Terms and Conditions

B2B terms and conditions are displayed by default. To view the consumer terms and conditions, please select the “For Consumers” option below.

We are IPS-Group A/S, a company incorporated in Denmark under Company No.:25942302, CVRP-no.: 1008331339 

Telephone: + 45 49 13 28 00 

Adress: Hejreskovvej 22A, 3490 Kvistgård, Denmark. 

Hereinafter “IPS” or “we”. 

Before buying any products from our online shop on our website www.ips-group.dk (“our website”) please read these Terms and Conditions thoroughly as they, together with the documents referred to within them, tell you the terms and conditions on which you purchase, and we supply to you, our products. 

In particular, your attention is drawn to the sections under the heading PRICES AND PAYMENT, RIGHT TO CANCEL, and LIABILITY AND DISCLAIMER. By clicking on the tick box stating that you “accept the terms and conditions” you are acknowledging that you have read and agreed to these terms and conditions. If you do not understand any point please ask for further information. 

We hope you will enjoy using our online shop. 

  

PLACING AN ORDER  

By placing an order through our site, you warrant that: 

  1. you are legally capable of entering into binding contracts; and 
  1. you are at least 18 years old. 

 

After placing your order, we will send you an automated e-mail confirming that you have placed your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy a product. If the desired product is not in stock, we will contact you by phone or e-mail. 

All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that your order has been accepted and processed (“Shipping E-mail”). The contract between you and us will only be formed when we send you the Shipping E-mail.  

You can order online at any time you wish. The IPS staff processes orders Monday – Thursday 9:00 – 16.00, Friday 9:00 – 15:30 CET. Orders placed outside of these hours will be processed on the following business day. 

  

PRICES AND PAYMENT  

All prices are listed in Euros (“EUR”) and include VAT. Please note that Danish residents will pay Danish VAT. We reserve the right to change our prices with immediate effect and without prior notice. Prices are typically adjusted on 1 January each year. The price applicable to your purchase is that which is listed on the website for the product in question at the time that you place your order.  

SAFE PAYMENT 

We encrypt all of your card data. This means that unauthorized persons cannot read your card number or other information transmitted during the transaction.  

Merchant of Record, i.e., the legal entity receiving payment for your purchase is IPS-Group, HQ in Denmark. 

PAYMENT METHODS 

We accept payment with the following payment methods: VISA, VISA Debit, VISA Electron, MasterCard, American Express, Maestro, Google Pay. There are no surcharges for payments made with these payment methods.  

When you place an order, the payment total will be reserved on your account, but the money will not be deducted from your account until we ship your order. 

We use STRIPE as our online payment infrastructure: https://stripe.com/en-dk 

   

DELIVERY   

Delivery will be made to an EU adress or the closest pick-up point to your adress. The delivery service will inform you about the delivery. For security reasons, no orders with a Post Office Box address/number will be processed. 

We cannot guarantee local delivery conditions, and so cannot provide a guaranteed delivery time.  

We insure all shipments against loss and damage while they are in transit from IPS to the recipient address. As soon as the shipment has been delivered, the insurance will lapse, and you will be responsible for looking after the products. If your package is damaged upon arrival, we recommend that you make a note that you have received a damaged package when signing for the shipment.  

ONLY DELIVERY WITHIN EU 

We do not accept orders for delivery outside the EU on our online shop. 

If you want to purchase outside EU, please contact us: + 45 49 13 28 00 

DELIVERY METHODS AND FEES 

All parcels will be delivered by GLS. The price of the delivery will depent on the totalt weight The final delivery price will appear before you purchase your order.  

 

Free delivery may be offered in connection with campaigns. The delivery fees will be listed on the checkout pages and in the order confirmation that you will receive via e-mail. See the estimated delivery time below under Standard delivery and Express delivery. 

 

STANDARD DELIVERY TIME 

You can expect to receive your order within 1-11 business days, depending on the product category and when we have the product in stock. 

  

EXCHANGES AND RETURNS FOR BTC CUSTOMERS 

There er no exhanges or returns for B2B purchases. Please read the terms and condition for B2B here. 

PRIVATE CONSUMER HAVE THE RIGHT TO CANCEL.  

You have the right to cancel your purchase within 14 days without explanation. The right to cancel lapses 14 days after receipt of the goods. If the purchase concerns several goods delivered in separate deliveries, the right to cancel expires 14 days after the last product has been delivered. 

To use your right to cancel, you must inform us that you wish to cancel within 14 days, e.g. by letter or e-mail: mgr@ips-group.dk.  

