Terms of Service

1Definitions

In these Terms:

• "VMCS-AS", "we", "us", "our" means Vestfold Marine Cargo Survey AS, a Norwegian limited company registered in Sandefjord (Org. No. 927 457 881).
• "Client", "you", "your" means the person, company, or other legal entity instructing VMCS-AS to perform an Assignment.
• "Assignment" means any survey, inspection, supervision, sampling, investigation, transport, testing, or other professional service that VMCS-AS agrees to perform for the Client.
• "Report" means any written, photographic, electronic, or verbal output produced by VMCS-AS as a result of an Assignment.
• "Fees" means the charges payable by the Client to VMCS-AS for an Assignment, calculated in accordance with the agreed quotation or VMCS-AS's standard rates.
• "Standards" means the technical standards applied to the Assignment (such as ASTM, API MPMS, MARPOL Annex II, EI/JIG 1530, OCIMF, IMO codes, or similar) as appropriate to the work.

2Scope of Services

2.1 VMCS-AS provides independent marine, cargo, vessel, damage, and related inspection and survey services. The specific scope of each Assignment is defined in writing — by quotation, email instruction, nomination form, or signed agreement — before work begins.

2.2 Unless expressly agreed in writing, our scope is limited to what is reasonably required to produce the Report. We do not undertake legal advice, financial advice, classification society work, regulatory enforcement, or services outside our stated competence.

2.3 We may decline any Assignment, at our absolute discretion, without giving reason.

3Instructions and Acceptance

3.1 An Assignment is considered accepted when both parties have agreed in writing on (a) the scope, (b) the location, (c) the timing, and (d) the Fees. Email confirmation is sufficient.

3.2 The Client warrants that any person instructing VMCS-AS on its behalf has full authority to do so and to bind the Client to these Terms.

3.3 By instructing VMCS-AS, the Client confirms it has read and accepted these Terms in full.

4Independence and Impartiality

4.1 VMCS-AS acts as an independent and impartial professional. We hold no commercial interest in any cargo, vessel, terminal, or transaction we are instructed to inspect.

4.2 Our findings reflect what we observe, measure, and conclude in good faith based on professional judgement. We do not guarantee any particular outcome, and we will not adjust findings to favour any party.

4.3 If we identify a conflict of interest at any stage, we will disclose it to the Client and either withdraw from the Assignment or proceed only with the Client's written consent.

5Standards Applied

5.1 Reports are prepared using applicable industry Standards (such as ASTM D1250, API MPMS, MARPOL Annex II, EI/JIG 1530, OCIMF guidelines, or IMO codes), selected as appropriate to the Assignment.

5.2 The Client may request a specific Standard be applied; we will accommodate where reasonably possible.

5.3 Where conditions onsite prevent strict application of a Standard (for example, lack of access, equipment failure, or safety constraints), we will document the deviation in the Report.

6Reports

6.1 Reports are produced in PDF and Word format unless otherwise agreed. They are normally delivered to the Client by email within an agreed timeframe after the Assignment is completed.

6.2 Reports represent the professional opinion of VMCS-AS based on observations, measurements, samples, and information available at the time of the Assignment. They are not warranties or guarantees.

6.3 VMCS-AS retains a copy of each Report and supporting evidence (photographs, measurements, samples where applicable) for a minimum of seven (7) years from the Assignment date, in accordance with Norwegian commercial record-keeping obligations.

7Use of Reports

7.1 The Client may use the Report for the purpose stated at instruction (such as insurance claim, charter party, court proceedings, internal use, or commercial decision).

7.2 The Client may not:

• (a) modify, edit, or alter any part of the Report;
• (b) reproduce or distribute partial extracts of the Report in a way that misrepresents the findings;
• (c) make the Report available to third parties beyond those reasonably necessary for the stated purpose, without prior written consent from VMCS-AS;
• (d) use the VMCS-AS name, logo, or signature in any context other than referring to a genuine, complete Report we have issued.

7.3 If the Report is to be used in court, arbitration, or insurance proceedings, VMCS-AS may be required to attend as a witness or expert. Time spent in such attendance is chargeable at our standard hourly rate, in addition to the original Assignment Fee.

8Fees and Payment

8.1 Fees are calculated in accordance with the agreed quotation. Where no quotation is provided, our standard rates apply.

8.2 Standard rates and structure (subject to adjustment without notice for new Assignments):

8.3 Unless otherwise agreed in writing:

• (a) Standard payment terms are 14 days net from invoice date;
• (b) New clients may be required to pay in advance, in part or in full, before work begins;
• (c) Larger clients (P&I Clubs, government agencies, multinationals) may agree 30 days net by separate written arrangement;
• (d) Specific Assignments may be subject to alternative terms agreed in writing before instruction.

8.4 Late payment incurs interest at the rate set by the Norwegian forsinkelsesrenteloven (Late Payment Interest Act), currently calculated as the policy rate plus 8 percentage points. A reminder fee of NOK 105 per reminder applies, in line with Norwegian law.

