1. General: Unless otherwise specifically agreed in writing any and all quotations, orders and sales between the Buyer and Seller, as defined below, are subject to the following General Terms and Conditions notwithstanding any indication to the opposite in the Buyer’s order form or any other document.
2. Definitions:In these Terms and Conditions (“the Conditions”):
a) “The Seller” means Fabrikators ApS, CVR-no. 28 99 32 93, Hellerupvej 3A, 2900 Hellerup, Denmark, phone +45 32 11 56 78, e-mail info@fabrikators.com
b) “The Buyer” means the person, firm, company, or other legal entity that purchases Goods from the Seller subject to these Conditions.
c) “The Goods” are any article(s) to be sold and supplied to the Buyer by the Seller.
d) “The Contract”, if any, means the Contract for sale and purchase of the Goods made between the Seller and the Buyer to which the Conditions apply.
3. Payments and Title: Payment shall be made within 1 week from the date of the invoice or in the manner and at such times as instructed by the Seller. In the event of delay of payment the Buyer shall pay an interest of 2 per cent per month from the date stipulated by the Seller for payment.
The title to the delivered Goods will not be transferred to the Buyer before the payment for the delivered Goods has been made available to the Seller in full. Furthermore, the Seller reserves the right to withhold delivery of existing and future orders until payment of the dispatched and in-voiced deliveries have been made in full.
4. Delivery: The Goods are considered delivered when dispatched ex works Hellerup, Denmark to the Buyer. The Buyer assumes the risk of delay, or damage to, or loss of the Goods from the time of delivery.
Should for any reason delivery of the Goods be delayed, in part or in full, there shall be granted such extension of the delivery period as is reasonable. Under no circumstances shall the Seller accept liability for postponed delivery caused by the Buyer’s default, nor does a postponed delivery justify cancellation of the order or the Contract by the Buyer.
5. Defects and Guarantee: The Seller warrants that the Goods, at the time of delivery, shall be free from defects, including latent defects, in ma-terial and workmanship. Unless mandatory legislation provides otherwise, this warranty shall expire 12 months from the date of delivery unless the Seller before such date has received notice of defects from the Buyer. In the event of delay for which the Seller is liable, the Seller shall at its discretion either; (i) exchange the Product, (ii) repair the Product or (iii) refund the purchase price for the Product.
The Buyer shall examine the Goods upon delivery and give the Seller immediate notice of any defects. Notwithstanding the foregoing, the Buyer shall not be obliged to break the packaging of the Goods in this respect. The warranty is subject to the condition that the Buyer must notify the Seller not later than 14 days after such defects have been detected.
The Seller is not liable for any defects caused by poor handling and/or storage of the Goods by the Buyer or others after delivery to the Buyer.
The Buyer is not entitled, for the Seller’s account, to settle any claim with any customer or others concerning defective Goods unless agreed with the Seller in writing in advance.
6. Product Liability: The Seller shall be liable for personal injury only if it is proved that the fault or negligence of the Seller or others for whom the Seller is responsible caused such injury.
The Seller shall not be liable for damage to property caused by the Goods.
If the Seller incurs product liability in the said events towards any third party the Buyer shall indemnify the Seller and hold the Seller harmless for any claim raised by the third party.
If a third party lodges a claim for damage against the Seller or the Buyer, the party against whom the claim has been raised shall forthwith inform the other party thereof.
7. Marking: The Buyer is not entitled to erase, remove, cover, deface, or alter any trademark, patent notice, guarantee, or other statement or marking, affixed or applied on or to the Goods. Neither is the Buyer entitled to make any modifications to the Goods or their packaging.
8. Liability: The Seller’s total and aggregate liability shall not exceed the amount paid by the Buyer under the Contract or order in question.
The Seller shall under no circumstances be liable for loss of production, loss of profit, or other consequential damage or indirect loss.
Furthermore, the Buyer shall at its own costs comply with all applicable laws and regulations in force in the countries in which the Goods are delivered or used.
The Seller shall not be liable for any damage or loss if the Goods are misused by the Buyer or other to whom the Buyer has sold the Goods.
9. Force Majeure: The Seller shall not be responsible for the non-fulfilment of its obligations if the non-fulfilment is a consequence of force majeure, the Seller’s suppliers’ force majeure or any other cause beyond the Seller’s control.
10. Waiver: Failure on the part of the Seller to exercise or enforce any right conferred by the Conditions shall not be a waiver of any such right nor operate as to bar the exercise or enforcement thereof at any time or times thereafter.
11. Law and Jurisdiction: The Conditions constitute an inseparable part of the Contract.
The Conditions shall be governed by and construed in accordance with the laws of the Kingdom of Denmark.
Any dispute or claim arising out of or in connection with the Conditions shall be settled by City Court of Copenhagen (“Københavns Byret”) as court of first instance.
Notwithstanding the foregoing, the Seller shall also be entitled to initiate any kinds of legal proceedings at the Buyer’s home venue.
12. Diverging Conditions: Any deviation from the Conditions must be explicitly agreed to and confirmed in writing by the Seller.
13. Cooling-off right: If the Buyer is a consumer, a 14-day cooling-off period applies to purchases made via the Seller’s home page. The cooling-off period runs from the date on which the Buyer receives the Goods. The cooling-off right may be exercised by returning the Goods to the Seller’s address as stated above. The cooling-off right is subject to the Goods being returned in essentially the same quantity and condition as when they were received by the Buyer, unless the Buyer can prove that the damage or deterioration is not due to negligence or lack of care on the part of the Buyer. The Buyer may also exercise the cooling-off right by omitting to receive the Goods.
