DENCKER’s Terms and Conditions of Business

DENCKER’s goal is for you, as a customer, to be satisfied with our collaboration, as well as the execution and quality of the tasks.
To create the best foundation for a good long-term partnership, we have formulated general sales and delivery terms.

1. General

These sales and delivery terms (“terms”) apply to any delivery from DENCKER A/S (“DENCKER”), unless otherwise expressly agreed in writing by DENCKER. In the event of any discrepancy between these terms and the buyer’s commercial terms of any kind, these terms shall take precedence over the buyer’s commercial terms.

2. Offers and price estimates

A written offer from DENCKER is valid for 30 days unless otherwise agreed in writing. All offers are subject to prior sale. Price estimates are indicative only and not binding on DENCKER, regardless of how much the final price may differ from the estimate.

3. Order and invoicing procedure

When placing an order, the buyer is responsible for providing a purchase requisition and a sufficient description of the task. The order can only be initiated once the customer has accepted the offer and submitted a purchase order (PO) for the task. Updated and released 3D files for tooling must be submitted with the purchase order.

For larger projects with long lead times, the 40/40/20 invoicing plan is used, meaning 40% upon order, 40% upon delivery of representative samples (FOT), and 20% upon final approval of the task/product. In the event of significant delays in the customer’s approval process, DENCKER reserves the right to issue a final invoice for the task. In such cases, the scope, execution, and quality of the task must still be completed in accordance with the original agreement.

4. Prices and freight

Agreed prices are exclusive of applicable VAT, which will be explicitly stated on the invoice. DENCKER reserves the right to increase prices due to external cost increases, including, but not limited to, increases in taxes, inflation, energy, duties, significant increases in raw material prices, and other circumstances beyond DENCKER’s control.

Unless otherwise agreed in writing, prices are ex works. Delivery is according to Incoterms EXW (Ex Works). Shipping is at the customer’s expense and risk unless otherwise agreed. If DENCKER has not received specific instructions, DENCKER is entitled to choose the means and route of transport based on what is deemed reasonable and necessary. Dencker always uses recognised logistics companies. Any exchange costs shall be paid by the buyer.

5. Delivery time

Delivery times are determined individually based on the nature and scope of the assignment. Production will commence only after the customer has accepted the offer and/or submitted a purchase order. The delivery time is calculated from the date of receipt of the buyer’s purchase order. For tooling projects, released 3D CAD documentation is provided. The buyer may not claim damages from Dencker in the event of delayed delivery.

6. Insurance

DENCKER maintains standard professional indemnity insurance, which does not include special coverage for items or tools supplied by the buyer. The customer is responsible for ensuring that appropriate insurance is in place for any items or tools owned by them and held by DENCKER.

7. Payment and ownership

DENCKER’s payment terms are agreed with each customer before the start of the assignment, and the terms are stated in our quotation material. In the event of late payment, a reminder fee will be charged per reminder sent, as well as interest on late payment per commenced month from the due date. The interest on late payment and the reminder fees are stated on the invoice.

Ownership of the task/project is gradually transferred to the customer in line with the execution of the work and the completion of the individually adapted sub-services and deliveries. DENCKER A/S reserves the right to invoice the work on account proportionately in line with its execution and in accordance with the outlined invoicing plan described in section 3 and in our quotation material and/or the agreement basis.

Ownership of the task, as well as associated CAD documentation, is fully transferred to the customer when the final invoice for the task has been paid. This means that the task is considered approved and completed.
Terms and conditions of sale and delivery
DENCKER A/S
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8. Claims and returns

The buyer is obliged, as soon as it has received the delivery, to carry out the necessary inspections to ascertain whether the delivery is in accordance with what has been agreed. If the buyer wishes to complain about a delivery, the buyer is obliged to do so in writing to DENCKER. The complaint must be made immediately after the defect has been discovered, but no later than 8 days after receipt of the product. In the event of a late complaint, the buyer forfeits all rights in respect of defects.

If the buyer wishes to make a claim for visible transport damage or missing packages (colli), the buyer must note this on the consignment note upon receipt, obtain the carrier’s signature, and then contact DENCKER. If this does not happen, the buyer forfeits all rights in respect of defects.

