Terms of Service

Acceptance of Terms

Welcome to OrbitHarvester AS. These Terms of Service ("Terms", "Agreement") govern your use of our website located at orbitharvester.world and our e-commerce logistics optimization services operated by OrbitHarvester AS, a company incorporated under Danish law with registration number CVR26457983 ("us", "we", or "our").

By accessing or using our website and services, you ("User", "you", or "your") agree to be bound by these Terms. If you disagree with any part of these terms, then you may not access our website or use our services.

These Terms constitute a legally binding agreement between you and OrbitHarvester AS. Please read them carefully before using our services.

Description of Services

OrbitHarvester provides e-commerce logistics optimization consultancy services, including but not limited to:

• Supply chain analysis and optimization
• Warehouse management system implementation and optimization
• Last-mile delivery strategy development
• Performance analytics and reporting
• Cross-border logistics consulting
• Technology integration and automation solutions

Our services are provided through various channels including in-person consultations, remote advisory sessions, written reports, and ongoing support arrangements. Specific service details, deliverables, and timelines will be outlined in separate service agreements or statements of work.

User Obligations

By using our services, you agree to:

Lawful Use

• Use our services only for lawful purposes and in accordance with these Terms
• Comply with all applicable laws, regulations, and industry standards
• Not use our services to engage in any fraudulent, deceptive, or harmful activities

Information Accuracy

• Provide accurate, complete, and up-to-date information when requested
• Promptly notify us of any changes to your business operations that may affect our services
• Ensure that all information shared with us is authorised for disclosure

Cooperation and Access

• Provide reasonable access to your facilities, systems, and personnel as needed
• Cooperate in good faith during the provision of our services
• Implement our recommendations in a reasonable and timely manner

Prohibited Activities

• Reverse engineer, decompile, or attempt to extract proprietary methodologies
• Share our confidential information with unauthorised third parties
• Use our services to compete with OrbitHarvester or develop competing services
• Interfere with or disrupt our website or services

Intellectual Property

The content, features, and functionality of our website and services, including but not limited to text, graphics, logos, images, software, methodologies, and processes, are owned by OrbitHarvester AS and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

Our Rights

• All proprietary methodologies, frameworks, and optimization processes developed by OrbitHarvester remain our exclusive property
• Our trademarks, service marks, and logos may not be used without prior written consent
• Any improvements or modifications to our methodologies developed during service provision remain our property

Your Rights

• You retain ownership of your business data, operational information, and trade secrets
• You receive a license to use deliverables created specifically for your business
• You may use our recommendations and reports for your internal business operations

Shared Intellectual Property

Any intellectual property developed jointly during our engagement will be subject to separate written agreement specifying ownership and usage rights.

Payment Terms

Payment terms for our services will be specified in individual service agreements or statements of work. Unless otherwise agreed:

• Invoices are payable within 30 days of receipt
• Late payments may incur interest charges at the rate of 1.5% per month
• We reserve the right to suspend services for overdue accounts
• All prices are exclusive of applicable taxes, which will be added as required by law

Disputed invoices must be raised within 30 days of receipt. Undisputed portions of invoices remain payable according to the original terms.

Confidentiality

We understand that you may share confidential and proprietary information with us during the course of our engagement. We agree to:

• Maintain the confidentiality of all non-public information shared with us
• Use confidential information solely for the purpose of providing our services
• Implement appropriate security measures to protect your information
• Not disclose confidential information to third parties without your written consent

This confidentiality obligation does not apply to information that:

• Is publicly available or becomes publicly available through no breach of this agreement
• Was known to us prior to disclosure by you
• Is required to be disclosed by law or court order
• Is independently developed by us without use of your confidential information

Limitation of Liability

Our services are provided on an advisory basis. While we strive to provide accurate and effective recommendations, the implementation and results of our advice depend on factors beyond our control.

