General Terms of Sale and Delivery
- Preface / Registration
The following General Terms of Sale and Delivery shall apply to the extent that they are not deviated from by written agreement between the parties. This document applies only for Webshop sales. In the following Videometer A/S is referred to as the Seller.
The Videometer Webshop is entirely reserved for Business-to-Business customers, and Company Name and VAT no. (only for EU) is required, either by registration or check out.
- Product Information
All information and data contained in the Seller's product information material shall be binding when buyer creates an order at the webshop and receives Order Confirmation.
- Privacy Statement.
All prices stated are listed in DKK exclusive of VAT. All products will be supplied at the price and discount structure ruling at the time of the Order and displayed in the webshop.
VAT and shipment will be calculated at time of check out, based on information provided by customer.
Payment procedures according to Shopify Payments with international credit cards:
Cash receipt after seller has initiated order processing. After cash receipt seller will confirm and issue invoice.
If Seller is not able to confirm order within 7 days, cash receipt will be cancelled, and buyer receives message with new order status.
- Delivery and shipment
Delivery of tangible products within EU according to Incoterms DAP at the Buyers premises.
Delivery of tangible products outside of EU according to Incoterms Ex Work.
Delivery time for tangible products can reach a maximum of 8-12 weeks.
Intangible products like software & services will be activated within 7 days from order confirmation.
The Seller has no liability for delays or obstructions caused by force majeure, including industrial disputes and any other circumstance beyond the control of the parties, such as fire, war, mobilisation, or unforeseen military call-up on a corresponding scale, requisition, currency restrictions, riots and civil commotion, shortage of transport, general scarcity of materials and defects in or delays of supplies from sub-suppliers caused by any of the circumstances referred to in this Clause. The Buyer shall thus not be entitled to cancel orders placed on account of such delays.
The Seller shall in no case be liable for consequential loss, loss of profit or other indirect losses in connection with any delay of the supply.
- Return and Cancellation
The Videometer Webshop has a non-return and non-cancellation policy for any confirmed order.
However, products can be returned subject to a prior written agreement with the Seller. Products returned shall always be unused, undamaged, and contained in the original packing. Products returned shall be forwarded carriage paid. Credits in connection with such returns will be subject to deduction of costs, including the costs of delivering the products, at a minimum amount of 15 per cent of the net amount invoiced for the product.
Cancellation of orders for specially manufactured products, services or systems will not be accepted. Return of specially manufactured products will thus not be accepted.
The Seller is entitled to remedy defects caused by faulty design, materials, or manufacture. The Seller shall moreover be entitled to remedy a defect by making a replacement delivery. Any defect will be remedied by the Seller at the Seller's address, or as specified in the Warranty Policies in effect at all times. Freight, forwarding costs, dismounting and mounting and in general, costs incurred outside the Seller's address shall be for the Buyer's account.
When the Buyer has taken delivery of the product, he is liable to inspect them immediately. The Buyer shall submit a written complaint of defects, which should reasonably be found in connection with this inspection, no later than 8 days from his receipt of the product. If the Buyer fails to complain or if the Buyer complains too late, he shall forfeit his right to set up claims on account of the defect.
Otherwise, defects shall be notified to the Seller within one year from the date when the delivery took place. The Seller's liability shall only comprise defects that arise under the intended operational conditions and in connection with correct use of the product, including use in accordance with the Seller's instructions for use, manuals, installation directions, etc.
The Seller's liability does not comprise defects caused by insufficient maintenance or incorrect installation by the Buyer, alterations made without the Seller's written consent or repairs made by the Buyer in a faulty way, by unauthorised personnel, with non-original spare parts, or similar.
The Seller shall in no case be liable for consequential loss, loss of profit, costs relating to reinstallation, shipment etc, or other indirect losses.
- Warranty Conditions
Videometer products are backed by warranty for a period of 1 year after installation and hand over to the customer. After 3 months it is up to the customer to prove that the problem was present at the time of supply.
Third party products sold and installed in support to the Videometer products are covered by the original supplier’s warranty.
In case of defect Videometer will, at its option, repair, replace or refund the purchase price of the product at no charge, provided it is returned during the warranty period, trans-portation charges prepaid to Videometer direct upon written authorisation from Videometer of return of material.
Videometer products with its high content of information technology are considered to be sensitive to changes in the surroundings like operation system, network etc. it is therefore highly recommended to secure up-time with a service level agreement. Please refer to the Videometer service level agreement offerings.
- Specially Manufactured Products
Where a product or part of a product has been manufactured according to the Buyer's detailed specifications, the Seller shall solely be liable to ensure that the product supplied complies with the specifications expressly stipulated by the Buyer. Unless otherwise expressly agreed between the parties, the Seller shall thus have no liability to ensure that the product is applicable for the purpose assumed by the Buyer.
The Buyer shall make the necessary checks to ascertain whether the product can be used as intended, including functional testing of a prototype.
- Product Liability
The Seller shall solely be liable for personal injury caused by defects in the product supplied, in case it can be proved that the injury is caused solely by fault or negligence on the part of the Seller or others for whom he is responsible. The Seller shall not be liable for ordinary carelessness.
The Seller shall not be liable for consequential loss, loss of profit, or other indirect losses. The Seller shall equally have no liability for damage to objects, including damage to products manufactured by the Buyer. The Seller shall finally have no liability for damage to fixed property, buildings, or otherwise.
To the extent that the Seller might be subjected to product liability to any third party the Buyer is liable to keep the Seller indemnified to the same extent as the Seller's liability is limited according to the Clauses above. In case a third party sets up a claim against either of the parties for damages according to this Clause, this party shall immediately notify the other party thereof.
Please note that the product liability does not cover the USA, here the customer must subscribe product insurance.
- Legal Venue and Applicable Law
Both parties will use their best efforts to settle all matters in dispute amicably. All disputes and differences of any kind related to this agreement, which cannot be solved amicably by the parties, shall be referred to arbitration as described below.
All disputes arising out of or in connection with this agreement and these present terms of delivery shall be finally settled under the Rules of Arbitration of the International Camber of Commerce by one arbitrator in accordance with the said Rules.
The arbitration shall take place in Copenhagen and shall be conducted in English language. The award of the arbitrator shall be final and binding on both parties. The parties bind themselves to carry out the awards of the arbitrator.
This agreement and these present terms of delivery shall be interpreted pursuant to the laws of Denmark to the extension of any rule that would refer the subject matter to another forum. The English wording in this agreement shall prevail.