8.5 Invoices are issued in EUR, NOK, or USD as agreed at instruction. VAT is added where applicable in accordance with Norwegian law.

8.6 The Client may not withhold or set off payment against any disputed amount without our prior written agreement.

9Cancellation, Standby, and Delays

9.1 If an Assignment is cancelled by the Client after acceptance:

• (a) more than 24 hours before scheduled attendance: no cancellation fee, but documented expenses already incurred are payable;
• (b) within 24 hours of scheduled attendance: 50% of the estimated Fee plus expenses;
• (c) after the Surveyor has departed for the location: full estimated Fee plus expenses.

9.2 Standby time at the request of the Client (waiting for vessel arrival, cargo availability, or operational delays) is chargeable at our standard hourly rate.

9.3 If the Assignment cannot proceed for reasons beyond either party's control (weather, port closure, vessel non-arrival), reasonable expenses already incurred and time committed are chargeable.

10Liability

10.2 Without prejudice to clause 10.1, VMCS-AS shall not be liable for:

• (a) indirect, consequential, or special losses;
• (b) loss of profit, loss of business, loss of revenue, or loss of contract;
• (c) loss arising from the Client's or any third party's actions or decisions taken in reliance on a Report;
• (d) loss arising from inaccurate, incomplete, or misleading information provided by the Client;
• (e) loss arising from circumstances outside our reasonable control (see clause 13).

10.3 Nothing in these Terms limits or excludes liability for fraud, wilful misconduct, or any liability that cannot be limited or excluded under Norwegian law.

10.4 The Client acknowledges that the limited liability cap reflects the agreed allocation of risk and is reflected in the Fees charged. The Client is encouraged to maintain adequate insurance for losses that may exceed this cap.

10.5 Any claim against VMCS-AS must be notified in writing within twelve (12) months of the Report date. Claims notified after this period are time-barred.

11Indemnity

11.1 The Client shall indemnify, defend, and hold harmless VMCS-AS, its directors, employees, and subcontractors from and against any third-party claims, losses, damages, costs, and expenses (including reasonable legal fees) arising out of:

• (a) the Client's misuse, modification, or unauthorised distribution of any Report;
• (b) information provided by the Client that proves to be inaccurate, incomplete, or misleading;
• (c) any breach of these Terms by the Client.

12Confidentiality

12.1 Each party shall keep confidential any non-public information disclosed by the other party in connection with an Assignment.

12.2 VMCS-AS may, however, disclose information:

• (a) to subcontractors, laboratories, or professional advisers engaged in connection with the Assignment;
• (b) to the extent required by Norwegian law, court order, or regulatory authority;
• (c) in summary, anonymised form for internal training, marketing case studies, or industry benchmarking — without identifying the Client, vessel, or cargo;
• (d) where the Report is used in legal, insurance, or arbitration proceedings.

12.3 This clause survives termination of the Assignment.

13Force Majeure

13.1 Neither party shall be liable for delay or failure to perform any obligation (other than payment) caused by events beyond reasonable control, including but not limited to: severe weather, acts of God, strikes, lockouts, port closures, terminal restrictions, government action, war, civil unrest, pandemic, or failure of essential utilities or transport.

13.2 The affected party shall notify the other promptly, take reasonable steps to mitigate, and resume performance as soon as reasonably possible.

14Data Protection

14.1 VMCS-AS processes personal data in accordance with the EU General Data Protection Regulation (GDPR) and the Norwegian Personal Data Act (personopplysningsloven).

14.2 We collect, store, and process Client contact details, vessel data, cargo data, and survey records solely for the purpose of performing Assignments, communicating with the Client, complying with legal obligations, and maintaining business records.

14.3 Personal data is retained for as long as required for legal, accounting, or commercial purposes — typically a minimum of seven (7) years for accounting records and Reports.

14.4 The Client has the right to request access to, correction of, or deletion of personal data we hold, subject to legal retention requirements. Requests should be sent to: [email protected].

15Governing Law and Jurisdiction

15.1 These Terms and any Assignment are governed by Norwegian law.

15.2 Any dispute arising from or in connection with these Terms or any Assignment shall be subject to the exclusive jurisdiction of the Norwegian courts, with Sandefjord District Court (Sandefjord tingrett) as the agreed venue of first instance.

15.3 The parties may agree in writing to submit a dispute to arbitration or mediation as an alternative to court proceedings.

16General

16.1 If any provision of these Terms is found unenforceable, the remaining provisions remain in full effect.

16.2 No failure or delay in enforcing any right under these Terms shall be deemed a waiver of that right.

16.3 These Terms constitute the entire agreement between the parties in relation to any Assignment and supersede any prior representation, understanding, or agreement, except to the extent expressly varied by written instruction or quotation specific to an Assignment.

16.4 VMCS-AS may update these Terms from time to time. The version in effect at the time of instruction governs that Assignment. The current version is always published at www.vmcs-as.com/terms-of-service.