Scope of Liability

To the maximum extent permitted by applicable law, OrbitHarvester AS shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunities
• Business interruption or operational delays
• Loss of data or information
• Cost of substitute services or products
• Damage to reputation or goodwill

Maximum Liability

Our total liability for any claims arising from or related to our services shall not exceed the total amount paid by you to OrbitHarvester for the specific services giving rise to the claim, or €10,000, whichever is lower.

Time Limitation

Any claims against OrbitHarvester must be brought within one (1) year of the date when the claimant knew or should have known of the circumstances giving rise to the claim.

Warranties and Disclaimers

We warrant that our services will be performed with reasonable skill and care in accordance with industry standards. However, we make no other warranties, express or implied, including:

• Warranties of merchantability or fitness for a particular purpose
• Guarantees of specific results or performance improvements
• Warranties regarding the accuracy or completeness of third-party information
• Guarantees that our recommendations will achieve desired outcomes

Our website and services are provided "as is" and "as available" without warranty of any kind. We do not warrant that our services will be uninterrupted, error-free, or completely secure.

Indemnification

You agree to indemnify, defend, and hold harmless OrbitHarvester AS, its officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from:

• Your breach of these Terms or any service agreement
• Your violation of any applicable laws or regulations
• Your negligent or wrongful acts or omissions
• Any inaccurate or misleading information provided by you
• Your implementation of our recommendations

This indemnification obligation shall survive the termination of these Terms and any service agreements.

Termination

Either party may terminate our services relationship under the following circumstances:

Termination for Convenience

• Either party may terminate with 30 days' written notice
• You remain responsible for payment of services rendered up to the termination date
• We will provide reasonable assistance to ensure orderly transition

Termination for Cause

• Immediate termination for material breach of these Terms
• Non-payment of invoices beyond 60 days of due date
• Violation of confidentiality obligations
• Engagement in illegal or unethical business practices

Effect of Termination

Upon termination, all rights and obligations cease except for those that by their nature should survive, including payment obligations, confidentiality requirements, intellectual property rights, and limitation of liability provisions.

Force Majeure

Neither party shall be liable for any failure or delay in performance under these Terms due to circumstances beyond their reasonable control, including but not limited to:

• Acts of God, natural disasters, or extreme weather conditions
• War, terrorism, civil unrest, or government actions
• Pandemic, epidemic, or public health emergencies
• Labour disputes, strikes, or workforce shortages
• Cyber attacks, system failures, or telecommunications outages

The affected party must promptly notify the other party of such circumstances and make reasonable efforts to mitigate the impact and resume performance.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of Denmark, without regard to its conflict of law provisions. The Danish courts shall have exclusive jurisdiction over any disputes arising from or relating to these Terms or our services.

For clients located within the European Union, you may also have rights under the applicable consumer protection laws of your country of residence. Nothing in these Terms shall limit such rights where they cannot be lawfully limited.

We will make reasonable efforts to resolve disputes through good faith negotiations before resorting to formal legal proceedings. If litigation becomes necessary, the parties agree to submit to the exclusive jurisdiction of the courts of Copenhagen, Denmark.

Changes to Terms

We reserve the right to modify these Terms at any time. When we make changes, we will:

• Post the updated Terms on our website
• Update the "Last updated" date at the top of this document
• Notify existing clients of material changes via email
• Provide reasonable notice before changes take effect

Your continued use of our services after the effective date of any changes constitutes acceptance of the revised Terms. If you do not agree to the changes, you must discontinue use of our services.

For ongoing service engagements, material changes to these Terms may require mutual agreement and may be addressed through contract amendments.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be replaced by a valid provision that most closely achieves the intended economic effect.

Entire Agreement

These Terms, together with any separate service agreements, statements of work, and our Privacy Policy, constitute the entire agreement between you and OrbitHarvester AS regarding the use of our services and supersede all prior or contemporaneous communications and proposals.

No modification of these Terms shall be effective unless in writing and signed by both parties. No waiver of any provision shall be deemed a waiver of any other provision or of the same provision on a future occasion.

Contact Information

If you have any questions about these Terms of Service, please contact us: