Sales and Delivery Terms – Fire Eater A/S
1. General
The sales and delivery conditions below are in force for all sales and deliveries made by Fire Eater A/S, unless a separate written agreement (any other written agreement made, supersedes the general terms of delivery for Fire Eater A/S) is made or unless special terms are offered by a specific quote.
2. Prices
All prices in quotes, orders and price lists are referred to in Euro or DKK, exclusive of customs clearance, taxes and other national or international trade fees or duties. Fire Eater A/S has the right to change the prices published by price lists and other means except if the prices have been confirmed by an order confirmation. Fire Eater A/S is publishing its price list 30 days prior to the date of validity.
3. Quotes and order confirmations
Quotes are valid for a period of 30 days from the date of the quote, unless otherwise specified. Quotes are conditional of an order placed by 3rd parties prior to the receipt of order that may influence Fire Eater’s ability to supply according to the quote. The purchase order is only binding for Fire Eater A/S after issuance of order confirmation or after order dispatch.
The customer must ensure that the order confirmation is correct, the customer can not dispute the invoice made at order dispatch if this is comparable with the order confirmation sent to the customer.
4. Payment conditions
The invoice date will be the latter of shipping date from Fire Eater A/S premises, or if the customer is arranging transportation, the date of notification from Fire Eater A/S to the customer that the order is ready for shipment.
Fire Eater A/S will by default cover its debitor risk with a debtor insurance. In some cases the insurance cannot be issued for a customer. In that case alternative measures can be applied such as pre-payment (partially or in full). Fire Eater A/S reserves the right to demand pre-payment or net cash (payment at our disposal at the latest 3 bank days after invoice date) if a financial statement acceptable to us has been presented. The customer undertakes to pay all invoices and charges on the due date at the latest. If the customer does not settle outstanding amounts accordingly, Fire Eater A/reserves the right to take any or all of the following actions:
- Withhold original documents including transport documents and/or cargo until all overdue invoices and charges, including collection and reminder fees and expenses, are settled.
- Suspend or terminate the provision of credit.
- Exercise any applicable right of lien over any cargo and stop providing or arranging services.
- Apply automatically and without prior notice a fixed charge and interest on the outstanding overdue amounts.
- Commence collection proceedings. Any expenses and fees incurred in collecting overdue invoices and charges are to be covered by the customer.
The purchaser may not offset payments due to claims that are not accepted in writing by Fire Eater A/S.
When payment is made by wire transfer or any other means, the payment shall include all bank fees and wire transfer charges and shall be made in the invoiced currency. If a transfer to the bank account of Fire Eater A/S cannot include the internal Danish bank charges and fees, the customer shall contact Fire Eater A/S and agree a reasonable estimated fee to be included in the transfer.
In case of failure to secure the coverage of bank fees, Fire Eater A/S will debit the difference between the invoiced sum and the sum received + a service fee of € 50 or DKK 375.
5. Delivery fee
Fire Eater A/S will charge a fee covering packing, packing materials and handling of 50 EUR (item no. 63020) for all orders.
For very urgent handling of orders or to improve delivery time, a rush fee agreed by the customer and Fire Eater A/S is charged, not less than 200 EUR. Calls outside normal office hours, additional cost and labor may be debited.
Fire Eater A/S will additionally charge a fee for:
– Container packing (item no. 63009)
– FAT test, special certificates, special approvals.
– Certificate of origin issued by the Danish Chamber of Commerce (item no. 100005-8)
– Special handling or packing of the order.
– If the customer arranges own transportation Fire Eater A/S will charge a fee of 100 EUR for the handling.
– If the customer has not collected the order after 15 working days, Fire Eater A/S will ship the order to external warehouse storage and charge the storage fee and shipping cost to the customer.
6. Delivery conditions
Delivery is generally arranged by Fire Eater A/S under incoterm DAP Hilleroed, DK and all freight charges invoiced to the customer.
If the customer arranges own transportation under incoterm FCA Hilleroed, DK, Fire Eater A/S will charge a fee of 100 EUR for the handling. 4-8 weeks lead time shall be deemed as normal terms of delivery. Lead times estimated by Fire Eater A/S by quote or price list information are approximate and counted from the receipt of order + 5 working days. Deliveries are conditional of force majeure, strikes, lockout, and sub-suppliers’ inability to fulfill their obligations. The customer shall not receive any compensation by Fire Eater A/S due to losses related to delayed deliveries, or due to Fire eater A/S’s inability to deliver in such cases.
