Interim Service Terms
Last updated: 5 December 2025
01Purpose and Scope
These Interim Service Terms constitute a binding agreement between Northbased and the Client from the moment the Client accepts an estimate, proposal or offer. They enable Services to commence immediately and remain in full force until replaced by a Comprehensive Service Contract or until their automatic expiry pursuant to clause 10.
02Definitions
- Services - all professional services provided by Northbased as specified in the accepted offer and recorded in the Portal Account.
- Portal Account - the Client’s secure dashboard hosted at northbased.net.
- Production / Live Environment - the Client’s publicly accessible website, application or system.
- Non-Production Environment - staging servers, test environments, feature branches, prototypes or mockups.
- Deliverables - all code, designs, documentation or other materials created or deployed by Northbased for the Client.
03Scope of Services
Northbased is authorised to commence all Services described in the accepted offer. A Portal Account will be established for the Client to review progress, invoices, time records and correspondence.
04Payment Terms
4.1 Billing Structure
Time is recorded and invoiced in accordance with the increment specified in the accepted offer (full-hour or quarter-hour increments).
4.2 Payment Deadlines
- Clients in Denmark: 10 calendar days from invoice date
- Clients in the EU/EEA and Switzerland: 15 calendar days
- Clients outside the EU/EEA: 30 calendar days
4.3 Late Payment
Overdue amounts accrue interest at 1.5 % per month (compounded monthly) or the maximum rate permitted by Danish law, whichever is higher. Northbased may suspend all Services without notice if any invoice remains unpaid more than 60 days after its due date.
05Intellectual Property and Licence
5.1 Ownership
Northbased retains full ownership and copyright in all Deliverables until all related invoices are paid in full or a Comprehensive Service Contract is executed.
5.2 Licence Granted to the Client
From the moment of delivery or deployment, the Client is granted a royalty-free, worldwide, non-transferable licence to use the Deliverables for their intended purpose. This licence may be revoked only if payment remains outstanding more than 30 days past due and 10 days after written reminder. Upon full payment or execution of the Comprehensive Service Contract, the licence becomes irrevocable and ownership transfers to the Client (except reusable frameworks and libraries, which remain Northbased property).
06Delivery and Acceptance
6.1 Production Deliverables
Upon deployment to the Client’s Production / Live Environment and notification by Northbased (via Portal, email or ticket), the work is deemed finally accepted, fully invoiced and non-refundable. No free corrections will be performed thereafter.
6.2 Non-Production Deliverables
The Client has 14 calendar days from Northbased’s delivery notification to report in writing any material defects preventing conformity with the agreed specification. Absent such notification, the Deliverable is deemed accepted and further changes are billable.
6.3 Immediate Deployment
The Client may instruct Northbased in writing to treat any Non-Production Deliverable as Production, whereupon clause 6.1 applies immediately.
07Confidentiality and Data Protection
7.1 Confidentiality
Both parties undertake to keep strictly confidential all non-public information received from the other party (including source code, business plans, customer data, pricing and technical documentation) and to use it solely for the purposes of the project. This obligation survives termination.
7.2 Data Protection
Where Northbased processes personal data on behalf of the Client, the separate Data Processing Addendum (available in the Portal Account and fully compliant with Article 28 GDPR) automatically forms an integral part of these Interim Terms.
08Limitation of Liability
- Northbased is liable only for direct losses caused by its proven ordinary negligence.
- Total liability is capped at the amount paid by the Client for the Service giving rise to the claim.
- Northbased is never liable for indirect or consequential losses, including loss of profit or data.
- The above limitations do not apply in cases of gross negligence or wilful misconduct by Northbased’s management.
- No liability is accepted for third-party services or dependencies.
09Termination
Either party may terminate this interim arrangement at any time by written notice.
- The Client remains liable for payment of all Services rendered up to the termination date.
- If Northbased terminates without cause (i.e. not due to non-payment over 30 days or material breach), the Client receives a perpetual licence to all existing work (ownership transfers only upon payment).
- Non-payment exceeding 30 days or material breach entitles Northbased to immediate suspension or termination.
10Duration and Transition
These Interim Terms expire automatically six months after the Client’s initial acceptance of an offer.
From month 7 onward, unless a Comprehensive Service Contract is signed:
- hourly rates increase by 30 %
- the licence under clause 5.2 may be terminated on 14 days’ written notice
11Governing Law
These Terms are governed by Danish law. Any dispute shall be resolved exclusively by the courts of Denmark. The parties shall attempt mediation before commencing legal proceedings.
By accepting an offer or instructing Northbased to commence work, the Client confirms that it has read, understood and agrees to these Interim Service Terms.