In these terms and conditions, “the Consultant” means Bysom AS.
The Client holds full ownership of any results of work performed under this agreement. The Consultant may freely make use of the experience, methods and techniques acquired and, where applicable, developed in the course of the engagement, unless otherwise explicitly agreed between the parties. The Consultant may not, however, disclose specific work results to any third party without the Client’s written consent.
Unless otherwise specifically agreed, the Consultant’s deliverables – including any reports – are intended solely for the Client’s internal use, and only for the purpose set out in the engagement letter or the agreement for the individual assignment. The Consultant disclaims all liability for any third party’s use of deliverables and reports. Any liability and costs arising from any third-party claim, including claims resulting from unauthorised external use of the report or other deliverables, shall rest fully with the Client.
The Consultant shall exercise due care in the handling of information of a confidential and/or proprietary nature of which the Consultant becomes aware in connection with the engagement. This agreement is a confidential document between the parties.
The Client shall exercise due care in the handling of information produced in the course of the engagement, including descriptions of methods, analyses, summaries and reports of a confidential nature that the Client receives or becomes aware of in connection with the engagement. Passing on such work to persons and/or organisations who are not employees of, or owners in, the Client may give rise to liability in damages should the information result in loss of income or loss of reputation for the Consultant.
Any changes to the agreed consulting services shall be agreed in writing.
A party may only be held liable in damages for financial loss that is a direct, actual and foreseeable consequence of that party having acted, with intent or gross negligence, contrary to clear conditions of the concluded contract. The Consultant’s liability is limited to the fees accrued under the engagement at any given time. The Consultant cannot be held liable for deliverables of independent third parties carried out in parallel with the Consultant’s deliverables.
The Client acknowledges that the information the Client provides or passes on to the Consultant may be decisive for the quality of the Consultant’s deliverables. As part of its work, the Consultant will make a reasonableness assessment of the information received but will – unless otherwise specifically agreed – not undertake any form of verification of the information. In any event, the Consultant accepts no liability for any deficiencies and/or errors in the deliverables resulting from the information received being incomplete, incorrect or not up to date.
Unless otherwise specifically agreed, the parties agree that all written information, including confidential information, may be transmitted by e-mail or otherwise exchanged electronically. The Client is aware of and accepts the risk associated with such electronic exchange of information. Notwithstanding this, each party is responsible for ensuring on its own side that ordinary precautions for electronic information exchange are observed, including having installed, and keeping updated, adequate antivirus software and similar protections.
The Consultant is permitted, for sales and marketing purposes, to refer in general terms to the engagements carried out under this agreement, to the extent this does not conflict with the provisions of this agreement on confidentiality.
Strikes, lockouts, war, fire, accidents or other circumstances regarded as force majeure, as well as events beyond the parties’ control that prevent, delay or impede the performance of the engagement, entitle the parties to a reasonable extension of deadlines or to discontinue the engagement entirely without incurring liability towards the other party.
Disputes between the parties concerning the interpretation of this agreement shall first be sought resolved through negotiations. If such negotiations do not succeed within two weeks of the dispute arising, either party may demand that the dispute be finally settled by arbitration in Norway in accordance with Norwegian procedural rules.