Terms of sale and delivery
Below you can find the general terms and conditions for trading with JØRGEN KRUUSE A/S. We encourage you to read them carefully before making a purchase.
Application
These terms and conditions (hereinafter referred to as the ‘Terms’) apply to all products sold by JØRGEN KRUUSE A/S (hereinafter referred to as the ‘Company’) or its group companies to any customer (hereinafter referred to as the ‘Buyer’).
Group companies are companies that are directly or indirectly controlled by JØRGEN KRUUSE A/S through shareholdings or voting rights.
The Terms of Sale and Delivery shall be mutually binding on the Company and the Buyer, unless otherwise expressly agreed. The Company shall not be bound by any terms set out by the Buyer that deviate from the Terms of Sale and Delivery unless such terms have been agreed in writing between the Company and the Buyer. Nor shall the Company be bound by any terms set by the Buyer even if the Company has not objected to such terms.
Order confirmation
Offers are not accepted until the Buyer has received the Company's written, including electronic, acceptance of the offer.
Price list
All prices on kruuse.com are in Danish kroner (DKK) and are exclusive of VAT and/or other taxes. The Company reserves the right to adjust the agreed prices for undelivered Products in the event of exchange rate changes, price increases from subcontractors, price increases for materials, changes in customs duties, changes in labour wages, government intervention or similar circumstances.
Payment
14 days net, unless otherwise agreed in writing between the Company and the Buyer.
In case of late or non-payment, the Company reserves the right to charge interest or reminder fees according to the Interest Act and otherwise pursue its claim.
Invoices will be sent by e-mail free of charge.
Receivables
Credit notes will be sent by e-mail and will be deducted by the Customer when paying subsequent invoices. If trade with the Company has ceased, the receivable will be paid out when the conditions for this have been met:
- All outstanding items have been settled
- Proof of bank account ownership is received by the Company; such proof may be a bank statement showing the account number and account holder or official letterhead showing the bank account number and CVR.
Delivery and transfer of risk
Products are delivered CIP Buyer's address in DK*. CIP shall be interpreted in accordance with Incoterms 2010.
*The Buyer pays freight where the Buyer orders products below the freight-free limit, which as of 1 May 2023 requires a minimum purchase of DKK 1,200. Extra freight may be added for deliveries with special terms.
Delay in delivery
If the Company does not deliver at the agreed time, the Buyer may demand delivery in writing and set a final, reasonable deadline for delivery. If delivery does not take place within this deadline, the Buyer may cancel the purchase in writing and no compensation will be paid for this.
Retention of title
The Company retains title to the delivered goods until payment has been made.
Duty to inspect for defects
The Buyer is obliged to carry out a thorough inspection of whether the delivery is in accordance with the agreement at the latest upon receipt. The Buyer is obliged to immediately and within 8 days to complain in writing about any defects found during such inspection, and the Buyer cannot later claim defects that were or should have been found during this inspection.
Defects in the delivered product
Claims regarding defects, product liability or other claims for compensation shall be made in writing to the Company without undue delay.
The Company's liability for any defects in the product shall cease 12 months from the time of delivery of the product, but no later than 8 days after the defect has become apparent or the Buyer should have discovered the defect without having complained. If the Company is responsible for the defect, the Company is obliged to remedy the defect in the form of repair or replacement according to the Company's decision. The Company shall not reimburse expenses for disassembly, dismantling, transport, assembly and restoration.
The Company's liability shall only cover defects that arise under the intended and/or usual working conditions and during correct use of the equipment. The liability shall not cover defects due to causes arising after the risk has passed to the Buyer. For example, liability does not cover defects caused by inadequate maintenance and/or repair, incorrect installation and modifications made without the Company's written consent. Finally, the liability does not include normal wear and tear and age.
In case of defects, the Buyer shall, by prior agreement with the Company, cf. applicable conditions for return of products. Freight and insurance shall be paid by the Buyer. If the Company's inspection shows that the Product is not defective, the Product shall be returned at the Buyer's expense and risk. If the Product is defective, the Company shall send the repaired Product or a replacement Product to the Buyer at the Company's expense and risk and take over the replaced parts or the defective Product. In addition, the Buyer cannot raise claims against the Company as a result of defective Products.
Cancellation
Cancellation of purchases can take place by prior agreement with the Company, cf. applicable conditions for return of products.
Products with special terms and conditions
Sterile products are generally delivered with 3 layers of packaging; primary, secondary and tertiary packaging. The primary packaging is the innermost layer that keeps the product sterile. The secondary packaging keeps the sterile product clean, while the third layer acts as protection during transport. In order to guarantee a product is sterile at the time of use, the Company has no obligation to take back Sterile Products.
