Terms and Conditions – Sales and Distribution:


1.0 Late Payment:

Late payment will be charged the interest rate of 18% p.a. plus a reminder fee.

2.0  Warehouse charges:

The Buyer is obligated to take the goods from the warehouse on the agreed delivery/pick up time as per the trade confirmation. Stock charges will be transferred to the buyer from this date.

3.0  Force Majeure:

3.1 The Seller is entitled to suspend the performance of its obligations (either full or partial) if such performance is impeded or causes an unreasonable hardship on the Seller due to any extraordinary circumstances and/or any related consequences hereof beyond the reasonable control of the Seller, including war, terrorism, epidemics, pandemics, earthquakes, volcanic eruptions, lightning, storms, hurricanes, cloudbursts, fire, explosions, failure of public services, lack of raw materials or packaging materials, armed conflicts, cyberattacks, shortage of energy, operational interruptions, confiscation, embargoes, currency restrictions, veterinary diseases, any strike, lockout or other form of industrial action, restrictions, interventions or significant legal or political changes laid down by any national or international governmental authorities or the European Union, etc.

3.2 Clause 3.1 shall apply to obstacles affecting either the Seller or any sub-suppliers or transport companies chosen by the Seller.

3.3 Notwithstanding Clause 3.1 and 3.2, the Parties agree that (i) nothing herein shall excuse or permit any delay or failure to remit any amount payable hereunder on the applicable due date and (ii) financial inability, general liquidity shortage, unwillingness to pay, the Buyer’s refusal to take delivery, insolvency, currency fluctuations, currency devaluations or inflation shall never be deemed an act of God or other cause beyond a Party’s control.

3.4 Notwithstanding any other provisions, each Party is entitled to terminate the contract with immediate effect by written notice to the other Party if it is clear from the circumstances that the performance will be or is suspended under Clause 3.1 or 3.2 for more than 21 days.

3.5 The party for which it is impossible to fulfill its obligations shall immediately inform the other party about the force majeure circumstances interfering with the fulfillment of its The force majeure circumstances should be confirmed by chamber of commerce or other relevant government authority.

4.0  Claim Clause:

4.1 Claims must be informed immediately to the Seller after goods’ arrival at destination In case of discrepancy in weight, count, size, packing, and/or quality, the Buyer has the right to appoint an approved independent surveyor such as SGS, Lloyds and the like, in agreement with the Seller to conduct inspection in the presence of both Buyer’s and Seller’s representative(s). The result of such joint inspection will be used as an objective evidence for claims negotiation. The result of the inspection report is to be treated as final and binding on both parties. The cost of appointing independent surveyor to be on Seller’s account if the result of the inspection supports Buyer’s claim, otherwise, it will be on Buyer’s account.

4.2 Claims in respect of matters within responsibility of insurance company, shipping company and other transportation organization will not be considered or entertained by Seller.

4.3 If notice of claim is not informed to Seller on or before the 5th working day after goods’ arrival at destination port, it is considered that Buyer has no claim on the quality of goods and thus loses his right to present any further claim.

4.4 In the event that the goods are rejected by the Buyer for whatever reason, no replacement of the goods will be made or arranged for by the Seller under any circumstances whatsoever.

4.5 In the event of a claim arising from transportation damage under CIF Incoterms there will be insurance deductible of USD 7.150.

5.0  Other Conditions:

5.1 Partial shipment

5.2 Transshipment

5.3 10% more or less of quantities and amount

5.4 Actual shipment date subject to passage of approval and release by the local

5.5 In case sold on credit terms, confirmation is valid only when the credit insurance coverage for the buyer is sufficient to cover the products mentioned in this trade confirmation.

5.6 All the products are processed based on EU Standards – EU Directive 98/72/EC.

5.7 The Buyer agrees to act in accordance with the Terms and in compliance with all laws, regulations, regulatory, statutory, legal and other such requirements.

6. :  Arbitration:

All disputes arising from the execution of this contract shall be settled through friendly negotiation. If no settlement can be reached through negotiation, the case shall then be submitted to the maritime and Commercial Court, Copenhagen, Denmark which is an independent institution for both the Seller and the Buyer. The arbitration shall be conducted in English. The arbitration expenses shall be paid by the losing party unless otherwise awarded by The Arbitration Institute.