When cylinders are delivered in transportation cradles, they shall upon arrival be removed from the cradles and the cradles shall be returned to Fire Eater. The customer shall bear the return cost at their own expense. The cradles are invoiced together with the shipment. When Fire Eater has confirmed the return of the cradles the full amount will be credited to the customer.
7. Date marking of components
Manufacturing and filling date for new cylinders can vary up to 2 years. Other items with date marks can vary up to 2 years from delivery date.
8. Territory
Components and installed systems may not be used outside the home country of the recipient unless accepted in writing by Fire Eater A/S. For maritime installations and other border crossing applications the term “country” means the flag state or the country having jurisdiction of the ship, vehicle or other transportable application.
9. Documentation
Fire Eater A/S provides certificates and documentation for products covered by international standards EN12094 and TPED/ADR. The purchaser accepts that manuals and documentation is available in Danish and English, and that translation of such material into a 3rd language is the responsibility of the customer and is made on the customer’s account and at the customer’s own risk, regardless of any regulation or requirement to make it available in another domestic language.
10. Product information
All information, specifications and data contained in materials such as manuals, price lists, data sheets etc., are only committing for Fire Eater A/S when they are specifically referred to by a quote or an agreement.
11. Drawings and documentation
All drawings and technical documentation with relation to the installed system, the components, and manufacturing and IMT software is the property of Fire Eater A/S and may not be copied, reproduced, and may not be made available to 3rd parties without the written consent of Fire Eater A/S. Such materials are solely and exclusively to be used for the operation of the supplied system(s) or installation and operation of the supplied component(s), and any other use is prohibited. Any use of drawings, documentation, or supplied parts with the purpose to make functionally identical items is prohibited. At the time of delivery Fire Eater A/S shall make available adequate documentation for the operation and maintenance of the supplied installation and/or equipment. Fire Eater A/S is not obliged to supply drawings and instructions related to the manufacturing of the supplied parts and/or spare parts.
12. Products
All or any products designed, manufactured and/or supplied by Fire Eater A/S, may not be copied and/or manufactured by the purchaser, and no products or items manufactured by the purchaser may have similarity in function or design to the products designed, manufactured and/or supplied by Fire Eater A/S which is unique in the marketplace of comparable products. Spare parts and components utilized for maintenance, service or repair on systems or parts supplied by Fire Eater A/S, shall be original spare parts. Only in case of prior written consent by Fire Eater A/S, the purchaser may use parts of other origin than Fire Eater A/S.
13. Guarantee
Fire Eater A/S is supplying products and installed systems covered by 24 months guarantee against faults in material and workmanship that may lead to a system malfunction or inadequate system performance. The guarantee period takes effect from the date of the invoice. Fire Eater A/S does not accept any responsibility for defects registered later than 24 months after the invoice date. Fire Eater A/S covers no guarantee if the defect has occurred after the customer’s unauthorized use, manipulation, unauthorized servicing, or unauthorized repair. The customer shall shortly after the receipt of the goods claim any defects or faults. During the time when the guaranteed coverage by Fire Eater A/S is in effect, Fire Eater A/S may choose to replace the defective product by non-defective similar product or repair the defective product. Generally, Fire Eater A/S will receive the defective product from the customer and make available the re-placement or repaired product ready for shipment. Fire Eater A/S does as a rule not cover the associated transportation costs. Fire Eater A/S undertakes no further responsibility than the above-described guarantee, and the customer cannot claim the purchase to be cancelled or full or partly compensation. Fire Eater A/S does not indemnify any direct or indirect expenses, losses, or cost as a consequence of defective parts being the reason for loss of extinguishant, interrupted operation, delays, profit losses, labor costs, etc. If the customer sells the product on to third parties, or out-side the territory, or to remote locations with difficult access, Fire Eater A/S will not cover any costs associated with replacing or repairing parts or the product, and any such costs should be handled through the agreements between the customer and its client.
If the complete fire extinguishing system installation is supplied by and installed by Fire Eater A/S, Fire Eater A/S covers a one-year guarantee for the loss of fire extinguishant due to defective parts supplied. Repair and/or servicing due to a warranty claim, is made earliest possible on a normal working weekday within normal office hours.
14. Returning goods
Returned goods are only debited if it has been accepted by Fire Eater A/S prior to the return, and only if they are not damaged and in their original packaging. When goods are returned a copy of Fire Eater’s consent to receiving returned goods and copy of packing list and invoice or packing list/invoice number reference shall follow the shipment. Fire Eater A/S reserves the right to subtract 20% of the returned items, or minimum Euro 100, – handling fee in the debiting of returned goods. Goods tailored to the needs of the costumer cannot be returned, for example item nos. ending with -8.
