STANDARD BETINGELSER OG VILKÅR FOR SALG
Exorum ApS
Njalsgade 21E
2300 Copenhagen S, Denmark
Exorum General Terms and Conditions
These Terms & Conditions govern the purchase and delivery of Partnership Packages for Events organised by Exorum ApS.
1. Definitions
“Exorum” means Exorum ApS. “Partner” means the company purchasing a Partnership Package for an Event delivered by Exorum. “Event” means any conference, summit, forum, or related activity organised by Exorum.
“Partnership Package” means the specific rights, benefits, and deliverables described in the applicable Partnership Agreement, order form, or package description.
“Agreement” means the signed Partnership Agreement or order form, the applicable Partnership Package description, and these Terms & Conditions.
In the event of any conflict, the signed Partnership Agreement or order form shall prevail over the Partnership Package description, which shall prevail over these Terms & Conditions.
2. Formation of the Agreement
The Agreement becomes binding when the Partner signs the Partnership Agreement or order form, or otherwise confirms its participation in writing, including by email.
The person signing or confirming the Agreement on behalf of the Partner represents and warrants that they have full authority to bind the Partner.
Following confirmation, Exorum may begin preparatory work and reserve the agreed Partnership Package and related deliverables for the Partner.
These Terms & Conditions form an integral part of the Agreement. Any terms submitted by the Partner shall not apply unless expressly accepted by Exorum in writing.
3. Fees and Payment Terms
The partnership fee (the “Fee”) is specified in the Agreement. Unless otherwise stated, all amounts are exclusive of VAT and any other applicable taxes.
Exorum will issue an invoice following confirmation of the Agreement. If the Partner requires a purchase order number or other internal reference, the Partner must provide it promptly. The Partner’s internal purchasing or approval procedures shall not delay or affect its payment obligations under the Agreement.
Payment is due 14 days from the invoice date unless otherwise stated in the Agreement.
Late payments shall accrue interest and may incur recovery charges in accordance with applicable Danish law. Exorum may use a third-party collection agency to recover overdue amounts.
If payment is not received by the due date, Exorum may give the Partner written notice allowing five business days to make payment. If payment remains outstanding after that period, Exorum may suspend its services, terminate the Partner’s participation, and release the Partnership Package for sale to another customer.
The Partner shall remain liable for the Fee and any reasonable recovery costs. Any net amount received by Exorum from/if reselling substantially the same Partnership Package for the same Event shall be credited against the outstanding Fee.
4. Cancellation and Termination
Partnership Packages are non-cancellable. Once the Agreement has been confirmed, the Partner is liable for the full Fee regardless of subsequent decisions, internal changes, or non-attendance.
Exorum may terminate the Agreement with immediate effect if the Partner commits a material breach and fails to remedy that breach within five business days after receiving written notice. No remedy period is required where the breach cannot reasonably be remedied.
Termination shall not affect any rights, payment obligations, or liabilities that accrued before termination. Any provision intended by its nature to survive termination shall remain in effect.
5. Delivery of the Event and Use of Subcontractors
Exorum is responsible for planning and delivering the Event and the agreed Partnership Package.
Exorum may engage venues, freelancers, consultants, speakers, technical providers, and other subcontractors to perform any part of its obligations. Exorum remains responsible for the performance of its contractual obligations under the Agreement.
The Partner is responsible for providing all logos, materials, speaker information, approvals, and other inputs required to deliver the agreed Partnership Package by the deadlines communicated by Exorum.
If the Partner fails to provide the required materials or approvals by the stated deadlines, Exorum may proceed with alternative content or omit the affected deliverables without refund.
6. Partner Conduct and Delegate Communication
To protect the Event experience, the Partner may not use delegate information received from Exorum to contact delegates before the Event. This restriction does not prevent the Partner from communicating with an existing customer or contact using information obtained independently of Exorum.
Any delegate personal data made available to the Partner may only be used for individual and personalised follow-up directly related to the Event and in accordance with applicable data protection and electronic marketing laws.
The Partner acts as an independent data controller for its processing of such personal data and is responsible for establishing a valid legal basis, providing any required privacy information, and respecting applicable retention periods, objections, and opt-out requests.
Delegate personal data may not be used for bulk emails, newsletters, automated campaigns, cold calling, third-party marketing, resale, disclosure to third parties, or outsourced telesales unless expressly permitted by applicable law and agreed by Exorum in writing.
A material breach of this section may result in immediate exclusion from the Event and future events without refund.
7. No Guarantee of Commercial Results
Unless expressly stated in the Agreement, Exorum does not guarantee any specific number of meetings, delegates, leads, business opportunities, sales, or other commercial outcomes. Delegate participation may change, and individual delegates may cancel or fail to attend.
