DWPA Terms & Conditions
1. General:
Danish Wind Power Academy and its affiliates (hereafter referred to as “dwpa”) provides training courses and seminars for the wind industry, including, but not limited to turbine courses, maintenance courses, trouble-shooting courses, and more (such training courses and seminars, the “Services” or the “Course(s)”). All orders and sales of Courses and related deliveries are subject to the terms and conditions herein (the “Terms & Conditions”).
2. Quotes and Orders:
Quotes issued by dwpa remain valid for one month from the date of issue, unless otherwise specified in the quote.
Quotes provided by dwpa include prices and detailed specifications or descriptions of the goods/services requested or ordered by the Customer. The quotes, along with these Terms & Conditions, form the entire and exclusive agreement between dwpa and the Customer once the Customer acknowledges them in writing by sending a signed Quote, a Purchase Order, or registration form or dwpa commences delivery/performance.
dwpa hereby notifies the Customer of its objection to any additional and/or differing terms listed in Purchase Orders or Customer terms. dwpa is not bound by any terms or conditions set by the Customer in any Purchase Requisition, Purchase Order, Quotation, Acknowledgement, or any other document that contradicts or adds to these Terms & Conditions. Any deviation to these terms and conditions will only be binding if it’s documented in writing and signed by an authorized dwpa representative.
At no point should dwpa’s silence be construed as acceptance of proposed changes or additions to any quote sent or these Terms & Conditions.
Important Notice: The phrase “in writing” includes communication via e-mail.
3. Prices and Specifications:
DWPA reserves the right to modify pricelists and course specifications without prior notification.
Prices are quoted in either DKK, EUR, or USD and pertain to the goods and services specified in the quotation.
Should there be significant fluctuations in the exchange rates between DKK and the quoted currency, dwpa reserves the right to adjust the prices in any sent quote.
Should there be significant, unforeseen price increases from suppliers of travel services, dwpa reserves the right to adjust the travel costs specified in the Quotes, and any significant increases can be invoiced to the Customer post-training.
4. Terms of Payment:
dwpa will issue an invoice immediately after receiving and confirming a Purchase order, signed Quote, or Registration Form.
Payment must be made at least 14 days prior to the start of the course. For registrations occurring within 14 days of the course’s start date, payment is required immediately upon confirmation, or at the latest, by the following banking day. A settled invoice serves as the entry ticket to the course or seminar.
Payment by cheque is not accepted. Only bank transfers are accepted as payment.
Any bank transfer fee must be borne by the Customer.
Late payments will accrue a 2% interest monthly, charged at the start of each overdue month Additionally, an administration fee of EUR(€) 50.00 or USD($) 50.00 will be levied for each written reminder.
Should a payment be overdue, dwpa reserves the right to suspend all subsequent deliveries and services until the Customer settles all outstanding charges, including interest, administration fees, and other expenses. The Customer cannot withhold payment for reasons unapproved by dwpa unless there is a prior written agreement in place.
5. VAT and TAX:
Courses may be subject to state and local sales taxes, VAT, Withholding Tax, and/or similar taxes. Unless expressly quoted in the Quote/order confirmation, such sales and other taxes are in addition to the price for the Services and must be paid by Customer to dwpa together with the purchase price.
Cross-border sale operates under the reverse charge mechanism. VAT liability rests with the recipient as stipulated in Article 56 of the Council Directive 2006/112/EC.
If any VAT is charged on the invoice, foreign enterprises might qualify for a VAT refund by completing and submitting the designated form to the Tax Authority. dwpa holds no responsibility regarding eligibility for such VAT refunds.
6. Cancellation and Absence:
The following terms cover both cancelation, absence, and postponement.
