Delivery Agreement

IT2015 Terms and Conditions

DELIVERY AGREEMENT

1OBJECT OF AGREEMENT

The Customer and Supplier specified below have agreed in accordance with the Terms and Conditions of this Agreement that the Supplier shall deliver to the Customer the information technology products and services specified in this Agreement.

Possible maintenance and support services shall be agreed upon separately.

2CONTRACTING PARTIES AND CONTACT PERSONS

Customer:______

Business identity code: ______VAT reg.

Customer’s address:______

Customer’s contact person: ______

Supplier:______

Business identity code: ______VAT reg.

Supplier’s address:______

Supplier’s contact person:______

Each Party to this Agreement shall without undue delay inform the other Party in writing of any change regarding its contact person. The contact person is not authorised to agree on changes to this Agreement.

3DELIVERABLES

3.1 Deliverables

 The products and services are specified in annex number____.

 The products and services are specified as follows:

______

______

3.2 Customised software, open source software and standard software included in the deliverables

 Customised software, open source software and standard software have been specified in annex number____.

 Customised software, open source software and standard software are specified as follows:

Customised software means the following software or software components:

______

______

______

Open source software means the following software or software components:

______

______

______

Standard software means the following software or software components:

______

______

______

3.3 Data security, processing of personal data and backup

Data security has been agreed in annex number ____.

Data security has been agreed in accordance with the IT2015 Terms and Conditions annexed to this Agreement.

Processing of personal data has been agreed in annex number ____.

Processing of personal data has been agreed in accordance with the IT2015 Terms and Conditions annexed to this Agreement.

Backup procedures have been agreed in annex number ____.

Backup procedures have been agreed in accordance with the IT2015 Terms and Conditions annexed to this Agreement.

4PRICES AND PAYMENT TERMS

4.1Prices

The total price of the delivery is ______.

The total price of the delivery has been specified in annex number ____.

 The total price of the delivery has been specified as follows:

______

______

All products or services are included in the total price specified above.

The following products or services are not included in the total price specified above:

______

______

______

4.2Payment terms

 The payment terms are ____ days net from the date of delivery or the date of invoice, whichever is later.

The payment terms have been specified in annex number ____.

The payment terms have been specified as follows:

______

______

______

 The invoicing details and payment instalments have been specified in annex number ____.

The invoicing details and payment instalments have been specified as follows:

______

______

______

5DELIVERY, INSTALLATION AND TECHNICAL OPERATING ENVIRONMENT

5.1Delivery

Delivery time: ______

Terms of delivery (unless TOP Finnterms 2001): ______

Country of delivery and delivery address: ______

______

Country of use (unless the same as country of delivery): ______

______

Delivery type: ______

______

The instructions and other documentation included in the delivery shall be provided in:

Finnish

Swedish

English

______

5.2Installation

The following products shall be installed by the Supplier:

______

______

______

______

Installation shall be charged for separately.

Installation is included in the prices of the products.

The Customer shall install all products other than those mentioned above in this section 5.2.

5.3 Testing, acceptance inspection and acceptance of the delivery

The tests, acceptance inspection and acceptance of the delivery have been specified in annex number ____.

In accordance with the IT2015 Terms and Conditions annexed to this Agreement.

The tests, acceptance inspection and acceptance of the delivery have been specified as follows:

______

______

______

______

5.4Technical operating environment

The technical operating environment and requirements related thereto have been specified in annex number ____.

The technical operating environment and requirements related thereto have been specified as follows:

______

______

______

______

The technical operating environment of the Customer has been specified in annex number ____.

The technical operating environment of the Customer has been specified as follows:

______

______

______

______

The Supplier accepts the technical operating environment specified above in this section 5.4 as suitable for the installation.

6TERMS AND CONDITIONS OF SOFTWARE LICENCE

6.1Standard software

The licence terms and conditions have been specified in annex number ____.

The licence terms and conditions have been specified in accordance with the IT2015 EVT Special Terms and Conditions for Deliveries of Standard Software annexed to this Agreement.

The licence terms and conditions have been specified as follows:

______

______

______

______

______

6.2Customised software

The licence terms and conditions have been specified in annex number ____.

The licence terms and conditions have been specified in accordance with the IT2015 EJT Special Terms and Conditions for the Deliveries of Data Systems and Customised Software annexed to this Agreement.

The licence terms and conditions have been specified as follows:

______

______

______

______

______

6.3 Open source software

The licence terms and conditions have been specified in annex number ____.

The licence terms and conditions have been specified as follows:

______

______

______

______

______

6.4 Other software included in deliverables

The licence terms and conditions have been specified in annex number ____.

The licence terms and conditions have been specified as follows:

______

______

______

______

______

7RIGHTS TO THE RESULTS OF THE PROFESSIONAL SERVICE

The rights have been specified in annex number ____.