15. Changes and faults
Fire Eater A/S reserves the right to change specifications without prior warning. Information in printed materials, data sheets and quotes is conditional of misspelling, accidental exclusions etc.
16. Service, maintenance and installation outside Denmark.
Any service and/or installation works outside Denmark made with Fire Eater A/S components, shall be covered by the customer’s product liability, and the customer undertakes to cover any related 3rd party claims related to product liability and warranty. Fire Eater A/S debits the hours spent according to the quoted hourly rate, and travel costs, accommodation and board, insurance and transportation costs for tools and spare parts.
For services, maintenance and installation work outside Denmark Fire Eater A/S will generally invoice with Danish VAT added. On the specific request of the customer Fire Eater A/S may invoice without VAT, but in such case the customer assumes all responsibility for any dues and VAT burdens arising in connection with that. The customer, by requesting Fire Eater A/S to invoice without VAT, explicitly confirms that the country of destination accept reversed VAT charges for such services, and the customer will handle and pay VAT according to the rules of the destination country.
17. Product liability
Damage on the customer’s property or personnel, caused by defects in the supplied goods, is carried by Fire Eater A/S’s product liability insurance, and is limited to the sum and conditions thereof.
The conditions and sum of Fire Eater A/S’s product liability insurance can be made available at the customer’s request.
18. Limitations in liability
Irrespective of any of the previous sections or explicit statements, no claims of liability against Fire Eater A/S can be made for lost operation, lost profits, indirect losses or damages of any sort, even though the responsibility may be supported by legal claims or any other foundation.
19. Force majeure
Any order is accepted conditional of force majeure, including but not limited to war, mobilizing of forces, civil unrest, natural disasters, restrictions in currency transactions, strikes and lock-out, shortage of goods for manufacturing, fire, unforeseeable damages to manufacturing resources, unavailability of transportation and infrastructure, restrictions on international trade and import/export, and any other external reason hindering Fire eater A/S and/or its sub-suppliers to deliver according to a quote or order confirmation. Fire Eater A/S may in the case of force majeure cancel any confirmed order, change delivery times or regulate prices with immediate effect. Fire Eater A/S does not accept any claims following the delay of delivery or the inability to deliver due to force majeure.
20. Ownership of shipment
The ownership of the shipment remains Fire Eater A/S’s until the accounts are fully paid up by the customer. Quotes, manuals and other materials may not be passed on to any 3rd parties unless accepted in writing by Fire Eater A/S.
21. CE-marking and Declaration of conformity
- A) Goods supplied by Fire Eater A/S are in accordance with the relevant directives (e.g., TPED, PED, CPD, etc.) and their essential requirements for health and safety, conditional that the use of the goods supplied are in accordance with the relevant instructions.
- b) Goods supplied by Fire Eater A/S are kits intended for the manufacture of fixed fire extinguishing systems installations falling under the CPD. The goods shall be used accordingly and in compliance with the relevant directive and/or harmonised and/or national standards.
22. Law and jurisdiction
Any disputes arising shall be construed and governed in all respects in accordance with Danish law. In case of dispute between the parties as to the interpretation or performance of quotes, supplies or works by Fire Eater A/S and this document, or any provisions hereof, such dispute shall, if the disputed sum exclusive of legal fees exceeds DKK 30.000, -, be submitted to arbitration in accordance with the Danish law relating to arbitration. The proceedings shall be held in Copenhagen, Denmark. The decision of the arbitrators shall be final and may be enforced by any judicial tribunal having jurisdiction.
23. Insurance
Fire Eater A/S is covered by product liability insurance with a reputable insurer, with coverage of 100 million DKK/year. Upon renewal each year Fire Eater A/S will publish the insurance certificate on its website (partner area).
The product liability of Fire Eater A/S is limited to the coverage of its product liability insurance.
Any product liability claims against Fire Eater A/S must be supported by proof of negligence and delinquency from Fire Eater’s side.
The customer shall maintain a professional liability insurance as well as a product liability insurance to adequately cover its activities as an installer or distributor, according to local practice, as the product liability insurance taken out by Fire Eater A/S is only targeted to cover for Fire Eater’s role as product supplier, in which the product is an ingredient of a “total system package supply”.
Rev. date: 24/03/22
QAQC-id: INDATBD0031-UK.dot Version: 5
