360 Service Terms

1. Application, order and priority

These Terms apply when ConfigUX ApS ("ConfigUX", "we") and a business customer ("Customer") accept a written 360 Service quote, statement of work or order (each a "Project Order") that identifies these Terms by version and date. A short quote accepted by an authorised email contact or in a recorded online flow can be a Project Order; a long statement of work is not required. The person accepting for the Customer confirms authority to bind that business. Each Project Order is a separate project; neither a marketing example, discussion, demonstration nor an unaccepted proposal adds to its scope. "Business day" means a weekday other than a public holiday in Denmark.

The Project Order identifies, at minimum, the Customer, the ordered work and deliverables (including an output format where a file is ordered), the fixed fee or agreed rates and authorised spend limit, payment timing and these Terms. It should identify the product and a few observable completion criteria; it need not be a lengthy technical specification. It should state the intended use and any production-accuracy requirement, material exclusions, a simple allocation for initiation and production if the Customer cancels, estimated schedule, required Customer inputs, third-party restrictions, support period and special usage rights where applicable. If a particular detail is not expressly agreed, the applicable default in these Terms applies; silence does not add a deliverable, integration, file format, accuracy standard, deadline or right. If the parties have not fixed a material scope or price item, ConfigUX need not start that item until it is agreed in writing. The Project Order controls its expressly stated project-specific scope, fee, schedule and rights. These Terms control the general project relationship unless the Project Order expressly identifies a section it changes. An accepted written change order controls the changed item only. Any applicable data processing agreement (DPA) controls processing of personal data to the extent of a conflict; mandatory law always prevails. A Cloud subscription, hosting, maintenance, third-party licence or continuing support is governed by its own accepted order and terms and is not included in a 360 project merely because a project uses or creates a configurator.

We may use and adapt our existing tools, processes, templates and reusable materials to produce the agreed result. The project fee purchases the specified deliverables and rights, not exclusive development from a blank starting point or ownership of our methods. We need not disclose working projects, source files or our internal production process unless the Project Order expressly includes them.

2. Customer materials, decisions and access

The Customer will provide complete, consistent and usable product information, dimensions, photographs, reference views, brand materials, configuration rules and approvals identified in the Project Order. Where a visual result depends on a particular shape, finish, option or perspective, the Customer will supply enough labelled examples to identify it, or agree in writing how the missing detail will be resolved. ConfigUX need not guess an undisclosed product feature, manufacture missing product information or produce an unagreed design direction. If the supplied material is unclear, we will identify the material gap and may pause or narrow the affected work until the Customer gives usable direction; we remain responsible for the work we expressly agree to perform and cannot knowingly pass off an unsupported guess as a verified product fact. The Customer represents that it has the rights and permissions needed for ConfigUX and its approved service providers to copy, edit, transform and, where relevant, process the supplied material through disclosed AI-assisted tools for the agreed project and commercial use. The Customer will identify restrictions relating to third-party material or depicted people before submission. It will identify a decision maker who can give consolidated instructions and approvals. The Customer is responsible for the accuracy and legality of its products, claims, final prices, configuration rules, offers and own store before launch. ConfigUX remains responsible for performing the work it expressly undertakes in the Project Order with reasonable care and for its own tool and material choices.

Project dates depend on timely Customer inputs and decisions. Unless the Project Order expressly labels a stated latest delivery date as binding, a stated duration or date is an estimate, measured from receipt of the required start payment and complete, usable Customer inputs unless the Project Order states a different trigger. An estimate may shorten or extend as work develops; ConfigUX will use reasonable care and communicate a material change to it, but the estimate is not a promise that a specific date will be met. A binding date, if expressly accepted, must state its trigger and any agreed consequences of delay. If an input is late, unusable, contradictory or materially changed, ConfigUX may give written notice identifying the missing item and its likely effect. We may then pause the affected work until it is supplied. The parties will agree a revised sequence and schedule in writing, taking reasonable account of already committed work and availability; a previously stated estimate is not automatically preserved. We will not charge for new scope or unavoidable third-party costs created by a Customer change without the Customer's written approval. If the Customer does not resolve an identified, material dependency after a reasonable written opportunity, either party may end the affected Project Order under section 7 and settle it under section 8. This paragraph does not excuse an unreasonable delay caused by ConfigUX's own failure to perform with reasonable care.

