SALES AND DELIVERY TERMS OCTOBER 2022 (B2B)
The following general sales and delivery conditions apply to all deliveries from Thermex Scandinavia A/S (hereinafter referred to as ''THERMEX''), to the extent that there is no contrary written agreement between the parties.
In these terms and conditions of sale and delivery, "Buyer" means the immediate buyer of THERMEX's products. By "end user" is meant any subsequent buyer of the products sold.
1. Offer, order and order confirmation
Offers are binding for THERMEX for 30 days from the date stamp of the offer. If an order confirmation deviates from the Buyer's order and the Buyer does not want to accept the deviation, the Buyer must notify THERMEX within 8 days from the date of the order confirmation. Otherwise, only THERMEX's order confirmation is valid.
The Buyer's oral orders and orders are only binding for THERMEX if the Buyer has received written acceptance or order confirmation from THERMEX.
THERMEX's calculation and dimensioning work can only be regarded as indicative assistance.
Unless otherwise stated, all prices are excl. VAT. THERMEX reserves the right to change prices, product range and technical specifications in all price lists, brochures, catalogs and other printed materials without prior notice.
THERMEX delivers freely to business addresses in Denmark (Greenland and the Faroe Islands excepted). Handling fee If the net invoice value of a delivery excl. VAT is less than DKK 1,000.00, however, a processing fee of DKK 200.00 is imposed.
The risk of accidental destruction of the sale item passes to the Buyer upon delivery. THERMEX thus bears the risk during shipment.
THERMEX assumes no responsibility for late delivery. However, the buyer is entitled to terminate the agreement/cancel the order if the delay is significant. A delay that does not exceed 8 weeks is in no case to be considered significant.
The buyer must pay the invoiced amount within the payment deadline specified on the invoice. If the payment deadline is exceeded, the Buyer is obliged to pay late payment interest at 2% per beginning month from the due date to count. If the purchase price is not paid on time, THERMEX can make future deliveries to the Buyer conditional on cash payment or advance payment.
5. Retention of title
THERMEX reserves the right of ownership to the sold goods until the purchase price plus any interest according to point 4, first paragraph, has been paid.
6. Creditor mora
If the Buyer, after the time of delivery has arrived, fails to give instructions about shipping, THERMEX is entitled to store and insure the goods at the Buyer's expense. If the Buyer then fails to pick up the sold goods despite a written request, THERMEX is entitled to sell the goods as best as possible at the Buyer's expense.
7. Buyer's duty of investigation and complaint
The buyer is obliged to examine the received goods for transport damage as well as other defects immediately upon receipt. Reference is also made to the carrier's provisions on this in the waybill.
All defect claims must be made in writing to THERMEX without undue delay and in all cases no later than 8 days after a defect is or should have been established. Especially with regard to visible damage, including transport damage, these can only be claimed in writing by the buyer, if this occurs (i) without unjustified delay, (ii) no later than 8 days after receipt of the goods, and (iii) before assembly/commissioning.
8. Buyer's rights in case of defects
If the Buyer complains about defects in time, cf. point 7, THERMEX is obliged for 24 months from the date of purchase to carry out repairs. It is a prerequisite for THERMEX's obligation to repair that the Buyer documents, by sending a copy of the Buyer's invoice, that the complaint has been made within 24 months from the date of purchase.
THERMEX can request that the item be sent to THERMEX's service workshop. In that case, the shipment is at THERMEX's expense and risk. If the fault cannot be rectified, THERMEX undertakes to exchange the delivered item.
THERMEX's obligations do not include errors or damages directly or indirectly caused by abuse, insufficient maintenance, incorrect assembly or connection, fire, accident, lightning, voltage variation, other electrical disturbances, incorrect operation in general or repairs not carried out by or on at the behest of THERMEX.
Before THERMEX's service technicians are called, the Buyer must himself check the possible errors that the Buyer can remedy himself. THERMEX's service department will assist with advice and guidance via telephone consultation. The buyer must ensure that the product is immediately available to THERMEX's service technicians on service calls.
Unwarranted service calls where the product is not immediately available to THERMEX service technicians or where there are no manufacturing or material defects on the product and service calls later end 24 months from the date of purchase are at the Buyer's own expense.
