Terms and Conditions

1. Definitions

In these terms, "Ytly" means the company Ytly AS (org. no. 936 657 567), and "Client" means the individual or business entity that enters into an agreement with Ytly for the purchase of services. "Party" and "Parties" refer to one or both of them, respectively.

2. Scope of application

These general terms apply to all engagements and deliverables carried out by Ytly AS for the Client, unless otherwise expressly agreed in writing. In the event of any conflict, specific signed agreements or proposals shall take precedence over these general terms. Use of Ytly's websites and services constitutes acceptance of these terms.

3. Ordering and agreement formation

The Client may order Ytly's services by submitting a request via ytly.no or by contacting Ytly directly. Ytly will then evaluate the enquiry and provide a written proposal to the Client, describing the scope of the engagement, price and any deadlines.

An agreement is considered formed when the Client accepts Ytly's proposal in writing (for example by email).

Non-binding price proposals: Unless otherwise stated, proposals from Ytly are non-binding for the Client until acceptance is given, and for Ytly until the acceptance deadline in the proposal has expired.

4. Scope of services

The content and scope of the engagement shall be set out in the proposal or agreement between the parties. Ytly shall deliver the specified services and results (e.g. reports, analyses, text content, documents) in accordance with the agreement.

The Client undertakes to provide Ytly with the necessary information and cooperation for the engagement to be carried out.

Changes or additions to the engagement after agreement formation shall be agreed in writing between the parties (adjustment of price/deadline may then be applicable).

5. Price and payment

Ytly's prices (fees) for the engagement are set out in the proposal. Ytly normally operates with a fixed price per engagement based on a defined scope. The fixed price does not include value-added tax (VAT will be added for Norwegian clients).

Any additional expenses (for example purchase of data services on behalf of the Client, travel costs, etc.) shall either be included in the proposal or approved by the Client before they are incurred, and will be invoiced separately against documentation.

Payment terms

Unless otherwise agreed, Ytly will invoice upon delivery of the engagement (or in instalments at milestones for larger projects). The payment deadline is 14 days from the invoice date. In the event of late payment, default interest will accrue in accordance with the Norwegian Act on Interest on Overdue Payments. Ytly may also suspend further work for the Client until outstanding amounts are paid, after prior notice.

6. Delivery

Ytly shall deliver the agreed services/results within the deadline set out in the proposal, provided that the Client fulfils its obligations to contribute information, etc.

Delivery is deemed to have occurred when the materials/documents have been handed over to the Client via the agreed channel (for example sent by email, shared via a cloud link, or presented at a meeting).

Minor delays do not automatically entitle the Client to a price reduction or remedies for breach, but Ytly has a duty to inform the Client as soon as possible if there is a risk of delayed delivery. The Client shall then cooperate on any adjusted schedule to the extent reasonable.

7. Quality, revisions and acceptance

Ytly commits to delivering work of high professional quality, and all results undergo internal quality assurance before delivery.

If the deliverable nevertheless does not meet what has been agreed, the Client shall within 7 days provide written notice of the deficiencies claimed. Ytly will then, at no additional cost, remedy the deficiencies insofar as they deviate from what was agreed.

The Client is entitled to a reasonable revision round to ensure that the deliverable corresponds to the order.

When the Client gives written acceptance or accepts the deliverable through use, the engagement is deemed completed satisfactorily. (Failure to respond within a reasonable time, e.g. 14 days, is also considered acceptance unless otherwise agreed.)

8. Confidentiality

The Parties acknowledge that an engagement may involve the exchange of sensitive or confidential information. Both Parties undertake to maintain confidentiality regarding all information received from the other Party in connection with the engagement, unless the information is publicly known or written consent has been given by the other Party to disclose the information.

Ytly may, however, refer to the general engagement and client name as a reference in its marketing, unless the Client expressly objects to this. (Detailed or internal matters will in any case be kept confidential.)

The duty of confidentiality applies from agreement formation and continues after the engagement has been concluded. Ytly also has an internal duty of confidentiality among its employees and any partners regarding the Client's affairs.

9. Intellectual property rights

Copyright and any other intellectual property rights to results developed by Ytly for the Client belong to Ytly until full payment has been received.

Upon settlement, the rights to the delivered materials are substantially transferred to the Client: the Client receives ownership of specific documents and data, as well as a perpetual, worldwide and royalty-free licence to all material produced by Ytly during the engagement. This includes the right to modify, further develop, use internally and externally, and publish the material for its purposes.

Ytly reserves the right to reuse general methods, templates, knowledge or technology that do not constitute the Client's trade secrets, in its ongoing work for others. This right does not extend to the Client's confidential data or specific results unique to the Client's business.

If the deliverable contains third-party components (for example stock images, software libraries or similar), Ytly will disclose the licensing terms for these. The Client warrants that the materials they provide (which Ytly receives for use in the deliverable) do not infringe third-party rights.

10. Limitation of liability

Ytly warrants that the services are performed with professional diligence and in accordance with good practice. However – to the extent permitted by applicable law – the following limitations of liability apply:

11. Right of withdrawal for consumers

This provision applies only if the Client is a consumer (a natural person who is not primarily acting in the course of business). As a consumer, you have the right to cancel a distance sales agreement in accordance with the provisions of the Norwegian Right of Withdrawal Act (angrerettloven). The withdrawal period is 14 days from the formation of the agreement. To exercise the right of withdrawal, you must notify us within the deadline (e.g. by email), and you may use the standard withdrawal form if desired.

(The above does not affect any rights you have under the agreement with respect to the satisfaction guarantee or claims for defects – the right of withdrawal is a statutory right in addition.)

12. Complaints and dispute resolution

Any defects in the deliverable not discovered immediately upon delivery must be reported by the Client within a reasonable time and no later than 3 months after delivery. Ytly will then attempt to rectify the defect if possible.

The Parties shall attempt to resolve any disagreement through dialogue and negotiation.

If a dispute is not resolved amicably, either Party may bring the matter before the courts. The agreed venue is Oslo District Court as the court of first instance. Norwegian law governs the agreement and the Parties' relationship.

(For consumers: You also have access to out-of-court dispute resolution through the Norwegian Consumer Council/Consumer Disputes Commission where relevant.)

13. Miscellaneous provisions

These terms, together with the proposal/engagement confirmation, constitute the entire agreement between the Parties. Amendments to the agreement require written form (email is considered an accepted written medium).

The Client may not assign the agreement or rights/obligations under it without Ytly's consent. Ytly may use subcontractors to perform parts of the engagement, but Ytly remains responsible to the Client for the deliverables.

If any provision of these terms is found to be invalid or unenforceable, this shall not affect the validity of the remaining provisions. The invalid provision shall in such case be replaced by a valid provision that most closely reflects the economic and legal purpose of the original provision.