You cannot simply choose not to receive/sign for the package upon delivery.  

If you wish to cancel a purchase, you must return the product to us without undue delay and no later than 14 days from the date on which you informed us of your wish to cancel.   

It is important that you do not break any seal/label on the product. If the seal/label is broken, you cannot use your right to cancel.  

You will be liable for any deterioration in the product’s (and free gift’s) value that is due to handling other than what is necessary to determine the products’ nature, characteristics and method of functioning. Since the product’s packaging is important for possible resale of the product, any damage to or failure to return the packaging will be deemed to be a deterioration in its value.  

If you have received a free gift as a part of your purchase, you must also return the gift to us. If you do not return the gift to us and no longer meet the conditions for receiving the gift, we will deduct the value of the gift.  

You shall not have the right to cancel your order for, or to exchange, goods which are clearly personalised 

RETURN FEES 

Please note, that there are specific terms if you are a B2B customer: Please read the General Terms and Conditions of Sale for B2B here. 

RETURN INSTRUCTIONS 

You assume the risk of ensuring that the product is packaged responsibly when it is returned.  

Product returns must be sent to the following addresses:  

IPS-Group, Hejreskovvej 22A, 3490 Kvistgård, Denmark. 

For returns to Denmark you can arrange return shipping via GLS. 

On returns to Denmark, we can arrange the return for you, but you will need to pay for the return shipment yourself.  

Send an e-mail to Morten: mgr@ips-group.dk with the subject line: “Return/Exchange of order number xxxxxxxxx” (insert your order number which can be found on your Order Confirmation). 

We will then e-mail you a return label and you can drop off the package at the nearest GLS drop-off point.  

If you wish to arrange your preferred shipping provider instead, you will also have to pay the return costs yourself and arrange for insurance so that you may claim compensation from the shipping provider if your package is lost in transit. Please include the information mentioned on the return form or simply fill in and include the return form so we can find you in our system and refund your payment. Please note that we do not accept packages sent as cash on delivery.

 

REFUND OF PAYMENT 

Please note, that there are specific terms if you are a B2B customer: Please read the General Terms and Conditions of Sale for B2B here. 

When you cancel a purchase, we will refund your payment minus any return fee to your account as soon as possible and no later than 14 days after we have received your notification that you wish to withdraw. We can, however, withhold the refund until we have received the return product, or you have provided us with documentation showing that the product has been returned. If you return the full order, we will also refund the delivery fee. 

Refunds are transferred to the payment card with which the purchase was made by. 

EXCHANGE INSTRUCTION 

You may exchange your purchase within 14 days from receipt.  

If a product is to be exchanged multiple times, you must pay the shipping costs for any additional exchange. 

If the new product has a lower price, the difference will be refunded to the payment card with which the purchase was made. If the new product has a higher price, the entire amount for the returned product will be refunded to the payment card with which the purchase was made, and you will then have to place a new order for the product(s) you want instead. In that case, you will be contacted by customer service. 

When the exchanged product is shipped, you will receive an e-mail with an invoice and a tracking number.  

  

CLAIMS 

The procedures set out here to cancel an order or exchange a product do not affect your right to reject faulty goods. 

For claims regarding defects or deliveries that have not arrived, please contact: 

E-mail: Morten: mgr@ips-group.dk
Telephone: + 4549 13 28 00 

 

PRODUCT USE CONDITIONS AND LIMITATIONS  

Customer agrees that all Products supplied hereunder (whether standard, madeto-order or incorporating special or custom features specified by Customer) will be used solely in accordance with the claims and intended uses stated in the relevant (then current) Product literature released by IPS, its sub-suppliers(s) or manufacturing partner(s).  

Customer shall not reverse engineer or analyse Products or any components thereof in order to determine their material composition. Customer may not modify Products without the express written permission of IPS. Any such act not authorised by IPS in writing shall immediately release IPS from any warranty and liability.  

LIMITATION OF WARRANTY  

Except as otherwise set forth by an applicable (non-optional) mandatory statutory regulatory provision, the sole warranty given by IPS regarding any Product shall be that written limited warranty, if any, which shall accompany such Product or which shall otherwise be designated in writing by IPS as applicable to such Product, as the same may be revised by IPS from time to time. In the event of a breach of the foregoing warranty, IPS’ liability and Customer’s remedy is limited exclusively to, in IPS’ sole discretion, the replacement of Products that complies with the foregoing warranty or a refund up to the amount of the purchase price for the applicable Product(s).  