Exchange or repair does not entail an extension of the Buyer's right of complaint pursuant to this point 8, first paragraph. THERMEX's obligations do not limit the Buyer's possible liability as a dealer under the Sales Act, and inquiries to THERMEX also act as inquiries to the Buyer.
9. Product liability
Unless otherwise specified by mandatory legal provisions, THERMEX is only liable for personal injury if it can be proven that the damage is due to errors or negligence committed by THERMEX.
THERMEX is liable under the same conditions as for personal injury for damage to immovable property and movable property. However, the compensation can never exceed DKK 10,000,000.00 incl. interest and costs per damage.
If a third party, including the End User, makes a claim against the Buyer against either THERMEX or the Buyer based on product liability, the Buyer must immediately notify THERMEX of this.
If a third party, including the End User, brings proceedings before a Danish court against THERMEX or the Buyer, THERMEX and the Buyer are mutually obliged to be sued at the same court.
If THERMEX product liability is imposed on a third party, the Buyer is obliged to indemnify THERMEX - including legal costs - to the same extent that THERMEX's liability is limited according to the present terms and conditions of sale and delivery.
10. Limitation of liability
To the extent that THERMEX is liable to the Buyer, THERMEX's liability is limited to direct loss. Apart from product liability, the Buyer's direct loss is compensated only by repair or replacement, cf. clauses 8 and 9. Indirect losses, including loss of operation, loss of profit, loss of time and consequential effects of any kind, cannot be claimed for compensation.
THERMEX assumes no responsibility for the product's usefulness in the connections in which the product is used by the Buyer or third parties, and THERMEX assumes no responsibility as a result of the Buyer's legal relationship with third parties, including the End User.
11. Force majeure
THERMEX is exempt from liability for defective fulfillment of THERMEX's obligations due to force majeure, such as war and mobilization, rebellion, unrest, natural disasters, strikes, lock out, other work stoppages, government intervention by public authority, import/export restrictions, damage to THERMEX's suppliers' production equipment, failing transport options, currency restrictions, missing or defective delivery from subcontractors, labor shortages, product shortages or any other reason beyond THERMEX's control.
In the cases mentioned above, THERMEX is entitled to terminate the agreement/cancel the order in whole or in part or to deliver the goods when the obstacle to performance has ceased.
12. Return of goods
When returning goods, the Buyer must have previously obtained permission by contacting THERMEX's customer service by telephone. THERMEX's expedition immediately fills in a ''THERMEX return goods form'', which is forwarded to the Buyer on the same day. On this form, the Buyer must fill in the fields with invoice number, delivery note number and reason for return. The Buyer's submission of a correctly completed form together with the goods that are to be returned is a prerequisite for the Buyer's right of return. Goods can only be returned in original packaging and no later than 3 months from the invoice date.
Return of non-claimable goods must be made free of charge to THERMEX's central warehouse in Hjørring. Out-of-date goods, procured goods and custom-made goods are not returned. THERMEX reserves the right to reject any non-claimable return if the item received is defective or, in THERMEX's opinion, is in such a condition that it cannot be stored and resold. Furthermore, THERMEX reserves the right to charge up to 20% handling fee of the item's originally invoiced price, excluding VAT. However, the processing fee always amounts to min. DKK 100.00 excl. VAT. per return shipping.
13. Choice of law and venue
Any legal dispute between the parties in connection with the agreement must be settled according to Danish law.
The Maritime and Commercial Court in Copenhagen has been adopted as the sole proper venue
SALES AND DELIVERY TERMS OCTOBER 2022 (B2C)
Sale of physical goods via the Internet.
The purchase conditions apply to consumers' purchases of goods at www.thermex.dk. The site is owned and operated by:
Thermex Scandinavia A/S
CVR no. 23104814
Payment can be made using the following means of payment: VISA/Dankort, MasterCard, Visa Electron, MobilePay Online, Maestro, JCB.
When paying with VISA/Dankort, MasterCard, Visa Electron, Maestro, JCB, which is a debit card, the payment will be reserved on your account in accordance with the terms of your card until we withdraw or reject the payment.
The amount is deducted when the item is dispatched.
If several items have been ordered in an order and one or more of the items cannot be delivered immediately, we will only deduct the payment for the item(s) when the items are dispatched
We offer to deliver goods to addresses in EU.
