Terms and Conditions of Sale and Delivery – ELCON A/S – Automation – October 2024 1. General terms 1.1. ‘General conditions for the supply and assembly of machinery and other mechanical equipment in and between Denmark, Finland, Norway and Sweden 2019’ (NLM 19) applies to the quote and any agreement entered into with ELCON A/S Automation, CVR no. 100741 85, (hereinafter referred to as ‘ELCON’) with the amendments, additions and clarifications set out below. In the event of doubt as regards interpretation, these Terms and Conditions of Sale and Delivery shall take precedence. 1.2. ‘The Customer’ means the entity with which ELCON has entered into an agreement. 1.3. These Terms shall not be set aside by the tender documentation, other project material or the Customer’s purchasing terms. Deviations shall be agreed in writing. 1.4. The validity period of the quote shall be twenty (20) working days from the date of the quote. Quotes are accepted when the Customer accepts a quote in writing. A written order confirmation shall be dispatched for all orders. 1.5. The work area shall be cleared before ELCON and any of ELCON’s subcontractors arrive at the address designated by the Customer. It must be possible to commence the works immediately and without delay after ELCON and ELCON’s subcontractors have arrived . If ELCON or subcontractors are required to wait, provide additional work or travel additional distances due to the Customer’s circumstances, including failure to prepare and inspect the area, this shall be invoiced separately. 1.6. ELCON’s delivery and services shall be provided and delivered in accordance with IEC rules regardless of delivery address unless otherwise agreed by the Parties in writing. 2. Delivery and delays 2.1. ELCON’s delivery and services shall be provided and delivered to the address stated in the order confirmation. The Customer’s subsequent change of delivery location assumes that ELCON is not thereby subject to increased costs or significant inconvenience. 2.2. To the extent that the Customer delivers material, the Customer shall be responsible for the material and for timely delivery in accordance with the rules of the Danish Sale of Goods Act. 2.3. Delivery shall be deemed to have taken place on the following two dates, whichever comes first: 2.3.1. When the Customer has approved a FAT. 2.3.2. When the Customer receives the delivery. The delivery shall be deemed to have been received by the Customer when the goods have been signed for by the freight company. 2.4. Exceeding the delivery date by up to five (5) working days shall in all respects be considered timely delivery. 2.5. ELCON shall be entitled to deferment of delivery if the performance of the works is delayed as a result of: a) changes to the works required by the Customer b) the Customer’s circumstances or another party’s (e.g. another contractor’s) delay c) war, natural disaster, fire, strike, lockout, blockade, vandalism or similar circumstances that are not attributable to ELCON and over which ELCON has no control d) precipitation, low temperatures, strong winds or other weather conditions which prevent or delay the works because they have a greater impact than what is usual for the season and area concerned e) public orders or bans which are not attributable to ELCON’s circumstances 2.6. ELCON’s delivery shall be ‘ex factory’. If ELCON orders carriage on behalf of the Customer, the Customer shall be invoiced for the carriage, and the Customer shall take over responsibility for the delivery on dispatch whereby the Customer carries the risk of the delivery during transit. 2.7. ELCON cannot be held liable for operating losses, loss of profit or other indirect loss resulting from delays. ELCON can only be held liable for direct loss if the delay constitutes a material breach of the Parties’ agreement. ELCON’s liability for de lays cannot exceed 5% of the total contract sum. The claim shall be made without undue delay and no later than fourteen (14) days after the delay occurred. In addition, ELCON cannot be held liable for loss or fines. 3. Insurance 3.1. The Customer shall be responsible for insuring machinery and systems installed by ELCON against fire, short circuit, water damage etc. for an amount that is at least equal to the agreed contract sum until final delivery has taken place. 4. Prices and payment 4.1. Unless otherwise agreed, the works shall be performed on a time and materials basis according to ELCON’s current list prices. For quotes for a fixed price, the price may be adjusted if a central government intervention occurring after the quote was submitted has caused significant increases or decreases in costs and is not covered by any other adjustment. Adjustment is made in accordance with notification from a central government authority. 4.3. The quote and any set hourly rates shall be adjusted according to the Supplier’s announced price increases. The Supplier may apply price increases vis-a-vis the Customer with one (1) month’s notice. If the tender documentation requires a fixed price, the price shall be adjusted for the part of the works that is performed in the twelve (12) months following the date of the quote. Page 1 of 2
Download PDF file