Contractual basis

1.1 Unless otherwise agreed between the parties, all deliveries happen on the basis of the following Conditions.

Price

2.1 The stated prices and other information, price lists, etc., are always considered indicative. Prices listed are not included in delivery and installation, unless specifically stated in the agreement.

2.2 If, prior to delivery from the seller’s supplier, price increases, or increased customs, duties or other charges, the price increases accordingly.

Special lines of product

3.1 If the seller must make special adaptations/modifications on the item, the buyer must cover all costs of the seller to do so.

3.2 Specific purchased and manufactured goods can not be returned and are not sold on trial.

3.3 Any change in the specifications can delay delivery; the seller is therefore entitled to extend delivery in relation to what was originally agreed.

Trial buy

4.1 A trial buy can only be done with a written agreement with the seller.

4.2 If a product is purchased with probation and has been delivered, the buyer will be bound by the purchase if there, within the time agreed with the seller (if no time has been agreed within 14 days) has informed the seller that he will not keep the product.

4.3 Items for testing will be billed with a “return right” mentioned on the invoice.

4.4 Return of goods purchased on trial must be in original packaging and is returned at the buyer’s expense and risk.

4.5 The buyer is liable for the item if it is returned in the same condition as the buyer received the item. If the product is damaged when returning it, the buyer is obliged to reimburse the seller’s repair costs after the current list price or by invoice.

Delivery

5.1 The agreed delivery clauses shall be interpreted in accordance with the, by the time of agreement, applicable Incoterms.

5.2 If no special agreement has been made on a delivery clause, delivery is considered “Ex Works”. Packaging is calculated separately, unless otherwise agreed.

5.3 If the seller does not deliver within the agreed delivery time, the buyer can set a reasonable final delivery deadline in writing to the seller. If delivery is not made within that period, the buyer may cancel the agreement by written notice to the seller. Only if the delay is due to the seller’s fault or negligence, the buyer is also entitled to compensation, which can never exceed the additional costs of buying a similar product from other sources and can not cover loss of profits or other indirect losses. The compensation can never exceed the agreed price.

5.4 Are there agreed successive deliveries? Each delivery is considered a separate delivery. The buyer is thus not entitled to, by defects in a partial delivery, to terminate the agreement regarding other deliveries.

Returns and the buyer’s receipt of the goods

6.1 In accordance with Danish law, the buyer has no right to return any product or service, unless expressly agreed in writing with the seller. In that event, the return is at the buyer’s risk and expense.

6.2 If the buyer is unable to receive or refuses to receive the agreed service at the agreed delivery time, delivery is ruled as having taken place on the agreed delivery date. All costs incurred as a result of this shall be borne by the buyer.

Payment terms

7.1 Payment must be made by the vendor’s specifications or if this is not available, with cash on delivery of the goods sold. Overdue amounts not paid on time, accrue interest from the due date by 1.5% per started month.

Retention of ownership

8.1 The delivered goods remain the property of the seller until payment is fully completed.

Output samples

9.1 If the buyer, before delivery, received an output sample of the product and approved this without remarks, the buyer can not complain about defects in the delivery, if the delivered product is at the same standard as the approved outcome of the trial.

Patents, registered designs, copyright, etc.

10.1 If the buyer delivers drawings, models or other sketches for use by the vendor to customise a product, the buyer undertakes any liability for any violation of third-party rights due to patent, design protection, copyright, etc. The buyer is obliged to reimburse the seller for all costs and damages incurred in this regard, including those arising from third-party demands and in the event of a dispute.

Errors (consumer goods)

11.1 This clause applies only to the purchase when the buyer mainly purchases outside his business (consumer goods).

11.2 The warranty rights apply for 2 years from the time of delivery and cover defects that were present at the time of delivery.

11.3 The seller assumes no responsibility for faults and defects in the product caused by the use of non-original spare parts or accessories. Improper handling or storage of the product, as well as any other neglect of the product by the buyer, will result in the warranty rights being void.

11.4 Defects that appear within 12 months after delivery are presumed to have been present at the time of delivery, unless this is incompatible with the nature of the product or the defect.
For parts considered consumables or wear parts, including wheels, textiles, and batteries, the assessment of a claim is based on the nature of the part, its expected lifespan, and use. Normal wear and tear and natural degradation are not considered defects under the Sale of Goods Act.

11.5 For defects that appear later than 12 months after delivery, the buyer is required (in accordance with the Sale of Goods Act) to prove that the defect was present at the time of purchase.

11.6 If the buyer does not, within two years after the delivery, inform the seller about any defect, the buyer can not later make this claim against the Seller.

11.7 The seller is not responsible for loss of earnings or other indirect losses.

Errors (not consumers)

12.1 The Vendor shall only be liable for defective goods if the defect was present at the time of delivery.

12.2 If the buyer advertises any defective goods, the burden of proving that the defect was present at the time of delivery is the buyer’s.

12.3 Seller assumes no responsibility for errors and defective goods caused by improper handling or storage and any other neglect of goods sold by the purchaser.

12.4 If the buyer does not, within two years after the delivery, inform the seller in writing about any defect, the buyer can not later make this claim against the Seller.

12.5 The buyer may only cancel the agreement if the seller fails to fix / deliver the goods within a reasonable time. Only then the buyer can claim monetary damages from the seller, and such compensation shall never exceed the agreed purchase price for the delivered goods.

12.6 The seller is not responsible for loss of earnings or other indirect losses.

Product liability

13.1 For product liability, the seller is liable under the provisions of the Product Liability Act, which can not be derogated from by agreement. Seller disclaims liability for product damage on any other basis. Product liability can not exceed the coverage on the seller’s product liability insurance.

13.2 The seller is not responsible for loss of earnings or other indirect losses.

13.3 To the extent that the seller may incur product liability towards third parties, the buyer is obliged to indemnify the seller to the same extent as the Seller’s liability is limited to the following section. 13.1 and 13.2.

13.4 If a third party makes a claim against either party for liability under this clause, the party shall immediately inform the other party.

13.5 The seller and buyer are mutually obliged to let themselves be summoned to the court or arbitral tribunal which examines claims that are made against one of them on the basis of damage allegedly caused by the material.

Governing law and jurisdiction

14.1 Any disputes shall be settled by Danish legal rules and the court in Aalborg as the agreed venue.