Terms of Sale and Delivery
BELOW ARE THE GENERAL TERMS OF SALE DELIVERY WHEN PURCHASING FREMCO PRODUCTS
VALID FROM JULY 15, 2022
These Terms and Conditions apply to all offers, orders, order confirmations and deliveries of products/machines from Fremco A/S to any Buyer. These Terms and Conditions does not apply for agreements where Fremco A/S delivers a service. Delivery terms are mutually binding between Fremco A/S and Buyer, unless otherwise is expressly agreed. Fremco A/S is not bound by the terms set forth by the Buyer that differ from Terms of Sale and Delivery, unless such conditions are agreed in writing between Fremco A/S and Buyer. Fremco A/S is not bound by the terms set forth by the Buyer, although Fremco A/S has not objected to such terms.
If Fremco A/S makes offers that do not include a specific deadline, the offer will lapse after 30 days from the date thereof. Until Fremco A/S receives the Buyer’s acceptance and there is an order confirmation, Fremco A/S is entitled to enter into agreements with third parties relating to the offered with the effect that the offer to purchase will expire without further notice.
All prices are in Euro, excluding VAT, unless otherwise stated. Buyer is obliged until delivery to accept price changes because of documented increased costs for Fremco A/S due to changes in exchange rates, tariffs, taxes, duties, etc. related to the delivery. For orders under Euro 100.00 we charge a handling fee of Euro 20.00.
Payment must be made no later than on the final payment date stated in the invoice. If delivery is postponed due to Buyer conditions, is Buyer still obliged to make any payment to Fremco A/S, as if delivery had been made on time, unless otherwise agreed in writing with Fremco A/S. Late payments accumulate interest under applicable law. Buyer is not entitled to set off any counterclaims against Fremco A/S not acknowledged in writing by Fremco A/S, and has no right to withhold any portion of the purchase price because of counterclaims of any kind.
5. RETENTION OF OWNERSHIP
Fremco A/S retains title to the goods until the full purchase price and costs incurred are paid to Fremco A/S.
The products are delivered Ex Works (Incoterms 2010) from Fremco A/S’ address or from any other of Fremco A/S informed place. Fremco A/S chooses mode of transportation, unless otherwise agreed with the Buyer. Transport is the Buyer’s risk and expense.
If Fremco A/S does not deliver at the agreed time, the Buyer can in writing demand delivery within a final reasonable period. If delivery is not made within that period, the Buyer is entitled to cancel the purchase. Besides that, the Buyer cannot bring claims against Fremco A/S because of delay.
Disposable packaging is included in the agreed prices, unless otherwise stated in the quotation and/or order confirmation. Disposable packaging will not be credited if returned. In the case where your machine has to be returned for service or repair, it is important that the machine is packed and shipped in its original packaging. If you send a machine to Fremco that is not in original packaging, we will return it in a new original packaging paid by the customer/receiver.
9. PRODUCT INFORMATION
Any Product information - whether it comes from Fremco A/S or one of Fremco A/S’ business partners - including information on weight, dimensions, capacity or other technical data in the catalog description, prospectus, advertisement, etc., is considered to be illustrative and is only binding to the extent, Fremco A/S explicitly refers to in the quotation and/or order confirmation. Specific requirements from the Buyer are binding only to the extent that Fremco A/S confirms them in writing.
10. PROPRIETARY INFORMATION AND CONFIDENTIALITY
Any information that is not publicly available, including drawings and technical documents handed over by Fremco A/S to Buyer shall remain Fremco property and must be treated as such by Buyer. Confidential information shall not be copied, reproduced, transferred to third parties, or used for other purposes than intended without Fremco A/S’ written commitment. The buyer is not entitled to manufacturer products or parts that are identical to, similar to or service identical purposes as to the Fremco product range purchased by the buyer, unless specifically agreed upon with the Fremco A/S in writing.
Fremco A/S reserves the right to make changes in its products without notice, if this is achievable without significantly changing the agreed technical specifications and without substantial changes in the products form or function.
