Pricelist CE Oct 2024 - Flipbook - Page 222
TERMS AND CONDITIONS
OF SALE AND DELIVERY
of any such cause for delay or anticipated delay
promptly following its commencement and has
done its commercially best efforts to perform as
expeditiously as possible. If the delay or failure
in performance lasts more than 30 days, the
Purchaser shall have the right, without liability to
the Supplier, to immediately terminate the Binding
Order(s) in respect of such part of the Products
which cannot be used as intended by the Purchaser
as a consequence of the force majeure event.
12. Software
If the Product is delivered with embedded
software or any additional software is purchased,
the Purchaser (or end-user if the Purchaser is
a distributor) shall obtain a non-exclusive, nontransferable, non-sublicensable, and revocable
software license in the form of a right of use
to the software solely for the purposes set out
in the applicable specification of the Product.
Unless explicitly set out in the applicable Binding
Order, the Purchaser shall obtain (i) no rights
in the form of patent, copyright, trademark or
other proprietary right connected to the software,
(ii) no rights to software source codes, (iii) no
authorization to make any changes, additions,
improvements, alterations, or modifications of
any kind to the software, (iv) no right to copy,
reproduce, modify, pass on to or in any other way
communicate the software to a third party without
prior permission from the Supplier. The Purchaser
shall be solely responsible for satisfying itself that
the software supplied will function in combination
with the Purchaser’s other equipment, software or
materials. The Supplier shall not be liable for, and
the Purchaser shall indemnify and hold the Supplier
harmless from, any and all claims, losses, costs
and damages arising as a result of a configuration
or change that is incorporated into the software at
the Purchaser’s request or a process use requested
or controlled by the Purchaser. The Supplier does
not guarantee that the software supplied will
function uninterrupted.
If the Product is delivered with embedded software
or if any additional software is purchased, such
software shall be subject to further detailed license
terms, End User License Agreement (“EULA”),
which shall, for the avoidance of doubt, supersede
any contradicting terms and conditions set out in
these Conditions.
Unless otherwise agreed in writing, e.g., in the
EULA, the software shall be provided on an
automatically renewed yearly subscription, which
shall be invoiced subject to clause 4 of these
Conditions. Termination of such subscription shall
be provided in writing end of month + 30 days.
13. Intellectual Property Rights (“IPR”)
The Supplier shall have the sole and exclusive right
to all registered or non-registered IPR of any kind
(including, but not limited to, patents, copyright and
related rights, moral rights, trademarks and service
marks, business names and domain names,
goodwill, rights in designs, rights in computer
software, database rights, ideas, know-how,
inventions, technical improvements of any type and
trade secrets) in relation to the Product, including
but not limited to drawings, calculations, designs,
details of production, computer programs, data,
prototypes, samples, models, moulds and other
physical and/or electronic documents, information
and materials.
In the event of infringement or violation of IPR of
any kind arising from or based upon the Supplier’s
compliance with particular requirements of the
Purchaser that differ from the Supplier’s standard
specifications for Products, the Purchaser shall
indemnify and hold the Supplier harmless from any
and all claims, losses, costs and damages arising
as a result of such a deviation.
17. Venue and Jurisdiction
These Conditions shall be governed by the laws of
Denmark, with exclusion of any choice of law rules.
The applicability of the United Nations Convention
on Contracts for the International Sale of Goods
(CISG) is explicitly included for international sales.
Any dispute or claim arising out of or in connection
with these Conditions shall be referred to and
resolved by arbitration, however, the Supplier may
at its own discretion sue the Purchaser at any place
of jurisdiction through ordinary court.
Arbitration shall be conducted in accordance with
the rules of The Danish Institute of Arbitration in
force at the time when such proceedings are
commenced. The place of arbitration shall be in the
capital in the state of the Supplier. English shall be
the language used during any such proceedings
unless otherwise agreed in writing between the
Parties. In addition to the aforesaid, either party
shall be entitled to seek injunctive relief by a
competent court as may be necessary to restrain
any breach or threatened breach of these
Conditions by the other party.
AVK International A/S
Revision 1.3 - February 2023
14. No waiver
Any waiver by either party of a breach of any
provision of these Conditions shall not be regarded
as a waiver of any subsequent breach or any other
provision of these Conditions.
15. Severance
If any provision of these Conditions is held by any
competent authority to be invalid or unenforceable
in whole or in part, the validity of the other
provisions of these Conditions and the reminder
of the provision in question shall not be affected
thereby.
16. Default of the Purchaser
If the Purchaser commits any breach of obligations
towards the Supplier, the Supplier shall be
entitled (without prejudice to any other rights
of the Supplier) forthwith (i) to suspend further
performance by the Supplier or (ii) to terminate the
Binding Order(s) affected.
We assume no responsibility for any
printing errors.
The prices are vaild until 2025.12.31 or
until a new price list is available.
All prices are based on full pallet
deliveries
Delivery-code:
A = max. 2 weeks
B = max. 8 weeks
C = > 8 weeks