The rights have been specified in accordance with the IT2015 EAP Special Terms and Conditions for Consulting and Other Professional Services annexed to this Agreement.

The rights have been specified as follows:

______

______

______

______

______

The Customer shall have the right to use the documents and other results produced as a result of the professional service

In accordance with the annex number ____.

In accordance with IT2015 EAP Special Terms and Conditions for Consulting and Other Professional Services annexed to this Agreement.

As follows:

______

______

______

______

______

8WARRANTY TERMS

8.1Equipment

The warranty terms have been specified in annex number ____.

The warranty terms have been specified in accordance with IT2015 ELT Special Terms and Conditions for Deliveries of Equipment annexed to this Agreement.

The warranty terms have been specified as follows:

______

______

______

______

______

8.2Standard Software

The warranty terms have been specified in annex number ____.

The warranty terms have been specified in accordance with the IT2015 EVT Special Terms and Conditions for Deliveries of Standard Software annexed to this Agreement.

The warranty terms have been specified as follows:

______

______

______

______

______

8.3Customised software

The warranty terms have been specified in annex number ____.

The warranty terms have been specified in accordance with the IT2015 EJT Special Terms and Conditions for Deliveries of Data Systems and Customised Software annexed to this Agreement.

The warranty terms have been specified as follows:

______

______

______

______

______

8.4 Open source software

The warranty terms have been specified in annex number ____.

The warranty terms have been specified as follows:

______

______

______

______

______

8.5 Other software included in deliverables

The warranty terms have been specified in annex number ____.

The warranty terms have been specified as follows:

______

______

______

______

______

9 SUBCONTRACTING

Subcontracting has been agreed in annex number ____.

Subcontracting has been agreed in accordance with the IT2015 YSE General Terms and Conditions annexed to this Agreement.

Subcontracting has been agreed as follows:

______

______

______

______

______

10 CONFIDENTIALITY

Confidentiality has been agreed in annex number ____.

Confidentiality has been agreed in accordance with the IT2015 YSE General Terms and Conditions annexed to this Agreement.

Confidentiality has been agreed as follows:

______

______

______

______

______

11 LIABILITY FOR DAMAGES AND LIMITATION OF LIABILITY

Liability for damages and limitation of liability have been agreed in annex number ____.

The maximum liability for damages of a Party towards the other Party based on this Agreement shall not, excluding possible liquidated damages payable due to delay, service credits or other similar contractual penalties or credits, exceed in aggregate ______Euros. If a Party has an obligation to pay liquidated damages payable due to delay, service credits or other similar contractual penalties or credits, the Party is also liable to pay damages only for the part of the loss exceeding the liquidated damages payable due to delay, service credits or other similar contractual penalties or credits. In addition, sections 12.3 - 12.5 of the IT2015 YSE General Terms and Conditions shall apply.

The maximum liability for damages of a Party towards the other Party based on this Agreement shall not, excluding possible liquidated damages payable due to delay, service credits or other similar contractual penalties or credits, exceed in aggregate _____ percent of the total price of the delivery excluding the value added tax. If a Party has an obligation to pay liquidated damages payable due to delay, service credits or other similar contractual penalties or credits, the Party is also liable to pay damages only for the part of the loss exceeding the liquidated damages payable due to delay, service credits or other similar contractual penalties or credits. In addition, sections 12.3 - 12.5 of the IT2015 YSE General Terms and Conditions shall apply.

12OTHER PROVISIONS

______

______

______

______

______

______
______

13ANNEXES OF AGREEMENT AND ORDER OF PRIORITY

13.1The following annexes form an integral part of this Agreement (please number the annexes):

______

______

______

______

______

______

______

______

______

13.2The following IT2015 Terms and Conditions also form an integral part of this Agreement:

IT2015 EJT Special Terms and Conditions for Deliveries of Data Systems and Customised Software

IT2015 EAP Special Terms and Conditions for Consulting and Other Professional Services

IT2015 EVT Special Terms and Conditions for Deliveries of Standard Software

IT2015 ELT Special Terms and Conditions for Deliveries of Equipment

IT2015 YSE General Terms and Conditions

13.3The order of priority of documents relating to this Agreement is as follows:

1.This Agreement.

2.Annexes to this Agreement other than the IT2015 Terms and Conditions. In case of discrepancy between these annexes, the annex with a smaller number shall prevail.

3.The special terms and conditions annexes of the IT2015 Terms and Conditions annexed to this Agreement.

4.IT2015 YSE General Terms and Conditions.

14 COPIES AND SIGNATURES

This Agreement has been executed in two original copies, one for each Party.

Place and datePlace and date

______.___.______.___.______

Customer’s signatureSupplier’s signature

______

Name(s) typed:Name(s) typed:

______