Terms and conditions of sale and delivery

1. General
1.1 These terms and conditions apply primarily in situations where ASAPack acts as the “seller” and the other party acts as the “buyer.”
1.2 In the case of an individual agreement, the individual agreement cannot disadvantage the seller compared to these conditions.

2. Offers
2.1 Any offer sent by the seller is generally non-binding.
2.2 Offers and invitations to make offers from both the buyer and the seller are valid for 14 days.
2.3 The seller’s invitations to make offers and offers are generally confidential. If these are shared, it may result in a contractual penalty, a claim for compensation, or a damages claim equivalent to the invoice value.
2.4 An agreement is only established when an order confirmation has been issued.

3. Price
3.1 For deliveries more than 3 months in the future, the price at the time of delivery applies. Additionally, the seller reserves the right to increase the price for deliveries more than 3 months in the future in case of inflation and general price increases in raw materials, collectively agreed wages, taxes and duties, energy prices, transportation costs, exchange rate losses for the Danish krone, or other circumstances affecting delivery costs that are beyond the seller’s control.
3.2 For deliveries with an invoice value of less than DKK 10,000, a handling fee will be applied.

4. Delivery
4.1 The seller delivers ex works (ab fabrik).
4.2 If the goods are to be shipped from ex works, this is done at the buyer’s expense and risk.
4.3 If the time for collection is due and collection has not taken place, the buyer will be required to pay the costs incurred by the seller for storing and taking care of the goods.
4.4 If the buyer does not collect the goods within 1 month of the delivery date, the seller may responsibly sell the goods to another party, and the buyer will be required to pay the difference resulting from selling to a third party. Additionally, the buyer must still pay for the storage and care costs the seller has incurred for the goods during the period.
4.5 If the seller has not been able to find a commercially responsible buyer 3 months after the delivery date, and the buyer has not collected the goods, the seller may destroy or dispose of the goods. The seller must inform the buyer of this.
4.6 If there are significant costs associated with storing and caring for the goods, the timeframes in clauses 4.4 and 4.5 may be shortened.
4.7 If the item is destroyed as a result of clauses 4.5 or 4.6, the buyer must still pay the original purchase price and the costs the seller has incurred for storing and caring for the goods during the period.
4.8 If the seller disposes of or destroys the goods as a result of clauses 4.4, 4.5, or 4.6, the buyer loses any remedies for defects in the goods that the buyer might have had.
4.9 For work tasks, the seller cannot be required to perform tasks that are not clearly stated in the order confirmation or agreement.

5. Delay on the Seller’s Part
5.1 The buyer is only entitled to cancel the purchase after more than 30 days of delay if the seller has acted with gross negligence. If the delay is not due to the seller or the seller’s circumstances, the delivery is never considered delayed.
5.2 In case of delay in successive delivery, the buyer can only cancel for the individual delivery that is delayed.

6. Specific Provisions Regarding Outdoor Wrapping Tasks
6.1 The seller disclaims responsibility for wrapping tasks performed outdoors. For outdoor wrapping tasks, the seller cannot guarantee the quality of the work, as wind, precipitation, and ground conditions can affect the wrapping task. Therefore, the buyer cannot exercise any remedies for defects in outdoor wrapping tasks.
6.2 If the buyer changes a wrapping task from an indoor to an outdoor wrapping task without the seller’s consent, the buyer agrees that up to twice the number of work hours may be required due to the increased difficulty of the task.
6.3 If wrapped objects are stored outdoors, the seller disclaims responsibility for the durability of the wrapping in case the wrapped item has been exposed to wind speeds over 13.8 m/s.

7. Buyer’s Duty to Inspect
7.1 The buyer is required to inspect the delivered goods immediately after delivery and before the item is put into use.
7.2 If the inspection is not performed immediately after delivery, any claims for defects that could have been discovered upon immediate inspection are forfeited.

8. Buyer’s Responsibility for the Delivered Goods
8.1 If the buyer does not take proper care of the delivered goods, follow the seller’s instructions for the goods, or does not use the delivered goods correctly, all claims against the seller are forfeited.

