1. The basis of the agreement
1.1 These general conditions apply to any assignment ordered from wisepeople.it ApS, unless there is a written agreement between the parties expressly deviating from specific points. In case of doubt about the parties’ agreement, these terms and conditions shall apply.
2. Ongoing hours or offer
2.1 After agreement with the customer, an offer for the specific task will be sent. As a rule, assignments are invoiced on the basis of the number of hours worked.
3. Schedule
3.1 The schedule is drawn up in collaboration with the client and is based on an informed estimate.
3.2 If it turns out that a schedule or deadline will be significantly delayed or exceeded, wisepeople.it ApS will inform the customer, so that the customer can decide whether the task should be changed or the work stopped, cf. point 5.
4. Remuneration
4.1 wisepeople.it ApS prices each task according to the task type. Hourly rates are set in our price list for the service in question.
4.2 When ordering software and hardware, we reserve the right to charge a prepayment
4.3 In the case of ongoing consultancy assignments, invoices for the month are invoiced at the end of each month.
4.4 For larger fixed-price assignments amounting to DKK 50,000 or more, the client shall pay 1/3 of the total price of the assignment prior to the commencement of the assignment. This start-up fee is invoiced at the start of the task and the payment deadline is net cash. If the client chooses to stop the work at a later stage during the execution of the task, as referred to in point 5, the start-up fee will not be credited.
4.5 Payment must be received by wisepeople.it ApS within 14 days of the invoice date. In case of late payment, the customer will be charged default interest from the due date. Default interest amounts to 1.5% per month per month begun.
5. Costumer’s right of cancellation
5.1 The Customer may at any time request in writing that the work is to be stopped.
5.2 If the Customer requests the work to be stopped, the work already carried out shall be paid for in accordance with paragraph 4.
5.3 If the work is stopped, wisepeople.it ApS is without any liability for any defects or errors in work already done.
5.4 The customer can change the assignment or the basis for it at any time in writing, however, any additional cost for the changes shall be paid by the customer. Payment is due upon completion of the assignment unless otherwise agreed. Furthermore, the customer must agree that the agreed schedule cannot be adhered to. Points 5.2 and 5.3 shall also apply.
6. Termination of license subscriptions
6.1 All types of license subscriptions can be terminated in writing with a minimum of 30 days notice before the end of the period. The expire date of the applicable period appears on the latest subscription invoice.
7. Complaints
7.1 When the customer receives the service or part of the service, the customer must, if he wishes to complain, immediately, but no later than 8 days after the work is performed, notify wisepeople.it ApS in writing of the complaint and which parts of the service the customer cannot accept.
7.2 If the customer does not complain in time according to point 6.1, the customer is barred from making objections to the services provided.
8. Certain conditions during the course of the work
8.1 The customer shall be informed of the progress of the work upon request.
8.2 During the performance of the work, the customer shall answer questions relevant to the completion of the work.
8.3 wisepeople.it ApS is entitled to involve outside expertise and use outside equipment in the completion of the task. In case of such outsourcing, wisepeople.it ApS shall impose the same confidentiality obligation on the subcontractor as applies to wisepeople.it ApS under these general terms and conditions, cf. clause 8.
8.4 If an assignment includes an assessment of a service provided by a third party, wisepeople.it ApS is entitled, notwithstanding the duty of confidentiality, to obtain information from the third party and to confer with the third party regarding information relating to the third party.
9. Use, publication and secrecy
9.1 wisepeople.it ApS is entitled to undertake similar tasks for other customers during and after the completion of the task.
9.2 wisepeople.it ApS may not publish or otherwise enable others to use information relating to the client’s particular circumstances, which has been communicated to wisepeople.it ApS by the Client in connection with the assignment with an express indication of confidentiality obligation for wisepeople.it ApS; such confidentiality obligation does not, however, include circumstances which are common knowledge or which are already known to wisepeople.it ApS.
9.3 The name of wisepeople.it ApS may not be used without the consent of wisepeople.it ApS, and if the name is used in the customer’s material, this must be done in a fair and ethical manner.
9.4 wisepeople.it ApS holds the copyright to the developed modules and solutions, and these may not be copied for commercial purposes without wisepeople.it ApS’ consent.
10. Disclaimer
10.1 wisepeople.it ApS is liable for damages under Danish law, but not liable for indirect or consequential damages including loss of business, loss of data, lost profits, goodwill, image, etc.
10.2 wisepeople.it ApS’ work, reports, opinions and guidance are made and given on the basis of the knowledge and technology available to wisepeople.it ApS at the time of the work’s execution. wisepeople.it ApS is without any liability if a later technical development should show that wisepeople.it ApS’ knowledge and technology were not available at the time of the task’s solution.
10.3 If wisepeople.it ApS’ work is not completed with the delivery of a service or product, due to circumstances at the customer or lack of information from the customer, wisepeople.it ApS is without any liability for any shortcomings that may arise as a result.
10.4 wisepeople.it ApS is, notwithstanding that it is documented that there are errors or negligence on the part of wisepeople.it ApS, without any liability for statements about which it is stated that they are based on a discretionary assessment.
10.5 The liability of wisepeople.it ApS is always limited to the amount of the remuneration that wisepeople.it ApS has received from the client in accordance with the offer.
10.6 The liability of wisepeople.it ApS ends 1 month after the delivery of the task. wisepeople.it ApS’ liability is furthermore conditional on the customer making a written complaint as soon as the customer is or should be aware of defects or deficiencies in the work of wisepeople.it ApS, cf. point 6.
10.7 wisepeople.it ApS is not liable for errors committed by subcontractors. This applies even if wisepeople.it ApS has referred the customer to the subcontractor(s) in question.
11. Transfer of rights
11.1 Rights and obligations under the agreement concluded between the customer and wisepeople.it ApS are transferred to any new owners, whether this occurs as part of a succession, transfer of business or transition from a personally run business to corporate form.
11.2 The new owner is entitled and obliged according to the concluded agreement and has no right to have this renegotiated.
12. Disputes, law and jurisdiction
12.1 The parties shall seek to resolve all disputes by direct negotiation between them. If the parties are unable to resolve a dispute by direct negotiation between themselves within 6 weeks of the dispute arising, the dispute shall be sought to be resolved by mediation. The mediation shall be conducted in accordance with the Standard Mediation Agreement of Mediatoradvokater in force from time to time, the Association’s Code of Ethics and the Rules of Professional Conduct. If the dispute is not resolved by mediation within 8 weeks of the request for mediation, either party shall be entitled to have the dispute finally and bindingly settled by the courts.
12.2 If a dispute cannot be resolved by mediation, as referred to in section 11.1, proceedings shall be brought before the court of jurisdiction of wisepeople.it ApS. wisepeople.it ApS’ services and products as well as these terms and conditions are governed by Danish law.