Novudent sales and delivery conditions
Novudent sales and delivery conditions
1. Offer
If Novudent makes an offer that does not specify a specific acceptance period, the offer will lapse if acceptance has not been received by Novudent no later than 14 days from the date of the offer.
2. Intermediate sales
In the event that Novudent has made a reservation in the offer for intermediate sales, Novudent may - until the buyer's acceptance of this has reached Novudent - enter into an agreement with a third party regarding the offered item with the effect that the offer to the buyer lapses. After the acceptance has reached Novudent, Novudent must notify the buyer in writing without undue delay that the offer has lapsed.
3. Confidentiality
Use of the e-catalog/website and the physically distributed catalog is freely available to everyone with the information that is presented unprotected. All information, products and prices that appear on the website after a valid username/password has been entered are considered confidential between Novudent and the valid user. Access to the e-catalog/website will be closed in cases where a user is considered to pass on confidential information to other companies. Since this is considered a breach of agreement. In the event of repeated postings in the e-catalog/website, without any real trade taking place, access to the e-catalog/website may also be closed in some cases.
4. Validity
Terms and conditions of sale and delivery apply to all offers, sales and deliveries, unless otherwise agreed in writing between the buyer and NovuDent.
5. Retention of title
5.1 Novudent reserves, with the limitations resulting from mandatory legal rules, the right of ownership to the sold goods until the entire purchase price plus any costs of the sale has been paid, or until other security for payment has been provided.
5.2 The buyer is obliged to keep the sold goods insured against fire, water damage and theft until ownership has been transferred to the buyer.
6. Payment
6.1 The payment deadline appears on the invoice.
6.2 If delivery is postponed due to circumstances of the buyer, the buyer is - unless Novudent notifies the buyer otherwise in writing - still obliged to make any payment to Novudent as if delivery had taken place at the agreed time.
6.3 If payment is made after the due date, Novudent is entitled to calculate interest from the due date at 1% per month of the outstanding debt at any time.
6.4 If payment has not been made on time, Novudent is entitled to demand payment from the buyer.
6.5 The Buyer is not entitled to offset any counterclaims against Novudent that have not been acknowledged in writing by Novudent, and is not entitled to withhold any part of the purchase price due to counterclaims of any kind. The Buyer may, however, withhold payment for consumables in cases where the conditions in clause 12 are met.
6.6 Any credit notes issued may be deducted by the buyer from outstanding payments immediately or the amount may remain as a receivable for up to one year. Credit notes cannot be paid in cash, and the buyer is not entitled to compensation by transfer or sending a check.
7. Price
7.1. All prices are in Danish kroner excluding VAT and any taxes.
7.2 At Novudent, we do not charge a processing fee for orders.
7.3 Novudent reserves the right to change the price as a result of significant changes in exchange rates, customs duties, taxes and levies, as well as shipping costs that result in increased costs for the agreed delivery.
8. Delivery
8.1 Delivery takes place from NovuDent's address, regardless of whether NovuDent brings the sold goods to the buyer by its own staff or by a third party in accordance with a separate agreement with the buyer. Shipping is at NovuDent's expense, and NovuDent provides any insurance.
8.2 Unless otherwise agreed in writing, the delivery time is determined by NovuDent at its best estimate in accordance with the circumstances existing at the time of the offer/conclusion of the agreement. A postponement of the delivery time by 14 days due to NovuDent's circumstances is in all respects considered to be timely delivery, so that the buyer cannot exercise any rights against NovuDent for that reason.
8.3 If a delay in delivery is due to NovuDent being in a situation as specified in clause 13.3, the delivery time shall be postponed by the time the obstacle lasts, although both parties shall be entitled to cancel the agreement without liability when the obstacle has lasted for more than 3 months. This provision applies regardless of whether the reason for the delay occurs before or after the expiry of the agreed delivery time.
8.4 In the above cases, NovuDent must notify the buyer of changes to the delivery time without undue delay.
9. Packaging
9.1 Upon receipt, the buyer must immediately inspect the delivered goods.
9.2 If a defect is found in the delivered goods for which Novudent assumes responsibility, Novudent is entitled, at its own discretion, to either make a replacement delivery or to remedy the defect.
9.3 The Buyer cannot exercise other remedies for breach of contract.
9.4 Any complaints must, in order to be timely, reach Novudent no later than 8 days after the time of delivery.
9.5 For goods produced according to the buyer's specifications, the buyer bears the risk that the ordered goods meet the conditions on which the work is based.
10. Product information
10.1 Goods delivered by Novudent can only be returned by prior agreement.
10.2 Returned goods must be in original packaging and in the same condition as when they were received.
10.3 Specially manufactured goods are not accepted for return.
10.4 Novudent reserves the right to charge a restocking fee of up to 15% of the value of the item upon return.
11. Commissioning of equipment (technical installations)
11.1 Novudent is liable for product liability in accordance with the general rules of Danish law.
11.2 Novudent assumes no liability for operating losses, lost earnings or other consequential financial losses.
11.3 The buyer must immediately notify Novudent if damage occurs, or if there is a risk that damage will occur, which may entail liability for Novudent.
