Terms and Conditions

CCTV Nordic A/S and CCTV Nordic AB – Terms for Sale and Delivery

Last updated: April 27, 2020

The following terms of sale and delivery shall apply unless otherwise agreed in writing between CCTV Nordic A/S, CVR no. 3548 5392, Essen 27B, DK-6000 Kolding or CCTV Nordic AB, Org. 559243-3519, Ringugnsgatan 10B, SE-216 16 Limhamn , and the Purchaser, irrespective of where the Purchaser is registered. All acquisitions are deemed Purchases of Commerce. Supplemental terms and conditions may apply to other types of contracts. Such terms and conditions shall take precedence if they deviate from CCTV Nordic’s terms of sale and delivery. In case of discrepancy between CCTV Nordic’s terms of sale and delivery and the Purchaser’s general terms and conditions, CCTV Nordic’s terms of sale and delivery shall apply, unless agreed in writing between the parties. CCTV Nordic is entitled to transfer its rights and obligations to affiliates.

  1. BASIS OF CONTRACT AND DESCRIPTIONS
    1. Any order is taken at the price applicable at the date of CCTV Nordic’s order confirmation. If the order confirmation deviates from the Purchaser’s order and provided that the Purchaser does not wish to accept these changes, the Purchaser shall notify CCTV Nordic hereof within 8 days. Otherwise, CCTV Nordic’s order confirmation shall be effective.
    2. Any offer made by CCTV Nordic shall only be binding on CCTV Nordic if it is accepted within 14 days after the offer has been submitted to the Purchaser.
    3. Any offer or order confirmation from CCTV Nordic concerning products that are not in CCTV Nordic’s own stock has been made subject to the possibility of acquiring the goods in question.If the goods cannot be acquired, CCTV Nordic shall be entitled to revoke/cancel the submitted offer/the order confirmation without entitling the Purchaser to advance any claim against CCTV Nordic whatsoever.
  2. PRICES
    1. CCTV Nordic’s prices are fixed and customs duty in Denmark/Sweden, but exclusive of packaging, transport, VAT, Tariffs and any other taxes. CCTV Nordic shall have the right to charge separate fees for handling, shipping, installation, and delivery. Transports costs depends on the extent of the order and place of delivery. Transaction fees depends on the extent of the order. For purchases/delivery of pallets a specific environment fee will be charged.
    2. For other services, including consulting services etc., provided to the Purchaser by CCTV Nordic, CCTV Nordic’s hourly rates applicable from time to time will be charged. Transport costs and other disbursements shall be charged separately.
    3. Services are provided on condition that the products have been properly installed and that no changes have been made in the products. In the event that a stand-by agreement has been made for cases of emergency, the Purchaser shall only be allowed to alter the products upon prior agreement with CCTV Nordic. Otherwise, CCTV Nordic will charge the services on altered products subject to separate fees applicable from time to time.
    4. CCTV Nordic shall have the right to alter prices until and on the date of delivery in accordance with changes in exchange rates, purchase prices, customs duty, freight, and insurance rates or any other conditions beyond CCTV Nordic’s control and influence. If CCTV Nordic’s expenses are increased as a result of conditions attributable to the Purchaser, CCTV Nordic shall be entitled to claim reimbursement in this respect.
    5. CCTV Nordic express reservations on items which are out of stock and pricing errors.
  3. PAYMENT
    1. The due date shall commence upon delivery, unless other agreed and due date has been accepted by CCTV Nordic. If the Purchaser’s means of payment can’t be approved, the acquisitions will not be completed, and the order shall not be deemed accepted by CCTV Nordic.
    2. If the Purchaser fails to pay by the due date, CCTV Nordic shall charge interest from the due date of the invoice at a rate of 1.75% for each month commenced. CCTV Nordic may additionally claim a fixed reimbursement for delayed payment, EUR 50,00 and other debt recoveries.
    3. In the event that the Purchaser fails to effect payment in due time and/or in the event that CCTV Nordic does not receive satisfactory credit information about the Purchaser, CCTV Nordic shall have the right to discontinue deliveries until advance payment has been made available or security has been provided. If the Purchaser fails to effect advance payment or provide security within the time limit fixed by CCTV Nordic, CCTV Nordic shall have the right to cancel the delivery agreement.
