General Terms and Conditions

General Terms and Conditions Nordic Web Team Sweden AB (below called NWT)
The terms are also valid as NWT Commercial License (NWTCL 1.0) for any software or extension produced (13).

GENERAL
These general terms regulate the contractual relationship between NWT and the purchaser, below called the Client, receiving this document is an acceptance of the terms unless spoken otherwise. Only businesses are allowed to use NWT services and add-on services. By ordering, the Client is bound to this agreement. The Client is given the right to use NWT services if nothing else is agreed upon; webshop, website, programming or similar. The Client is not given any other rights through this agreement and the general terms, in any case.

AGREEMENT TRANSFER
Support and hosting agreement or similar cannot be transferred to no other party, unless authorized by NWT.

NWT RESPONSIBILITIES
NWT is not liable for direct or indirect damages and economic losses due to errors, delays, imperfections, interruptions, lack of delivery in the form of data, lack of availability or similar circumstances or events. Indirect damage includes such data loss, obstacles to fulfill obligations to third parties, or loss of bargain. Since the service is subject to that the Internet works normally, Client agrees that interruptions, delays, glitches and other obstacles on the Internet, does not constitute misconduct.

If the service is down for at least one (1) day because of NWT's negligence, the NWT's liability is limited to the Client's cost of service for the actual period of service that have not been available on a per day or part thereof the actual period of service had not been available on a per day or part of the service ceased until service resumed.

NWT is not liable for any damages due to infringing of Client. If the Client account ceased to exist by termination or non-payment, NWT owns the right to withdraw the product / service delivered.

Ordered customer development may be re-used within NWT operations unless otherwise agreed.

CLIENT'S LIABILITY
The Client is in relation to NWT solely responsible for all information published in the Client's service / product. The Client is therefore responsible for both foreign and in Sweden copyright laws, data types and other Swedish laws and regulations, and that any necessary permits are in place to collect, store, process and disseminate information. The Client is also responsible for the generally accepted ethical standards and NWT or government agency guidelines for use of the service followed.
The Client is responsible for any and all possible claims that can be brought against him by third parties because of the content that the Client uses, downloading from the Internet or otherwise come into contact with the cultivation of the service. NWT has the right to terminate the contract during the contract period with immediate effect if the Client violates any part thereof. Denunciation shall be affected in writing by letter or email.

The Client is responsible for all actions carried out via their service / product in the form of correspondence by e-mail or similar. Mailings of or participant to spam necessarily leads to suspension.

The Client may not resell NWTs product and/or services which would mean that NWT lose sales.

Where the term "unlimited" and "free" out of NWT, it means that the services offered within reasonable limits of software and hardware and support departmental capacity. NWT reserves the right to determine in each case to determine the limits of what is reasonable. If the Company uses software and hardware resources or help desk resources beyond NWT considered reasonable, owns NWT right to take measures to ensure the availability of services. If the Client uses card payments in its product / service, it is the Client's responsibility to ensure that the amount reaches the Client and that the amount is correct.

The Client is entitled to delegate to another operating, layout, updating and such. If this is done the NWT does not guarantee the functionality of the product / service. This does not limit the Client's liability under this Agreement.

POLICIES
If NWT or the Client or its customers, due to services provided and use of services under contractual agreement, figures associated with disreputable use of the Internet, NWT reserves the right to freedom of investigation by the following rules.

The Client acknowledges the right of NWT to verify the information on the Client's storage space. If a Client violates this Agreement or NWT policies below, NWT reserves the right to block the information that is deemed inappropriate. Where the breach is serious, Client may be suspended in whole or in part from continued use of the service.

NWT has a policy that does not allow content or references to content, direct links, etc., including:
Promotes a xenophobia, racist, hate crimes, etc., of someone because of race, color, ethnic origin, religious belief or sexual orientation.

Describes and illustrates the brutal and inhuman and inhumane acts against animals and humans.
Violates human and animal dignity.
Glorification of war and acts of war.
Describes or demonstrates assault, humiliation, harassment, sexual acts or sexual exploitation of people or documents between people and animals.
Immoral or harmful can affect children, young people and mentally disabled persons.
Promotes trafficking, kidnapping and serious fear for their own or another person or property.

FORCE MAJEURE
A party shall not be liable for any failure of or delay in the performance of this Agreement for the period that such failure or delay is due to causes beyond its reasonable control, including but not limited to, acts of God, war, strikes or labor disputes, embargoes, government orders or any other force majeure event.

