Lightstone Productions Ltd.

Terms of Delivery

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1. Application of Terms

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1.1. These terms of delivery apply to services provided by Lightstone Productions Ltd. to the client (later referred to as “Lightstone”). These terms of delivery apply unless otherwise agreed in writing between the client and Lightstone.

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2. Quotations

 

2.1. Quotations are valid for two (2) weeks from their issuance, unless otherwise specified. In verbal quotations, Lightstone reserves the right to changes. 

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3. Delivery of Services

 

3.1. Lightstone is obligated to deliver the service at the agreed-upon time and perform the service diligently. 

 

3.2. The client must provide Lightstone with accurate and timely information, instructions, and necessary materials to successfully deliver the service. The client is responsible for the suitability of the provided material, information, instructions, and requirements for the intended purpose of the services. 

 

3.3. If service delivery is delayed due to reasons attributable to the client, Lightstone has the right to choose an appropriate delivery time. 

 

3.4. Lightstone has the right to produce the service in a manner it deems best. Additionally, Lightstone may use subcontractors if necessary for service provision. 

 

3.5. The client is responsible for procuring and maintaining all extra equipment, connections, and software not included in the service. 

 

3.6. The client must promptly inspect the services provided by Lightstone upon delivery or before a deadline otherwise agreed upon. Any desired changes or detected errors must be promptly communicated to Lightstone.

 

4. Service Deficiencies

 

4.1. A service is considered to be defective if it significantly deviates from defined characteristics. If the characteristics of the service have not been predefined, Lightstone reserves the right to act according to industry-standard practices. 

 

4.2. Lightstone’s liability any service deficiency is limited to reperforming the service that was incorrectly completed by Lightstone. 

 

4.3. Lightstone is not responsible for correcting service deficiencies caused by reasons beyond its control or attributable to the client, such as improper use of the service, incorrect instructions or other materials supplied by the client.

 

5. Compensation for Damages

 

5.1. Lightstone is obligated to compensate the client for direct damages resulting from negligence caused by Lightstone. However, the liability is limited to the amount paid by the client for the relevant service. Lightstone does not compensate for indirect or consequential damages that could not reasonably have been foreseen. Indirect damages include, but are not limited to, lost profits and data loss. Lightstone’s overall liability for damages is limited to the compensation mentioned in this section 5. 

 

5.2. Claims for compensation must be made to Lightstone within thirty (30) days from the date when the damage in question was discovered or it should have been discovered.

 

6. Invoicing

 

6.1. The client shall pay Lightstone the fees specified in the contract. The payment term is fourteen (14) days. Lightstone has the right to charge 50% of the fees for cancellations made within less than 24 hours.

 

6.2. Payments must be made by the due date indicated on the invoice. Lightstone has the right to charge collections costs, handling fees and interest for delayed payments. If the client has not paid overdue invoices despite payment reminders, any other outstanding charges related to the service will also immediately fall due to be paid. 

 

6.4. Lightstone has the right to charge fees related to the service even for the period when the service could not be delivered due to reasons attributable to the client.

 

7. Termination of Service

 

7.1. Lightstone has the right to cease performing services ordered by the client if:

 

• the client has not paid overdue receivables within two (2) weeks of

sending the payment reminder,

• the client has been placed in liquidation or bankruptcy, filed for public challenge to

its creditors, or has been declared insolvent,

• the client fails to fulfill contractual obligations or materially breaches the

obligations specified in the contract,

• the client cannot be reached to resolve any matters.

 

7.2. If the client submits a written notification regarding an invoice to Lightstone and pays the undisputed portion of the invoice, Lightstone will not terminate the service due to non-payment of the disputed portion during the investigation of the dispute.

 

8. Termination of Contract

 

8.1. Either party has the right to terminate the contract regarding service provision immediately if the other party materially breaches its contractual obligations and does not rectify the breach within a reasonable period, but no more than thirty (30) days, from the date of a written notice.

 

8.2. Notices of termination or cancellation must be made in writing.

 

9. Force Majeure

 

A party is released from its obligations and the obligation to pay damages if the breach of contractual obligations or failure to fulfill them is due to a force majeure. Force majeure refers to an event occurring after the formation of the contract which the contracting party could not reasonably have taken into account when entering into the contract, and which is independent of the contracting parties, or its effects cannot reasonably be avoided or overcome. Force majeure event may include law and official regulations, denial of export licenses, compulsory acquisition or seizure, import and export bans, natural disasters, interruptions in general transportation, telecommunications, or energy distribution, scarcity of transportation vehicles, general scarcity of goods, restrictions on energy sources, labor disputes, fires, defects or delays in telecommunication connections or equipment obtained from third parties, damage caused by third parties, errors or delays by subcontractors, or other similar events beyond the control of the contracting parties.

 

If the fulfillment of a contractual obligation is delayed due to any of the reasons mentioned in the aforementioned paragraph, the deadline for fulfilling the contractual obligation shall be extended as long as all relevant circumstances are considered reasonable.

 

10. Confidentiality

 

10.1. The parties commit to keep any specified materials and information received from each other as confidential, or any that should reasonably be understood as confidential.

 

10.2. The confidentiality obligation does not apply to materials and information that:

(a) is publicly available,

(b) is received from a third party without a non-disclosure agreement,

(c) independently developed by a contract party without utilizing material or information received from the other contracting party,

(d) were in the possession of a contracting party without a non-disclosure agreement before receiving them from the other contracting party.

 

11. Other Terms

 

11.1. Dispute Resolution and Applicable Law.

The contract shall be governed by Finnish law. Disputes arising from the contract shall primarily be resolved through negotiations. If an agreement cannot be reached within a reasonable time, disputes shall be settled by a single-member arbitration tribunal in Helsinki. The arbitration tribunal shall be appointed by the Central Chamber of Commerce Arbitration Board, and the proceedings shall follow the rules of this board. However, both parties have the right to seek and enforce interim measures in competent courts.

 

11.2. Notices.

Both parties must send written notices regarding the contract to the other party’s designated contact person.

 

11.3. Transfer of contract.

Neither party has the right to assign contracts to a third party without the other party’s prior written consent. Lightstone has the right to transfer contract-based receivables to a third party.