TERMS AND CONDITIONS OF SALE AND DELIVERY
Article 1 – GENERAL COMMENTS
Any delivery from Sørensen Læder A/S to the customer (hereinafter named the “ Customer”) will be made in accordance with
the present terms and conditions of sale and delivery to the extent they are neither explicitly derogated nor modified in another
Any special conditions of purchase or specific requirements from the Customer regarding the purchased item(s) and described
e.g. in the Customer’s order or in the Customer’s general terms of purchase, tender material, etc., are not binding upon Sørensen
Læder A/S, unless Sørensen Læder A/S has explicitly accepted such conditions in writing.
Article 2 - OFFERS AND ORDERS
No final and binding agreement between the Customer and Sørensen Læder A/S is entered into until Sørensen Læder A/S has
accepted the Customer’s written acceptance, e.g. in a written order confirmation. In the event of a discrepancy between the order
confirmation and the Customer’s order or acceptance thereof, the order confirmation will take precedence. Unless otherwise
explicitly stated in the offer, the Customer must accept the offer without delay and not later than five (5) days from the offer date.
Unless a standard or quality requirement is explicitly described in the agreement, ordinary retail goods with no special quality
requirements will be supplied. The Customer assumes full responsibility for selecting the items to be delivered; including that the
Customer can achieve the expected results and required functions and that the items delivered can function and is appropriate for
use in the Customer’s current or envisaged environment.
Product data, illustrations, drawings, and technical data and information regarding e.g. quality, etc. in brochures and other advertising
materials, including Sørensen Læder A/S’ website, etc., are for guidance only. The information supplied by Sørensen Læder
A/S is binding only if a separate written guarantee is made as part of the agreement with the Customer.
Article 3 – PRICES AND TERMS OF PAYMENT
Offers and prices stated in price lists and order confirmation notes are excluding VAT and other taxes and duties, packaging,
freight, certificates and any other additional services, the cost of which will be added to the purchase sum when the Customer is
invoiced. Sørensen Læder A/S reserves the right to adjust the price of a delivery if, in the period between the order and delivery
date, there are increases in foreign currency exchange rates, public taxes and duties, applicable customs duty rates and any
other duties of relevance to the delivery.
Unless otherwise agreed in writing, the purchase sum is due for payment eight XX days from the invoice date. If Sørensen Læder
A/S receives payment after the due date for payment, interest will be added at a rate of 1% per commenced month.
The Customer is not entitled to offset any claim for compensation against the purchase sum, which the Customer may have
against Sørensen Læder A/S, including e.g. compensation resulting from a claim or counter claim regarding items delivered. The
Customer is not entitled to retain the goods purchased in connection with a counter claim of this kind.
By paying with credit card, an additional fee will be added, equivalent to the fees charged by the bank.
Article 4 – DELIVERY AND QUANTITY
Delivery is ex works (INCOTERMS) and items will be transported/forwarded at the Customer’s expense and risk, unless otherwise
stated in the order confirmation. Delivery includes standard packaging, unless otherwise explicitly agreed between the parties.
Any delivery date notified by Sørensen Læder A/S is an estimate and therefore not binding for Sørensen Læder A/S, unless a
specific delivery date is explicitly agreed for the delivery in question. Any agreed delivery date is stated in the order confirmation.
Regarding the quantity delivered, Sørensen Læder A/S reserves the right to a margin of plus/minus 5 % of the quantity specified
on the order confirmation note. The Customer is bound to accept the delivered quantity, and such delivered quantity is billable.
Article 5 – QUALITY AND WARRANTY
The Customer is always responsible for describing and specifying any specific delivery requirements before entering into the
agreement. Unless otherwise agreed by the parties in writing, Sørensen Læder A/S will supply ordinary good quality goods with
no guarantees or assurances for special properties or qualities. Sørensen Læder A/S offers no assurances that the delivery is
appropriate to the Customer’s purpose or that it will meet the Customer’s expectations of a result. Similarly, Sørensen Læder
A/S offers no assurances to the effect that the delivery meets requirements in the Customer’s jurisdiction regarding its origin,
properties, content of chemical substances, etc.
Sørensen Læder A/S cannot be held liable for any guarantees or assurances issued by Sørensen Læder A/S’ sub-suppliers.
Claims under such sub-supplier guarantees may only be addressed to the sub-supplier that issued the guarantee.
Article 6 – CANCELLATION AND RETURNS
If the Customer cancels a delivery, the Customer is liable to indemnify Sørensen Læder A/S for any loss or expense that Sørensen
Læder A/S may incur as a result thereof, including any loss incurred by Sørensen Læder A/S towards its sub-suppliers.
Deliveries are non-returnable. If, in an exceptional case, Sørensen Læder A/S should accept return of a delivery or part thereof,
Sørensen Læder A/S will be entitled to charge a fee based on the purchase sum paid for the items returned. Items will be returned
at the Customer’s expense and risk. The return of goods always require that the items returned are undamaged and, if packaged,
that they are returned to Sørensen Læder A/S in suitable packaging.
Article 7 – FAULT S AND CLAIMS
The Customer is liable on receipt of the delivery to inspect its quality and quantity.
Sørensen Læder A/S is only liable for original errors and defects, which are found before the items are processed or used. If the
Customer discovers an original error or defect in the delivery, the Customer must immediately submit a claim in writing to Sørensen
Læder A/S specifying the nature of the defect. Any claim regarding errors and defects that can be discovered by means of
ordinary visual inspection of the delivered items must be submitted within eight (8) days of receipt of the delivery and, in other cases,
without undue delay. If the Customer fails to claim within the deadline, the right to claim with respect to the defect is forfeited.
