SALES AND DELIVERY CONDITIONS
Sales conditions for ApodanNordic PharmaPackaging A/S, CVR 30541553
In these general conditions “Apodan” or “seller” shall refer to ApodanNordic PharmaPackaging A/S or other legal entity within the ApodanNordic PharmaPackaging business. “Buyer” or “purchaser” refers to a firm, person, or company with which/whom an agreement of sale has been made, or to which/whom a quotation has been submitted.
§ 1 Use
Unless there is another written agreement, and regardless of any conflicting or deviating provisions of the purchaser given order or acceptance, the present terms and conditions shall apply to all deliveries made by the seller. These terms and conditions are applicable from 1 January 2025 and replace all previous conditions.
§ 2 Offers
Unless otherwise stated, offers are valid for 30 calendar days from the date indicated on the quote. After that, the offer automatically expires.
§ 3 Prices
All prices are quoted excl. VAT. Seller reserves the right to adjust the price, if this at the time of delivery has changed due to fluctuations in foreign exchange, prices from sub-suppliers, increase in material prices, changes in labor costs, or government interventions compared to those applicable at the time of quotation.
§ 4 Terms of Payment and Interest
If nothing else is agreed, payment is 20 calendar days from the date indicated on the invoice. Payment after the due date shall incur default interest of 1 % per commenced month and a reminder fee of DKK 100.
§ 5 Delivery
Delivery occurs upon the buyer’s collection of the goods from the seller or upon the seller’s transfer of the goods to the carrier. Delivery shall be EXW Apodan (INCOTERMS 2010). Risk of any damage to the goods or their accidental loss is passed to the buyer upon delivery. Seller determines which type of transportation will be applied.
§ 6 Delivery times
Delivery times will either be specified in quotes, order confirmation or are to be agreed specifically.
§ 7 Seller's delay
This provision applies regardless of whether the cause of delay occurs before or after the expiry of the agreed delivery time.
If seller ascertains that seller cannot abide by the agreed delivery date, or delays from the vendor is likely, seller is required to notify buyer as soon as possible, and, where possible, indicate the expected delivery date. The buyer cannot cancel the contract due to delivery delays unless the delay exceeds 4 weeks from the agreed delivery date. The buyer shall not be entitled to claim compensation due to delay at seller.
§ 8 Claimant mora
If, after the agreed delivery date, the buyer neglects to collect or receive the goods, the seller is entitled to sell the goods in the best possible manner at the buyer’s expense. Should the buyer not pick up the good, despite a written request to do so, seller is – even in cases where goods are specially made according to buyers' instructions or specification – entitled to sell this in the best way of the buyer's expense.
§ 9 Retention of Title
Seller reserves the ownership of the sold goods until the invoice is fully paid.
§ 10 Complaints
Upon receiving any kind of goods delivered by the vendor, the customer is obliged, without delay and no later than within 8 calendar days, to inspect the goods. Complaints after this time, due to circumstances which could be detected within 8 calendar days, are not accepted. Moreover, the rules of the Danish Sale of Goods Act for complaints are valid between businesses in all respects.
§ 11 Product Liability
Seller is responsible only for damage caused by the product to property or persons, in the event that the damage is caused by errors or omissions of the seller or seller's employees. Seller shall under no circumstances be liable for losses, lost profits, or other consequential financial loss. The buyer must immediately and without delay in writing notify the seller, if third parties make claims against the buyer because of product damage.
§ 12 Product Information
Any product information, whether derived from Apodan or one of Apodan’s business relationships, including information of weight, dimensions, volume, or other technical data is to be regarded as informative only and is binding only to the extent explicitly referred to in the seller’s quotation or order confirmation.. Specific requirements from the buyer are only binding as far as they are confirmed in writing by seller.
§ 13 Force Majeure
Seller is not liable for failure or delay in the performance of the contract, which is due to force majeure, war, riots, civil riots, government intervention or interference by public authorities, strikes, lockouts, export/import prohibition, lack or defective deliveries from subcontractors, shortage of labor, fuel, engine or any other cause, which is beyond the seller's control and which may delay or prevent the production and delivery of the goods sold. If the seller wants to invoke force majeure as mentioned above, the seller is incumbent to do so as soon as possible, after the situation has arisen, stating the reasons.
Regardless of what else may evident from the present terms and conditions, any of the parties may terminate the agreement by written notice to the other part, if the fulfillment of the agreement for more than 6 months is impeded by a force majeure event. In the event of such termination, neither party shall have any claim against the other.
§ 14 Applicable law and jurisdiction
Any dispute between the parties which cannot be solved amicably, shall be resolved by application of Danish law, and by either arbitration or by the ordinary courts, at the seller’s discretion.
