Energy Quantified AS Standard Delivery Terms
(Energy Quantified and the Customer hereinafter collectively referred to as the "Parties")
(A) Energy Quantified offers information services specifically designed for persons and/or entities involved or interested in the European energy market.
(B) The EQS is distributed through the Internet designated subscribers.
(C) The Customer wishes to subscribe to the EQS.
(D) This Agreement sets out the terms and conditions upon and subject to which the Customer shall subscribe to the EQS as specified.
The Parties intending to be legally bound hereby agree as follows:
"Energy Quantified Services" or "EQS" shall mean information services specifically designed for persons and/or entities involved or interested in the European energy market and consists of functionality and features featured on app.energyquantified.com.
1. LICENSE AND RESTRICTIONS ON USE
1.1 Energy Quantified hereby grants Customer a non-exclusive, non-transferable, non-assignable, limited right to use the EQS on the terms set forth herein.
1.2 Energy Quantified retains the right to develop the EQS further by way of including more features in the services, improving the existing features and/or substituting existing features with others as well as improving the technical quality of EQS. Changes in the content and quality of EQS shall not give the Customer any right to cancel or re-negotiate this Agreement unless the overall content of the EQS materially changes from the content as at the date hereof.
1.3 The Customer must use the EQS for general information purposes only and understands, accepts and agrees that the EQS shall in no way constitute a recommendation of any investment product, or to act, or not to act in any way whatsoever. The Customer is advised that the supply of EQS in no way constitutes an offer to buy or sell any securities, financial or other products or related financial services.
2. COPYRIGHT - RESTRICTIONS ON USE
2.1 EQS features within the EQS shall always remain the owners of and retain full, legal title and rights over the EQS and information provided via the EQS.
2.2 The Customer shall have the right to access the EQS in accordance with the provisions of this Agreement provided that:
(i) no more than the number of users (“Work Stations”) listed in the Agreement are allowed to access the EQS at any one time;
(ii) only employees of the Customer shall be entitled to have access to the EQS;
(iii) information included in EQS shall only be used for the Customer's own, internal purposes, and
(iv) no information provided in the EQS can be distributed by the Customer or its employees, whether on paper or electronically or by any other means whatsoever, to third parties, without the explicit prior written consent of Energy Quantified, unless such information is already lawfully publicly available.
3.1 Energy Quantified shall make the EQS available to the Customer by providing the Customer with password(s) or another user identification. Each password may provide the Customer with the right to use the MS on a certain number of Work Stations at any one time.
4. FEATURES AND PRICES
4.1 The EQS features provided only relate to access to, and use of the information on the EQS, and do not include VAT, other sales taxes, or charges for other services, such as on-site technical assistance and general IT-consultancy, which may be agreed in writing between the Parties for an additional fee from time to time.
5. TERMS OF PAYMENT
5.1 Energy Quantified shall invoice and the Customer shall pay the Subscription Fees annually in advance. Energy Quantified will invoice the Customer for an amount equivalent to 12 (twelve) months' subscription for the license granted to use the EQS, according to Subscription Fees as specified.
5.2 All payments shall be paid to Energy Quantified AS bank account at: Den Danske Bank Søndre Gate 15, N-7466 Trondheim, Norway, SWIFT DABANO22 IBAN NO6881015151730.
5.3 Energy Quantified has the right to withdraw the Customer’s access to the EQS on 10 days written notice, if payment is not received according to this Agreement. Energy Quantified shall reopen the access to the EQS as soon as practicable following confirmation that payment has been received by Energy Quantified’s Bank.
5.4 Such withdrawal of access to the EQS shall not give the Customer any right to terminate the Agreement or any right to any deduction in the payment for the EQS.
5.5 Payment of Subscription Fee is an acceptance of the Subscription Agreement.
6. PRICE ADJUSTMENT
6.1 If the subscription price for the license granted herein for the EQS for any renewal subscription period, increases more than 1% above the yearly change in the Norwegian Consumer Price Index (published at www.ssb.no) in relation to the last subscription period, the Customer shall have the right to terminate this Agreement at Renewal Date, following receipt of the corresponding invoice from Energy Quantified confirming such price change, by giving notice of termination at the latest of Renewal Date and 14 days after receiving invoice.
7. SUBSCRIPTION PERIOD
7.1 The initial subscription period shall commence on the agreed date (the “Commencement Date”) and shall continue for a period of 12 (twelve) months from the Commencement Date (the “Initial Period”) and to each subsequent last day of the Initial Period or an Additional Subscription Period, hereinafter referred to as "Renewal Dates").
7.2 This Agreement shall be automatically renewed for a further 12 (twelve) month period (“Additional Subscription Period”) if the Customer does not provide at least 90 (ninety) days written termination notice prior to the Renewal Dates (Initial Period and Additional Subscription Period collectively “Subscription Period”). Such written termination notice shall be deemed invalid if employees of the Customer continue any unauthorized use of the EQS Services in any way or by any password after Renewal Dates.
8. DUTIES AND LIMITATIONS OF LIABILITY
8.1 Energy Quantified do not warrant or provide any guarantee that the information is timely, accurate, correct or complete.
8.2 Energy Quantified shall not be held responsible or liable for any economical or other consequential loss, including loss of profits, incurred by the Customer as a result of entering into this Agreement.
8.3 Energy Quantified’s aggregate liability arising out of or relating to the services provided under this Agreement shall, under no circumstances, exceed the Subscription Fees received by Energy Quantified from the Customer during the previous 12 (twelve) month period prior to any proven loss.
8.4 To the fullest extent permitted by applicable law any Optional Providers hereby exclude all liability to the Customer for any damages, including without limitation direct damages, punitive damages, exemplary damages, damages arising from loss of data or loss of profits, cost of cover or other special, incidental, consequential or indirect damages of any kind arising out of the Customers use or inability to use the EQS.