- 0-5 weeks before course commencement: Cancellations within this period will result in a charge of 100% of the quoted price, encompassing travel and accommodation costs
- 6-12 weeks before course commencement: Cancellations within this timeframe will result in a charge of 50% of the quoted price, which includes any non-refundable travel and accommodation costs
- 13 or more weeks before course commencement: No charges will be applied for cancellations made 13 weeks or more before the course starts
- Absence: If a participant is absent, the full quoted price, inclusive of travel and accommodation costs, will be charged
- Should an invoice remain unsettled as per the stipulated payment terms, dwpa reserves the right to either reject the participant or cancel the course. Any costs arising from such rejection or cancellation will not be borne by dwpa.
7. Cancellation by dwpa:
dwpa reserves the right to cancel any course or seminar with at least two weeks’ notice, whether due to insufficient registrations or for other reasons dwpa deems fit. Should such a cancellation occur, dwpa is not responsible for any direct or indirect losses or expenses borne by the Customer. While attendance fees will generally be refunded in full, exceptions apply as outlined in section 13 (Force Majeure).
8. Travelling, Stay, Food, and Accommodation:
The Customer or Participant must bear their own expenses for food, travel, and accommodation.
For customized courses, dwpa will charge the Customer for the Trainers’ travel expenses and time, e.g. airline tickets, car rentals (including insurance, fees, and taxes), gas, mileage, hotels, and local meals. Expenses will be estimated in advance in the quote. After completion of the Course, actual travel expenses will be accounted for and the difference, if any, can be invoiced or credited.
9. Registration:
Course registration takes effect upon the receipt of either the order confirmation (for Customer-specific courses) or the registration form (for open courses and seminars). Once registered, dwpa will send the Customer a Participant Information Form, which all participants must complete prior to the course’s commencement. These forms should be returned at least 4 weeks before the course begins and should be emailed to: coordination@danishwpa.com
10. Certificate:
For certified training, participants who complete the modules will undergo an examination. If a candidate achieves the minimum required pass score, the organising manager, or the participants directly, will receive a certificate via email after the course.
Should an invoice, payment, or fee remain unsettled for any reason, dwpa reserves the right to withhold the certificates until the outstanding amount is settled.
11. Confidentiality:
dwpa, together with its team and associated contractors, commits to ensuring the confidentiality of all Customer-related information, covering areas such as business, technology, and economy. Any materials provided by the Customer will be treated with the same level of discretion.
12. Intellectual Property Rights:
All Intellectual Property Rights relating to the course, seminar, or training material reside solely with dwpa.
Training material provided to participants is for their personal use in daily operations. Neither the Customer nor the participants may copy, distribute, or use this material to train others, either within the Customer’s organisation or externally.
dwpa reserves the right, at any time and without notice, to audit and verify matters related to Intellectual Property Rights. Additionally, dwpa may, at its own expense, appoint a reputable third-party auditor to specifically assess the Customer’s compliance with Intellectual Property Rights.
In the event of a breach concerning Intellectual Property Rights, the Customer shall incur EUR 150,000 in liquidated damages for each individual infringement. Moreover, dwpa retains the right to pursue further damages in accordance with applicable law.
13. Force Majeure:
Neither party shall be held responsible for any delay or failure in performance caused by unforeseen events beyond their control, including but not limited to acts of God, public enemy actions, civil unrest, flight delays or cancellations, epidemics, wars, insurrections, labour strikes, or government interventions.
14. Customer Obligations:
Given the complexities of patent rights and technological advancements, the Customer is required to provide precise technical OEM documentation for the wind turbines a minimum of 4 weeks before any Turbine-specific training, ensuring proper ownership verification. This documentation enables dwpa to formulate a bespoke, professional syllabus. Upon completion of the training, dwpa pledges to return the original documents and destroy all electronic or printed copies, unless a distinct agreement with the owner dictates otherwise.
For on-site training sessions, the Customer holds the duty of ensuring access to the designated training venues and bearing all related expenses.
