TERMS OF SALE- AND DELIVERY
Terms of sale- and delivery for Jyden Workwear A/S, Skelagervej 379B, DK-9000 Aalborg, CVR.No. 27362389, hereafter called JW, are to be valid for all orders – and proceed all other conditions etc. from a customer – unless the terms of sale- and delivery have been deviated explicitly in writing. Terms of sale and delivery are always subject to change without warning.
An order is binding for the customer. On receipt of a written order confirmation from JW a binding commitment is made on sale and delivery of the products. The order is confirmed subject to access to goods, raw materials etc. In case of unforeseen problems or if JW should receive an unsatisfactory credit valuation of the customer after the order confirmation, JW has the right to cancel the order without any responsibility whatsoever, or to demand a fully covering bank guarantee. Cancellation of the confirmed order by the customer is only possible with a written consent from JW.
TERMS OF DELIVERY
The products are delivered according to the ICC Incoterms 2010 EXW JW, unless differently stated in the order confirmation. JW can, depending on circumstances help shipping the products after a written consent from JW regarding the specific matter and it is done at customer’s expence.
DELIVERY TIME AND DELAY
Delivery time is stated in the order confirmation. JW has the wright to delay delivery for 14 days but only after having informed the customer in writing. In case of force majeure – see below – the time of delivery can, however, be delayed until the obstruction is eliminated and trade and transport is possible again. If delivery has not been effected within 14 days from promised delivery time, it can only be considered delayed if the customer has send a written reminder to JW and delivery still has not been effected 7 days after JW has received the reminder.
RETENTION OF OWNERSHIP
JW reserve the ownership to the delivered products until they have been paid in full. All costs in connection with enforcement of the retention it to be paid by the customer.
JW’s prices are stated in DKK or other currency, but always excl. VAT. Prices are subject to changes of duty rates, other taxes and currency movements and can be raised until delivery is effected. JW will inform the customer of all price changes. The customer is free to set the prices for resale.
Unless otherwise agreed in writing the customer must pay on receipt of invoice and is to be paid net cash on delivery unless otherwise stated in the order confirmation. In case of overdue payment it will be subject to an addition of 1% interest per month from the time it is due. JW is allowed to postpone delivery of orders or to cancel them in writing without any responsibility if the customer has unpaid, overdue bills referring to previous orders. Any loss for JW in this connection is to be compensated fully by the customer.
COMPLAINTS OF DEFICIENCY AND RIGHTS
All complaints of deficiencies has to be given in writing and no later than 8 days after delivery, or – in case of delay – expected delivery of the products. In case of non-visible deficiencies the complaint must be given no later than 8 days after the time, when you should expect the deficiency to be discovered on a thorough inspection, however, no later than 3 months after date of delivery. If part of the order has not been delivered or is delayed, or if part of the order has deficiencies, you can only cancel this part of the order. All complaints must be specific, documented and include a precise description of the reason for the complaint. Goods are not to be returned without previous written consent from JW. In case of deficiencies JW cannot be held responsible for other direct or indirect disturbance of the customer’s business, indirect loss, loss of profit or any other loss. Under any circumstances the max responsibility for JW must equivalent to the amount paid by the customer for the defective part of the order.
JW will not be responsible should the following non-exhaustive force majeure events should occur and prevent or delay fulfilment of the agreement. War and mobilization, revolt and civil disobedience, terrorism, catastrophe of nature, strike and lockout, lack of goods, faults, lack or delay of deliveries from suppliers or if they are otherwise affected by the circumstances, fire, lack of means of transportation, currency restrictions, death, sickness or absence of key staff, computer virus or other circumstances outside the control of JW. Under such circumstances, the affected, JW, should be allowed to delay fulfilling the obligation, until the events have stopped or alternatively totally or partly to cancel the agreement without any responsibilities, should the events cause the fulfilment to be postponed for more than 6 months.
PRODUCT LIABILITY AND LIABILITY RESTRICTION
JW is responsible for damages to persons or things caused by JW’s products or services after they have been put in use or performed as stated by the law. However, JW is not irrespective of the above responsible for other direct or indirect disturbance of the customer’s business, indirect loss, loss of profits, time loss or any other kind of loss.
In connection with effectuating the customer orders personal data may be part of the fulfilment of the contract. The personal data will sometimes be passed on to other parties responsible for data such as freight companies in order for the company to be able to fulfil the order. The personal data are treated with the necessary security and is only kept as long as needed. We refer to JW’s politics on personal data which can be seen on our website.
LAW CHOICE AND VENUE
The agreement must be subject to and interpreted according to Danish law with no regard to the always valid international civil law to the extent that the use of such rules would lead to another law choice than the Danish law. The convention regarding agreements on international purchases (CICG) will not be used. Any disagreement that might rise in connection with the agreement, such as disagreements regarding the existence, the validity or the expiry hereof, is to be settled in a Danish court in the jurisdiction for JW’s main office. Even when JW has opened a case against the customer, JW may at any time choose to try the disagreement at a court of arbitration at the Danish Arbitration Institute according to the rules approved by the Arbitration Institute and valid at beginning of the arbitration case. The court of arbitration is to be set in Denmark/Slagelse and the language must be Danish. The arbitration case and the ruling will forever be confident. It is agreed that there is no possibility of appealing the ruling regarding a legal question to a court.