Version 3.0
1. Scope of right of use
1.1 General
Upon entering into an agreement, the Customer has a non-exclusive right of use to Clue digital dictionaries (“the Software”), as described in the Agreement and in these terms of subscription. The Supplier otherwise reserves all rights to the Software and the associated documentation.
The scope of the right of use depends on the type of agreement. The types of agreement are described below:
1.2 Access to the Supplier’s installation ("Clue Online")
The right of use gives the Customer access to the Software as it is installed and operated by the Supplier. The access is provided through the different technical platforms that the Supplier supports at any given time, such as specified browsers on PCs and Macs, or applications on tablets and mobile phones (iOS and Android). An updated list of the technical platforms supported by the Supplier is given on the Supplier's website at www.clue.no.
1.3 Local installation ("Clue Offline")
The right of use entitles the Customer to install the Software on its computers. Computers include both PCs and Macs, but only those that have the capability to run the Software.
The Customer’s right of use is subject to the Customer at any given time using equipment and software that is approved by the Supplier for use with the Software. An updated list of equipment and software that the Supplier has approved is given on the Supplier's website at www.clue.no. If the Customer wishes to use the Software together with equipment and software that is not approved by the Supplier, this will be undertaken at the Customer’s own expense and risk.
1.4 Single-user licences for private use
The right of use applies to the number of users for which single-user licences are purchased. Single-user licences can be "Clue Online" or "Clue Offline", as agreed between the Customer and Supplier.
A single-user licence can only be used by one named user. If the Customer is an individual, the right of use only applies to this person. Local installation (“Clue Offline”) can only be undertaken on one computer.
2. Duration and expiry or right of use
2.1 Entry into force, suspension and expiry of right of use
The Customer’s right of use enters into force at the time of ordering.
The right of use for “Clue Online” subscriptions requires the Customer to maintain a valid subscription agreement for the Software, whereby the right of use will expire simultaneously with termination of the agreement in accordance with Section 8 below. If the Customer fails to pay the subscription fee by the due date, the right of use will be suspended without notice.
Upon expiry of right of use, the Customer shall immediately discontinue all use of the Software and uninstall the Software.
2.2 Licence keys and technical protection mechanisms
The Customer is given a licence key and/or log in details that enable access to use the Software in accordance with the right of use described in Section 1, cf. Section. 2.1. Access applies to the Software in the version applicable at the time of receipt of the licence key.
If the right of use includes installation for the Customer ("Clue Offline"), the Supplier shall make the Software available to the Customer through a link in the licence certificate, and the Customer is responsible for installing the Software.
2.3 Approved equipment and software
The Customer is not entitled to make changes, modifications or adaptations to the Software beyond the provisions in Section 5, final paragraph.
2.4 Technical protection mechanisms
The Software contains technical protection mechanisms that prevent more users using the Software than covered by the Agreement. Circumventing or attempting to circumvent these protection mechanisms is strictly prohibited.
3. Updates, corrections and support
3.1 New versions
New versions of "Clue Online" will be published on an ongoing basis by the Supplier without explicit notice to the Customer.
The right of use to "Clue Offline" does not entitle the Customer to receive new versions of the Software.
3.2 New versions
If an error occurs in the Software, the Supplier will correct this as soon as practicable, unless such remedial work causes the Supplier unreasonable inconvenience or cost.
3.3 Support
The subscription for “Clue Online” entitles the Customer’s users to free support for the Software. Support is defined for these purposes as guidance from the Supplier to the Customer or the Customer’s users in the use of the Software.
Support requests from the Customer to the Supplier shall be made to the Supplier’s support organisation. The Supplier’s support organisation is responsible for responding to and following up support enquiries.
The right of use to "Clue Offline" does not include support.
4. Prices and payment
4.1 Clue Online
The subscription fee for the Software is paid in advance at the time of ordering. The agreed subscription fee applies to the first agreement period (1 month or 12 months in accordance with the agreement), and may be changed by the Supplier for subsequent agreement periods based on changes to the Supplier’s general price list. Increases in subscription fees that exceed the increase in the consumer price index require express notification by the Supplier to the Customer.
4.2 Clue Offline
The charge for right of use to the Software is paid in advance at the time of ordering.
5. The Customer’s other obligations
The Customer is not permitted to make the Software (either "Clue Online" or "Clue Offline") available for a greater number of users than covered by the right of use.
