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1. Offer and order confirmation
An offer is not binding and lapses eight weeks from the offer date - subject to the goods being unsold when nothing else has been stated.
Final agreement on delivery has not been entered until buyer´s receipt of seller´s written order confirmation and only the content of this is binding for the seller.
2. By offerings for goods that are not stock goods with seller the orderconfirma-
tion is not final until seller´s supplier’s accept of the order has reached the seller.
Any offer has been based on the current prices when nothing else has been stated.
3. Information in catalogues etc. is only indicative and will only become binding
for seller when this has expressly been stated in the order confirmation. Any assistance for technical guidance, measuring, calculation of quantity from drawings etc. is exclusively a service for which seller does not undertake any responsibility.
Seller does not undertake any responsibility for possible errors or information in
issued written material about the products, prepared by seller’s supplier.
4. All stated weights and measures are approximate and without responsibility for the seller.
5. All drawings and proposals are considered as seller’s property and cannot be copied, presented/delivered to competitive companies or be used without seller´s consent.
6. Prices
All sale is done to prices which are current on the day of delivery and all prices are ex works, exclusive of VAT; unless anything else has been agreed upon in writing. For deliveries to foreign countries the prices are exclusive of packing. Any export- and duty expenses and the like in the importing country have not been included in seller’s prices.
Seller reserves the right to regulating the price in case of, in production, an increasing of the material prices, earnings, rates of exchange, freight rates and public expenses tc., which will influence this delivery should occur.
7. Delivery
The stated time of delivery in the order confirmation is approximate, unless anything else expressly appears from the order confirmation.
The delivery time is counted from the day seller receives necessary information,
drawings etc thus the work can start.
8. Where nothing else has been stated delivery takes place ex works and forwarding takes place for the buyer´s account thus the risk of accidental damage etc. passes to buyer when the product has left seller´s factory.
If seller arranges transport of the article by seller´s own cars, seller takes out separate carrier´s hability insurance.
If there has ben agreed on delivery at buyer´s place, or other places indicated by buyer, the article is delivered as close to the indicated place as possible.
Buyer makes recipient control and provides for personnel for unloading.
9. Mounting
If seller performs mounting of plants etc. the seller always keeps the technicians insured against accident, according to Danish law and in some cases according to the laws of the country where the technician works, however the personnel helping with the mounting is not kept insured, as they are considered as employed by buyer. When mounting is not included in the contract sum, according to more specific agreement on price etc., seller can send a technician who is familiar with the mounting and operation and who has been subject to seller´s instructions.
10. Payment
When nothing else has expressly been stated in seller´s order confirmation the payment is net cash by receipt of invoice.
The purchase price falls due on the agreed delivery time even if buyer’s conditions should cause a late delivery.
If credit has been agreed, buyer should in addition to the purchase price pay the agreed credit interest from the due date stated in the invoice.
From the due date seller calculates a credit interest of 2% for each month.
11. Reservation of property
Ownership to the sold article remains with seller until the whole purchase price has been paid.
12. Limitation of liability
By seller´s default of agreement such as defects, delayed delivery etc. in consequence of errors and omissions with seller, seller grants compensation, according to the ordinary rules of Danish law, as indirect loss such as loss on operations, time loss, loss of profit margin, daily penalties and the likes are not compensated.
Responsibility is removed if changes of the delivered are made without seller´s contribution. Seller delivers the necessary foundation drawings concerning placing excl. calculations without responsibility for the condition of the basis/foundation.
All seller´s illustrations and drawings are only binding for seller, when the seller expressly notes it.
13. By defects or delay, which are caused by defects and omission by seller’s suppliers, seller does not undertake any independent claim for damages, or is not liable for any part of the responsibility unless a deviation from here has been agreed in writing.
Buyer cannot raise any claims towards seller, which seller is not capable to carry through towards and have satisfied by his supplier.
14. By seller´s breach of agreement, regardless of cause, buyer´s claim for damages/ proportionate reduction in the purchase price can amount to 7.5 per cent, at the most, of the contract price (purchase price)
15. Returns
Goods are only returned after preceding agreement in every single case. The goods shall be unused and in good condition.
By returning of goods the customer is credited 90 per cent, at the most, of the invoice amount, if nothing else has been agreed.
16. Guarantee
When buyer has complied with the terms of payment the seller is responsible for the below stated guarantee.
For all materials seller guarantees the same as his sup supplier or a normal factory guarantee for a year.
17. The guarantee includes all parts, which verifiably shows defects in design, performance or material, provided that the complaint is immediately taken place after the defect has been discovered. The guarantee does not comprise natural wear or damage caused by damage, careless treatment, inexpert care taking or caused by the fact that the given operating instructions are not kept and, become void if buyer without sellers knowledge is making out repairs on the materials delivered by seller. Effiency is guaranteed the, in any case, made agreement. Samples must to be accepted by seller, be watched by a seller who in this case is a sent out salesman and seller must always reserve the right to inspect the machinery before the arrangement of sample to ascertain that it is okay.
18. Defects
Buyer must immediately by receipt go over the delivered goods for ensuring that these are non-defective. Complaint of defects, hereunder quantity variation which is or should have been observed by a such check, must be submitted immediately and absolutely eight days after delivery at buyer’s place at the latest otherwise the right to complaint has been lapsed.
19. Unless anything else has been agreed upon in writing the seller does not undertake any liability to pay damages for defect goods or damages resulted from using of the goods.
20. Remedy
If defects existing by the delivery, which can be related to construction, material mounting or manufacturing, seller reserves the right to in a period of 12 consecutive months after his own choice to make replacement or repair. If buyer has defects repaired by third party it happens on buyer’s account and seller’s responsibility for future damages lapses.
Remedy does not include such cases where defect is caused by the delivery not being maintained or used in accordance with seller’s instructions erroneously or inappropriate use, changes or technical interventions made without seller’s written consent.
21. Responsibility for supplier’s damage occasion (Product liability)
Seller has taken out product liability insurance with the following applying rules: Seller is only liable for the damage which the sold article gives if it can be documented that the damage is related to a mislike made by seller. Seller is never liable for the loss on operations, loss of time or any indirect loss. Seller´s liability for damage to person and property cannot exceed 10,000,000,00.
22. Disputes
If in there is a dispute in connection with the delivery, about the article according to the agreement arises the dispute is settled according to Danish law and at the ordinary court. In case of dispute the court in Holsted is the right venue.
Besides NLM is used for the delivery but if disputes between seller’s sales- and delivery terms and NLM 94, the seller´s sales- and delivery terms precedes.
The individual conditions in the agreement always precede the sales- and delivery terms and NLM 94. Specially following rules in NLM 94 are not applying because it should be noted that a number of the conditions in NLM 94 deviates from the above-mentioned: JJ8.2, 39-43, 48-49 and 64 and 73.
/JAN2001
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