Standard terms and conditions for technical consulting services
These Standard Terms and Conditions apply between the party placing the order (the Commissioning Party) and Nordic Wind Consultants ApS (NWC), to the extent they are not deviated from by express agreement between the Parties.
Quotation and agreement
NWC submits a quotation for a consulting service as per the acknowledgement of the order. The quotation is binding for NWC for fourteen (14) days from the quotation date.
The agreement is concluded when NWC has received a signed copy of the acknowledgement of the order from the Commissioning Party.
Obligations of NWC
NWC undertakes to provide consulting services within normal working hours, unless otherwise agreed.
Prior to a planned consulting service, NWC shall notify the Commissioning Party in advance.
Exceptions to the obligations of NWC
NWC is under no obligation to provide any consulting services other than those agreed. Other consulting services require a separate agreement.
The obligations of NWC cease in the event of impassable access roads, inclement weather, strong winds or other conditions for which NWC cannot be held responsible. They resume when conditions have returned to normal.
Obligations of the Commissioning Party
The Commissioning Party shall ensure that NWC’s consultant has access to the wind turbine, including access to enter and ascend it.
Prices and payment
All prices are exclusive of VAT. Terms of payment: fourteen (14) days net.
The cost of work performed by NWC’s technical consultant is stated on a separate price list, unless otherwise stipulated in the acknowledgement of the order.
If an order is not on an hourly basis, the price includes travel time and driving costs for work in Denmark. For work outside Denmark, travel time (from the Danish border) is paid for, as well as transport and accommodation.
The Commissioning Party covers NWC’s costs for transport (including ferry), travel time and wages from when the consultant boards the ferry on the way to the turbine until the consultant disembarks again.
NWC reserves the right to have all costs reimbursed if the consultant is prevented from performing the task ordered due to conditions beyond NWC’s control.
For large-scale tasks, NWC reserves the right to a payment on account of 25% of the contract sum before work starts, and a further 50% when half the work has been performed.
NWC reserves the right to invoice for waiting time if the consultant does not have access to the wind turbine on arrival. It is solely up to the consultant to decide whether access to the turbine or parts of it is safe.
If payment is not received on time, NWC may charge default interest at the rate of the National Bank of Denmark + 6% p.a.
Exemption from liability (industrial and professional liability)
NWC shall not be liable for injury sustained by the owner or a third party during or after the inspection of the wind turbine. NWC does not cover operating loss, time loss or other indirect loss resulting from temporary downtime or the performance of the consulting service ordered.
NWC may not be held liable towards the turbine owner for aspects that have not been inspected, examined or tested. If a report has been drawn up, NWC is solely liable for the aspects inspected in the report.
NWC shall under no circumstances be liable for operating loss, time loss, loss of profit or other financial loss which the owner or a third party may incur as a result of the consulting service. These limitations do not apply if the consultant is guilty of gross negligence.
If a third party claims compensation from either Party under this clause, that Party shall inform the other Party immediately.
If NWC incurs liability for an injurious action towards the owner or a third party, the injured party is obliged to limit the loss to the extent this can be done without unreasonable cost or inconvenience.
NWC assumes no liability for the consequences of failure to carry out the consulting service if caused by illness or other absence.
Disputes
The Parties shall seek an amicable settlement of any dispute arising from this agreement. If they cannot agree, either Party may bring the case before the Court of Aarhus, Denmark.