Terms of Sale & Delivery

1. Validity
The Terms and Conditions apply to all offers, sales and deliveries unless otherwise agreed in writing.

2. Offers
All offers are made subject to intermediate sales, cf. clause 3. If the seller makes an offer that does not specify a specific acceptance deadline, the offer will lapse if acceptance has not been received by the seller within 4 days from the date of the offer.

3. Intermediate sale
Until the Seller has received the Buyer’s acceptance, the Seller is entitled to enter into an agreement with a third party regarding the offer, with the effect that the offer to the Buyer lapses. After receipt of the acceptance, the Seller shall notify the Buyer in writing without undue delay that the offer has lapsed.

4. price
All prices are in Danish kroner, EURO or USD and exclusive of VAT, unless otherwise stated in the offer. Until delivery, the buyer is obliged to accept changes in the price as a result of documented increased costs for the seller due to changes in exchange rates, customs, taxes, duties, etc. regarding the agreed delivery. Prices, which are subject to uncertainty, are stated and may vary even after acceptance of the offer.

5. Payment

5.1 Payment shall be made no later than the date stated on the invoice as the last day for timely payment. Unless otherwise explicitly agreed prior to the conclusion of the agreement, the payment terms are always 8 days net, calculated from dispatch of the goods to the customer.

5.2 If delivery is postponed due to the buyer’s circumstances (creditor mora), the buyer is – unless the seller informs the buyer otherwise in writing – still obliged to make any payment to the seller as if delivery had been made at the agreed time.

5.3 If payment is made after the due date, the Seller is entitled to charge interest on the outstanding debt at any time from the due date at the officially determined discount rate plus 6%.

5.4 The Buyer shall not be entitled to set off any counterclaims against the Seller which have not been acknowledged in writing by the Seller and shall not be entitled to withhold any part of the purchase price due to counterclaims of any kind.

6. Retention of title

6.1 The Seller reserves, with the limitations that follow from mandatory legal rules, the ownership of the goods sold until the entire purchase price plus accrued costs has been paid to the Seller or to the person to whom he has transferred his right, cf. clause 15.

6.2 If the goods are sold for the purpose of later incorporation into or joining with other objects, the goods sold shall not be covered by the retention of title when the incorporation or joining has taken place.

6.3.In the event of transformation or processing of the sold item, the retention of title is maintained so that it covers the transformed or processed item to an extent corresponding to the value of the sold item at the time of sale.

7. Delivery

7.1 Delivery takes place from the Seller’s address, regardless of whether the Seller brings the goods sold to the Buyer by its own staff or by a third party in accordance with a separate agreement with the Buyer.
All deliveries, unless otherwise explicitly agreed in each individual case, always take place from the Seller’s address, premises or depot. (ex works).

7.2 If the Seller is asked by the Buyer to arrange transportation of the goods to the Buyer’s desired location, this is a service that does not affect the delivery (ex works). In this connection, it is the buyer’s responsibility to provide all the information necessary to ensure successful delivery.
The transportation of goods is therefore always at the buyer’s expense.

7.3 It is the Buyer’s responsibility to be able to receive and inspect the goods upon receipt.

7.4 The delivery time is determined by the Seller at its best discretion in accordance with the circumstances existing at the time the offer was made/agreement concluded. Unless expressly agreed otherwise, a postponement of the delivery time by 14 days due to the seller’s circumstances shall in all respects be considered timely delivery, so that the buyer cannot exercise any rights
against the seller for that reason.

7.5 If a delay in delivery is due to the seller being in a situation as stated in section 12.3, the delivery time shall be postponed for the duration of the hindrance, however, both parties shall be entitled to cancel the agreement without liability when the hindrance has lasted for more than 3 months.
This provision applies regardless of whether the cause of the delay occurs before or after the expiry of the agreed delivery time.

7.6 In the above-mentioned cases, the Seller shall without undue delay notify the Buyer of changes in the delivery time.

8. Packaging

8.1 Packaging is at the buyer’s expense, unless it is expressly stated that this is included in the price.

8.2 The packaging can only be returned by separate agreement.

9. product information

Drawings, specifications and the like provided by the Seller before or after the conclusion of the agreement shall remain the Seller’s property and may not be disclosed without written agreement or otherwise misused.

10 Product changes

The Seller reserves the right to make changes to agreed specifications without notice if this can be done without inconvenience to the Buyer.