The Customer undertakes to store licence keys and log on information in a responsible manner such that they cannot be copied by unauthorised parties. The Customer further undertakes to ensure that all users are aware that the right of use does not give them the right to copy the Software onto any computers other than those covered by the subscription agreement. The Customer is responsible for any misuse by its own users, regardless of whether the Customer was aware of the misuse or not.
If the Software is installed on a computer that the Customer sells or otherwise loses possession of, the right to use the Software ceases simultaneously on the said computer. The Software must be erased from the computer prior to selling. The Customer undertakes to notify any buyers or others using a computer as agreed with the Customer, of the obligation to erase the Software and that it is illegal to copy or use the Software beyond the provisions of the subscription terms.
The Customer has no right to make changes, modifications or adaptations to the Software beyond § 39i of the Copyright Act of Norway (Åndsverkloven).
6. Transfer and changes
The Supplier is entitled to transfer its rights and duties under this agreement to another company within the same group.
The Customer is not entitled to transfer the right of use or its other duties and rights under the subscription agreement, unless the Supplier has consented to transfer or where such a right has a legal basis.
7. Validity and termination
7.1 Clue Online
The agreement will enter into force on the date stipulated in Section 2.1.
The agreement is valid for a period of 1 - one - year or 1 – one – month as selected by the Customer at the time of ordering. The agreement shall subsequently be renewed automatically for a corresponding period at a time, unless the agreement is terminated by the Customer before invoicing for a new period. Amounts already invoiced are not refundable.
If the agreement is terminated, the right of use ceases, cf. Section 2.1.
7.2 Clue Offline
The agreement will enter into force on the date stipulated in Section 2.1.
8. Processing of personal data
Implementation of the Agreement assumes that the Supplier can process personal data held on the Customer’s users of the Software, including to verify that the terms of the subscription agreement are met. The Customer confirms that the personal data is provided voluntarily and that, in relation to the individual user, the Customer is entitled to disclose this data to the Supplier.
The Controller is the General Manager of Clue Norge AS. The personal data will not be forwarded to other parties unless this is necessary in order to achieve the purpose of the processing as described. Individuals may request access to their personal data, correction of incorrect personal data and, on agreement, deletion of personal data.
Clue Norge AS’ processing of personal data is described in more detail in the Protection of privacy policy for Clue Online.
9. The Supplier’s rights to the Software
On the basis of copyright, database rights and special rights of disposal, the Supplier has an exclusive right to have the Software and the associated documentation at its disposal. The Customer has the right to solely use the Software as stipulated in the terms of subscription.
10. Breach of agreement
A breach is deemed to exist if one of the parties fails to fulfil its obligations in accordance with the agreement, and this is not due to a force majeure or other circumstances for which the other party is responsible. In the event of a breach, the injured party may withhold its performance, but not to a greater degree than is required in relation to the breach.
In the event of a breach, the party affected may demand compensation for documented financial loss, with the following limitations:
A. The nature and extent of the loss must be adequate and predictable according to ordinary principles of compensation in contractual relationships.
B. Indirect losses, including lost profits and lost expected savings, are not covered.
C. Claims against the Supplier are limited to the annual subscription fee for the current year and in any case must not exceed NOK 50,000. No corresponding limitation is applicable for the Supplier’s claims against the Customer as a result of the Customer violating or contributing to a violation of the Supplier’s intellectual property rights.
The limitations of liability do not apply if the party concerned has acted with gross negligence or wilful misconduct.
Notwithstanding the aforesaid, the Customer agrees to pay damages if the Customer violates or contributes to a violation of the Supplier’s intellectual property rights to the Software. Damages are set at NOK 10,000 per illegal copy or illegal access to the Software. The Supplier may choose to claim compensation under paragraphs 2 and 3 of this section in place of damages.
11. Enquiries
All enquiries from the Supplier to the Customer regarding this agreement should be directed to the contact person that the Customer specified at the time of ordering. The Customer may change its contact person by giving written notice to the Supplier.
12. Disputes and legal venue
Disputes between the parties relating to effect, content or implementation of this Agreement shall be resolved through negotiations. Where no agreement is reached in such negotiations within two weeks of the dispute arising, the dispute shall be settled by the ordinary courts. Oslo City Court is the agreed legal venue.
The Agreement is subject to Norwegian law.
