Updated 02-10-2026
These terms and conditions have been prepared on the basis that CRP Digital ApS wishes to have a trusting, honest and long-term collaboration with its customers. CRP Digital ApS therefore wants a close collaboration in which there is mutual respect and in which the parties listen to each other's wishes and suggestions. In this connection, CRP Digital ApS always strives to deliver value-creating and inspiring results that live up to its customers' expectations. CRP Digital ApS looks forward to a good collaboration.
1.1. These general terms and conditions (the "Terms") apply to all agreements on deliveries from CRP Digital ApS, CVR no.: 45849546, Erhvervsparken 3A, 8400 Ebeltoft, Denmark ("CRP Digital") to any customer (the "Customer").
1.2. The Terms form an integral part of the agreement entered into between CRP Digital and the Customer (jointly the "Parties") regarding CRP Digital's deliveries to and/or performance of tasks for the Customer (the "Agreement"), and are included as an appendix to the Agreement.
1.3. The Terms may only be deviated from by express agreement with CRP Digital. The Customer's purchasing terms, including the Customer's specification of special terms in orders, acceptances, tender material, communication etc., are therefore not considered a deviation from the Terms, unless CRP Digital has expressly accepted such deviations.
2.1. In connection with each individual task, delivery, partial delivery and/or project (the "Delivery"), a specification of the Delivery is prepared stating CRP Digital's service, price and any timetable (the "Delivery Specification"). The Delivery Specification forms an integral part of the Agreement.
2.2. The Parties are both responsible for ensuring that the Delivery Specification describes and defines the Delivery unambiguously and correctly, as CRP Digital shall only deliver the Delivery in accordance with the Delivery Specification.
2.3. All changes to the Delivery must be accepted in writing by both Parties.
2.4. If the Customer wishes to make changes to the Delivery along the way, the Customer must send a written request to CRP Digital. Within a reasonable time after receiving the Customer's request, CRP Digital shall prepare an estimate of the fee and the time expected to be involved in implementing the requested changes. If the Parties do not agree on anything specific regarding changes put forward by the Customer, additional work will be invoiced separately based on time spent in accordance with CRP Digital's standard hourly rates and actual expenses incurred.
3.1. The Customer is obliged, free of charge, to make the information, resources and other material necessary for the Delivery available to CRP Digital.
3.2. CRP Digital is entitled to use facilities and employees at the Customer to the extent CRP Digital deems this necessary, and the Customer is obliged to make these available to CRP Digital free of charge.
3.3. The Delivery is carried out in close cooperation with the Customer. In this connection, CRP Digital appoints a project manager from CRP Digital who will be the Customer's primary contact person in relation to the Delivery. If the Customer wishes a new project manager, CRP Digital will endeavour to find a qualified project manager based on the Customer's wishes, but this cannot be guaranteed.
3.4. The Customer must appoint a specified employee to be responsible for the contract with CRP Digital. Any inquiry from CRP Digital regarding the Delivery shall be directed to this contact person. The contact person is authorised to enter into binding agreements regarding the Delivery on behalf of the Customer.
4.1. In connection with the performance of the Delivery, CRP Digital is entitled to assign parts of its obligations under the Agreement to a subcontractor appointed by CRP Digital. If CRP Digital's obligations are assigned to a subcontractor, CRP Digital is liable for the subcontractor's fulfilment of CRP Digital's obligations under the Agreement.
4.2. When subcontractors are used, the limitation of liability in section 11 applies correspondingly.
4.3. CRP Digital is entitled to disclose information about the Customer to the subcontractor if such information is necessary for the subcontractor's work on the Delivery. CRP Digital shall ensure that the subcontractor, in relation to the Customer, is subject to the same duty of confidentiality, cf. section 18, and the same obligations as under the data processing agreement entered into between CRP Digital and the Customer (to the extent CRP Digital and the Customer have entered into a data processing agreement).
5.1.1. All prices are stated in Danish kroner (DKK) excluding VAT.
5.1.2. CRP Digital's standard hourly rates are as follows: Design and development tasks: DKK 800 per hour. Tasks performed at the Customer's physical address: DKK 1,000 per hour.