12. Defects and complaints
12.1 Immediately upon receipt, the buyer must carefully inspect the purchased goods to ensure that they meet the expected standards dictated by proper trading practices.
12.2 To claim a defect, the buyer must notify Novudent in writing of the defect within 8 days from the date of receipt and describe what the defect entails. If the buyer neglects to file a complaint within this period, despite the fact that the defect was or should have been discovered, the buyer loses the right to later claim the defect.
12.3 Novudent does not assume liability for damage caused by overload, unusual use, or as a result of neglected maintenance.
12.4 Novudent will, at its own discretion, either remedy defects or replace the purchased goods. If the goods sold are not manufactured by Novudent, it may be agreed that the same conditions that apply between Novudent and their supplier/manufacturer will also apply to the relationship between Novudent and the buyer, so that Novudent is only liable to the buyer to the extent that Novudent's supplier/manufacturer is liable to Novudent. In such a case, Novudent must inform the buyer of these conditions when concluding the agreement.
12.5 In cases where Novudent assumes costs for rectification, including transport costs, these shall be covered by the buyer according to Novudent's current rates. However, if Novudent acknowledges the defect, Novudent itself shall cover these costs.
12.6 The buyer loses the right to claim defects if the defect has not been claimed to Novudent within the specified deadlines after the delivery date, which are typically stated on the delivery note or invoice:
- New equipment: no later than 1 year after the date of delivery. However, this does not apply to wearing parts such as bulbs, seals, valves, hoses, etc.
- New spare parts and wear parts: no later than 3 months after the date of delivery. For replaced or repaired parts, the same conditions apply as for the original sold part for a period of 3 months, but Novudent's liability can under no circumstances be extended to more than 15 months from the original date of delivery.
- Consumables: 8 days.
12.7 If repair or replacement as referred to in clause 12.4 does not take place within a reasonable time frame, the buyer has the right to cancel the purchase, demand a reduction in the purchase price, or seek compensation in accordance with the general rules of Danish law and these terms and conditions of delivery.
12.8 Any change to or intervention in the sold goods without Novudent's express written approval will void Novudent's obligations.
12.9 Used equipment and any spare parts are sold "as is" and "with all faults", which means that Novudent disclaims any liability for any defects.
13. Limitation of liability
13.1 Novudent is not liable for delays or failure to fulfill its obligations if the delay or failure is due to force majeure.
13.2 Force majeure is any circumstance over which Novudent has no control and which Novudent should not have foreseen when concluding the agreement.
13.3 Novudent is exempt from liability if the following circumstances prevent the performance of the agreement or make it unreasonably difficult to fulfill it: Labor disputes and other events beyond the control of the parties, such as fire, war, mobilization or unforeseen military call-up of a similar scope, expropriation, seizure, currency restrictions, stoppages and unrest, lack of means of transport, general shortage of goods, restrictions in energy supply as well as errors or delays in deliveries from subcontractors caused by any of the situations mentioned in this section. These circumstances, if they arise before the offer or the conclusion of the agreement, only lead to exemption from liability if their effect on the performance of the agreement could not have been foreseen at that time.
13.4 Novudent has the obligation to immediately inform the buyer in writing if situations such as those described in section 13.3 arise, without undue delay.
14. Returns
14.1 Returns of goods sold are only accepted by prior agreement and provided that Novudent approves the return upon receipt. Novudent reserves the right to charge a fee for returns.
14.2 All costs associated with shipping are borne by the buyer, and shipping is at the buyer's own risk.
14.3 Goods that are specially ordered by the buyer according to Novudent's specifications cannot be returned.
14.4 In situations where the buyer has the right to cancel the purchase according to clause 12.7, or if the sold item is returned to Novudent for the purpose of exchange or repair of defects, the sold item must be returned to Novudent in the original packaging at the buyer's expense and risk. Should Novudent incur shipping costs, etc., Novudent has the right to demand that these be covered by the buyer and to deduct them from any claims the buyer may have against Novudent.
15. EU General Data Protection Regulation
Novudent only collects general information, including contact information such as name, address, email address, telephone number and in some cases your job role, indicated as title or area of work. Your purchases are saved as a history of previous orders. No further data is collected about your use of 16. Transport of rights and obligations
Novudent has the right to transfer all of its rights and obligations under the agreement to a third party.
website. The email address provided is only used to send order confirmations. We do not send newsletters or similar via email, but newsletters and other information are sent out regularly via physical mail.
All of our customers use our services in a commercial context.
17. Product liability
17.1 Subject to mandatory legal provisions, the following rules apply to Novudent product liability:
17.2 The Buyer undertakes to indemnify Novudent from any liability to third parties with regard to damages and losses for which Novudent is not liable to the Buyer pursuant to sections 17.3 and 17.4.
17.3 Novudent does not assume liability for damages caused by the sold:
17.4 Novudent is under no circumstances liable for operational disruptions, lost profits or other indirect losses or consequential economic losses.
17.5 The above limitations of Novudent's liability do not apply in cases of gross negligence on Novudent's part.
17.6 Should a third party raise a claim for liability against one of the parties under this clause, it is required that the party in question immediately inform the other party thereof.
18. Disputes
Any disagreements between the parties will be resolved through the legal system in accordance with Danish law.