When offering Turbine Specific courses within a turbine, the Customer must provide a suitable wind turbine for the entire duration of the course, at their own expense. This turbine must comply with both the prevailing regional safety standards and those set by dwpa, including being free of active errors/alarms and equipped with a valid inspection sticker on the ladder, service lift, and anchor points. If the provided WTG does not comply with the requirement of having a valid inspection sticker, the training will be relocated to a classroom setting. Additionally, the option to receive a Certificate will be substituted with a Proof of Participation. If for some reason the course cannot be completed due to lack of access to wind turbines (lack of safety precautions, weather, or other), the responsibility falls on the Customer.
The Customer must ensure that all course participants undergo the requisite safety training (GWO or an equivalent) before courses that involve entering a wind turbine. Additionally, the Customer is obligated to supply, at their cost, the necessary personal protective equipment for both their staff and all course attendees. This equipment should uphold the highest standards of quality, be well-maintained, defect-free, and have requisite certifications as per legal or industry norms.
15. Non-Solicitation:
The Customer recognises the potential harm in enticing dwpa’s employees away and thus commits to abstain from offering employment to the course trainer for a year following the course. Breaching this agreement will incur a fine of EUR (€) 1,000,000 payable to dwpa.
16. Limitation of Warranties and of Liability:
THE SERVICES AND THE COURSES ARE DELIVERED AND PERFORMED “AS IS WHERE IS” WITH NO EXPRESS OR IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, OR OTHER WARRANTIES, EXCEPT TO THE EXTENT EXPRESSLY PROVIDED IN DWPAA’S QUOTE OR ORDER CONFIRMATION.
Customer is aware and represents, covenants, and agrees that its participants in the Course(s) are aware that the participation in certain Courses involves climbing in wind turbine towers and that falls from or accidents in such wind turbine towers may result in severe bodily harm or death and that all participation in any Course is at Customer’s and the participant’s own risk.
dwpa is not liable to the Customer or participants in Courses for direct or indirect losses, special damages, loss of production, lost earnings, or any personal injuries caused by participation in the dwpa’s Courses.
Customer agrees to indemnify dwpa and protect dwpa and their associates—including partners, directors, officers, employees, consultants, contractors, and agents from any such claim from any of Customer’s participants ant third parties, except in the event of gross negligence or wilful misconduct on the part of dwpa. In addition, dwpa cannot be held liable by the Customer or participants in Courses for any incidental, consequential, or special damages arising from any delay or cancellation of its Courses. Further, Customer and Customer’s participants cannot hold dwpa liable for similar damages caused by any of the dwpa’s subcontractors. Notwithstanding anything to the contrary herein, dwpa shall under no circumstances be held liable for damages in excess of the amount paid by the Customer for the Services.
17. Disputes:
Any and all disputes arising out of or in relation to these Terms & Conditions, any purchase order, purchase confirmation, or other agreement or contractual document exchanged among dwpa and Customer, or any Services sold or delivered pursuant to the same, shall be governed by either Danish law or Colorado(US) law depending on the delivery location of the service. Each of dwpa and Customer, (i) submits to the exclusive jurisdiction of the state and federal courts sitting in in the State of Colorado, U.S.A. or the court of justice in Denmark with respect to actions or proceedings arising out of or relating to the Terms (including these Terms & Conditions), any purchase order, purchase confirmation, or other agreement or contractual document exchanged among dwpa and Customer, or any Services sold or delivered pursuant to the same, (ii) agrees that all claims in respect of such action or proceeding may be heard and determined only in any such court, (iii) agrees not to bring any action or proceeding arising out of or relating to the same in any other court; and (iv) agrees that any final judgment or decree entered by such court shall be entitled to full faith and credit for purposes of collection and enforcement whenever the party against whom a judgment decree is entered.
18. Modification
dwpa reserves the right to amend these Terms and Conditions at their discretion and at any moment. These amendments will be reflected on the dwpa website. Importantly, any modifications made will not have a retroactive effect on rights or obligations established prior to these changes.
