1. Definitions

 

ELIKO – Eliko Location Technologies OU (registry code of 14858592), a parent company together with its subsidiary ELIKO Tehnoloogia Arenduskeskus OU (registry code of 11054022)

Client – a legal or natural person who buys an ELIKO product

Product – the high-technology devices being the object of the contract along with software, and the documents drawn up about them

Devices – the hardware of an electronic device

Software – the software used for operating the Devices

EULA – the end user licence agreement

 

2. General provisions

 

The Products of ELIKO are not considered to be consumer products or meant for use in households.

The right of ownership of the Devices (hardware) passes to the Client at the moment the Client buys the Product. The intellectual property rights to the Devices and the Software remain permanently with ELIKO and/or the holder of the intellectual property rights; the Software is used according to the terms and conditions of ELIKO set out in the EULA.

The Devices of ELIKO are only meant for use with the Software of ELIKO or with the hardware and software of third parties approved by ELIKO.

 

3. Information and consultation

 

At the request of the Client, ELIKO gives information and consultations on its Products but does not guarantee that the Products always operate in the Client’s specific applications. The reliability of the Products depends, for example, on the environment and the functioning of the network connection.

The Client buys the Product as it is (‘as is’ principle) and ELIKO is only liable for the failure of the Product to function on the bases set out in these terms and conditions (particularly defects of the material). The Product is not meant to be used in life-critical functions or in emergency situations, e.g. medical devices, air traffic, etc.

No verbal or written information in the course of entry into and performance of the contract changes the aforementioned principle, except for a special contract entered into by the management board of ELIKO.

 

4. Prices and payments

 

ELIKO has the right to change the prices at any time, except if ELIKO has confirmed these for the Client in writing.

The Client pays for the Products a prepayment in full before the delivery of the Products.

The right of ownership of the Products transfers after the Products have been paid for in full.

 

5. Placing an order

 

The Client must send an order in writing by e-mail to ELIKO.

 

An order has been received when ELIKO sends a written confirmation along with the approved prices, quantities and delivery times. The Products can be paid for on the basis of a prepayment invoice submitted by ELIKO.

 

A contract between ELIKO and the Client starts from the moment when the amount of the prepayment has been credited to the bank account of ELIKO. ELIKO only guarantees the agreed terms and conditions (price, quantity, delivery time) if the prepayment is paid on time.

 

The prepayment terms and conditions can only be amended by a separate contract signed by the management board of ELIKO.

 

6. Right of withdrawal

 

The right of withdrawal does not apply if the Client is a legal person.

 

7. Delivery terms

 

Delivery is made under the EXW term (INCOTERMS 2010), and all the delivery expenses and risks of the delivery period are borne by the Client, except if the Parties have agreed otherwise in a written contract.

 

The international method of transport of the Product offered by ELIKO is door-to-door courier service. In the event of delivery inside Estonia, it is also possible to agree on other methods of transport.

 

If ELIKO cannot deliver the Products to the Client or if any significant changes take place in delivery times, ELIKO will inform the Client thereof immediately and, upon request, return the paid amount no later than in 14 days of the communication of a corresponding notice to the Client.

 

When buying the Product outside of the European Union, the Client ensures that, upon import, they will adhere to the laws and customs rules of the country of destination.

 

8. Software license

 

The Client obtains the right to use the Software according to the licensing terms and conditions of ELIKO and/or the holder(s) of intellectual property rights and is required to adhere to the EULA terms and conditions.

 

The intellectual property rights of Client-based developments are also held by ELIKO and the Client has the right to use such developments on the basis of a non-exclusive license.

 

9. Preservation of labels

 

The Client may integrate the Product into other products and resell the Product but may not replace the label of the Product without prior written consent by ELIKO.

 

10. Liability and limitations of liability

 

Neither party is liable to the other for direct or indirect damage that arises from selling the Products unless otherwise regulated in this Chapter.

 

The Client represents and warrants that they are liable for the verification of the suitability of the Products in the Client’s system and for the activities and consequences arising from using the Product, incl. for the data protection requirements, preservation of data, etc.

 

The liability of ELIKO is limited to the replacement or repair, at the discretion of ELIKO, of the Product that qualifies under the warranty terms.

 

ELIKO is not liable for any damage to the Client or a third party caused in any manner by the use of the Products by the other party, incl. for the direct damage arising from the manner of use of the Product, its misuse, destruction of its data, damage to, change in or misrepresentation, or loss of the Product.

 

ELIKO is not liable for the compensation for intentionally caused damage to the Client or a third party and neither does any damage arise from claims concerning the breach of intellectual property of the Software compensated for.

 

Neither party is liable for any claim arising from the contract if the party has not received a written notice of the claim within 6 (six) months of the date when the other party learned or should have learned of the circumstances serving as the basis for the claim.

 

The Client is liable for compliance with the rules for using radio frequencies of the country of the place of use. ELIKO is only liable for compliance with the certificates declared by it.

 

11. Direct marketing and processing of personal data

 

ELIKO sends newsletters and offers to the Client’s e-mail address only if the Client has expressed their wish to receive them by entering their e-mail address on the website or indicating in written form their acceptance to receiving direct mail.

 

The Client is able to opt out of offers and newsletters sent to their e-mail address at any time by letting us know via e-mail or by following the instructions in the e-mail footer containing the offer.

 

12. Confidentiality

 

Each party is required to maintain the confidentiality of information that has been obtained from the other to which the party who disclosed the information has referred to as confidential or the confidentiality of which can reasonably be presumed and used only for the performance of the contract (duty of confidentiality).

 

The duty of confidentiality does not cover the information:

1. that is generally accessible or public;
2. that the party who obtained the information had learned without the duty of confidentiality before obtaining it from the other party and the party can provide proof of that;
3. that the party has developed independently using the information obtained from the other party;
4. the disclosure of which requires written consent of the other party;
5. that is subject to disclosure in accordance with the law.

 

All disclosures between the parties and concerning the contract must be agreed upon with the other party in writing in advance.

 

ELIKO has the right to disclose the names of its clients.

 

The rights and obligations provided for in this clause will be valid without a term after the end of the contract.

 

13. Amendment of General Terms and Conditions

 

ELIKO has the right to unilaterally amend the General Terms and Conditions by publishing new terms and conditions on its website.

 

The general terms and conditions applicable to the Client are those effective at the moment of purchasing.

 

14. Force majeure

 

Neither party is liable for non-performance of their contractual obligations, incl. for delays and/or faults caused by circumstances that are beyond the control of the party, including, but not limited to, collective labor disputes (strikes and lock-outs), fire, war, uprising, internal disturbances, natural disasters, currency restrictions, impact of any computer viruses, expropriation by public authorities, import and export bans, interruptions of ordinary telecommunications and transportation or any Force majeure.

 

15. Governing law and legal disputes

 

Any disputes arising from or in connection with the contract are governed by the legislation of the Republic of Estonia and will be resolved in Harju County Court.