Terms and Conditions of Sale and Delivery
These General Terms and Conditions of Sale and Delivery (“Terms”) apply to all deliveries of products and/or services (“Products”) from LOBE ApS (“LOBE”) to any customer (“Buyer”).
The Terms are mutually binding for LOBE and Buyer, unless otherwise expressly agreed in writing.
1. Basis of Agreement
Agreement is only reached when LOBE sends written, including electronic, acceptance of Buyer's order or LOBE has dispatched the Products covered by the order. LOBE is not bound by terms put forward by Buyer that deviate from LOBE's Terms, unless such terms are explicitly accepted and agreed in writing.
2. Limitations & Exclusion of Liability
2.1 Maximum Liability
LOBE's total liability shall at no time exceed the value of the total order amount under the agreement.
2.2 Consequential/Indirect Loss
LOBE is not liable to Buyer for any form of consequential or indirect losses, including but not limited to, loss of operation, production downtime, lost profits, loss of goodwill, or loss of data.
2.3 Notwithstanding any other terms in these Terms, LOBE is not limited or excluded from liability for death or personal injury resulting from its negligence or the negligence of its employees, agents, or subcontractors.
2.4 Buyer acknowledges and accepts that the limited warranties, including all limitations and exclusions of seller's liability, specified in these Terms are reasonable and reflected in the price of the agreed goods or services (or both), and Buyer assumes the risk or insures for it (or both).
2.5 This condition 2 shall survive any termination or cancellation of the Contract.
3. Defects
In proportion to LOBE's liability seen in relation to the value of the delivered item, LOBE undertakes, at its own discretion, to repair or replace products that were defective at the time of delivery due to manufacturing, design, or material defects, provided that Buyer complains within 12 months from the delivery of the Product, but no later than 8 days after the defect has appeared or the Buyer should have detected the specific defect. For parts replaced or repaired by LOBE, LOBE assumes the same obligations as those applying to the original equipment for a period of 12 months from the original delivery date. If Buyer does not notify LOBE in writing of a defect within the deadlines specified in this clause, Buyer forfeits its right to make claims for the defect.
LOBE's liability only covers defects arising under assumed and/or normal working conditions and proper use of the equipment. Liability does not cover defects resulting from causes arising after the risk has passed to Buyer. Liability does not cover, for example, defects resulting from inadequate maintenance and/or repair, incorrect installation, and alterations made without LOBE's written consent. Finally, liability does not cover normal wear and tear. In the event of defect complaints, Buyer must, with prior agreement from LOBE, send the product to LOBE accompanied by a delivery note stating the alleged defect. Freight and insurance are paid by Buyer. The product must be returned in a cleaned and safe condition, without mounted parts, and suitable protective packaging must be used. If LOBE's examination shows that the Product is not defective, the Product will be returned at Buyer's cost and risk. If the Product is defective, LOBE will, at LOBE's cost and risk, send the repaired Product or a replacement product to Buyer and take over the replaced parts or the defective Product. Furthermore, Buyer cannot raise claims against LOBE due to defective Products.
4. Delay
If LOBE does not deliver by the agreed time, Buyer may request, in writing, delivery and set a final, reasonable deadline for it. If delivery is not made within this deadline, Buyer is entitled to cancel the purchase and claim the full or partial return of any prepayments. Furthermore, LOBE is not liable to Buyer.
5. Product Liability
Buyer shall indemnify LOBE to the extent LOBE is held liable to third parties for such damage and loss that LOBE, under this paragraph, is not liable to Buyer for. LOBE is not liable for damages caused by the equipment: a) on immovable property or movable property occurring while the equipment is in the possession of the Buyer, b) on products manufactured by the Buyer, or on products in which they are included.
The limitations mentioned in LOBE's liability do not apply if LOBE has been grossly negligent. If a third party makes a claim against one of the parties for liability under this paragraph, that party must immediately inform the other party.
6. Complaints
Claims regarding defects, delay, product liability, or other claims for compensation must be made in writing to LOBE without undue delay. The proportional claims with costs may not at any time exceed the value of the delivered item.
Prior to returning goods to LOBE ApS, Buyer must contact LOBE to obtain a return number. Returns without this number will be rejected, and the goods will be returned at Buyer's expense and risk.
7. Product Information
Any product information - whether from LOBE or one of LOBE's Business Partners - including information on weight, dimensions, capacity, or other technical data in catalogs, descriptions, brochures, advertisements, etc., should be considered informative and binding only to the extent that LOBE explicitly refers to it in offers and/or order confirmations.
Specific requirements from Buyer are only binding to the extent they are accepted in writing by LOBE.
8. Changes
LOBE reserves the right to make changes to its Products without notice and to deliver Products in newer or alternative versions, provided they do not significantly deviate from the agreed technical specifications, form, or function.
9. Delivery and Transfer of Risk
The Products are delivered Ex Works Vamdrup. All transportation costs are borne by Buyer, and transportation is at Buyer's risk. In the absence of transport information from Buyer, LOBE may dispatch the Products to Buyer by a transport method chosen by LOBE.
10. Prices
Prices for products are exclusive of VAT and/or other taxes.
11. Packaging
Single-use packaging is included in agreed prices and is not reimbursed upon return. Reusable packaging is not included in the price, but Buyer will be credited upon immediate, prepaid return in undamaged condition in accordance with LOBE's instructions.
12. Payment Terms
The payment deadline is stated in the offer/order confirmation. Interest of 1% per month is charged from the due date.
If Buyer fails to pay an overdue invoice within 14 days of receiving a written demand for payment from LOBE, LOBE has the right to cancel the sale of Products not yet delivered to Buyer or demand advance payment for them. LOBE also reserves the right to claim compensation for any losses or costs resulting from Buyer's non-payment.
13. Force Majeure
LOBE is entitled to cancel orders or postpone agreed delivery of Products and is otherwise free from liability for any missing, defective, or delayed delivery due in whole or in part to circumstances beyond LOBE's reasonable control, such as riots, disturbances, war, terrorism, fire, public regulations, strike, lockout, slow-down, lack of transportation facilities, shortage of goods, illness, or delays or deficiencies in deliveries from suppliers, accidents in production or testing, or lack of energy supply. All of Buyer's powers are suspended or forfeited in such cases. Buyer cannot claim damages or make any other claim against LOBE ApS in case of cancellation or postponed execution.
14. Disputes
Any disputes between the parties arising from or in relation to a sales agreement governed by the Terms shall be determined under Danish law, except for choice-of-law provisions. Any disputes that cannot be resolved amicably (excluding Buyer's non-payment of LOBE's invoices) shall be settled by arbitration at the Arbitration Institute in Copenhagen according to the rules adopted by the Institute, which are in force at the time of initiating arbitration.LOBE ApS, September 2024