EXCEPT AS EXPRESSLY SO WARRANTED, IPS HEREBY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL WARRANTIES, EXPRESS, STATUTORY AND IMPLIED, APPLICABLE TO PRODUCTS INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, DESIGN, AND/OR FITNESS FOR A PARTICULAR PURPOSE. THE WRITTEN LIMITED WARRANTY, IF ANY, APPLICABLE TO ANY PARTICULAR PRODUCT SHALL STATE THE FULL EXTENT OF IPS’ LIABILITY, WHETHER DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL, RESULTING FROM ANY BREACH OF SUCH WARRANTY.  

LIMITATIONS OF LIABILITY  

IN NO EVENT SHALL IPS BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, OR ANY LIABILITY OF CUSTOMER TO A THIRD PARTY ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, OR RESULTING FROM ANY USE OR FAILURE OF PRODUCTS. THE TOTAL LIABILITY OF IPS UNDER THESE TERMS SHALL NOT EXCEED THE PURCHASE PRICE OF PRODUCTS CONCERNED ACTUALLY PAID.  

All claims must be brought within one (1) year of delivery, regardless of their nature.  

 This limitation of liability shall not apply to the parts of a product liability claim for Products delivered and actually paid by Customer within the applicable due date and for which IPS is liable pursuant to the Danish Act on Product Liability or any applicable law of another member state of the European Union that transposes Directive 85/374/EEC, as amended, into national law of such EU member state.  

Hejreskovvej 22A, info@ips-group.dk, T: +45 4913 2800 DK-3490 Kvistgaard. www.ips-group.dk SE/ VAT no. DK 2594 2302  

Customer shall immediately notify IPS in writing of any products liability claim or action brought with respect to Products based on alleged defects in the design or manufacture of Products or other adverse claim regarding Products. Upon receiving such written notice, IPS shall have the right, but not the obligation, to assume and have sole control of the defence of any such claim or action, including the power to conduct and conclude any and all negotiations, compromises or settlements. Customer shall comply with all reasonable requests from IPS for information, materials or assistance, with respect to the conduct of such defence.  

FORCE MAJEURE  

Force Majeure shall include any circumstance beyond IPS’ reasonable control including, without limitation, specific incidents of exceptional adverse weather conditions, lack of power supply, labour disputes, fire, war, restrictions attributable to international embargos or trade wars, travel or shipping restrictions or supply-chain interruption caused by a potential disease pandemic, acts of terror, other decisions by public authorities, major production plant disturbances, lack of deliveries from subcontractors or of raw materials, currency restrictions or lack of transportation. On providing written notice to Customer, IPS reserves the right to suspend performance during the occurrence of any such excusable delay.  

LIABILITY AND DISCLAIMER 

We warrant that any product purchased through our website will on delivery conform in all material respects with its description, be of satisfactory quality and fit for all purposes for which products of that kind are commonly supplied.
If we fail to comply with these terms and conditions, we shall only be liable to you for the purchase price of the product in question and any losses that you suffer as a result of our failure to comply (whether arising in contract, tort (including negligence), breach of statutory duty or otherwise) which are a foreseeable consequence of such failure. 

HOWEVER, we shall not be liable to you for losses that result from our failure to comply with these terms and conditions that fall into the following categories: 

  1. loss of income or revenue; 
  1. loss of business; 
  1. loss of profits; 
  1. loss of anticipated savings; 
  1. loss of data; or 
  1. waste of management or office time 

unless those claims for loss of or damage to your physical property that are foreseeable or any other claims for direct loss that are not excluded by categories (a) to (f) inclusive.
Nothing in this agreement excludes or limits our liability for: 

  1. death or personal injury caused by our negligence; 
  1. fraud or fraudulent misrepresentation; 
  1. any breach of the obligations implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; 
  1. defective products under the Consumer Protection Act 1987; or 
  1. any other matter for which it would be illegal for us to exclude or attempt to exclude our liability. 

Nothing said by any salesperson on our behalf should be understood as a variation of these terms and conditions or as an authorised representation about the nature or quality of any goods offered for sale by us. Save for fraud or fraudulent misrepresentation, we shall have no liability for any such representations being untrue or misleading. 

  

INVALIDITY 

If any part of these terms and conditions is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these conditions will not be affected. 

  

PROTECTION OF PERSONAL DATA  

We are subject to rules regarding the processing of personal data. We collect data about you in different ways in connection with your use of our website. You can read more about our use of your personal data here. By using our website, you agree to the terms of our Privacy Policy. 