Buyer is obliged to check products for defects immediately after delivery. Fremco A/S or a Fremco A/S approved entity undertakes at its own discretion to repair or replace products which prove to be defective due to workmanship, construction or materials, if the Buyer complains within 12 months from delivery. Buyer sends, by prior arrangement, the Product to Fremco A/S or a Fremco A/S approved entity accompanied by a delivery note specifying the alleged deficiency. The Buyer pays shipping and insurance. The Product must be returned in full. If investigation documents that the Product is without deficiencies, the Product is returned to the Buyer, who pays for shipping and insurance. If investigation documents that the Product is defect, due to improper use, unauthorized modifications or unauthorized repairs, the Buyer cannot make claim against Fremco A/S or a Fremco A/S approved entity. If deficiencies are identified, Fremco A/S or a Fremco A/S approved entity sends the repaired Product or a replacement Product to the Buyer and takes over the replaced parts or the defective Product. Fremco A/S or a Fremco A/S approved entity chooses shipping and pays shipping and insurance. Besides these terms, the Buyer cannot make claim against Fremco A/S or a Fremco A/S approved entity because of defective products. Any repairs or alterations of the Product not performed by Fremco A/S or a Fremco A/S approved entity or without Fremco A/S’ written consent will invalidate the right to complain. Fremco A/S may indicate special conditions of complaint for products and Repairs, which differ from the above. These will appear in the quotation and/or order confirmation.
In general, Fremco A/S provides a 12 months warranty unless a Service Agreement with Extended Warranty has been purchased. Extended warranty options up to 60 months are available on fiber blowing machines only, excl. wearing parts (detailed list of wearing parts available upon request). Extended warranty and service agreements for the machine must be purchased on Fremco A/S’ homepage within the month of the machine purchase. Learn more in the ”General Terms and Conditions for Fremco Service Agreement”.
Damage and defects, which have occurred by improper use, unauthorized modifications or unauthorized repairs, are not covered by warranty. If Fremco finds that the machine has undergone unauthorized repair or service or been repaired with non-original spare parts, warranty will no longer be valid, regardless if damage or defects do not occur. Moreover, in case of invalidated warranty, Fremco A/S is entitled to claim compensation according to the common rules of Danish law, and at the same time any service prepaid by the customer cannot be reimbursed. All handling of warranty is at any time made in accordance with the guidelines issued by Fremco A/S in the “Fremco Warranty Procedure”, which forms an incorporated part of the overall basis for contract between Fremco A/S and the customer. Machines used for rental, leasing or other financial solutions are only eligible for the standard 12 month warranty.
14. FORCE MAJEURE
Fremco A/S is entitled to cancel the order or suspend delivery of products and is free of responsibility for any missing, incomplete or late delivery in whole or in part due to circumstances beyond Fremco A/S’ reasonable control. Such as riots, civil commotion, war, terrorism, fire, government regulations, strikes, lockouts, slowdown, lack of transport, shortages, disease, pandemics or delay in or failure of the deliveries from suppliers, accidents in product testing, or lack of energy supply and also any other happenings out of Fremco A/S’ control.
All the Buyer’s rights are suspended or terminated in such cases. Neither in case of cancellation nor delayed delivery, can Buyer claim damages or make any claim against Fremco A/S.
Fremco A/S is not responsible for any indirect loss. Any liability demands against Fremco A/S is limited to the invoice amount, excluding VAT, which the demand stems from.
Any dispute arising in connection with the matters governed by the Terms of Sale and Delivery shall be governed by Danish law and by the Danish court in Hjørring.
17. LAW AND REGULATIONS
The Buyer represents, warrants and covenants that:
(a) the Buyer, together with its affiliates and their respective representatives, shall comply with all applicable laws and regulations, including but not limited to anti-bribery laws, anti-money laundering laws, trade and economic sanctions laws, and export control laws (including any involvement or business dealings, directly or indirectly, with a restricted or listed person or entity under such legislation);
(b) the Buyer will immediately inform Fremco A/S of any suspected or alleged breach of the foregoing.