Where the Project Order calls for an import-ready ConfigUX file, ConfigUX will build and test the agreed configurator in its own account and provide the agreed export package for the Customer to import into its own ConfigUX account. The included configurator comprises the necessary model or image files, functioning visual choices and clear basic English option labels. Final sales copy, translations, additional tooltips, bespoke thumbnails, final prices or pricing rules, stock data, store or checkout integration, installation and publication are included only if the Project Order expressly lists them. If prices are ordered, the Customer supplies or approves the underlying prices and rules before publication. An ordered export package may require a separately ordered ConfigUX Cloud plan or connector for continuing operation; the project fee does not include that plan or connector.

Unless the Project Order expressly includes installation or integration on the Customer's website, ConfigUX delivers the specified finished file or export package and any agreed handover information. The Customer arranges its own ConfigUX account, import, website or other platform connection, and testing of its own publication or connection. That later testing is not a condition for our delivery of the agreed import-ready export package. ConfigUX does not request or receive website administrator credentials as part of a standard project. A 30-minute online setup walkthrough is available only if expressly included in the Project Order; it is guidance, not an undertaking to install or operate the Customer's website. If access or installation is separately agreed, the Customer will provide only the access needed for that work and may revoke it when no longer needed, subject to a separate hosting or support order. Neither party is required to share a password contrary to its security policy. The Customer will ensure that any third-party platform, account or material it directs us to use may lawfully be used for the project.

Unless the Project Order expressly sets a measurable production specification, a render, 2D or 3D preview, material simulation or configurator is a visual sales representation, not a manufacturing drawing, structural calculation, physical sample, safety certification or promise that every screen and manufactured item will look identical. Lighting, display settings, wood grain, epoxy movement, textures, tolerances and production materials can affect appearance. The Customer controls manufacturing, product safety, physical measurements, the final buyer-facing offer and any claim about the finished product. If ConfigUX expressly undertakes an accuracy requirement, option rule, price calculation or integration in the Project Order, we remain responsible for delivering that agreed requirement; the visual-representation rule does not cancel it.

3. Preview, review and correction

ConfigUX will provide a restricted preview or other reviewable evidence of each agreed deliverable and identify the relevant Project Order criteria. Unless the Project Order says otherwise, one minor discretionary revision round of up to 60 minutes of ConfigUX work in total is included if requested within five business days of the relevant preview. To request that round, the Customer will send one consolidated email to the designated project address, with a numbered list identifying the exact product, view, option or location, the requested small change and the supporting reference. Annotated screenshots, photographs or similarly clear visual references must be included where needed to show a visual issue. ConfigUX will identify which requests fit within the 60 minutes. Vague reactions and successive fragmented messages do not require us to infer a complete change list or begin several rounds. We may ask the Customer to consolidate or clarify timely feedback before we start the round; clarification of a timely, substantially identified request does not create a new five-business-day period or a second included round. Minor revisions cover small changes to specified colours, wording or option mapping using the agreed materials. They do not include a different product, creative direction, additional variants or formats, a new integration, substantial remodelling or a rebuild. More time or work outside the included round requires a written change order under section 4. We may voluntarily make additional minor changes without creating an ongoing entitlement.

A verified failure to meet the written specification is a correction, not use of the minor revision round. ConfigUX will have a reasonable opportunity to reproduce and correct, re-perform or replace the affected work, and will make it available for review again. The Customer will reasonably assist with evidence and testing. These are the first contractual responses to an ordinary nonconformity. If a material failure cannot be corrected or replaced within a reasonable period, ConfigUX may offer a substantially conforming workaround or an appropriate price reduction for the affected part. If neither resolves the material failure, the Customer may end the affected, separable undelivered part and receive the amount paid for that part, subject to mandatory law and section 8. To the extent the law permits, an ordinary nonconformity does not entitle the Customer to reject conforming, separable work or obtain a refund for an unrelated part of the project. Any additional valid damages claim is subject to section 13. A disagreement about a defect in one separable item does not by itself make conforming items free.