CHANGE IN AGREEMENT
NWT has the right to change these terms during the contract period. Changes must be sent to the Client.

RESPONSIBILITY OF THIRD PARTY
NWT is not responsible for software that is not developed by NWT unless it has been approved and quality assured by NWT has been made. For example:
Extensions from Magento Marketplace. This includes premium templates or other purchased design templates.

NWT is not responsible for external partners, solutions, and third-party solutions that are included in the solutions NWT produces. NWT can be liaising with partners and third party suppliers. Client understands that this is not part of the generally agreed job or specification.

Any updates, re-installs, development or similar that is needed, is charged by hour.

HOURLY FEE
Purchaser is aware that work beyond specification or similar are not included in the same budget. NWT is entitled to for the extra work to charge NWT applicable rate per hour with a minimum charge of 1 h.

DISPUTE
Disputes arising from the application or interpretation of this Agreement shall be settled in a Swedish court under Swedish law. This shall take place in Stockholm.

CONTRACT ONGOING
The agreement is valid according to the specified time period. Unless specified, twelve (12) months contractual period with two (2) months notice.
Contract needs to be terminated two (2) months in advance in order to not be extended with another period of twelve (12) months.

SUPPORT AND MANAGEMENT
Operating Agreement requires that NWT has been able to restrict FTP, SQL and Magento.

Any third-party solutions must also be approved by NWT.

NWT MODULES / EXTENSIONS
NWT develops their own software / extensions that are installed and configured for each client's online store, website or purchased through Magento Marketplace, NWTs websites or similar. The client should be aware that NWT assumes any platform such as Magento and similar, is configured properly, not altered core and do not contain any software that conflicts with NWT functionality of the software.

By NWT proprietary modules the client is forbidden to sell the material, show the material to third parties, or otherwise act in a way that NWT may lose sales or directly can damage actions as a result. The Client is permitted to change for its own retail code for further application in the store. Second or third parties that may be construed as direct or indirect competitor of the NWT does not have permission to the NWTS Code usurp information that may cause NWT to lose sales. Information that this party may come in contact with may not be used for reproduction, copying, or support to develop own software. Therefore, third parties and clients are not allowed to create modules with same functionality on their own.

Using NWT module will automatically make NWT integrations partner with for the module relevant partner.

Updates of modules are naturally updated. Requests about additional functionality or bugs on NWT modules is handled in version management. Client does not own the right to have work done explicitly in their shop when purchasing an NWT module. Updated versions of modules are handed over when requested. NWT is not obligated to update client's current module. If update is requested NWT will charge their standard hourly fee.

Modules are provided as they are and is limited to the versions of Magento or similar NWT has notified of.

Competitor that accepts this agreement declines the option/possibility the right to compete with any of NWT modules.

As long as the Software is used or installed, NWT shall be entitled to monitor the Customer's use of the extension by collecting necessary data incl. License keys, URL, IP address, company name, e-mail and similar data

Violation of this agreement is punishable by a penalty payment of at least four basic units (Swedish: basbelopp). Higher amounts may be required depending on the extent of damage.

TERMS OF PAYMENT
30 days payment terms from agreement is made.

Non-payment will immediately lead to that a Client / Competitor will not have the right to use NWTs software.

For Competitors, this may be retroactively applied to their previous integrations. Client / Competitor who uses NWTs software without having made a payment may be required to pay a fine of four basic units (Swedish: basbelopp).

REGULATIONS REGARDING RECRUITING OF NWT EMPLOYEES
The Client agrees to that they withstand the right to recruit or employ any of NWTs employees. In case of client wanting to recruit and employ any of NWTs employees, it is up to NWT to agree on this. In such an event would occur, the client has agreed to pay no less than a total amount of 6 times employees salary or at minimum SEK 250'000.

IN CASE OF DEPARTURE FROM NWT
NWT will assist the Client to move by providing a copy of the Magento installation with its database and media. Said work will be billed per hour.
NWT is not responsible for other Magento Partner's level of knowledge and does not participate in training another Magento Partner.
Client is responsible that the NWT produced modules/extensions are not sold to other clients of the new Magento Partner.

NON DISCLOSURE AGREEMENT
The client agrees to not disclose any confidential information to any third party without approval.
Examples of confidential information; contracts, software, project process, cooperation in general, offers or similar. Violation of this agreement is punishable by a penalty payment of at least five basic units (Swedish: basbelopp). Higher amounts may be required depending on the extent of damage.