Terms of sale and delivery valid from 01.01.2013
These terms of sale and delivery apply to all offers, sales and deliveries, unless otherwise is agreed in writing between the partners. easyEDI Ltd reserves the right, until delivery day to adjust prices proportionally, if there are increases in freight, insurance, duties, product taxes, exchange rates or other conditions that easyEDI Ltd has no influence on cp. Section force majeure.
All prices are in US£ exclusive VAT, unless otherwise is stated.
easyEDI Ltd payment terms are as stated on the invoice. If no payment is received easyEDI Ltd by the due date, easyEDI Ltd reserves the right to charge interest as indicated on the invoice, from the due date until payment is made. Customer’s deposit will first be depreciated on accrued interest and costs, then the debt. Customer is not entitled to offset any counterclaims against nemEDI Ltd if not acknowledged in writing by easyEDI Ltd. Customer has no right to withhold any portion of the purchase price because of counterclaims of any kind. If delivery is delayed due to circumstances of the purchaser of any kind, the customer is obligated to pay easyEDI Ltd, as if delivery had been made on time. easyEDI Ltd can by notice in writing deviate from this.
4. Retention of title.
easyEDI Ltd reserves the title to the delivered products until full purchase price incl. delivery costs, interest and possibly recovery costs are paid.
easyEDI Ltd can´t be held responsible for delay in delivery, but will always strive to timely delivery. If the Customer does not timely fulfilled the concluded agreements, or otherwise have delayed completion of the delivery, for example by adding to or changing the order, easyEDI Ltd is entitled to extend the delivery time, unless easyEDI Ltd prefer to cancel the agreement.
It is assumed, that where there is no written condition for the delivery, with a written response from easyEDI Ltd, that the customer has gone through the system possibilities, and have accepted that the desired functionality is present.
If there afterwards is made demands, these demands is included in a subsequent delivery, and therefore has no influence on the already signed agreement.
6. Product information.
Reservations are made for errors and changes in information in brochures and other sales material. Any errors or changes can´t be enforced against easyEDI Ltd.
7. Product changes.
easyEDI Ltd reserves the right -without notice- to change products or parts thereof, on condition that this is done without inconvenience to the customer.
8. Limitation of liability.
easyEDI Ltd is in no circumstance responsible for loss of earnings or other indirect or resulting loss. Claims for compensation against easyEDI Ltd can´t exceed the amount invoiced for the item sold. In the case of products under subscription the claim can never exceed the amount invoiced for one period of the subscription. easyEDI Ltd will not refund any EDI chargebacks or fines incurred by its customer. Unless otherwise is specifically agreed, easyEDI Ltd has no liability for damages to real estate or personal property, including products manufactured by the customer. easyEDI Ltd is only liable for any injury, when it is proved that the damage is caused by errors or omissions by easyEDI Ltd or any person easyEDI Ltd is responsible for. All software is delivered “as is”, and is regulated by the EULA.
9. Product liability.
To the extent, that otherwise is not specified by Danish law mandatory rules on product liability, The following restrictions apply:
- easyEDI Ltd is only responsible for damage caused by one of the easyEDI Ltd delivered products to the extent, that it can be proved, that the damage resulted from the company fault or negligence.
- To the extent that easyEDI Ltd may incur product liability towards third partners, the customer is obliged to keep easyEDI Ltd to the same extent as easyEDI Ltd been limited in the point above.
- easyEDI Ltd assumes that the customer has the necessary qualifications to use the supplied product. Any training is only given to the delivered subject’s functionality, and not in fundamentals such as using a computer or bookkeeping in general.
Customer shall immediately upon receipt of the delivery verify the product, including examination of the delivery quality and the quantity is equivalent to what was agreed. If the customer means, that this is not the case, it is the customer’s responsibility within 3 days after receipt, by written notice to inform easyEDI Ltd about it. If the delivery quality or volume is not equal to the agreed, easyEDI Ltd has the right to convert and or after deliver. If the customer discovers delivering damage to the products or inconsistency between the freight letters indicated quantity and the physical quantity received, it is the customer responsibility on receipt date, to present written reasoned reservations to the carrier for damages. If customers want to invoke a defect, the customer must promptly announce it to easyEDI Ltd in writing and state the defect. If the customer has discovered or should have discovered the defect and do not announce it as specified, the customer can´t later get compensation for the defect.
- Changes or modifications to the purchase without easyEDI Ltd’s written consent, exempt easyEDI Ltd from any liability. If easyEDI Ltd requests, the customer must immediately after the claim, for customer’s risk and expense, return the allegedly defect product to easyEDI Ltd in original packaging. easyEDI Ltd reserves the right at any time, to receive only the allegedly defect part. easyEDI Ltd reserves the right to test the product claimed to be defect. If easyEDI Ltd does not find fault in the product after testing, it is expected that the item will be returned with a bill for working hours.
Any dispute between easyEDI Ltd and the customer must be settled according to Danish law with the City Court in Odense or High Court as legal venue.
12. Force Majeure
Should the delivery be prevented by reason of force majeure exempts easyEDI Ltd of any liability, and easyEDI Ltd reserves the right to fully or partially cancel the agreement, or postpone the delivery day, beyond a contractual delivery date.
During force majeure fall primarily industrial conflict, war or military call, blockades, barricades, political disorder, government intervention of any kind, lack of drive means or circumstances that are beyond easyEDI Ltd’s control and affecting easyEDI Ltd’s ability to meet its delivery obligations.