Terms & Conditions

The Gripper Company | Sales- and delivery agreement | (Worldwide)

edition 1 | January 2020

 These terms and conditions of sale and delivery apply to orders and purchases from The Gripper Company, CVR-no.40521968

If you are doing business with The Gripper Company (B2B), including via our web-shop www.thegrippercompany.com, the following terms and conditions of sale and delivery apply.

Buyer’s statement of special terms in the order is not considered a deviation from the terms below unless The Gripper Company has accepted them in writing

These terms together with order confirmation and invoice constitutes the full agreement.

Conclusion of purchase agreement

  • An order is not binding for The Gripper Company before the buyer has received an electronic order confirmation from The Gripper Company. If the order confirmation deviates from the buyer’s order and if the buyer will not accept such deviation, the buyer must in writing notify this to The Gripper Company immediately, no later than 1 day after receiving the electronic order confirmation at [email protected].
  • If the buyer cancels the order before delivery, but after having accepted The Gripper Company’s order confirmation, the buyer shall cover all costs The Gripper Company may have in relation to the cancellation, including – but not limited to – loss of profits.
  • The Gripper Company´s information on price, delivery, characteristics, capacity and technical data is purely indicative and does not constitute a warranty or guarantee. The Gripper Company is not liable if the delivered products do not meet the buyer’s needs or purpose of use.

 Prices

  • All prices, including prices according to The Gripper Company’s price lists, are daily prices excl. VAT. and are subject to trade discount and to change without notice. Prices may also be changed without notice due to unforeseen cost increases of imported products, raw materials, or currency fluctuations. We carefully check pricing and product specifications, but occasionally errors can occur, therefore we reserve the right to change both without notice. We are not responsible for customer pricing errors. Although the information in this price list is presented in good faith and believed to be correct at the time of printing, The Gripper Company makes no representations or warranties as to the completeness or accuracy of the information.
  • The final price will appear on the electronic order confirmation, the price assigned to it from time to time applicable VAT, tax, shipping and gripper recycle deposit payment,
  • The final price will appear in the electronic order confirmation, where VAT, other public taxes, shipping charges and recycle deposit payment are added.

 

The Gripper Company is without notice entitled to adjust the price if the production and delivery costs as well as the costs to suppliers are increased.

 Terms of delivery

  • Orders received before 10 am are shipped the same day. We make reservations for sold out products. The buyer will be informed by mail if delivery cannot be done normally.
  • Delivery is according to the ICC’s INCOTERMS 2010 Ex Works clause, after which, when the products are ready for delivery, the risk passes, and all costs associated with the transport are borne by the buyer. Orders are delivered by UPS, but The Gripper Company reserves the right to freely move freight supplier
  • In the event that the delivery is delayed, The Gripper Company is obligated to inform the buyer of the delay. The buyer cannot put forward any claims, including economical claims, against The Gripper Company due to the delay, but the buyer is entitled to cancel the purchase, if the delay is more than 60 days from the agreed delivery date. However, the buyer is not entitled to cancel the purchase if the delay is due to force majeure, the buyer’s fault or the carrier’s fault. In the event that the buyer does not take delivery at the agreed delivery date, including breach of the obligation to collect the goods, The Gripper Company is entitled to terminate the agreement and claim damages. Furthermore, The Gripper Company is entitled to resell or store the products at the buyer’s risk and expense.

 Payment

  • Payment is made electronically. Payment by Visa, MasterCard, American Express,  PayPal or wire transfer are accepted. Accounts without terms are subject to payment in advance, until credit approval has been granted and accepted.
  • By using www.thegrippercompany.com, the buyer accepts that The Gripper Company is using cookies. A cookie is a small text file that is stored on the buyer’s computer in order to keep track on the buyer’s actions on the webpage and in order to recognize the computer. A cookie is not a program and it is does not contain any viruses.

 Intellectual property

  • The Gripper Company has the exclusive right to all copyrights, design rights, trademark rights and other intellectual property rights (registered as well as non-registered) that is used, created or contained in or arising as a result of or in connection with the delivery of The Gripper Company´s products.

Liability

  • Subject to the restrictions imposed by mandatory law, The Gripper Company is not liable for damages that occurs while the product is in possession of the buyer. The Gripper Company is as well not liable for damage on products that is manufactured by the buyer and in which the product supplied by The Gripper Company is included.
  • The buyer is obligated to indemnify The Gripper Company if The Gripper Company is held liable and the liability is beyond the liability described above. The buyer is obligated to have a product liability insurance covering any product liability that may be claimed against the buyer without recourse against The Gripper Company.
  • The buyer hereby warrants to The Gripper Company that it shall take the necessary steps to insure that its employees are properly trained in the operation of the Equipment, and that any persons who will be involved in operating, demonstrating, repairing, cleaning or otherwise engaged with such equipment will comply with all safe operating practices and procedures recommended by the manufacturer. The buyer further warrants that it will not remove, cover up or alter any warnings or instructions applied to equipment included or make any alterations which adversely affect the safe operation thereof. The buyer further warrants that it will not remove any guards or other features incorporated into any such machinery and/or equipment which are designed or intended to enhance operator safety. Buyer will indemnify, defend and hold harmless The Gripper Company and its agents, employees and representatives from and against any and all loss, cost, liability or expense, including any attorney’s fees and related costs, to the extent arising out of or related to any breach by costumer of the foregoing warranty
  • In no event shall The Gripper Company, its suppliers or subcontractors be liable for special, indirect, incidental or consequential damages, whether in contract, warranty, tort, negligence, strict liability or otherwise, including, but not limited to, loss of profits or revenue, loss of use of the Equipment or any associated equipment, cost of capital, cost of substitute equipment, facilities or services, downtime costs, delays, and claims of customers of the buyer or other third parties for any damages. The Gripper Company´s liability for any claim whether in contract, warranty, tort, negligence, strict liability, or otherwise for any loss or damage arising out of, connected with, or resulting from this Agreement or the performance or breach thereof, or from the design, manufacture, sale, delivery, resale, repair, replacement, installation, technical direction of installation, inspection, operation or use of any equipment covered by or furnished under this Agreement, or from any services rendered in connection therewith, shall in no case exceed one-third (1/3) of the purchase price allocable to the Equipment or part thereof.