9. Buyer’s Responsibility in General
9.1 For tasks performed outside the seller’s premises, the responsibility for the safety of the seller’s employees is transferred to the buyer. It is the buyer’s responsibility to ensure that the working conditions do not cause harm to the seller’s employees.
9.2 For work tasks, the buyer is required to provide instructions to the seller’s employees. The buyer must instruct the seller’s employees in such a way that the seller’s employees do not cause damage to either the object on which the work is to be performed, machinery, or equipment provided by the buyer or the seller, other than the seller’s own machinery or equipment and materials surrounding the object on which the work is to be performed.
9.3 If there are no or unclear instructions, all claims for damages caused by the seller’s employees as a result of the work task are forfeited.
9.4 As a result of the instruction obligation, the seller disclaims responsibility for work tasks, and no claims can be made against the seller for damages caused by the seller’s employees to the object on which the work is performed, the buyer’s machinery and equipment, or materials surrounding the object on which the work is performed.
9.5 The buyer cannot claim compensation or any form of payment for either the ordinary or extraordinary costs the buyer may have had to pay as a result of the work task.

10. Seller’s Responsibility in General
10.1 The seller is only responsible for the delivered goods and cannot be held liable in any way for anything other than the delivered goods.

11. Buyer’s Remedies for Breach of Contract
11.1 Complaints must be made in writing. Oral complaints are not valid.
11.2 The seller reserves the right to remedy any defects in the delivered goods.
11.3 The buyer cannot exercise remedies for breach of contract until the seller has attempted to remedy the defect or has informed the buyer that the seller cannot remedy the defect. In the case of successive delivery, the remedy can be made with the next delivery.
11.4 The buyer cannot claim compensation for lost profits, loss of earnings, loss of production, production stoppage, or any other direct or indirect loss unless the seller has acted with gross negligence.
11.5 Regardless of the claim made against the seller, the amount of the claim cannot exceed the invoice value.

12. Cancellation or Amendment of the Agreement
12.1 After an order confirmation has been sent, the buyer cannot cancel or amend the task without the seller’s acceptance if the seller has taken steps to promote the business.
12.2 If an agreement has been

made for custom goods, the buyer can never cancel or amend the agreement without the seller’s acceptance. If the agreement is canceled or amended without the seller’s consent, it is invalid, and the buyer must still pay the full price to the seller.
12.3 If the seller accepts a cancellation or amendment of the agreement, the buyer must pay all the costs the seller has incurred in carrying out the task.

13. Force Majeure
13.1 In the event of war, pandemic, extreme weather conditions, or other force majeure events, the seller may freely choose not to fulfill the agreement, and if the delivered goods have defects, no claims can be made against the seller.

14. Payment
14.1 In the case of successive delivery, the buyer may be required to pay after each delivery.
14.2 If the buyer does not pay on time, in addition to paying for the delivery, the buyer must pay the applicable default interest. The default interest is charged monthly and is calculated from the due date.

15. Retention of Title
15.1 The ownership of the delivered goods does not transfer to the buyer until the buyer has validly paid the full amount to the seller. This includes not only the amount stated in the order confirmation but also any interest and other costs that have arisen.

16. Product Liability
16.1 The seller disclaims any product liability that is not mandatory by law.
16.2 The maximum product liability that can be imposed on the seller is the amount covered by the seller’s product liability insurance.
16.3 The seller is only liable for product damage where the seller has shown gross negligence.
16.4 If the buyer has used the delivered goods in a way that incurs liability, all product liability against the seller is void.
16.5 If the seller is held liable for a product, the buyer is obliged to indemnify the seller to the fullest extent possible.
16.6 If the seller is sued as a result of product liability, the buyer may be joined as a co-defendant with the seller.

17. Disputes
17.1 Any dispute between the buyer and seller shall be settled at the seller’s venue, in accordance with Danish law and Danish courts.

18. Effective Date
18.1 These conditions are effective from January 11, 2023.