Certain products require storage within specified temperatures in order to be preserved. These products have a temperature symbol on the packaging. As the Company has no control over the conditions under which the Product has been stored after delivery, the Company has no obligation to return the Product.
For specially manufactured goods or goods made to order, the Company does not provide a right of return.
Responsibility
All deliveries from the Company are for veterinary use only. The Company is responsible for the content and legal correctness of the Products, but can in no case be held liable for the use of the Company's Products, including but not limited to the Company's Products not being used correctly. The Company is thus not liable for any direct, indirect or consequential losses that the Customer may suffer as a result of incorrect use of Products.
Any product information - regardless of whether it originates from the Company or one of the Company's business partners - including information about weight, dimensions, capacity or other technical data in catalogues, descriptions, prospectuses, advertisements etc. shall be regarded as informative and shall only be binding to the extent that the Company expressly refers to it in the offer and/or order confirmation. Specific requirements from the Buyer are only binding to the extent that they are confirmed in writing by the Company.
The content of the Website, correspondence or other contact with the Company does not constitute legal advice of any kind.
The Company is not responsible for any reference, link or other reference to third parties.
Modifications
The Company reserves the right to make changes to its products without notice if this can be done without significantly changing the agreed technical specifications and without significantly changing the form or function of the Products.
Product liability
Any product liability covered by the Danish Product Liability Act shall be settled in accordance with the Act. If a product liability claim is raised which is not covered by the Danish Product Liability Act, the Company's liability is limited to the value of the delivery. It is the responsibility of the Buyer in each individual case to carefully follow the safety instructions and other information provided to the Buyer. In case of any doubt about the use of the product, including any adverse effects or side effects, the Buyer must contact the Company before using the product, so that any doubt about the correct use of the product can be clarified before use.
Consequential damages/Indirect losses
The Company shall not be liable to the Buyer for any consequential or indirect loss arising out of or in relation to a purchase agreement governed by these Terms of Sale and Delivery, including, but not limited to, interruption of production, loss of earnings, loss of goodwill or loss of data.
Intellectual property rights
All intellectual property rights to the products and to materials developed, prepared or supplied and/or used by the Company, including offers, drawings, packaging, instructions, advertising material, illustrations, teaching materials, videos, etc. belong to the Company.
The Buyer may not remove or alter any copyright notice, trademarks, trade names or other intellectual or industrial property rights relating to the products, trade names or other intellectual or industrial property rights from the products, software and/or other items of the Company.
Prohibition of resale and use for certain purposes
Products may not be sold to persons, companies or any other type of organisation that are known or suspected to be related to any type of terrorist or drug activity.
Products may be subject to legal regulations and restrictions and may therefore be subject to restrictions when selling to countries/customers subject to export/import bans. Such restrictions must be observed when reselling Products to these countries/customers. Products may not be resold if there is doubt or suspicion that the Products may be used for the above purposes. If the Buyer has knowledge or suspicion that the above conditions have been violated, the Buyer must immediately notify the Company.
Force majeure
The Company is entitled to cancel orders or postpone agreed delivery of Products and is otherwise free from liability for any non-delivery, defective or delayed delivery caused in whole or in part by circumstances beyond the Company's reasonable control, such as riots, civil commotion, war, terrorism, fire, government regulations, strike, lock-out, slow-down, lack of means of transport, shortage of goods, illness or delay in or shortage of supplies from suppliers, accidents in production or testing, or lack of power supply, epidemics, unusual natural events including but not limited to storms and high winds, floods, severe winter weather, lightning, meteor strikes and volcanic eruptions. All of Buyer's remedies shall be suspended or cancelled in such event. In the event of cancellation or postponement, the Buyer may neither claim damages nor make any other claim against the Company.
Partial invalidity
If one or more of the provisions of these terms and conditions of sale and delivery are found to be invalid, illegal or unenforceable, the validity, legality or enforceability of the other provisions shall not be affected or impaired thereby.
Disputes
Any disputes between the parties arising out of or in relation to a purchase agreement governed by the Delivery Terms shall be settled under Danish law. Any dispute that cannot be resolved amicably shall be brought before the court at the Company's place of jurisdiction.
Langeskov, den 1/7-2021
JØRGEN KRUUSE A/S
Nordic Sales
Havretoften 4
DK-5550 Langeskov
Tlf. +45 7214 1414