The Customer's silence is not an express approval and does not waive a genuine defect. The five-business-day period for the one included, optional minor revision still runs from the preview and is not kept open by silence. Acceptance may be recorded by clear written approval. Even without that approval, ConfigUX may issue the final payment request under section 5 if the final preview objectively meets the agreed criteria and we send a completion notice identifying the finished work. The Customer may raise a specific good-faith nonconformity under sections 3 and 5. A defect discovered after release should be reported with reasonable particulars promptly after discovery. Rights that cannot lawfully be excluded remain unaffected.

4. Changes in scope

Either party may propose a change. The fixed project fee covers only the original agreed scope. Additional or changed work begins only after the Customer approves in writing the work, applicable hourly rate or fixed price, maximum spend, revised estimated timing and any changed rights. Work above the approved maximum requires further written approval. ConfigUX may require the approved additional payment before starting it, unless we expressly agree in writing to start earlier; starting earlier does not waive the agreed payment. We may pause the affected work while a change is considered and need not perform work outside the accepted Project Order. An estimate, informal idea or Customer request does not itself amend the Project Order. ConfigUX will take reasonable steps to limit avoidable cost from a rejected change.

5. Fees, invoices and final release

Unless the Project Order says otherwise, 50% of the fixed project fee is due before work begins. ConfigUX may expressly agree in writing to start before receiving it; the payment remains due and its normal due date is not waived. The remaining 50% becomes due when ConfigUX provides a restricted final preview and written completion notice showing that the agreed deliverables objectively meet the Project Order, after any verified in-scope corrections then identified. A Customer's decision to cancel after that point does not remove a properly earned final payment, subject to a specific good-faith dispute about conformity. Each invoice states the applicable VAT and payment date. A payment is credited when received by ConfigUX's designated payment provider or bank. The initial payment is an advance against the agreed fee, not an automatically forfeited deposit. Payment timing alone does not decide what has been earned if the project ends early; sections 7 and 8 govern that accounting.

The Customer must identify any invoice dispute in writing, with reasons and the specific disputed amount, promptly after receiving the invoice. The parties will work in good faith to resolve it; the undisputed amount remains payable on time. Unless the Project Order expressly creates separately priced milestones with independent release, the project is one payable whole and ConfigUX may withhold production activation, handover and downloadable finished files until the full undisputed amount then due under that Project Order is received. For a genuinely separate, priced milestone, an unrelated, supported dispute does not withhold its paid, conforming output. Statutory rights regarding payment and interest remain applicable.

We provide production activation, handover and downloadable finished files only after the full project fee then due, or the fee for a separately priced and releasable milestone, has been received and registered, unless the Project Order states otherwise. Preview access is for evaluation only and gives no production, download or redistribution licence. Finished digital files may be downloaded, copied and put to use once released under section 9. If an underlying subscription or third-party licence is required for continued operation, payment for project work alone does not include it.

6. Limited suspension for risk

ConfigUX may immediately restrict only the affected project work, preview, material, integration or publication where facts give us a reasonable basis to suspect unlawful material, infringement, fraud, compromised access or a material security or operational threat. The restriction will be proportionate to the suspected risk. We will record the reason, scope and start of the restriction, notify the Customer when reasonably safe and lawful, request information reasonably needed to investigate and reassess the restriction without undue delay. We will restore the affected work or access when the basis no longer exists, or explain the next contractual step. A risk restriction is not itself a final finding of breach or a forfeiture of prepaid fees. Any resulting fee dispute or termination is settled under sections 5, 7 and 8. A DPA and mandatory law govern any personal-data or legally required notice.

For unpaid undisputed fees or a material breach, ConfigUX may suspend the affected work after written notice and a reasonable opportunity to cure where practicable. We may act sooner where delay would expose people, data, systems or third-party rights to material harm. We need not continue work that would itself be unlawful.