11. Defects and complaints

11.1. Upon delivery, the buyer must immediately carry out such an examination of the thing sold as proper business practice requires.

If the goods sold are not manufactured by the Seller, the same conditions apply between the Seller and the Buyer as between the Seller’s supplier and the Seller, so that the Seller is only liable to the Buyer to the extent that the Seller’s supplier is liable to the Seller. The Seller shall inform the Buyer of these conditions at the latest upon conclusion of the agreement.

11.2. If the buyer wants to claim a defect, the buyer must, immediately after the defect is or should have been discovered, notify the seller in writing of this and state what the defect consists of. If the buyer has discovered or should have discovered the defect, and he does not complain as stated, he cannot later claim the defect.

11.3 Any remedy of defects is always based on the terms of delivery, e.g. even if the seller has assisted in arranging transportation.

11.4. At the seller’s choice, defects in the sold item will be remedied, or the sold item will be re-delivered.

11.5. Does remediation or delivery in accordance with section 11.3. not within a reasonable time, the buyer is entitled, in accordance with the general rules of Danish law as well as these sales and delivery conditions, to cancel the agreement, demand a refusal of the purchase price or demand compensation.

11.6. If the buyer has not claimed the defect to the seller within 6 months of the delivery date, he cannot later assert it. For parts that have been replaced or repaired, cf. 11.3., the seller undertakes the same obligations that apply to the originally sold item for a period of 6 months, however, so that the seller’s liability for defects cannot be extended for any part of the sold item to more than 1 year from the original delivery date.

11.7. Alteration of or intervention in the sold without the seller’s written consent exempts the seller from any obligation.

12 Limitation of liability

12.1. A compensation claim against the seller cannot exceed the invoice amount for the item sold.

12.2 The Seller shall not be liable for operating losses, loss of profit or other indirect losses in connection with the agreement, including indirect losses arising as a result of delays or defects in the goods sold.

12.3 The following circumstances shall exempt the Seller from liability if they prevent performance of the agreement or make performance unreasonably onerous: Industrial disputes and any other circumstances beyond the control of the parties, such as fire, war, mobilization or unforeseen military call-ups of similar scope, requisition, seizure, currency restrictions, riots and unrest, lack of means of transport, general shortage of goods, restrictions on motive power and defects in or delays in deliveries from subcontractors caused by any of the circumstances mentioned in this clause.
Circumstances as mentioned which occurred before the submission of the offer/conclusion of the agreement shall only result in exemption from liability if their influence on the fulfillment of the agreement could not be foreseen at that time.

12.4 It is incumbent on the seller to notify the buyer in writing without undue delay if circumstances as mentioned in section 12.3 occur.

12.5 As the seller always uses uses an external carrier for delivery of the container, it is agreed that the seller is responsible for freight damage that has occurred from the time the container is loaded at the depot until delivery at the site. However, cf. section 7. However, it is always the buyer’s responsibility to invoke a defect, cf. section 11.

It is also agreed that the seller cannot be held liable for any damage that the foreign carrier may cause to the buyer’s buildings, space, movable property or personal injury. It is explicitly a matter between the buyer and the foreign carrier if damage has occurred. CHS Container is obliged to provide all relevant information in the event of such damage.

13. returns

13.1.The goods sold can only be returned after prior written agreement.

13.2 In cases where the buyer is entitled to cancel the transaction, or if the goods sold are returned to the seller for the purpose of replacement or rectification of defects, the goods sold must be sent to the seller in their original packaging and at the buyer’s expense and risk. To the extent that the seller incurs shipping costs etc., the seller is entitled to demand reimbursement of these from the buyer and set these off against any claims the buyer may have against the seller.
After completion of the repair or exchange, the buyer is obliged to collect the repaired or exchanged item from the seller at his own expense and risk.

14 Product liability

Product liability shall be governed by the rules of Danish law applicable from time to time. To the extent that nothing else follows from mandatory rules of law, the seller is not liable for operating loss, loss of profit or other indirect loss.

15. Transfer of rights and obligations

The Seller shall be entitled to assign all rights and obligations under the agreement to a third party.

16 Disputes
Any dispute between the parties shall be settled by the courts according to Danish law. If a judicial decision is to be made, the City Court in Randers will be used as the venue, with Danish as the legal language. The appeal option is the Maritime and Commercial Court in Copenhagen under the same conditions.