Following any reasonably suspected breach of (a)-(b) above, Fremco A/S has the discretionary right to refuse further performance or terminate any relevant agreement it has with the Buyer. The Buyer undertakes to indemnify and hold harmless Fremco A/S for any breach of this section.
VALID FROM JANUARY 1, 2022
1. EXTENDED WARRANTY AND SERVICE AGREEMENT
As standard procedure, all Fremco A/S fiber blowing machines have a 12 month warranty unless a Service Agreement with Extended Warranty has been purchased. Extended warranty and service agreements for the machine must be purchased on Fremco A/S’ homepage within the month of the machine purchase. Failing to do so means a 12 month warranty only has been granted for this specific machine.
2. DEMO MACHINES
For all demo machines, the warranty period starts instantly from Fremco A/S invoice date. The remaining warranty period will be transferred to an end customer once the demo machine has been sold by the reseller.
3. OTHER PRODUCTS
Fremco A/S accessories and complementary products have a 12 month warranty only.
4. MANDATORY STOCK
For mandatory stock machines at Fremco A/S reseller stock, the warranty period starts on the reseller invoicing date to the end customer. We grant a maximum of 12 months, after the reseller has purchased the machines at Fremco A/S, as “stock warranty period”. This means in total a maximum of 24 month warranty (up to 12 months in reseller stock unused/new condition) unless a Service Agreement with Extended Warranty has been purchased.
5. WARRANTY COMPLAINT
In case of warranty complaint, the reseller sends a written complaint to Fremco A/S. The written complaint should contain description of the issue along with videos and photo material. A customer complaint form can be found on the Fremco A/S’ webpage.
6. INSPECTION AND REPAIR
Fremco A/S can request return of the product for inspection and repair.
If your machine has to be returned for service or repair, it is important that the machine is packed and shipped in its original packaging. If you send a machine to Fremco that is not in original packaging, we will return it in a new original packaging paid by the customer/receiver.
Fremco A/S is obliged to consider the written complaint and reply to the reseller within 5 (five) working days from the date of receipt of the complaint. Fremco A/S can request the reseller representative to go to the end customer location and inspect the defective equipment. According to the results of the inspection, a written mutual agreement must be made to initiate a sensible settlement of the complaint.
Fremco A/S is obliged to eliminate the defects at our expense or to replace the defective equipment or parts within a maximum of 20 working days from reception of the equipment.
9. SELLER CHECK LIST
The reseller and the end customer are requested to perform a local check according to the official seller check list before making an official complaint towards the seller. The check list can be obtained from Fremco A/S by request or by login through Fremco’s webpage.
10. SERVICE AND MAINTENANCE REQUIREMENTS
To maintain the warranty coverage, the machine is required to be serviced annually. The end customer must ensure that the service and maintenance requirements for each machine comply with the description in the operating manual. Failure to maintain and clean the machine may result in lack of performance and reliability and lapse of warranty.
11. AUTHORISED SERVICE
Service and maintenance is only valid if performed by approved Fremco Service Center or at Fremco A/S.
12. FREIGHT COST
Freight costs from the reseller’s location to Fremco A/S is paid by the reseller. If the machine is covered by the warranty, return costs will be paid by Fremco A/S.
13. LAPSE OF WARRANTY
In case where a machine or product is sent to Fremco A/S as a warranty claim, and it turns out not to be covered under the warranty, Fremco A/S is entitled to invoice the Reseller for any costs related to fault finding, parts and shipping. This also implies if the Reseller decides to have the machine returned without being repaired or if no fault is found.
14. WARRANTY DOES NOT APPLY TO
a. Standard wearing parts e.g. chains, chain support rails, adaptor sets, gaskets, sealing’s etc.
b. Defects resulting from careless or improper storage the use of substandard and unsuitable materials
c. When using non-original spare parts
d. Independent design change
e. Use of incorrect supporting equipment like compressors, electrical power pack or hydraulic power packs. Must be used together with recommended equipment.
f. Poor or negligent maintenance of the fiber blowing equipment
g. If the operating manual is not followed.