obtain compensation from the Company.
8.1.5 The Company cannot be held responsible for the storage of source files, links and other products after the product has been delivered, unless otherwise specifically agreed.
8.2 Force majeure. Notwithstanding any contrary terms in the Contractual Basis, the Company shall not be liable to the customer for failure to fulfill obligations that can be attributed to force majeure. The exemption from liability shall continue for as long as the force majeure exists. Force majeure shall be deemed to be circumstances that are beyond the Company's control and that the Company should not have foreseen at the conclusion of the agreement. Examples of force majeure are unusual natural conditions, war, terror, fire, flood, vandalism, strike, lockout, power failure, illness, failure of services and deliveries from third parties (including telecom and network suppliers).

9. Intellectual property rights
9.1 Ownership. The full ownership of all intellectual property rights arising in connection with the performance of services by the Company, including patents, designs, trademarks and copyrights, belongs to the Company.
9.2 License. The customer has an indefinite, royalty-free, transferable license to use all intellectual property rights arising in connection with the Company's performance of services for purposes that fall within the customer's usual business area or as separately agreed between the parties.
9.3 Infringement. The Company shall not be liable for infringement of third party intellectual property rights by the services provided, unless the infringement is intentional. To the extent that the Company may be met with a claim of infringement of third party intellectual property rights by the services provided, the customer shall indemnify the Company, unless the infringement is intentional.

10. Confidentiality
10.1 The company. During and after completion of the project, the company and its employees are obliged to treat information received about the customer and the customer's business relationship as confidential. If the customer so wishes, a separate confidentiality agreement must be signed.
10.2 The customer. The customer must also not disclose or use or enable others to use the Company's trade secrets or other information of any kind that is not publicly available.
10.3 Duration. The parties' obligations apply during the parties' cooperation and without time limit after the termination of the cooperation regardless of the reason for the termination.

11. Protection of personal data
11.1 The Company complies with the applicable rules on the protection of personal data, cf. separate document on the Company's privacy policy.

12. Applicable law, mediation clause and jurisdiction
12.1 Applicable law. The parties' cooperation is in all respects subject to Danish law.
12.2 Mediation clause. The parties undertake to resolve disputes by negotiating a solution with the help of an independent mediator appointed through the Danish Mediation Institute (www.mediationsinstituttet.dk)
12.3 Venue. If an amicable solution cannot be found within a reasonable time; however, max 6 weeks, the parties may file the case before the Danish courts. Contact the Danish Data Protection Agency at the address: Borgergade 28,5., 1300 Copenhagen, telephone +45 33 19 32 00, e-mail: dt@datatilsynet.dk.

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