Trading conditions
- Validity.
The following conditions apply unless otherwise agreed in writing
1.2 Application.
General sales and delivery conditions (the “conditions”) apply to all agreements for Euro Gymnastic Equipment, CVR- [CVR number], (the “company”) the sale and delivery of products, spare parts and related services to business customers.
2.1 Basis of agreement.
The conditions, together with the Company’s offer, order confirmations/contract, form the overall agreement basis for the Company’s sale and delivery of products, spare parts and assocated services to the customer. The customer’s purchase connditions printed on orders or otherwise communicated to the Company do not form part of the Agreement.
2.2 Changes and additions.
Amendments to and additions to the Basis Agreement are only valid if the parties have agreed them in writing.
3.1 Products and spare parts.
Products and spare parts that the Company sells and delivers to the customer comply with Danish legislation at the time of delivery. The company sells and supplies spare parts for standard products for at leats 12 months after it is delivered to the customer.
3.2 Services.
Associated services that the Company sells and delivers to the customer, in connection with the sale and delivery of products or spare parts, are carried out in a professional manner and comply with Danish legislation at the time of delivery
3.3 Limitation of liability.
Products, spare parts and associated services that the Compnay sells and delivers to the customer are itended for gymnastics.
4.1 Price.
The price for products spare parts and associated services
4.2 payment.
The customer must pay all invoice for products, spare parts or associated services at the latest according to applicable payment terms, unless the parties have agreed otherwise in writing.
- Late payment
5.1 Interest.
If the customer fails to pay an invoice for products, spare parts or assoiated services on time for reasons for which the Company is not responsible, the company is interest on the overdue amount of 2% per month from the ude date and until payment takes place.
5.2 Termination.
If the customer fails to pay an overdue invoice for products, spare or related services no later than 14 days after receiving a written demand for payment from the Company, the Company has, in addition to interest according to section 5.1 the right to: (i) cancel the sale of the products, spare parts and/or related services to which the delay relates, (ii) cancel the sale of products, spare parts and/or related services that have not yet been delivered to the customer, opr demand advance payment therefor, and/or (iii) exercise other default powers.
- offers, orders and order confirmations.
6.1 Offer.
The company’s offer is valid for 8 days from the date the offer is dated, unless otherwise stated in the offer. Acceptance of offers received by the Company after the expiry of the acceptance period is not binding on the Company unless the Company informs the customer otherwise.
6.2 Orders.
The customer must send oders for products, spare parts or related services to the Company in writing.
6.3 Order confirmations.
The companyy aims to send confirmation or rejection of an order for products, spare parts of related services to the customer in writing after receiving the order. Confirmations and rejections of orders must be in writing to bind the Company.
6.4 Change of orders.
The customer cannot change a placed order for products, spare parts or associated services without the Company’s written acceptance.
6.5 inconsistent terms.
If the Company’s confirmation of an order for products, spare parts or related services does not agree with the customer’s order or the Terms and Conditions, and the customer does not wish to accept the inconsistent terms, the customer must notify the Company in writing no later than 2 working days after receipt of the order confirmation, if this is not exceeds delivery time or production time. Otherwise, the customer is bound by the order confirmation.
- Delivery.
7.1 Delivery condition.
The company supplies all sold products and spare parts.
7.2 Delivery time.
The Company delivers all sold products, spare parts and associated services at the time stated in the Company’s order confirmation. The company has the right to deliver before the agreed delivery time, unless the parties have agreed otherwise in writing.
7.3 Examination.
The customer must examine all products, spare parts and associated services upon delivery. If the customer discovers an error or deficiency that the customer wishes to claim, it must be immediately notified in writing to the Company. If an error or deficiency that the customer discovers or should have discovered is not immediately notified in writing to the Company, it cannot be claimed later.
- Delayed delivery.
If the Company expects a delay in the delivery of products, spare parts or associated services, the Company informs the Customer of this and at the same time provides the reason for the delay and new expected delivery time.
- Warranty.
9.1 Warranty.
The Company’s guarantees that products, spare parts and associated services are free from material defects and defects in design, materials and workmanship for 12 months after delivery. For parts that are replaced under warranty, the warranty period is 12 months from the replacement, but a maximum of 24 months from original delivery.
9.2 Exceptions.
The Company’s warranty does not cover wearing parts and faults or defects caused by: (i) normal wear and tear, (ii) storage, installation, use or maintenance contrary to the Company’s instructions or normal practice. (iii) repair or modification carried out by anyone other than the Company and (iv) other conditions for which the Company is not responsible.
9.3 Notice.
If the customer discovers an error or deficiency during the warranty period, which the customer wishes to claim, it must be immediately notified in writing to the Company. If an error or deficiency that the customer discovers or should have discovered is not immediately notified in writing to the Company, it cannot be claimed later. The Customer must provide the Company with the information about a reported error or deficiency that the Company requests.
9.4 Examination.
Within a reasonable time after the Company has received notice from the customer of a fault or defect and investigated the claim, the Company shall notify the customer whether the fault or defect is covered by warranty. Upon request, the Customer must send defective parts to the Company. The Customer bears the cost and risk of parts during transport to the Company. The company bears the cost and risk of parts in transit to the customer if the error or deficiency is covered by warranty.
9.5 Remedy.
Within a reasonable time after the Company has notified the customer pursuant to sections 9.4 that an error or deficiency is covered by warranty, the Company remedies the error or deficiency by: (i) replacing or repairing defective parts, or (ii) sending parts to the customer for the customer’s own replacement or repair.
- Liability.
10.1 Liability.
Each party is responsible for its own actions and omissions according to applicable law with the limitations that follow from the Basic Agreement.
10.2 Product liability.
The company is responsible for product liability with regard to delivered prodeucts and spare parts, to the extent that such liability from mandatory legislation. The customer must indemnify the Company, to the extent that the Company incurs product liability in addition.
10.3 Limitation of liability.
Regardless of any contrary terms in the Basic Agreement, the Company’s responsibility towards the customer cannot per calendar year in total exceed 2% of the sales of products, spare parts and associated services that the Company Has net invoiced to the customer in the immediately preceding calendar year.
10.4 Indirect Losses.
Regardless of any contrary terms in the basic Agreement, the Company is not liable to the customer for indirect losses, including loss of production, sales profit, time or goodwill.
10.5 Force majeure.
Regardless of any contrary terms in the Basic Argeement, the Company is not liable to the customer for non-fulfilment of obligations which may be attributed to force majeure. The freedom from liability remains as long as force majeure persists. Circumstances that are beyond the Company’s control and which the Company should not have foreseen when concluding the agreement are considered force majeure. Examples of force majeure are unusual natural conditions, war, terror, fire, flood, vandalism and labor disputes.
- Proprietary intellectual property rights..
Full ownership of all intellectual property rights relating to products, spare parts and related services, including patents, designs, trademarks and copyrights, belongs to the Company.
- Confidentiality.
12.1 Disclosure and use.
The customer must not passs on or use or enable other to use the Company’s trade secrets or other information of any kind that is not publicly available.
12.2 Protection.
The customer may not improperly obtain or attempt to obtain knowledge of or access to the Company’s confidential information as described in section 12.1. The customer must handle and store the information properly to avoid it accidentally coming to the knowledge of others.
12.3 Duration.
The customer may obligations according to section 12.1-12.2 apply during the parties’ trade and without time limit after the end of the trade, regardless of the reason for the end.
- Applicable law and venue
13.1 applicable law.
The parties’ trade is in all respects subject to that danish right
13.2 Venue.
Any dispute that may arise in connection with the parties’ trade must be settled by a Danish court and the seller’s place of jurisdiction.