If there is a defect/damage to the delivered product for which DENCKER is responsible, DENCKER is always entitled to discharge its liability by redelivery. If redelivery is offered, the buyer cannot assert any further claims against DENCKER. If DENCKER is unable to redeliver, the buyer is entitled to a refund of the invoiced amount.

If DENCKER has accepted a delivery as defective, the return of this delivery will be at DENCKER’s expense. Returned items must be returned to DENCKER in original and undamaged packaging. If the return of the delivery is not made in a responsible manner and as prescribed by DENCKER, and the delivery is damaged as a result, the buyer is not entitled to claim either the original or subsequent defects.

Improper handling, transportation, or storage of delivered items by the buyer does not entitle the buyer to any compensation from DENCKER.

9. Right of withdrawal

DENCKER offers a right of withdrawal, whereby the customer assumes all costs incurred due to the cancellation, including purchased materials, time spent, and any lost production capacity due to rescheduling.

10. Disclaimer and product liability

DENCKER does not assume any component responsibility. If the items/components produced/treated by DENCKER are intended to be included as components in larger constructions—be it buildings or building parts, machines, electronic devices, hearing aids, etc., of whatever kind may be conceivable—then DENCKER bears no responsibility for consequential costs related to, or in connection with, any rework.

DENCKER is under no circumstances liable for operating losses, loss of time, loss of profit, or other indirect losses. DENCKER’s liability for damages, regardless of the cause, can never exceed DKK 100,000.

DENCKER cannot be held responsible for shrinkage and warping in plastic parts, or other defects due to raw materials or the customer’s part designs. The customer is always responsible for the final choice of raw material for their plastic parts, including all necessary product tests for the product’s functions and durability. For other applicable conditions regarding product liability, DENCKER refers to: “General Terms and Conditions of Delivery NL92”.

11. Force majeure

DENCKER shall not be liable for non-compliance with delivery obligations if the matter is due to circumstances beyond DENCKER’s control due to force majeure. Force majeure includes, among other things, the following circumstances: natural disasters, war, civil unrest, mobilisation, failure of supplies of raw materials, failure of transport facilities, import and export bans, currency restrictions, labour shortages, or any other event that prevents or restricts the normal production process, lockout, strike, fire, or damage to DENCKER’s production equipment.

Force majeure on the part of a subcontractor engaged by DENCKER has the same consequence in the relationship between the buyer and DENCKER as if force majeure occurred on the part of DENCKER itself. In the event of force majeure, DENCKER may choose between cancelling the deal or part thereof, or delivering as soon as the obstacles to normal delivery have been removed.

12. Our commitments

DENCKER treats and stores all information about our customers confidentially, and we involve the customer if situations arise during the process that cause either the terms, the process, or the final product to deviate from what was agreed.
DENCKER is not obliged to store documentation, CAD files, or tools after completion and delivery of an assignment, but in practice, documentation, tools, and other items are stored for up to 3 years. After this, the customer is contacted to agree on the further process; possible handover or scrapping can be agreed at that time.

13. Warranty

DENCKER offers a warranty on moulding tools. The warranty is agreed individually for a given order/task.
DENCKER does not provide a warranty on plastic items.
Terms and conditions of sale and delivery
Dencker A/S
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14. Copyright

From time to time, DENCKER photographs and describes the production process with specific products on its website and in printed publications. We do this in a way that you, as a customer, remain anonymous, unless we have obtained your permission to use your and/or your company’s name and logo.

15. Disputes and governing law

All disputes and controversies arising out of DENCKER’s services and these terms and conditions of sale and delivery, or relating to the interpretation thereof, shall be settled in accordance with Danish law by the Court in Holstebro, unless otherwise expressly agreed between the parties. Act no. 1224 of 21/11/2014 on the International Sale of Goods Act does not apply to the parties’ legal relationship.

16. Privacy policy, IT and GDPR

DENCKER ensures that the personal data received from you as a customer is handled properly and in accordance with GDPR requirements. Our structured procedures in relation to personal data mean that we will be able to inform you how it is used and show what data we store. In addition, superfluous data is not stored. Furthermore, we ensure that your data is stored on servers where security is top-notch and where a backup procedure is in place.