5.1.3. Unless otherwise agreed in writing in the Agreement, CRP Digital's fee is invoiced in arrears each calendar month for time spent in the previous calendar month. For Deliveries where a fixed price has been agreed, the same applies until the agreed price has been reached.
5.1.4. The Customer must pay all invoices no later than 8 days from the invoice date, unless the Parties have agreed otherwise in writing.
5.1.5. CRP Digital is entitled to charge interest of 1% per month on overdue amounts until payment is made.
5.2.1. CRP Digital invoices the Customer based on time spent in accordance with CRP Digital's price list applicable at the time the Agreement is entered into, unless otherwise agreed (e.g. fixed price, prepaid hour package cf. section 5.3 and/or fixed monthly amount cf. section 5.4).
5.2.2. CRP Digital invoices the Customer separately for additional costs caused by the Customer's circumstances, breach or delay on the basis of CRP Digital's standard hourly rates and actual expenses incurred.
5.3.1. The Customer has the option of purchasing hours from CRP Digital via a prepaid hour package. The package consists of a specified number of hours for which the Customer pays in advance.
5.3.2. The package can be used for all types of tasks, including advice, sparring, maintenance, meetings and the like. However, the package cannot be used for CRP Digital's assistance in connection with launching the Customer's existing webshop in one or more new markets (each of the launches a "Copy Store Partial Delivery", and the launches together "Copy Store Deliveries").
5.3.3. Units on the package are settled by CRP Digital continuously recording the number of minutes spent by CRP Digital on the Delivery. Units are calculated in time intervals of 30 minutes, with each 30-minute interval constituting one unit. The Customer uses one unit per commenced 30 minutes.
5.3.4. Deliveries ordered in connection with the Customer's use of a prepaid hour package will be scheduled based on CRP Digital's project calendar. The Customer cannot demand that a Delivery or corrections to an ongoing Delivery be completed within 10 working days.
5.3.5. The package expires 12 months after the date of the Customer's purchase of the package, after which Deliveries from CRP Digital cannot be settled via the package. If the Customer wishes a longer term for the package, this must be accepted in writing by CRP Digital in connection with the Customer's purchase of the package. The Customer cannot demand that the term be extended after the Customer has purchased the package.
5.4.1. The Customer has the option of entering into an ongoing agreement on payment of a fixed monthly amount in order to have a consultant from CRP Digital permanently assigned to the Customer.
5.4.2. The consultant can handle a wide range of tasks, including advice, sparring, meetings, workshops, initiation of new Deliveries etc.
5.4.3. CRP Digital will continuously adjust the monthly fee based on the assigned consultant's time consumption. CRP Digital may change the monthly amount with 10 working days' notice. If the Customer cannot accept the new monthly price, CRP Digital is entitled to adjust the assigned consultant's future time consumption at the Customer to a level that corresponds to the fixed monthly amount in the agreement originally entered into between the Customer and CRP Digital, compared with the change in the monthly amount notified by CRP Digital.
5.5.1. If the Customer requests tasks, changes, assistance or other work from CRP Digital that is not covered by a Delivery Specification agreed in writing or another agreement between the Parties, the work will be performed and invoiced based on time spent.
5.5.2. CRP Digital's minimum invoicing is 0.5 hours per task/initiation. The hourly rate appears from the price list applicable at any time and/or as described on the specific invoice.
5.5.3. Acceptance of quotes can be given both in writing and orally. The Customer's ordering/initiation of the task, including the Customer asking CRP Digital to start or continue the work, is considered acceptance that the task is performed on a time-and-materials basis and that the Customer is invoiced for the time spent on the task.
5.5.4. Invoices for such tasks are sent after the task has been completed, in accordance with the above.
5.6.1. If the Customer does not pay an overdue invoice on time, CRP Digital is entitled to temporarily pause the work and/or stop the delivery of services until full payment has been received.
