Terms and conditions for JH-Agro/Mosegården
1 APPLICATION
1.1 The following general terms and conditions of sale and delivery apply to the extent that they are not deviated from by written agreement between the parties. The parties are referred to as JHA and Buyer
2 ADVICE AND OFFERS
2.1 JHA only advises the Buyer within its own area of experience, and to the best of its knowledge
at the time of advice, but reserves the right that later acquired experience may lead to other solution options. 2.2 Advice is provided only on the basis of the information the Buyer has submitted to JHA. 2.3 When ordering after the offer deadline, JHA reserves the right to withdraw or change the offer.
3 ORDER
3.1 There is no final agreement between the parties before JHA has given acceptance to the Buyer in the form of
an order confirmation.
3.2 If JHA's order confirmation does not agree with the Buyer's order, the Buyer must immediately advertise.
Otherwise, the Buyer will be bound by the content of the order confirmation.
4 PRICES
4.1 Prices in offers, order confirmations and contracts are daily prices excl. VAT.
JHA reserves the right to change prices in the event of significant changes in production costs,
wages, raw materials, sub-deliveries, exchange rates, discounts, as well as in events covered by section 11.
Orders for warehouse sales under DKK 1,500 will be subject to a handling fee,
For returned goods/credit notes, the fee is not credited!!
5 DELIVERY TIME
5.1 The delivery time appears from the written order confirmation, provided that all technical details and
formalities for the completion of the order are available at this time. Otherwise, the delivery time is
calculated from the time when all conditions are put in order.
5.2 If delivery does not take place at the delivery time confirmed by JHA, and this situation can only
be attributed to JHA, the Buyer is entitled to a conventional fine corresponding to 0.5% of the value
of the delayed products, for each full week the delay lasts, but a maximum of 7 .5%. This conventional
penalty is the maximum compensation that the Buyer can claim against JHA in connection with a delay.
5.3 If delivery has not taken place 90 days after the date of delivery, cf. pt. 5.2, the Buyer is
entitled to terminate the agreement by written notice to JHA.
5.4 If the Buyer fails to receive delivery ready for delivery, or parts thereof, on the agreed day,
the Buyer is, unless otherwise agreed, nevertheless obliged to make payment as if delivery had taken place.
Furthermore, JHA can terminate the agreement and demand compensation from the Buyer for
damage caused to JHA by the Buyer's negligence.
5.5 If a delay in delivery is due to one of the 11 mentioned event, or the Buyer's
action or omission, the delivery time will be extended accordingly.
6 DELIVERY TERMS
6.1 JHA delivers ex works (EXW) in Denmark according to the latest published version of the INCOTERMS conditions.
7 PAYMENT TERMS
7.1 Payment must be made in accordance with agreed payment terms.
7.2 JHA has ownership of the item up to the full purchase price, incl. interest, fees, etc., have been paid. Fulfills Does not buy its
payment obligations towards JHA, JHA is thus entitled to take back the goods. Costs in connection with the repossession must be borne by the Buyer.
7.3 It follows from section 6, that all costs in connection with the transport of services and service products, such as freight, insurance etc., must be paid by the Buyer. If JHA makes an outlay for this, the amount will be debited on the invoice.
7.4 If the Buyer does not make payment in time, JHA is entitled to calculate late payment interest of 1.5% per started month.
7.5 If the Buyer has not paid the amount due by the due date, JHA is entitled, by written notice to the Buyer, to cancel the agreement or withhold the delivery in whole or in part. In this connection, JHA is entitled to, without notice, change payment conditions for future deliveries.
7.6 If payment does not take place at the agreed time, JHA is entitled to stop all related work, without the Buyer being able to claim delay. In case of delayed payment, interest is charged as stated in point 7.4.
8 RETURN
8.1 There is a full right of return for goods purchased from JH Agro A/S within the first 30 days.
Lundholmvej 41 · DK-7500 Holstebro · Tel. +45 97 42 81 89 · www.jhagro.com · info@jhagro.com
CVR/VAT No.: DK38175386 · Bank: Sydbank · Account No.: 6811-1186497 · SWIFT/BIC: SYBKDK22 · IBAN: DK6968110001186497
However, the right of return does not apply to purchased goods or custom-made goods. The item must always be unused and in unbroken packaging. Shipping and environmental costs are not refunded.