 

Product liability

  • The Gripper Company warrants that Equipment delivered free of material defects in materials and workmanship
  • Any claim for breach of such warranty must be made in writing within ten (10) days of delivery.
  • If a non-conformity to the foregoing warranty is discovered in the Equipment during the applicable Warranty Remedy Period, as specified above, under normal and proper use and provided the Equipment has been properly stored, installed, operated and maintained and written notice of such nonconformity is provided to The Gripper Company promptly after such discovery
  • The Gripper Company shall have no obligation hereunder with respect to any Equipment which has been improperly repaired or altered; has been subjected to misuse, negligence or accident; has been used in a manner contrary to The Gripper Company´s instructions; is comprised of materials provided by or a design specified by buyer; or has failed as a result of ordinary wear and tear.
  • Equipment supplied by The Gripper Company but manufactured by others is warranted only to the extent of the manufacturer’s warranty (and only to the extent such warranty is transferable), and only the remedies, if any, provided by the manufacturer will be allowed.

 Claims

  • Although the information in this price list is presented in good faith and believed to be correct at the time of printing, The Gripper Company makes no representations or warranties as to the completeness or accuracy of the information. The Gripper Company has no liability for any errors or omissions in the materials. The Gripper Company and the manufacturers represented herein, reserve the right to change, delete, or otherwise modify the information which is represented without any prior notice. Persons receiving this information will make their own determination as to its suitability for their own purposes prior to use.
  • The Gripper Company has no recourse for damaged products that were shipped collect or third party. In the event of shortage or if damage is detected, in a collector third party shipment, notify the delivering carrier at once to request an inspection and file a claim promptly. Any delay may cause you a loss. Shortage or damage in shipment does not excuse the buyer from timely payment of the invoice. We cannot reimburse claims for shortages or delays caused by the carrier responsible. If in the event that shortages or damages are detected in a shipment delivered by an The Gripper Company carrier, please note it on the bill of lading before accepting the delivery and contact The Gripper Company immediately so that we may initiate a claim. Please keep all packaging for inspection purposes. Apparent packing errors must be reported to us within 3 business days of receipt. Claims regarding defects, delays, product liability or other claims for damages must immediately be made in writing to [email protected]
  • Defects in a product due to wear, damage, inadequate operation, accidental or otherwise, for which the buyer is responsible does not constitute a defect. Ware parts are defined as:
  • B2B purchase is not subject to the Danish Sale of Goods Act but is only be regulated by an individual agreement with The Gripper Company.

 Force majeure

  • The Gripper Company cannot be held liable if the failure to fulfil its obligations is due to a reason beyond The Gripper Company’s control, such as strikes, lock-outs, export or import bans, embargos, delayed or inadequate delivery of materials from subcontractors, unexpected stop of production, lack of energy resources or transport, hacker attacks, unforeseen downtime on systems, seizures and other similar circumstances.
  • In case of force majeure, The Gripper Company is entitled to extend the delivery time accordingly or to cancel the agreement. Save as if the agreement is canceled, the parties is obligated to fulfil the agreement upon the cease of the force majeure event. Both parties are entitled to cancel the agreement if the force majeure event occurs for more than 3 months.

 Partially invalid

  • If one or more of the provisions of these Terms and Conditions is known to be invalid, illegal or unenforceable, none of the other provisions of this Agreement will be affected.
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Marketing Rights.

  • The Buyer may not use any photographs or other likenesses of any Equipment, nor any of The Gripper Company´s logos, trademarks without The Gripper Company’s prior express written permission. In the event of its receipt of such permission, buyer shall provide copies of any marketing materials created using such The Gripper Company property, and The Gripper Company shall have the right to re-use any such marketing materials for its own purposes. In the event that buyer uses any photographs or likenesses of any Equipment, such use shall be conditioned upon buyer providing express credit in such materials as “Sustainable Gripping Technology powered by The Gripper Company” or substantially similar language. The Gripper Company will not use Buyer´s logos and name in The Gripper Company´s marketing materials or on its website without obtaining Buyer’s prior written approval.

Governing law and jurisdiction

  • Trade between the parties are subject to Danish law.
  • Any dispute that cannot be resolved amicably must be Any dispute that may arise in connection with the parties’ trade and not has been able to solve amicably shall be brought before the court in the jurisdiction of The Gripper Company.

 

The Gripper Company January 2020