5.6.2. In this connection, CRP Digital is entitled to postpone agreed timetables and delivery dates, and such postponements are not considered delays.
5.6.3. Resumption of the work is scheduled based on CRP Digital's project calendar. Any costs associated with pausing, resuming and extra coordination may be invoiced based on time spent.
6.1. CRP Digital will perform and deliver the Delivery in accordance with the Agreement. If no fixed delivery date or timetable is stated in the Agreement, CRP Digital shall deliver the Delivery within a reasonable time, taking into account CRP Digital's workload and staffing.
6.2. Any delivery date communicated by CRP Digital is estimated to the best of its judgement and is not binding on CRP Digital, unless it has been expressly agreed that it is a fixed delivery date/timetable for the Delivery or specified sub-elements/milestones of the Delivery.
7.1. The Delivery has been delivered to the Customer when CRP Digital notifies the Customer by email that the Delivery has been completed and delivered to the Customer in accordance with the Delivery Specification.
7.2. Within 28 days after delivery of the Delivery, including partial deliveries of the Delivery, the Customer is obliged to check and examine the Delivery. Immediately thereafter, the Customer must approve the Delivery in writing to CRP Digital, unless the Customer finds that the Delivery is not in accordance with the Delivery Specification (a "Defect").
7.3. If the Customer does not approve the Delivery within 28 days, the Customer must immediately send a written complaint containing a specification of any Defects, including how the Delivery does not live up to the Delivery Specification.
7.4. If the Customer does not approve or complain in due time within 28 days in accordance with sections 7.2 and 7.3, this is considered acceptance of the Delivery.
7.5. For Copy Store Deliveries, sections 7.2-7.4 and section 8.1 apply only to the delivery of the first Copy Store Partial Delivery. The Customer is therefore not entitled to complain about Defects in CRP Digital's delivery of subsequent Copy Store Partial Deliveries to the Customer, and CRP Digital is correspondingly not obliged to remedy Defects in the delivery of subsequent Copy Store Partial Deliveries.
8.1. If the Customer complains in due time within 28 days after delivery of the Delivery, CRP Digital is obliged to remedy any Defects free of charge within a reasonable time. If there is no Defect, CRP Digital is not obliged to correct or make changes to the Delivery, nor is CRP Digital obliged to repair damage that the Customer has caused to the Delivery.
8.2. If, during the remedying of a Defect, it turns out that there is no Defect and/or the Defect is not due to CRP Digital but to circumstances for which the Customer is responsible, CRP Digital is entitled to compensation in accordance with CRP Digital's applicable standard hourly rates for the time CRP Digital has spent in connection with the remedying.
8.3. Any claim for defects must be made within 28 days after CRP Digital's delivery of the Delivery. If the Customer fails to do so, the Customer cannot subsequently invoke the Defect.
8.4. If the Customer claims a Defect later than 28 days after delivery, the Customer's complaint will be considered an order for a new Delivery. CRP Digital's fee for remedying the Defect will be calculated based on time spent in accordance with CRP Digital's applicable standard prices, unless the Parties agree otherwise.
8.5. CRP Digital's liability for Defects is always limited, at CRP Digital's choice, to redelivery, remedying or granting a proportionate price reduction determined by CRP Digital. The Customer can therefore not claim damages of any kind, including compensation for operating losses, consequential damage or other indirect loss.
8.6. CRP Digital is not responsible for whether the results expected by the Customer are achieved, unless CRP Digital has assumed such responsibility in writing and expressly.
9.1. If a timetable or fixed delivery date has been agreed, cf. however section 6.2, there will be a delay if the Delivery is not delivered accordingly.
9.2. The Customer is entitled to terminate the Agreement if the delivery date is exceeded by more than 120 working days.
9.3. If the Customer chooses to terminate the Agreement, the Customer is only entitled to a refund of any fee already paid for the delayed Delivery to the extent that CRP Digital has not already delivered services or parts of the Delivery corresponding to this fee. The Customer cannot invoke other remedies for breach as a result of the delay and is thus precluded from claiming damages of any kind, including compensation for operating losses, consequential damage or other indirect loss.
