GENERAL TERMS AND CONDITIONS OF SALE

UniSeals ApS

These General Terms and Conditions of Sale apply to all quotations, agreements, sales and deliveries made by UniSeals ApS (“UniSeals”) and are deemed accepted by the buyer unless otherwise agreed in writing.

1. Applicability

These Terms apply to all deliveries from UniSeals.

Any terms proposed by the buyer that deviate from these Terms shall not apply unless accepted in writing by UniSeals.

2. Quotations and Orders

All quotations are non-binding.

An order becomes binding only upon written order confirmation from UniSeals.

3. Prices and Delivery Terms

All prices are stated exclusive of VAT, duties, freight and other costs.

Unless otherwise agreed, delivery shall be Ex Works (EXW) in accordance with Incoterms® 2020 from UniSeals’ premises.

UniSeals reserves the right to adjust prices in the event of significant cost changes beyond UniSeals’ control.

4. Payment

Payment terms are 30 days net from invoice date, unless otherwise agreed.

In case of late payment, interest and collection costs may be charged in accordance with applicable law.

UniSeals reserves the right to refuse and/or suspend further deliveries until outstanding payments have been settled.

5. Delivery

Delivery times are indicative only.

Risk of loss or damage to the goods passes to the buyer in accordance with the agreed Incoterm, and in the absence thereof upon delivery EXW.

6. Product

UniSeals’ products are technical components intended for professional use.

UniSeals warrants that the products are delivered in good and customary quality.

If the buyer requires specific or enhanced product requirements, UniSeals shall only be bound by such requirements if explicitly accepted in writing.

UniSeals reserves the right to make changes to product specifications due to technical improvements, product development or regulatory requirements.

UniSeals provides technical guidance in good faith, however:

UniSeals assumes no responsibility for project design, dimensioning, installation or application.

It is the responsibility of the buyer and/or installer to ensure that:

  • the product is suitable for the intended application
  • installation is carried out correctly
  • UniSeals’ instructions and guidelines are followed
  • applicable standards and regulations are complied with

Any right to claim shall lapse in case of defects or damage resulting from:

  • incorrect use
  • incorrect installation
  • deviation from instructions
  • modifications made by third parties

7. Liability and Complaints

The buyer is obliged to inspect the products upon receipt.

Visible defects and deficiencies must be reported in writing immediately after the buyer has become or should have become aware of them, and no later than 7 days after delivery.

If defects are identified, installation or use must be stopped immediately and UniSeals must be contacted.

UniSeals shall not be liable for any loss or damage if installation or use continues after a defect has been identified or should have been identified.

UniSeals shall not be liable for loss of profit, indirect or consequential losses, including project delays, production losses or liquidated damages.

If UniSeals is found liable, such liability shall in all cases be limited to the invoiced value of the delivered goods.

In case of defective products, UniSeals may, at its sole discretion:

  • repair or have the product repaired
  • replace the product
  • grant a proportionate price reduction 

The above constitutes the buyer’s full and final remedies.

8. Force Majeure

UniSeals shall not be deemed to be in breach of its obligations to the extent that performance is prevented or delayed due to force majeure.
Force majeure includes, but is not limited to:

  • natural disasters
  • war, civil unrest or terrorism
  • strikes or lockouts
  • epidemics or pandemics
  • governmental actions
  • import/export restrictions
  • disruptions to transport or energy supply

which are beyond UniSeals’ control and could not have been foreseen at the time of entering into the agreement.

9. Retention of Title

Ownership of the delivered goods shall remain with UniSeals until full payment has been received.

10. Marketing and Reference

The buyer may not, without prior written consent from UniSeals, use UniSeals’ name, logo or trademarks in marketing or as reference.

11. Governing Law and Jurisdiction

All relations between UniSeals and the buyer shall be governed by Danish law.

Any dispute that cannot be resolved amicably shall be brought before the District Court of Viborg.

12. Acceptance

By placing an order, the buyer accepts these Terms and Conditions.