Conditions of Sale and Delivery

1. Buyer’s acceptance of the offer from FLAIRMO ApS shall also mean acceptance of the General Conditions of Sale and Delivery set out below, which shall apply to the extent they are not deviating from any agreement in writing between the parties.

2.1. Information relating to technical specifications and prices indicated in manuals, leaflets, circulars, advertisements etc. are indicated as guidelines.

2.2. FLAIRMO ApS reserves the copyright and property of drawings, technical information, etc. submitted in connection with offers/contracts, and of patents, trademarks, name of products, referring to the products sold FLAIRMO ApS.

2.3. FLAIRMO ApS reserves the right to modify the construction and technical specifications without notice.

3.1. In case inspection, and/or tests are required, these will be carried out at the plant in Aalborg, and the costs for such inspection shall be borne by the buyer.
3.2. In case approvals – other than those already carried out by FLAIRMO ApS – are required, the buyer shall give all necessary information and assistance, and he shall bear the corresponding costs.

4.1. The time indicated for delivery is the date at which the product are shipped from the plant in Aalborg. In case of delay, due to reasons other than those mentioned under Article 8 “Reliefs”, FLAIRMO ApS shall forthwith inform the buyer, and state the new date of dispatch, without this giving the buyer right to compensation or to cancel the contract.
4.2. In case the buyer anticipates that he will be unable to accept the delivery of the products, he shall forthwith inform FLAIRMO ApS, stating a new date for the delivery. In case the buyer fails to accept the delivery for reasons other than those mentioned under Article 8 “Reliefs”, FLAIRMO ApS shall be entitled to compensation for the loss suffered by reason of the buyer’s default.
4.3. Terms of delivery are Ex-works (EXW)
4.4. The risk shall pass in accordance with the International Rules for Interpretation of Trade Terms (INCOTERMS) in force at the date of formation of the contract. In case of EXW delivery, the risk will pass not later than when the products are handed over to the first carrier.

5.1. The payment shall be made according to the terms agreed between the parties. Where it is agreed that any part of the purchase shall fall due for payment only after the delivery, the buyer shall take out the usual transport insurance in respect of the products sold, for full value, and maintain such policy in force until payment has been made in full.
5.2. The goods shall remain the property of FLAIRMO ApS until payment has been made in full. In the case of delayed payment by the buyer, FLAIRMO ApS is entitled to charge interest for default, at a rate of 9 percentage points above official rate of discount of the Denmark’s National Bank.
5.3. In the event that after entering the contract, or after issuing the price list, custom export/import duties or other additional charges or costs directly caused by Government measures taken in Denmark or abroad, are imposed on raw materials, machinery components, etc. required for the performance of the contract – or in case collective bargaining results in increases in wages for instance, the buyer shall be liable to pay such increase over and above the price agreed.
5.4. Where the purchase price is agreed in a currency other than EURO, FLAIRMO ApS shall be entitled to adjustment of the purchase price in the event of any alteration to the rate of exchange of the agreed currency relative to EURO.

6.1. FLAIRMO ApS shall not be liable for any damage to property caused by the products after they have been delivered and whilst they are in the possession of the buyer. Nor shall FLAIRMO ApS be liable for any damage to products manufactured by the buyer, or to products of which the FLAIRMO products form a part.
6.2. If FLAIRMO ApS incurs liability towards any third party for such damage to property as described under 6.1. the buyer shall indemnify, defend and hold FLAIRMO ApS harmless.

6.3. FLAIRMO ApS and the buyer shall be mutually obliged to let themselves be summoned to the Court of Aalborg, Denmark examining claims for such damages.
6.4. The limitation of FLAIRMO ApS’s liability in 6.1. above shall not apply where FLAIRMO ApS has been guilty of gross negligence.
6.5. Save as elsewhere stated in these conditions, there shall be no liability for either party towards the other party for loss of production, loss of profit, loss of use, loss of contracts or for any consequential, economic or indirect loss whatsoever.

7.1. Provided that the operational instructions have been carried out, and unless otherwise agreed, the duration of the guarantee is the period stipulated for each type of products, calculated from the date of shipment from the plant in Denmark. The guarantee applies to any faulty material or workmanship in new material.
7.2. Any guarantee claim will only be accepted if the claim is given in writing according to the procedure set up by the Quality Control Department of FLAIRMO ApS.
7.3. Normal wear and tear or deterioration shall not be termed as “defect”.
7.4. Modifications carried out by the buyer, without prior agreement in writing from FLAIRMO ApS, damages caused by violence, misuse, lack of repair and maintenance, incorrect repairs or use of unoriginal spare parts/oil, are not covered by the guarantee.
7.5. Costs of transportation of parts/equipment, travelling expenses/wages of the buyer´s technicians, are not covered by the guarantee.
7.6. On receipt of the claim, FLAIRMO ApS shall forthwith send replacement or repaired parts/equipments.
7.7. In case the replacement parts/equipment are shipped prior to the returning of the defective parts/equipment to FLAIRMO ApS, these will be invoiced – and credited in case the claim is accepted under the guarantee.
7.8. In case the defective parts/equipment are returned to FLAIRMO ApS prior to the replacement/repair, these parts/equipment shall be repaired or replaced, and returned to the buyer, free of charge (except 7.5. above) in case the claim is accepted under the guarantee.

8.1. Industrial disputes, fire, mobilisation, requisition, embargo, currency restrictions, insurrection, strike, lock-out, shortage of transport, general shortage of materials, restrictions in the use of power or other circumstances which are beyond the control of the parties, shall be considered as cases of relief, in case they intervene after the formation of the contract, and impede its performance.
8.2. The party wishing to claim relief by reason of any of the mentioned circumstances, shall notify the other party in writing without delay, on the intervention and on the cessation thereof. The right of suspension of the contract shall only apply in case the effect of above reliefs could not have been foreseen at the time of the formation of the contract.
8.3. If Force Majeure prevents the buyer from fulfilling his obligations, he shall compensate FLAIRMO ApS for expenses incurred in securing and protecting the products.
8.4. In case the performance of the contract is suspended more than six months due to the conditions named under 8.1. above, either party shall be entitled to terminate the contract by notice in writing to the other party.

9.1. The Danish Law shall govern any question that might arise in connection with the business between FLAIRMO ApS and the buyer.
9.2. Danish Law shall determine any conflict. The court in Aalborg, Denmark shall settle any dispute.