9.4. CRP Digital is not responsible for delays caused by the Customer or the Customer's circumstances. In the event of delays caused by the Customer or the Customer's circumstances, CRP Digital is entitled to postpone the agreed delivery date/timetable and to invoice additional work separately based on time spent in accordance with CRP Digital's standard hourly rates and actual expenses incurred.
9.5. If a delay is due to an employee at CRP Digital assigned to the Delivery becoming ill or otherwise being unable to work on the Delivery, CRP Digital is entitled to postpone the agreed delivery date/timetable. In this connection, the Customer is not entitled to exercise remedies for breach, including claiming damages, provided that the delivery date/timetable is not postponed by more than 21 working days.
10.1. CRP Digital is entitled to terminate the Agreement in whole or in part (including for one or more Deliveries) with immediate effect if the Customer materially breaches its obligations under the Agreement. Material breach includes, but is not limited to, the Customer failing to pay on time and the Customer infringing CRP Digital's intellectual property rights. Termination for a Delivery may, at CRP Digital's choice, take place for the entire Delivery or only for future parts of the Delivery.
10.2. If the Customer materially breaches the Agreement and CRP Digital does not terminate the Agreement, CRP Digital is entitled to (i) suspend all work relating to the Delivery, (ii) cut off the Customer's access to all material delivered by CRP Digital and (iii) invoke other remedies for breach until the Customer is no longer in material breach.
11.1. CRP Digital is only liable to the Customer for the Customer's direct loss as a result of CRP Digital's breach, including remedial costs, property damage and price difference loss.
11.2. CRP Digital is not liable for any indirect loss or consequential damage (including operating loss, loss of profit, loss of data or costs in connection with restoring data, loss caused by computer viruses, malware, loss of goodwill or similar consequential damage) as a result of errors made by CRP Digital or in the Delivery.
11.3. CRP Digital's total liability for any loss or damage is, regardless of the basis of liability, limited in amount to 50% of CRP Digital's fee for the Delivery on which the claim is based. Notwithstanding the foregoing, CRP Digital's total liability for damages is limited to a maximum of DKK 500,000 per year.
12.1. The Delivery may depend on third-party services and systems, including for example e-commerce platforms, hosting, domains, payment solutions, apps, integrations, tracking, email services and advertising platforms. Unless otherwise agreed, costs for such third-party services are paid by the Customer directly to the third party.
12.2. CRP Digital is not responsible for operation, downtime, changes, price adjustments, changes to terms, API changes or other circumstances at third parties that affect the Delivery, including functionality and availability.
12.3. If work is required as a result of circumstances at a third party, including errors, changes or limitations, CRP Digital may invoice such work based on time spent in accordance with section 5.
12.4. If it has been agreed that CRP Digital pays expenses for third-party services on behalf of the Customer, including advertising spend on for example Google Ads and Meta, the expenses are re-invoiced to the Customer with an administration fee of 5% of the re-invoiced amount. Re-invoicing takes place monthly in arrears, and the payment terms in sections 5.1.4 and 5.1.5 apply correspondingly. In the event of late payment, CRP Digital is entitled to pause the advertising, cf. section 5.6.
13.1. The Customer must ensure that the hardware, software and the like that the Customer wishes to include in the Delivery is made available to CRP Digital.
13.2. CRP Digital is not responsible for the functioning of hardware, software or the like that the Customer makes available for the performance of the Delivery.
13.3. CRP Digital only supports the browsers stated in the Delivery Specification or agreed in writing. CRP Digital is not responsible for the Delivery's functioning in browsers other than those agreed.
14.1. For product liability, CRP Digital is liable in accordance with the provisions of the Danish Product Liability Act that cannot be deviated from by agreement. CRP Digital disclaims liability for product damage on any other basis.
14.2. The Customer is obliged to notify CRP Digital in writing without undue delay if the Customer becomes aware that damage has occurred caused by the Delivery, or that there is a risk that such damage will occur.
