Terms and Conditions

On this page you find Ambition’s general Terms and Conditions.
If you have any questions regarding the following, please contact us.

  1. Effect of our Terms and Conditions

Unless otherwise agreed in writing, Ambition’s (AMB) general terms of cooperation always apply to any collaboration and service delivered.

  1. Delivery and payment

Delivery deadlines / schedules for each task must be agreed between the parties and confirmed in writing.

If the delivery of the individual task is dependent on the Customer’s own delivery of input, data or other material, and a deadline has been set for the delivery, the Customer’s delay in delivery thereof will automatically result in a postponement of the deadline or date agreed for AMB’s delivery.

AMB’s work is charged according to the hourly / list prices in force at any given time, unless a separate offer or budget has been prepared.

If the task is not changed or expanded along the way, offers and budgets may max. exceeded by 10%, unless otherwise agreed. When changing the task, revised budgets are prepared.

The payment terms are 14 days net.

  1. Rights

The Customer has the ownership and all intellectual property rights to text, graphics, images, videos, newsletters and the like, which have been developed in the collaboration and for which the Customer has paid. Third party purchases (stock, models, music etc.) may be subject to other terms and conditions.

All rights to software and back-end code developed and adapted by AMB in connection with the performance of the task belong to AMB and remain the property of AMB, unless otherwise agreed in writing. Furthermore, AMB retains ownership and all intellectual property rights in products developed by AMB even if these products are used to provide the services that the Customer purchases.

Any unauthorized use, distribution, illegal access or copying of the above material or parts thereof is prohibited and will be prosecuted.

  1. Violation

In the event of a Party’s material breach of the Agreement, the Agreement may be terminated by the infringing Party after giving prior written notice to the other Party without undue delay.

  1. Limitation of liability

If the customer wants to claim that there is an error, defect or delay, the customer must immediately complain in writing and no later than 2 working days after the error, defect or delay is or should have been discovered. Errors related to the performance of the task caused by AMB are corrected by AMB without charge.

AMB is solely obliged to compensate the customer for losses resulting from a material defect in a service or other material default on the part of AMB. AMB’s liability only covers the customer’s direct losses, whereas indirect losses and consequential damages, including operating losses, increased operating expenses, lost profits or expenses in connection with loss of data, are not compensated.

With regard to Data Services in particular, AMB assumes no responsibility for any damages or losses due to errors in the data, regardless of whether there are errors in the source or errors have occurred during the Customer’s processing of the delivered data.

Especially with regard to creative development and production, AMB cannot be held liable for errors that the Customer has not himself pointed out in a possible proofreading process.

AMB only compensates the customer proportionately for errors and defects that have arisen as a direct result of AMB’s action. AMB is not responsible for delays in agreed deliveries if this is caused by a subcontractor. AMB is not liable for losses due to errors or omissions, unless such errors or omissions can be directly attributed to AMB.

Furthermore, AMB is not liable for damages incurred by the customer or third parties as a result of the Customer’s direct or indirect use of the service. And AMB’s total liability can never exceed the price of the service that gave rise to the loss.

  1. Transfer of rights

AMB is entitled to transfer AMB’s rights and obligations under the Agreement to affiliated/group companies without the Customer’s consent. If AMB is sold in full, AMB is entitled to transfer AMB’s rights and obligations under the Agreement to the continuing company without the Customer’s consent.

AMB is also entitled to have all or part of AMB’s obligations fulfilled through the use of subcontractors.

The Customer may not, without the prior consent of AMB, transfer the Customer’s rights and obligations under the Agreement to third parties.

  1. Confidentiality

AMB and the Customer have a complete duty of confidentiality with respect to information provided by the other Party. AMB is entitled to electronically process all data provided by the Customer and which is necessary for the delivery of AMB’s services in accordance with the Agreement.

AMB and the Customer undertake not to publish or promulgate the Agreement, including the content of the Agreement, without the other party’s prior written consent. Notwithstanding the foregoing, however, AMB is permitted to include the Customer on its reference list and to disclose the Customer’s name in connection with interviews and public announcements.

  1. Duration of the collaboration

The cooperation is valid until it is terminated by one of the parties with 6 months’ written notice to the end of a calendar month.

In the event of significant changes in prices or changes in the law that result in AMB not being able to legally provide the services covered by the Agreement or significant parts thereof, AMB is entitled to terminate the Agreement at short notice. Prior to this, the Parties shall enter into discussions with a view to concluding a renewed agreement, based on the changed assumptions.

  1. Force Majeure

Neither Party is liable to pay compensation if the breach of the Agreement is due to circumstances beyond the parties’ control, including but not limited to war, strike, blockade, natural disasters, fire, power outage, system failure, breakdown and similar conditions.

Force majeure may only be invoked if the Party in question has given written notice to the other Party within 5 working days after the force majeure situation has occurred.

The Party not affected by force majeure is entitled to terminate the Agreement without notice if an agreed date for the performance of services, including payments, is exceeded by more than 60 days.

  1. Settlement of disputes

The co-operation is subject to Danish law, however, the choice of law rules of Danish law and the International Sales Law (CISG) do not apply.

All disputes concerning the co-operation must initially be resolved by amicable negotiation between the Parties. A representative of the top management of each of the Parties shall meet in person or by telephone within 5 working days from the date of the written notice of a Party to the other Party of the dispute. The purpose of the meeting must be to reach agreement on the nature of the dispute and to reach an amicable solution to it. If the dispute is not resolved within 30 days after a Party has requested a hearing, each of the Parties is entitled to institute legal proceedings in this regard.

Any litigation in connection with the co-operation that cannot be resolved in accordance with the above procedure must be decided by the Copenhagen City Court, as the Parties are also entitled to use interim remedies in the locally relevant courts.

July 2017