In each and every case, the liability of Sørensen Læder A/S for errors and defects is limited to either remedy of the error/defect,
redelivery or notifying the Customer that he qualifies for a proportionate reduction of the agreed purchase sum. The reduction
percentage will be set at Sørensen Læder A/S’ discretion. Sørensen Læder A/S is free to choose whether to remedy, redeliver or
reduce the agreed purchase sum. The Customer has no right to make other claims regarding the defect and therefore forfeits the
right to claim compensation of any kind.
Sørensen Læder A/S is not in any way liable for errors and defects if an attempt has been made to change or repair the items or
if they have been used or handled incorrectly.
Sørensen Læder A/S is not liable for errors and defects that are discovered once the goods have been processed or used. In such
cases, Sørensen Læder A/S will assign any claim against the relevant sub-supplier regarding the defect to the Customer. If, as the
result of such a defect, a claim can justifiably be made against Sørensen Læder A/S’ sub-supplier and the sub-supplier is unable
or unwilling to pay, Sørensen Læder A/S will, however, be liable towards the Customer for a sum corresponding to not more than
the purchase sum for that part of the delivery that is affected by the defect.
A claim of any kind regarding a defect must be submitted to Sørensen Læder A/S within six (6) months of the actual delivery date.
After expiry of this period, no claim for defects of any kind can justifiably be submitted.
Slight colour differences, natural variations and growth marks in the leather are not considered defects.
Article 8 – DELAYED DELIVERY
If no specific delivery date has been agreed, the Customer may choose to notify Sørensen Læder A/S in writing of the required
delivery date, allowing Sørensen Læder A/S a period of at least 10 working days, within which to deliver. If Sørensen Læder A/S
exceeds either an agreed specific delivery date or a delivery deadline in pursuance of the above provision by more than ten (10)
working days, the Customer is entitled to cancel the agreement, unless the delay is due to conditions beyond Sørensen Læder
A/S’ control (see Article 11 Force Majeure).
Sørensen Læder A/S is never liable for delays caused by Sørensen Læder A/S’ supplier.
If the Customer chooses to cancel the agreement, the Customer is solely entitled to a refund of any part of the purchase sum
on the delayed delivery that is already paid but is not entitled to raise a claim regarding other deliveries. The Customer does not
have a right to make other claims for breach of contract regarding the delay and therefore forfeits his right to claim compensation
of any kind.
Article 9 – PRODUCT LIABILITY
Regarding product liability, Sørensen Læder A/S is liable pursuant to the provisions of the Danish Product Liability Act, which
cannot be derogated by agreement. Sørensen Læder A/S thereby accepts no other liability, than what follows from mandatory
law. The product liability may not exceed the cover provided under the terms of Sørensen Læder A/S’ product liability insurance.
Sørensen Læder A/S cannot be held liable for operating losses, loss of profit or other indirect losses. The limitations in Sørensen
Læder A/S’s liability are not applicable if the Sørensen Læder A/S is guilty of gross negligence. If a third party raises a claim
for compensation against one of the parties in connection with this clause, said Party must immediately notify the other Party
The Customer is obliged without undue delay to notify Sørensen Læder A/S of the occurrence of a damage caused by product
liability or if there is a risk that such damage may occur. Should a claim be raised against Sørensen Læder A/S, in connection
with which compensation is paid to a third party, the Customer will be obliged to indemnify Sørensen Læder A/S to the extent that
Sørensen Læder A/S’ liability is limited pursuant to the present clause.
Article 10 - LIMITED LIABILITY
Regardless of the basis on which a claim for compensation is raised and regardless of the degree of negligence, Sørensen Læder
A/S is not liable for indirect or consequential losses, such as operating losses, loss of profit, loss of goodwill, loss of expected
savings or similar posts. Sørensen Læder A/S’ liability is always limited to the sum paid by the Customer for the individual delivery.
Article 11 – FORCE MAJEURE
Sørensen Læder A/S cannot be held responsible by the Customer if any of the following incidents occur after commencement of
the agreement, and prevents or postpones fulfilment of the agreement: War and mobilisation, revolution and civil unrest, acts of
terror, natural disasters, strikes and lock-outs, scarcity of goods and the lack or delayed arrival of deliveries from sub-suppliers,
fire, a lack of the means of transportation, foreign currency restrictions, import and export restrictions, emergency measures taken
by the state or EU authorities, death, illness or departure of key personnel and any other incidents beyond Sørensen Læder A/S’
direct control. In the event of any incident of force majeure, Sørensen Læder A/S is entitled to postpone delivery until the incident
in question has ended or, alternatively, either wholly or in part to cancel the agreement without paying compensation.
Article 12 – LEGAL VENUE AND APPLICABLE LAW
Any disagreement or dispute between the parties regarding the interpretation or scope of the present terms and conditions of sale
and delivery must be settled in Denmark at the ordinary courts in accordance with Danish law, excluding CISG (UN Convention
on Contracts for the International Sale of Goods) and excluding the principles and rules of international private law. The legal
venue is Sørensen Læder A/S’ jurisdiction in Denmark. The Customer is obliged, however, to allow charges to be brought against
himself at a court of law handling a third-party claim against Sørensen Læder A/S for compensation regarding product liability.