1. General provisions:
The terms of sale and delivery below apply in all cases to customer/supplier relations with Ravning Børste- & Maskinfabrik A/S, unless written agreement has been reached with Ravning Børste- & Maskinfabrik A/S relating one or more of the below terms of sale and delivery. The terms of sale stated below take precedence regardless of any conditions imposed by the purchaser, unless Ravning Børste- & Maskinfabrik A/S has accepted these in writing.
2. Offer and acceptance of orders:
Offers made by Ravning Børste- & Maskinfabrik A/S are not binding unless otherwise given in writing. Orders are not accepted as binding by Ravning Børste- & Maskinfabrik A/S until they have been confirmed in writing or effected. Order confirmations from Ravning Børste- & Maskinfabrik A/S take precedence over purchase orders unless otherwise stated in the order confirmation.
Unless otherwise agreed in writing, deliveries are charged at the prices set by Ravning Børste- & Maskinfabrik A/S at the time of delivery in priced from Danish kroner, exclusive of packaging, freight costs, insurance and VAT.
4. Terms of payment:
All payments must be made 30 days net at the latest unless otherwise stated in the order confirmation. If payment is made after the above deadline, interest will be charged per month or fraction thereof from the invoice date.
5. Retention of ownership:
The merchandise delivered remains the property of Ravning Børste- & Maskinfabrik A/S until full payment has been received, so long as such conditions of ownership are permitted by law.
6. Delivery and shipping:
Delivery times will comply as far as possible with the customer's wishes. However, Ravning Børste- & Maskinfabrik A/S does not undertake obligations relating to precise compliance with desired delivery times.
Delivery is ex-works unless otherwise stated in the order confirmation. At the request of the customer, Ravning Børste- & Maskinfabrik A/S will, on the customer's account, arrange the transport to any location in the world, provided that this location is accessible by road, ship or air.
7. Cancellation, deferment and return:
Cancellation and deferment of delivery of orders are only possible according to prior arrangement and debiting of Ravning Børste- & Maskinfabrik A/S’s costs. Stock goods can only be returned according to an arrangement and on payment of a fee. Goods are returned at the purchaser’s expense and risk. Goods specially manufactured and specially procured are not returnable.
Delivery times are set on the assumption that delivery at the agreed time is not prohibited by strike action, lockout, fire or other force majeure, or by the delay of necessary deliveries or unforeseen delays in manufacture. The purchaser is not entitled to claim breach of contract in the event of delays. As such, the purchaser is not entitled to annul the purchase, claim compensation or a proportional reduction of the purchase price.
9. Responsibility for deficiencies:
a) Quantity-related deficiencies:
If the agreed volume of goods is not delivered, the purchaser must make a claim immediately following receipt. The claim must be made directly to the vendor, including annotation of the bill of carriage, if applicable. In the event of deficiency the purchaser is solely entitled to have any missing goods delivered as soon as possible. If delivery is not made within a reasonable period, the purchaser is entitled to claim compensation for the documented losses, albeit of a maximum of the relative share of the invoice amount.
b) Quality-related deficiencies:
Quality-related deficiencies are only considered to comprise documented structural, manufacturing and material deficiencies in the delivered goods and erroneously executed work. Claims cannot be made re. quality-related deficiencies caused by the customer's instructions or those caused by materials provided by the customer. The customer should therefore ensure that any such instructions related to materials are correct. The customer must carry out a reasonable inspection of the goods as soon as possible. Claims on quality-related deficiencies which can be discovered during such inspection are only valid if the customer makes a claim to Ravning Børste- & Maskinfabrik A/S within eight days of ascertainment of the deficiency, and 30 days at the very latest after receipt of the goods.
In the event of visible deficiencies and transport damage, the customer must furthermore annotate the bill of carriage, if applicable, and immediately inform the transport company responsible for transport (post, rail, carrier, etc.) as well as Ravning Børste- & Maskinfabrik A/S. Deficiencies which cannot expect to be ascertained in an inspection of the type mentioned above, the customer cannot make a claim unless a written claim has been received by Ravning Børste- & Maskinfabrik A/S within one year of delivery. In the event of deficiency the purchaser is solely entitled to have any deficiencies made good as soon as possible in the form of repair, redelivery or delivery at a later date.
c) Ravning Børste- & Maskinfabrik A/S is under no circumstances responsible for operating losses, loss of time or profit/mark-up resulting from any deficiencies.
d) If the customer supplies materials, either as a raw material or partially manufactured, and if this material is damaged or lost, Ravning Børste- & Maskinfabrik A/S only assumes responsibility for the cost price of the material exclusive of processing and cannot be held responsible for any payment over and above this.
10. Product liability:
Ravning Børste- & Maskinfabrik A/S is only responsible for personal injury if proof can be provided that the injury was due to deficiencies or neglect on the part of Ravning Børste- & Maskinfabrik A/S. Apart from gross negligence, Ravning Børste- & Maskinfabrik A/S is not responsible for damage to property or movables while the delivery is in the purchaser’s possession. Under the same terms, Ravning Børste- & Maskinfabrik A/S is not responsible, either, for damage to and from products manufactured by the purchaser or to and from products in which these are included. Ravning Børste- & Maskinfabrik A/S is not responsible for operational loss, lost earnings or other indirect losses. In the event of Ravning Børste- & Maskinfabrik A/S being burdened with product liability in relation to a third party, the purchaser is obliged to indemnify Ravning Børste- & Maskinfabrik A/S to the same extent as Ravning Børste- & Maskinfabrik A/S’s liability is limited in relation to the above.
11. Freedom from responsibility:
The following circumstances imply freedom from responsibility in so far as they hinder rights or delivery is free from deficiencies on the part of Ravning Børste- & Maskinfabrik A/S or render fulfilment burdensome:
fire, explosion, natural disasters, epidemics, war revolt, unrest, states of emergency, mobilisation or equivalent military measures, impounding, currency restrictions, import or export prohibition, strike action, lockout or other circumstances of similar nature which are beyond the control of Ravning Børste- & Maskinfabrik A/S, whether they manifest themselves at the premises of Ravning Børste- & Maskinfabrik A/S or one of Ravning Børste- & Maskinfabrik A/S’s suppliers.
12. Venue and choice of law:
Any disputes which may arise between the parties are to be settled in accordance with Danish law with Ravning Børste- & Maskinfabrik A/S’s competent court as the venue. However, Ravning Børste- & Maskinfabrik A/S retains the right to take action at the purchaser's venue.