7. Ending a project

Customer cancellation. The Customer may cancel a Project Order by written notice. It owes the agreed value of completed, conforming stages or deliverables and a reasonable part of the agreed fee for work actually performed before we receive the notice, plus unavoidable, documented third-party project costs it approved in advance. The Project Order may allocate a real initiation and material-preparation stage and production stage, or state a cancellation rate. These values must correspond to actual agreed work or a commercially justified, disclosed reservation cost; the 50% advance alone does not establish a minimum earned fee. Partly completed work is valued using the agreed allocation or rate; if none applies, the parties use a reasonable, evidenced valuation. We will stop avoidable work and cost after notice. If the complete agreed output already objectively meets the Project Order and the section 5 final preview and completion notice have been provided, the balance of its fixed fee is payable, subject to the Customer's right to identify a genuine nonconformity. The total work fee charged for the original scope will not exceed its agreed project fee without an accepted change order; any separately approved third-party cost must be identified in the final statement.

ConfigUX termination without Customer breach. ConfigUX may end a Project Order at any time by written notice stating the effective date, without having to give a reason. We may stop further work for that order on notice and issue a final statement under section 8. Completed conforming deliverables, separately ordered services actually performed and unavoidable third-party project costs approved in advance remain chargeable under the agreed allocation or reasonable evidenced value. We do not charge for avoidable future work or retain unearned advances. If no usable, conforming output or separately ordered service is complete and there are no approved unavoidable third-party costs, we refund the advance in full and do not invoice unfinished work. The work fee cannot exceed the agreed fee for the original scope without an accepted change order. This right does not remove a binding duty to remedy ConfigUX's own prior breach or mandatory Customer rights.

Material breach or prolonged impediment. Either party may terminate the affected Project Order for the other party's material breach if the breach cannot be cured or remains uncured after a reasonable written opportunity specifying it. ConfigUX may terminate without a cure period where continued performance would be unlawful or pose an immediate material threat. Repeated contradictory instructions, missing material or an unavailable decision maker may be a material Customer dependency where they actually prevent the agreed work; ConfigUX will identify the specific impediment, pause the affected work and allow a reasonable opportunity to resolve it before ending that work. If that dependency remains unresolved after the notice and pause process in section 2, either party may terminate the affected work by written notice. Amounts are settled according to responsibility for the termination, the work actually performed and mandatory law; ConfigUX does not acquire a right to charge the full price for avoided work simply by naming a dependency or breach.

8. Final account, refunds and paid portions

On any cancellation or termination, ConfigUX will provide a written final statement identifying completed and partly completed work, the Project Order's applicable values or evidenced valuation, approved unavoidable third-party cost, payments received, any amount still payable and any excess to be refunded. The statement will apply any price reduction or refund due under section 3 for an uncorrected material failure; the cost of producing an unusable, nonconforming item does not by itself make that item a conforming deliverable at full value. The parties will settle undisputed amounts without undue delay. An advance exceeding the amount properly due will be refunded without undue delay through an available payment route. Neither party may retain a windfall for work not performed. A separate agreement or mandatory law may require a different result for particular items.

Where ConfigUX ends the Project Order without Customer breach, the final statement may include: (a) completed, conforming milestones or deliverables at the Project Order's stated allocation or, if none exists, a reasonable evidenced allocation; (b) separately ordered project services actually performed, such as mapping or consulting, at their agreed rate or reasonable evidenced value; and (c) unavoidable, documented third-party project costs that the Customer approved in advance. We will not charge for an unfinished file or deliverable, avoidable future work, duplicated charges or work required solely to correct our own nonconformity. The total work charge under (a)-(b) cannot exceed the fixed fee or authorised spend limit for the original scope without an accepted change order; item (c) is separately limited to what was approved. A properly supported balance for completed output, services or approved costs may remain payable after the advance is credited. We will provide a reasonable work record supporting a net invoice, refund any unused advance without undue delay and explain the rights to each paid output. If no usable, conforming output or separately ordered service is complete and there are no approved unavoidable third-party costs, the advance is refunded in full. Any claim arising from ConfigUX's own prior material breach remains subject to ordinary contractual remedies and mandatory law.