9 WARRANTY AND DEFECTS
9.1 For all products manufactured by JHA, JHA warrants for defects in workmanship and materials that do not arise from normal wear and tear for 12 months from commissioning. JHA's warranty obligation expires if, during the warranty period, without JHA's prior written acceptance (i) constructive changes are made to the facility, (ii) significant changes are made to the facility's operating parameters or (iii) the facility is moved or resold.
9.2 For parts of foreign manufacture which are included in the delivery, e.g. electrical accessories, automation etc., the same guarantee is provided as JHA gets from subcontractors.
9.3 If, during the warranty period, defects in material or workmanship are detected in any part of JHA's product, JHA will carry out repairs and renewals to the extent necessary within normal working hours. However, JHA is not obliged to bear assembly costs if assembly can be carried out by the Buyer himself.
9.4 The buyer can only claim compensation for defects if the complaint is submitted without delay after the defect has been discovered, or should have been discovered.
9.5 Losses, expenses or costs associated with taking home, re-ordering, repairing, removing or taking similar measures with defective products, in which JHA products are made a component, cannot be asserted against JHA.
9.6 JHA is not responsible for operational, time and profit losses, or similar indirect losses.
10 INSURANCE
10.1 The buyer is obliged to co-insure JHA on the buyer's existing building and fire insurance, so that no recourse can be made against JHA, if building fire according to regulations on "hot work". It is assumed that the Buyer includes the delivery, consisting of materials and assembly on the all-risk insurance taken out by the Buyer in connection with the construction.
10.2 JHA only takes out the insurances required by law for JHA, unless otherwise agreed.
11 ASSEMBLY
11.1 The buyer is responsible to JHA for the assembly being carried out under conditions which are in accordance with applicable laws and regulations for the working environment at the assembly site. The buyer must also give JHA written notice of the safety regulations that apply to personnel at the assembly site.
11.2 Any additional work must be approved in writing by the Buyer before commencement.
11.3 The buyer cannot, without written consent from JHA, assign any work to JHA's staff.
12 PRODUCT LIABILITY
12.1 JHA must be indemnified by the Buyer, to the extent that JHA is held liable towards third parties, for such damage or loss as JHA according to point 10.2. and 10.3 is not responsible for towards the Buyer.
12.2 JHA is not responsible for damage to real property or movable property that occurs while the products are in the Buyer's possession. JHA is also not responsible for damage to products manufactured by the Buyer, or to products in which these are included.
12.3 JHA is under no circumstances responsible for operating losses, lost profits or other consequential financial losses. If a third party makes a claim against one of the parties for liability pursuant to this point, this party must immediately notify the other party thereof.
13 DISCLAIMER
13.1 JHA is entitled, by written notice to the Buyer, to terminate the agreement when its fulfillment within a reasonable time becomes impossible for JHA due to war, strike, pandemic, lockout, political conditions or other force majeure over which JHA is not the master over. The same applies to delays in or lack of delivery from subcontractors. In these situations, JHA assumes no responsibility for compensation towards the Buyer.
14 DRAWINGS AND DESCRIPTIONS
14.1 All information on weight, dimensions, capacity, price, technical and other data listed in catalogues, prospectuses, circulars, advertisements, image material and price lists are approximate and are only binding to the extent that they are included as annexes to the agreement.
14.2 All submitted drawings and descriptions remain JHA's property and may not be copied, reproduced, handed over to, or otherwise brought to the attention of third parties without permission. The property right regarding drawings and descriptions, which are necessary to enable the Buyer to set up, initiate, operate and maintain the delivery, passes to the Buyer. However, JHA may require that they remain confidential.
15 DISPUTE RESOLUTIONS - ARBITRATION
15.1 Any dispute that may arise between JHA and the Buyer, including disputes regarding the existence or validity of the agreement, must be settled by arbitration at the Arbitration Institute in accordance with the rules adopted by the Arbitration Institute.
Danish law, including customs and trade customs, applies in the legal relationship between JHA and the Buyer.”
Lundholmvej 41 · DK-7500 Holstebro · Tlf. +45 97 42 81 89 · www.jhagro.com · info@jhagro.com
CVR/VAT No.: DK38175386 · Bank: Sydbank · Account No.: 6811-1186497 · SWIFT/BIC: SYBKDK22 · IBAN: DK6968110001186497
JH Agro A/S (JHA)