GENERAL TERMS OF DELIVERY

For deliveries of machinery and other mechanical, electrical, and electronic equipment between Denmark, Finland, Norway, and Sweden, as well as within these countries.

Application

1. The following general terms of delivery shall apply if the parties have agreed to them in writing or otherwise. If the terms of delivery apply to a delivery, any deviations must be agreed upon in writing between the parties.

Product Information

2. Information in product brochures and price lists is only binding to the extent that the agreement expressly refers to it.

Drawings and Other Technical Documents

3. All drawings and other technical documents related to the equipment or its manufacture, provided by one party to the other before or after the conclusion of the agreement, remain the property of the party who provided them. The recipient may not, without the consent of the other party, use the received drawings, technical documents, or technical information for any purpose other than the one for which they were provided. Without the other party’s consent, such materials may not be copied, reproduced, passed on to, or otherwise disclosed to third parties.

4. The seller shall, no later than upon delivery, provide the buyer free of charge with one or a larger agreed number of copies of drawings and other technical documents, sufficiently detailed to enable the buyer to carry out assembly, commissioning, operation, and maintenance (including repairs) of all parts of the equipment. The seller is not obliged to provide drawings and documents that form the basis for the manufacture of the equipment or spare parts.

Delivery Tests

5. If a delivery test has been agreed upon, it shall be carried out where the equipment is manufactured unless otherwise agreed. If the technical requirements for the test are not specified in the agreement, the test shall be performed in accordance with the customs of the relevant industry in the country where the equipment is manufactured.

6. The seller shall give the buyer sufficient notice of a delivery test to allow the buyer to be present. A delivery test may proceed even if the buyer is not represented, provided that they were notified. The seller shall record the test results, and the test report shall be sent to the buyer. The test report shall be considered as giving an accurate description of the execution and results of the test unless the buyer proves otherwise.

7. If the equipment does not meet the contract specifications during the delivery test, the seller shall ensure that the equipment complies with the agreement as soon as possible. At the buyer’s request, a new delivery test shall then be carried out. However, a new delivery test may not be demanded if the defect is insignificant.

8. Unless otherwise agreed, the seller shall bear all costs of delivery tests carried out where the equipment is manufactured. The buyer, however, shall bear all costs for their representatives, including travel and accommodation expenses, in connection with such tests.

Delivery

9. If a delivery clause is agreed upon, it shall be interpreted in accordance with the Incoterms in force at the time of the contract. If no delivery clause is agreed upon, delivery is deemed to be made “Ex Works.”

Delivery Time and Delay

10. If the parties have specified a delivery period instead of a specific date, the period is deemed to start from the conclusion of the agreement.

11. If the seller finds that they cannot deliver on time or if a delay seems likely, they must notify the buyer in writing without undue delay, specifying the reason for the delay and, if possible, the expected delivery time. If the seller fails to provide such notice, they shall, regardless of the provisions in Clauses 13 and 14, compensate the buyer for any additional costs incurred due to the lack of notice.

12. If a delay in delivery is due to any circumstance listed in Clause 37, or to the buyer’s actions or omissions, the delivery period shall be extended as reasonably required. The delivery period shall be extended even if the cause of the delay occurs after the originally agreed delivery time.

13. If the seller fails to deliver the equipment on time, the buyer is entitled to liquidated damages from the day on which delivery should have occurred. The liquidated damages shall amount to 0.5% for each full week of delay, calculated on the part of the purchase price that corresponds to the delayed portion of the equipment. Liquidated damages may not exceed 7.5% of this amount.

14. If the buyer is entitled to maximum liquidated damages under Clause 13 and the equipment is still not delivered, the buyer may, by giving written notice to the seller, demand delivery and set a final reasonable deadline, not shorter than one week. If the seller fails to deliver within this period and the delay is not due to circumstances attributable to the buyer, the buyer may terminate the contract for the portion of the equipment that cannot be used as intended.

15. If the buyer finds that they will not be able to receive the equipment on the agreed date, or if a delay on their part seems likely, they must notify the seller in writing without undue delay, providing the reason for the delay and, if possible, the estimated date for receipt.