Release on termination. If the Project Order expressly identifies a separately priced and releasable milestone or deliverable, ConfigUX will release its conforming finished output and the section 9 licence after all undisputed amounts due for that milestone, including its allocated third-party costs, have been paid. If ConfigUX ends the project without Customer breach and charges under the preceding paragraph for a completed, conforming finished deliverable that was not separately priced, we will state its reasonable allocation and release that deliverable with the section 9 licence once the allocated amount is paid. Otherwise, partial payment of one indivisible project does not automatically create a licence or right to release a particular intermediate file; on termination the parties may agree a reasonable allocation and release of a finished usable part. ConfigUX will not withhold an already paid and expressly separable finished output merely because unrelated future work ends. The Customer receives no licence to an incomplete draft, unreleased work, ConfigUX source material or software merely because it paid an advance or a documented work charge. A work charge is payment for services actually performed, not an implied purchase of editable working files. Where a finished deliverable contains third-party assets, the disclosed third-party restrictions continue to apply. If no finished output is agreed for release, the final statement still values properly chargeable work and refunds the excess advance. This section does not prejudice a remedy for ConfigUX's own material nonconformity or mandatory rights.

9. Deliverables and intellectual property

The Project Order lists the finished 2D and 3D files, quantities, formats and any configurator setup or integration actually included. Editable working projects, source files, production tools, software and reusable templates are excluded unless expressly listed. If a final GLB or other finished format is agreed, the Project Order must identify it. Ownership of the Customer's pre-existing data, product information, trademarks and supplied materials remains with the Customer. It grants ConfigUX and its necessary service providers a limited right to use those materials solely to perform, secure and document the project, subject to section 10 and any DPA.

After full payment of the amount due for the finished output under section 5 or the final statement in section 8, and its authorised release, ConfigUX grants the Customer a perpetual, worldwide, non-exclusive licence to use, reproduce and modify that finished 2D or 3D file for its own products and business, including use by companies wholly owned within the same corporate group. The Customer may use a technical hosting, production or fulfilment provider to display or apply the finished file for the Customer's own business, but that provider gains no independent resale or sublicensing right. The licence does not transfer copyright or ownership in ConfigUX's software, reusable methods, templates, source materials, tools or underlying components. To the extent one of those components is embedded in a finished file, ConfigUX grants the rights reasonably necessary to exercise the expressly granted file licence, subject to any third-party restriction disclosed in the Project Order.

After the amount due for an agreed import-ready ConfigUX export package has been paid and the package released, the Customer may import and use that package in its own ConfigUX account for its own products and business, subject to the separately ordered software plan. The package licence covers the agreed configuration and its included finished assets; it does not transfer ConfigUX software, reusable methods or editable production sources.

The Customer may not sell, sublicense or supply the finished files, or modified files derived from them, as standalone assets to independent manufacturers, dealers, franchisees or other third parties without a separate written agreement. Use by an independent sales network or franchise needs that agreement even if the Customer owns the brand. A sale of the Customer's business as a going concern may include the licence if the successor assumes the relevant Project Order and these Terms. Exclusive ownership, editable source delivery, asset resale or wider group/distributor rights must be priced and agreed expressly in writing. AI-assisted output may be similar to other output and may not qualify for exclusive copyright in every element. ConfigUX grants only the rights it can grant and expressly agrees to grant; it does not promise that a generative output is unique or that every component is independently protected by copyright. We may reuse general know-how, processes and reusable components for others, but not the Customer's confidential information or brand assets without permission.

10. Confidentiality, providers and personal data

Each party will use the other's non-public business, technical and commercial information received for the project only to perform or exercise rights under the Project Order, and will protect it with reasonable care. This includes non-public product plans, unpublished models, pricing rules, credentials, security information, production methods and the specific Project Order price. A recipient may share it with personnel, professional advisers and necessary subcontractors who need it for the project and are bound by a duty of confidentiality. It may disclose information as legally required after notice to the other party where lawful. Confidentiality does not cover information the recipient can show was public without breach, lawfully known without restriction, independently developed, or rightfully obtained from a third party without a duty of confidence. Ordinary confidential information remains protected for three years after the Project Order ends; trade secrets remain protected while they are trade secrets under applicable law.