Delivery time depends on where you live, but usually within 7 days
We offer the following delivery methods: UPS and GLS (business, private and parcel shop).
Right of withdrawal
You can cancel your purchase without reason within 14 days. If you have purchased several items in one order, you can choose to cancel the purchase of some or all items. See about reimbursement of delivery costs in case of partial cancellation under the section "refund of the money in case of cancellation".
The cancellation period expires 14 days after the day on which you or another person chosen by you (but not the carrier) takes physical possession of the goods.
If you have ordered several items in one order and we cannot deliver the items at the same time, the cancellation period expires, you get physical possession of the last item.
If the deadline expires on a public holiday, Saturday, Constitution Day, Christmas Eve or New Year's Eve, the deadline is extended to the following weekday.
Exceptions to the right of withdrawal
There is no right of withdrawal for the purchase of goods that have been manufactured to your specifications or that have been given a distinct personal touch, such as adaptation of channels and other product changes.
This is how you regret
You regret by giving us clear notice that you regret. You can, for example, send a letter or an e-mail stating that you regret it, to Thermex Scandinavia A/S, Farøvej 30, 9800 Hjørring, tel. 98926233, email@example.com.
You cannot cancel by refusing to receive the item or by failing to pick it up without at the same time giving notice that you cancel.
You can use the statutory standard withdrawal form, which is reproduced at the end of these terms of sale and delivery, but it is not mandatory.
The cancellation period has been met if you send your notice that you regret the purchase before the cancellation period has expired.
Return of the item and return costs
If you have regretted the purchase of an item, you must send or deliver the item to Thermex Scandinavia A/S, Farøvej 30, 9800 Hjørring, ATT: Returafd. without undue delay and no later than 14 days after you have notified us that you wish to cancel your purchase. The deadline is met if you return the goods before the expiry of the 14 days.
Goods cannot be sent per cash on delivery or without distribution.
You must pay for the return of the item yourself.
Refund of the money in case of cancellation
When you cancel, we will refund all payments received from you, including any delivery charges. However, this does not apply to extra costs when you have chosen a delivery method that is more expensive than the cheapest form of delivery that we offer.
If you have purchased several items in one order and regret only part of your purchase, we will not refund the delivery costs.
We will refund the amount without undue delay and in any case no later than 14 days from the date on which we received your notice of cancellation. However, we can withhold the amount until we have received the goods back, or until you have sent documentation that the goods have been returned.
We will make such a refund using the same means of payment that you used for the original transaction, unless you have expressly agreed otherwise. In any case, you will not be charged any fees as a result of the refund.
Condition of the item upon return and packaging
You are only liable for a possible deterioration in the value of an item which is due to handling of the item other than what is necessary to establish the nature, characteristics and way of functioning of the item.
You must return the item in the original packaging. The packaging must be opened but not destroyed. If the packaging is missing or damaged, this may constitute a decrease in value for which you are liable.
You should also ensure that the item is securely wrapped when you return it. You bear the risk for the package/goods yourself until we receive them. Therefore, save the postal receipt as well as any track and trace number.
Complaints - if there is something wrong with the product
When purchasing goods, the rules of the Purchase Act apply.
If we cannot agree on what you are entitled to, you have the following appeal options:
A complaint about a product or service can be submitted to the Center for Complaint Resolution, Nævnenes Hus, Toldboden 2, 8800 Viborg. You can complain to the Center for Complaint Resolution via the Complaint Portal for Nævnenes hus: https://kpo.naevneneshus.dk.
The European Commission's online complaints portal can also be used when submitting a complaint. It is particularly relevant for consumers residing in another EU country. Complaints can be submitted here - http://ec.europa.eu/odr. When submitting a complaint, you must state our email address: firstname.lastname@example.org.
Standard cancellation form
(this form is completed and returned only if the right of withdrawal is exercised)
- To Thermex Scandinavia A/S, Farøvej 30, 9800 Hjørring, email@example.com:
- I/we (*) hereby announce that I/we
(*) wishes to exercise the right of withdrawal in connection with my/our (*) purchase agreement for the following goods (*)/delivery of the following services (*)
- Ordered it (*)/received it (*)
- Consumer's name (Consumer's names)
- Consumer's address (Consumer's address)
- The consumer's signature (Consumers' signatures) (only if the content of the form is communicated on paper)
(*) What is not relevant is crossed out