    4. The Purchaser’s obligation to pay in due time shall remain regardless complains about faults or defects. Alternately the Purchaser shall deposit the amount upon complaint. The Purchaser shall not be entitled to effect any set-off. If the parties agree on a payment is due in installments, and the Purchaser either whole or in part in mora with a rate, the full remaining debt is due when unpaid debt is payed.
    5. If CCTV Nordic cancels the delivery agreement as a result of the Purchaser’s breach, CCTV Nordic shall, as a minimum, be entitled to a consideration equivalent to 30% of the purchase price unless heavier damage has been suffered.
    6. Standard payment is 14 days after delivery of goods.
  4.  RETENTION OF RIGHT TO TITLE
    1. CCTV Nordic reserves the right to title to the delivered goods until full payment has been effected.
    2. In case of repossession of the goods, the Purchaser shall reimburse any loss and all expenses that may be inflicted on CCTV Nordic.
  5. DELIVERY
    1. The goods sold shall be delivered DAP at customer addres ref. 2. Prices.
    2. The goods shall be send from CCTV Nordic’s warehouse or through CCTV Nordic’s subcontractor to the Purchasers stated address of delivery.
    3. Delivery shall be effected as soon as possible with due regard to the delivery times with CCTV Nordic’s sub-suppliers. Thus, CCTV Nordic is entitled to perform successive delivery and invoicing. The agreed delivery time shall be considered observed when CCTV Nordic has dispatched the delivery before the expiration hereof or these are made available to the Purchaser. If the Purchaser expresses a wish for changes in or supplements to the delivered goods, the delivery time shall be postponed with the time frame, which the change or supplement necessitates.
    4. If CCTV Nordic does not delivery in time cf. section 5.1, constitutes a delay. If the Purchaser wishes to claim remedies for breach of contract, the Purchaser shall inform CCTV Nordic a new, reasonable period for delivery. If this reasonable period expires without delivery having been affected, the Purchaser shall be entitled to terminate the agreement. If the Purchaser does not provide CCTV Nordic with any reasonable notice within 2 (two) days following the occurrence of the delay, the Purchaser isn’t entitled to terminate the agreement, and CCTV Nordic shall affect delivery as soon as possible.
  6. DEFECTS AND COMPLAINTS
    1. The Purchaser shall be obliged to inspect the delivered goods upon receipt. If the Purchaser ascertains, or ought to ascertain that the delivered goods suffer from defects, the Purchaser shall immediately submit a complaint in writing. With non-visible defects the Purchaser shall no later than 5 days submit a complaint. The complaint must be in writing. If the Purchaser fails to submit a complaint in due time, the Purchaser’s right to assert the defect shall lapse. The deadline applies equivalently to complaints regarding delivered services etc.
    2. Defects shall not be deemed to exist if the Purchaser has applied the delivered good improperly, including any disregard of guidelines provided by CCTV Nordic or CCTV Nordic’s sub-suppliers, or in case the Purchaser or a third party has made arrangements for changes to be made in the delivered goods, or interference, without CCTV Nordic’s consent.
    3. In case of reasonable complaints within the deadline, CCTV Nordic shall have the right, at its own discretion and within a reasonable period of time, to arrange for a replacement delivery or remedial action. If CCTV Nordic undertakes replacement delivery or remedial action in due time, the Purchaser shall not be entitled to terminate the agreement or claim damages as a result of the defect. CCTV Nordic shall be entitled to make one or more remedial actions/replacement deliveries.
    4. In the event that CCTV Nordic establishes that a defect does not exist in a product for which the Purchaser has submitted a complaint, CCTV Nordic is entitled to receive compensation for the expenses suffered by CCTV Nordic in this regard. If replacement delivery or remedial action is not effected in due time, the Purchaser may solely terminate the agreement or claim a proportional reduction in price.
    5. The Purchaser is solely entitled to terminate the agreement for the delayed part of the delivery, including force majeure, or products with defects.
    6. Sold products shall only be returned upon prior written agreement with CCTV Nordic’s sales department. It must appear in the agreement for the return of goods, which products are returnable, their condition and at which price the products will be credited. The Purchaser shall undertake to enclose a copy of the agreement for the return of goods in each lot that is to be returned. CCTV Nordic reserves the right to return products with which no agreement for the return of goods has been enclosed. Any return shall be at the Purchaser’s expense and risk.