14.3. To the extent that CRP Digital may be held liable for product liability towards third parties, the Customer is obliged to indemnify CRP Digital to the same extent as CRP Digital's liability is limited under sections 11.3 and 14.1.
15.1. The Customer acquires a non-exclusive, perpetual right of use to the Delivery, unless otherwise agreed. The right of use gives the Customer access to freely use, change and further develop the Delivery (including documentation and source code). The Customer is also entitled to transfer the Delivery and the Customer's right of use to it. The Customer's right of use is conditional on the Customer not being in breach of the Agreement, including that the Customer pays all invoices due.
15.2. The Customer's right of use does not prevent CRP Digital from using all individual and partial elements of the Delivery in other contexts.
15.3. CRP Digital shall in all respects respect the rights to the Customer's trademarks and business identifiers, and these may not be used by CRP Digital in other deliveries without the Customer's consent.
15.4. CRP Digital may use all knowledge, know-how, experience and expertise acquired in connection with the development of the Delivery, including in connection with deliveries to other customers.
16.1. CRP Digital's processing of personal data on behalf of and on the instructions of the Customer is governed by CRP Digital's data processing agreement, if such has been entered into.
17.1. CRP Digital is entitled to use the Customer and the Delivery as a reference in its own marketing and on its website, including possibly with a short description of the project, unless otherwise agreed in writing.
18.1. At the Customer's request, CRP Digital is obliged to keep confidential information that CRP Digital receives regarding the Customer's business confidential.
18.2. The Customer undertakes to keep confidential any information regarding CRP Digital, unless the information is generally available to third parties.
19.1. Neither Party is liable for failure to fulfil its respective obligations under the Agreement if the Party can prove that this is due to an impediment beyond the Party's control, and that the Party could not reasonably be expected to have taken the impediment into account at the time of entering into the Agreement or subsequently, or to have avoided or overcome it or its consequences ("Force Majeure").
19.2. Force Majeure at one of CRP Digital's subcontractors is also considered Force Majeure for CRP Digital.
19.3. In the event of Force Majeure, the Parties' respective obligations are suspended until the time when the Party in question is again able to fulfil its obligations. However, if the Force Majeure impediment lasts more than 30 days, the other Party shall be entitled to terminate the Agreement in writing with 3 months' notice, if the Force Majeure impediments still exist at the end of the notice period.
20.1. CRP Digital is entitled to transfer its rights or obligations under the Agreement in whole or in part without the Customer's prior consent in connection with a transfer of CRP Digital's business or significant parts thereof.
20.2. The Customer may not transfer its rights and obligations under the Agreement to a third party without CRP Digital's written consent. CRP Digital may not refuse to give such consent without reasonable cause.
21.1. CRP Digital is entitled to change the Terms with 14 days' notice. Notice may be given by email to the email address provided by the Customer in connection with entering into the Agreement. If the Customer does not wish to be bound by the amended terms, the Customer has the right to terminate the Agreement and is in that case not bound by the new terms during the notice period.
22.1. Unless otherwise provided, the Terms apply from the signing of the Agreement and run until the Agreement is terminated.
22.2. The Agreement may be terminated by either Party with 30 days' notice, unless otherwise specifically agreed between the Parties. However, the individual Deliveries cannot be terminated, and the Agreement therefore in all cases runs until each of the individual ongoing Deliveries has been completed and delivered.
23.1. If one or more of the provisions of these Terms are found to be invalid or unenforceable, this shall not affect the validity of the other provisions contained in the Terms.
24.1. The Agreement and these Terms are governed by Danish law.
24.2. All disputes and disagreements arising directly or indirectly from the Agreement and/or these Terms shall be settled with final and binding effect by arbitration at the Danish Institute of Arbitration in accordance with the rules of the institute. Each Party appoints an arbitrator, while the chairman of the arbitral tribunal is appointed by the institute if the arbitrators appointed by the Parties have not agreed on a chairman within 14 days of their appointment.
This English version is a translation. In the event of any discrepancy, the Danish version prevails.