These terms of sale and delivery shall apply unless otherwise specifically stated in the Seller’s quotation or the Seller’s order confirmation. The Buyer’s terms of purchase shall not apply unless approved in writing by the Seller.
Quotes from the Seller are valid for 4 weeks from the date of the quotation, unless otherwise stated in the offer. Prices stated are excl. VAT, taxes and duty. The Buyer is required to accept price changes until delivery as a result of documented increased costs for the Seller, including changes in material prices concerning the service sold and pay increases.
Cancellations and changes
Cancelling or changing an order can only be made upon written approval from the Seller. On cancellation of an order, the Buyer must compensate the Seller for additional costs and losses, of at least 15% of the agreed order amount excl. VAT.
Delivery – force majeure, etc.
Unless otherwise agreed, delivery is ex works according to Incoterms 2010.
Any agreed delivery date is approximate and subject to delay due to force majeure or other circumstances beyond the Seller’s control, for example, missing or incomplete deliveries from the Seller’s subcontractors, delayed transport, etc. A delay that consequently postpones the delivery date for the Seller is not considered a breach, unless the Seller could predict the factor’s influence at a time before entering into the agreement.
Unless any delay occurs caused by other factors, this entitles the Buyer to rescind the contract and claim compensation if there is a significant delay. Significant delay is only after there has elapsed 14 days from the Buyer’s written notice for delivery. If it is likely that delivery will not be on time or if a delay is considered likely, the Seller must, without delay, inform the Buyer and if possible, when delivery can be expected.
Retention of title
Ownership of the goods sold remains with the Seller’s until the entire purchase price with interest and costs is paid. The Seller is entitled to take back the goods sold if the Buyer does not meet their payment obligations.
Payment terms are net cash + 14 days unless otherwise agreed. For payments after the due date, which is stated on the Seller’s invoice, interest is added at 2% per started month (compound interest).
Accrued interest added at any time concerns the principal amount. If the Seller finds it necessary, the Seller may require adequate security in the form of an on-demand guarantee from the Buyer’s bank for the agreed purchase price.
If the Buyer believes that there are delays or defects in the goods sold, he shall immediately, and at the latest on the date of receipt of the goods, complain in writing. If a complaint is received later, the Buyer loses their right to claim for breach.
With defective delivery, the Seller is obliged to make repairs or replacements. Any costs incurred by the Buyer associated with repair/replacement, is no concern of the Seller.
Compensation – delay or defects
Upon delivery, the Buyer shall immediately examine the goods received, as good business practice requires.
If the Buyer believes that there is a delay or defects with the goods, they shall complain immediately. If within a year after receiving the goods sold, the Buyer has not informed the Seller that they will claim for a deficiency, they cannot later enforce it. If there is a factory warranty for the goods, it is a prerequisite for this warranty that the manufacturer’s service and maintenance requirements are followed.
The Seller shall not be liable for loss of profits or other indirect loss arising from a breach by the Seller, including, as a result of delays or defects with the goods sold.
Claims against the Seller due to the Buyer’s direct loss cannot exceed the invoice amount excl. VAT for the order.
Compensation – product liability
The Seller cannot be held liable for damages resulting from product liability, unless the Buyer can demonstrate that it is attributable to gross negligence in connection with the Seller’s production of the goods.
The Seller cannot be held liable for loss of profits or other indirect losses caused by a defect in the goods supplied by the Seller.
To the extent that the Seller imposes product liability to third parties, the Buyer is obliged to indemnify the Seller to the same extent that the Seller’s responsibility to the Buyer is limited by this provision.
Installation and product manuals
Together with delivery of the goods sold, the Buyer receives the appropriate assembly and/or manuals. If the Buyer acts contrary to these manuals in relation to installation, operation or maintenance, etc., the warranty of the goods sold is invalid.
Installation and/or the operating manual is assumed as being received with the goods sold if the Buyer does not, within 3 business days after receipt of the goods sold, complain about the missing delivery hereof.
Technical documents, tools, etc.
If for the production of the Buyer’s ordered services or components produced, or drawings, special tools or the like are purchased, such effects belong – despite the Buyer’s contribution or payment of – to the Seller alone.
Subject to printing errors in brochures, technical descriptions, etc., just as the order confirmation is applicable in the event of discrepancies between the brochure material and order confirmation.
Venue and applicable law
Disputes between Seller and Buyer are settled in court in the jurisdiction where the Seller lives, or at a venue of the Seller’s choice. Danish law applies.