ConfigUX may use subcontractors and professional AI-assisted image and production tools to create or edit the agreed deliverables and remains responsible for its own contractual performance and provider selection. Before non-public Customer material is submitted to a third-party AI service, the applicable tool, account setting and material workflow must be accurately disclosed in the Project Order or an incorporated, versioned approved-tools notice. The Customer authorises the project-specific copying, transformation and processing described there to the extent of its section 2 rights warranty. This authorisation is not permission to use the Customer's non-public material for general model training; any such use requires separate written agreement and lawful provider settings. ConfigUX will follow the agreed workflow and applicable provider terms and will not claim a training restriction that its actual account or provider does not honour. Where personal data is processed on the Customer's behalf, the DPA and applicable law govern instructions, security, subprocessors and transfers; these Terms alone are not a data processing agreement. Each party will address any legally required disclosure about synthetic or materially manipulated content according to its role in creating and publishing that content. A project that relies on a particular third-party tool or asset should identify its relevant rights and restrictions in the Project Order or applicable data documents.

11. Third-party material and claims

The Customer is responsible for rights and permissions in material and instructions it supplies, including the right to reproduce, edit, submit for the agreed AI-assisted processing and commercially use photographs, logos and depictions of people, and for its own products, manufacturing, product claims, selling prices, buyer contracts, payments, fulfilment, product safety and returns. If a third party, including a buyer or a rights holder, claims against ConfigUX because Customer-supplied material or instructions as used in accordance with the Project Order infringe rights or law, or because of the Customer's own product or buyer-facing obligations, the Customer will defend ConfigUX and reimburse reasonable, documented defence costs and amounts finally awarded or settled with the Customer's approval, to the extent directly caused by those Customer matters. This does not bind the third party or cover a claim to the extent caused by ConfigUX's unauthorised changes, its own material or provider choices, its breach of an expressly agreed Project Order requirement, or its unlawful handling of personal data. ConfigUX will give prompt notice where practicable, reasonable cooperation at the Customer's cost and control of the defence to the Customer, subject to ConfigUX's right to participate at its own expense. Neither party may settle a claim in a way that imposes an admission, payment or ongoing duty on the other without that party's prior consent, not to be unreasonably withheld. ConfigUX may restrict contested material under section 6 while the claim is assessed.

ConfigUX will use reasonable care when selecting material it supplies and will disclose known third-party asset restrictions in the Project Order. If a claim concerns ConfigUX's own deliverable rather than Customer material, ConfigUX may at its expense seek continued lawful use, modify or replace the affected part so it materially meets the agreed criteria, or end the affected part with a proportionate refund. These are contractual response options, not an undertaking of unlimited defence or indemnity. Section 13 and mandatory law govern any remaining claim. Both parties will avoid a settlement that imposes duties on the other without its written approval.

12. Performance, platforms and events beyond control

ConfigUX will perform the expressly agreed work with reasonable care and correct a verified failure to meet the written specification as section 3 provides. We do not promise a particular level of sales, conversion, search ranking, store availability or uninterrupted operation merely by delivering a 360 project. A separately ordered Cloud plan controls ongoing hosting and capacity. A project promise to build a particular integration remains our responsibility within its written scope; however, the Customer's store, third-party platform, account permissions, payment provider and later changes outside our control may require a written change order or separate ongoing service. The Customer remains responsible for its own published product and sales offer.

Neither party is liable for delay caused by an event outside its reasonable control that it could not reasonably prevent or overcome, if it promptly tells the other party what is affected and takes reasonable steps to limit the impact and resume performance. Due payment for work already performed is not excused. A prolonged event may be handled by a written change or termination with the fair settlement in section 8. Ordinary resource shortages, a foreseeable dependency or a preventable security failure are not automatically such events.