8. Changes to the Event
Exorum may make reasonable changes to the programme, speakers, schedule, venue, or Event format where necessary. Such changes shall not entitle the Partner to a refund, provided that Exorum delivers substantially equivalent Partnership benefits.
Exorum may postpone, relocate, or change the format of the Event where reasonably necessary. Exorum shall notify the Partner as soon as reasonably practicable. The Partner’s rights and deliverables will, where reasonably possible, be transferred to the rescheduled or replacement Event.
9. Force Majeure
Neither party shall be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, fire, epidemic or pandemic, war, terrorism, civil unrest, government restrictions, labour disputes, transport disruption, or widespread failure of essential infrastructure.
If an Event is postponed, relocated, or converted to another format due to such circumstances, the Agreement shall remain in force and the Fee shall not be refunded, provided that Exorum delivers substantially equivalent Partnership benefits.
If Exorum permanently cancels the Event without offering a reasonable replacement, Exorum shall refund the portion of the Fee relating to undelivered benefits. Such refund shall be the Partner’s sole remedy in relation to the cancellation.
10. Intellectual Property Rights
Each party retains ownership of all intellectual property owned or developed by it independently of the Agreement.
Exorum owns all rights in the Event concept, format, name, agenda, databases, materials, recordings, and content created by or on behalf of Exorum.
The Partner retains ownership of its trademarks, logos, presentations, and other materials. The Partner grants Exorum a non-exclusive, worldwide, royalty-free licence to use such materials for the planning, delivery, promotion, and documentation of the Event.
The Partner warrants that its materials and their use by Exorum in accordance with the Agreement do not infringe any third-party rights. The Partner shall be responsible for claims arising from its materials or conduct.
11. Confidentiality
Each party shall keep confidential all non-public commercial, financial, technical, and operational information received from the other party in connection with the Agreement and shall use such information only for the purposes of performing or receiving the services under the Agreement.
The confidentiality obligation does not apply to information that is or becomes publicly available through no breach of the Agreement, was lawfully known to the receiving party before disclosure, is lawfully received from a third party without a duty of confidentiality, or is independently developed without use of the confidential information.
A party may disclose confidential information where required by law, regulation, or a competent authority, provided that, where legally permitted, it gives the other party reasonable prior notice.
This section shall remain in effect for three years after the end of the Agreement. Trade secrets shall remain protected for as long as they qualify as trade secrets under applicable law.
12. Liability
The Partner participates in the Event at its own risk and expense.
To the maximum extent permitted by applicable law, Exorum shall not be liable for circumstances outside its reasonable control, including the acts or omissions of delegates, speakers, venues, suppliers, or other third parties.
Exorum’s aggregate liability arising out of or in connection with a specific Event shall not exceed the Fee paid or payable for that Event. Neither party shall be liable for any indirect or consequential loss, including loss of profit, revenue, business, goodwill, or anticipated savings.
Nothing in the Agreement limits liability for fraud, wilful misconduct, gross negligence, or any liability that cannot legally be limited.
13. No Exclusivity
Unless expressly agreed in writing, the Partnership Package does not grant the Partner exclusivity. Exorum may enter into agreements with other partners, including businesses operating in the same or similar industries.
14. Assignment
The Partner may not assign or transfer any of its rights or obligations under the Agreement without Exorum’s prior written consent.
Exorum may assign the Agreement to an affiliated company or to a successor in connection with a merger, reorganisation, or transfer of all or substantially all of the relevant business or assets, provided that the assignment does not materially reduce the Partner’s rights.
15. Notices
Any notice or other communication under the Agreement must be in writing and may be delivered by email to the contact details stated in the Agreement or otherwise notified by a party in writing.
An email shall be considered received on the business day on which it is sent, provided that the sender does not receive an automated failure or non-delivery notice. An email sent outside normal business hours shall be considered received on the next business day.
16. General Provisions
Any amendment to the Agreement must be made in writing and agreed by authorised representatives of both parties. Email confirmation is sufficient unless the parties expressly require a signed amendment.
A party’s failure or delay in exercising any right or remedy under the Agreement shall not constitute a waiver of that or any other right or remedy. A waiver is effective only if made in writing and applies only to the specific circumstances for which it is given.
If any provision of the Agreement is held to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it valid and enforceable or, if modification is not possible, removed. The remaining provisions shall continue in full force and effect.
The Agreement constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior discussions, correspondence, representations, and understandings relating to that subject matter.
17. Governing Law and Jurisdiction
The Agreement shall be governed by Danish law, without regard to its conflict-of-law rules. Any dispute arising out of or in connection with the Agreement shall be subject to the exclusive jurisdiction of the City Court of Copenhagen.