  7. LIMITED LIABILITY
    1. CCTV Nordic is not liable for indirect losses, including lost profits, goodwill, financial advantages and objectives that were missing or not achieved, production losses, loss of data, losses due to insufficient ability to use CCTV Nordic’s deliveries as anticipated, or losses due to an agreement with a third party lapsing or being breached. CCTV Nordic’s liability is limited to circumstances that constitute gross negligence.
    2. CCTV Nordic’s liability for any loss or damage is limited in amount to 25% of the amount the Purchaser has paid for the product or service on which the claim is based and is capped at EUR 30.000,00.
    3. CCTV Nordic is not liable for damage to property, including damage to buildings, occurred as a result of a defect in the sold product. CCTV Nordic is also not liable for damage to products manufactured by the Purchaser and where CCTV Nordic’s products are incorporated, or for products where such of Purchaser’s products are incorporated. Thus, CCTV Nordic disclaims to the widest extent possible and in accordance with mandatory Danish law, product liability and intermediary liability. If a product liability towards a third party is attributed to CCTV Nordic, the Purchaser shall indemnify CCTV Nordic to the same extent as CCTV Nordic’s liability is limited.
  8. INFORMATION OBLIGATIONS
    1. Information from CCTV Nordic or one of CCTV Nordic’s business partners concerning weight, dimensions, capacity and technical data in catalogues, brochures, prospects, advertisements or equivalent is only to be considered as an approximate and cannot be considered as guaranteed, and CCTV Nordic shall not assume responsibility as to whether the delivery meets the Purchaser’s needs or application purpose. CCTV Nordic solely assumes responsibility hereof if the Purchaser has submitted such claim and this is accepted by CCTV Nordic. CCTV Nordic makes reservations on changes in construction and/or design prior to the commencement of the time of delivery and during the course of several deliveries.
    2. For products which require special documentation with a view to mounting, connection, operation and/or maintenance CCTV Nordic will provide the Purchaser with such documentation no later than upon delivery. CCTV Nordic may instruct that such documentation shall be treated as confidential. CCTV Nordic shall not be obliged to disclose any source codes.
    3. CCTV Nordic may offer the Purchaser installation of the delivery in accordance with the manufacturer’s directions. For such installation, fees will be charged at CCTV Nordic’s hourly rates applicable from time to time. CCTV Nordic’s installation shall not postpone the date of the passing of the risk for the delivery or the due date of payment for the delivery.
  9. IPR, GUARANTEES AND TRANSFER
    1. If the agreement comprises standard software or software development made by CCTV Nordic specifically for the Purchaser, the Purchaser shall obtain a non-transferable and nonexclusive right of use in relation to the software referred to in the agreement. The right of use shall be limited to the number of simultaneous users who are covered by the agreement entered into and in case this is not shown, the right of use shall only apply to the equipment in which the software is installed at the date of delivery. The software may only be used in compliance with the instructions shown in user manuals and similar material. The Purchaser shall not be allowed to copy the software and pertaining documentation material, nor shall he be allowed to alter the software without CCTV Nordic’ prior consent. In the event that the Purchaser makes changes or arranges for changes to be made in the software, such changes and the consequences thereof shall be at the Purchaser’s own responsibility.
    2. The delivered goods are solely subject to the warranties, warranty periods and deadlines of complaints and the terms hereof provided by CCTV Nordic’s sub-suppliers or manufacturers. CCTV Nordic does not provide any separate warranty or other rights to the delivered.
    3. CCTV Nordic reserves the right to replace parts of a delivery with parts of the same quality as the original parts for deliveries where it is not generally crucial to the Purchaser if the product comes from one manufacturer or another, provided that the Purchaser is notified of such replacements in writing. CCTV Nordic shall have the right to make minor changes in the delivery which, in CCTV Nordic’s opinion, are technically required.
    4. CCTV Nordic is entitled to transfer its rights and obligations to affiliates.
  10. DISPUTES
    1. Disputes in relation to current terms of sales and delivery shall be settled by Danish law, however with the exception of Danish international private law. Venue for lawsuits brought by the Purchaser against CCTV Nordic is CCTV Nordic’s home court. Venue for lawsuits brought by CCTV Nordic against the Purchaser is CCTV Nordic’s home court or the Purchaser’s regular home court at CCTV Nordic’s.