13. Liability

To the fullest extent permitted by law, and subject to the DPA and liabilities that cannot lawfully be excluded, ConfigUX is not liable for lost orders, sales, customers, profit, revenue, business opportunity, anticipated savings or goodwill; business interruption or loss of use; the cost of replacement products or services; loss of, or cost to reconstruct, data; or other indirect, incidental, special or consequential loss. This exclusion applies whether such loss is alleged as direct or indirect, whether it was foreseeable or advised in advance, and whether a claim sounds in contract, negligence or another legal theory, to the extent the law permits. We are not liable for loss caused solely by inaccurate or unlawful Customer material or instructions, unauthorised Customer use, the Customer's manufacturing or store, buyer contracts or third-party systems outside our reasonable control. This exclusion does not excuse a failure to meet an integration, measurable production requirement or other result expressly undertaken in the Project Order. To the extent a valid claim remains and may lawfully be limited, ConfigUX's single aggregate liability to the Customer for all ordinary claims arising from or relating to one 360 Project Order is limited to actual, proven direct loss and shall not exceed the fixed project fee paid or payable, or the authorised spend limit for a rate-based order, excluding VAT and approved third-party pass-through costs. The ceiling applies in total across the Customer's claims, events and legal theories, including contract and negligence and a Customer claim relating to a third-party allegation, not once per deliverable or claim. It does not purport to bind a third party that is not a party to the Project Order. The fee or spend limit is a ceiling on an otherwise valid claim, not a service credit or promise of payment. The parties acknowledge that the project price reflects this agreed allocation of risk and that enhanced commitments or insurance-backed liability may be separately priced in the Project Order.

The cap does not reduce amounts properly owed by the Customer, the Customer's section 11 defence and payment duty, or liability that cannot lawfully be limited, including fraud and wilful misconduct. A contractual refund of unearned advance payment under section 8, or of an uncorrected materially nonconforming affected portion under section 3, is repayment outside the damages cap; the cap still applies to any separate ordinary damages claim. Applicable personal-data law and any DPA continue to apply, and these Terms do not restrict a data subject's statutory rights. Each party will take reasonable steps to mitigate a loss of which it becomes aware.

14. Notices, disputes and general terms

Each party will send project and contractual notices to the address or email designated in the Project Order, or to a replacement address last notified in writing. A notice of material breach or risk suspension must identify the Project Order and the relevant ground. A cancellation or termination notice must identify the Project Order and effective date; ConfigUX need not state a reason when ending under section 7 without Customer breach. An automated portal notice alone does not replace a written contractual notice unless the Project Order expressly agrees that channel. The parties may use ordinary email where the recipient has designated it and delivery is not rejected; a sender should use another agreed route after a delivery failure. These Terms and a Project Order cannot be changed retroactively by editing a website page. A new version applies to an existing project only if both parties accept it, except where mandatory law requires a change.

Neither party waives a right merely by delay in exercising it. If a provision is invalid, the remaining provisions continue to the extent the Project Order can still be performed fairly. ConfigUX may transfer the Project Order to an affiliate or successor in a genuine business transfer if the recipient assumes the remaining obligations and appropriate data safeguards, and we notify the Customer; the transfer must not materially diminish the Customer's agreed rights. Other transfers that materially prejudice the other party require written agreement. The Customer may transfer the paid file licence with a sale of its business as stated in section 9. The Project Order, its accepted change orders, these Terms and any applicable DPA are the parties' agreement for the described project, without removing liability for intentional misrepresentation or a promise expressly made in the Project Order. Sections concerning accrued payment, settlement, paid usage rights, confidentiality, third-party claims, liability and disputes survive to the extent necessary to give them effect.

If these Terms are published in translation, the English version governs if translations differ, unless the Project Order expressly names another controlling language. Danish law governs the project. The parties will first attempt to resolve a dispute directly through the decision makers identified in the Project Order. The competent Danish courts have jurisdiction unless mandatory law requires otherwise. ConfigUX ApS, CVR 46791657, Ndr Strandvej 36, 2791 Dragør, Denmark. Project and contractual enquiries: contact@configux.com.