 

COOKIES  

We use cookies on our website. A cookie is a small text file which is stored in your web browser and which registers you as a unique user. Read more about our use of cookies here. 

  

CHANGES TO THE TERMS AND CONDITIONS 

The rapid development of the internet can make changes to our Terms and Conditions necessary. Thus, we reserve the right to update and revise the Terms and Conditions. When we make such revisions, we will also change the date listed at the bottom of this document. Significant changes will be made public on our website. 

  

LAW AND JURISDICTION 

Contracts for the purchase of products through our website and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such contracts or their formation (including non-contractual disputes or claims) will be subject to the exclusive jurisdiction of the courts of England and Wales. 

  

THIRD PARTY RIGHTS 

A person who is not party to these Terms and Conditions or a Contract shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999. 

  

CONTACT INFORMATION 

We will gladly answer any questions you may have about these Terms and Conditions or other aspects of our service. 

Please do not hesitate to contact us on telephone +45 49 13 28 00 or e-mail info@ips-group.dk 

*** 

Version 1.0, 11. September 2023 

 

SCOPE OF APPLICATION  

1.1 These General Terms and Conditions of Sale (“Terms”) shall be the only terms applicable to any agreement concerning the purchase and sale of products (“Products”) between Customer and IPS including, without limitation, any prior quotation, purchase order and order confirmation exchanged between the parties hereto. For purposes of these Terms, “IPS” shall mean IPS-Group A/S and its divisions, subsidiaries and affiliates and “Customer” shall mean any person or organization purchasing Products from IPS.  

1.2 These Terms shall apply to the exclusion of any other terms and conditions that Customer seeks to impose or incorporate, or which would otherwise be implied by trade, custom, practice and/or course of dealing. Any deviations from these Terms shall only prevail to the extent they have been accepted by IPS in writing and are inconsistent with these Terms.  

1.3 IPS’ fulfilment of Customer’s purchase order does not constitute acceptance of any of Customer’s terms and conditions of purchase and does not serve to modify or amend these Terms. Customer’s acceptance of delivery of any Product shall be deemed conclusive of Customer’s acceptance of being bound by these Terms to the exclusion of any other terms and conditions of purchase that are not accepted by IPS in writing prior to delivery.  

1.4 IPS reserves the right to unilaterally amend these Terms at any time without advance notice in which event the amended Terms effective as of the date of their posting on IPS’ website www.ips-group.dk (or such other date stated therein, whichever is the latest) shall apply to any agreement between the parties, including, without limitation, any prior quotation, purchase order and order confirmation exchanged between them concerning the purchase and sale of Products between Customer and IPS.  

2 ORDERING PROCEDURE  

2.1 These Terms shall apply to any quotation made by IPS concerning the sale of Products, which shall be valid for thirty (30) days unless another period is stated therein, or the quotation is withdrawn beforehand. The quotation shall not be construed or operate as an offer or obligation to sell or supply any Product but merely as an invitation to treat (only) with no transaction or contractual relationship arising therefrom until Customer’s purchase order for Products is accepted by IPS’ order confirmation.  

2.2 Purchases and sales of Products between Customer and IPS shall be made by means of purchase orders submitted by Customer to IPS, specifying, among other things, the number of units of each Product ordered, the desired date and place of delivery and such additional information required by IPS to process the purchase order as set out in IPS’ relevant quotation or order form. Each purchase order shall be deemed to be an offer by the Customer to purchase Products in accordance with these Terms, and any additional or differrent terms or provisions contained in any such purchase order or proposal of Customer are hereby rejected and shall not constitute a part of any contract resulting from IPS’ acceptance of Customer’s purchase order.  

 2.3 No purchase order shall be deemed accepted unless confirmed in writing by IPS’ order confirmation and expressly subject and limited to these Terms. IPS may choose not to accept any particular purchase order for any reason, or no reason, without liability. IPS shall be entitled to accept Customer’s purchase order partially by modifying the requested quantities of Products, delivery dates and other specifications as set out in IPS’ order confirmation. Any such modification shall be deemed to be accepted by Customer unless Customer within five (5) days of the order confirmation explicitly informs IPS otherwise in writing.  

3 CANCELLATION  

3.1 All purchase orders accepted by IPS shall not thereafter be cancellable by Customer unless prior written consent is obtained, which IPS may withhold in its sole discretion or make conditional upon Customer’s payment of reasonable cancellation charges. No cancellation of special, custom, or made-to-order Products will be permitted. If Customer fails to make purchases provided for in any accepted purchase order, then Customer shall be responsible for all damages resulting therefrom incurred by IPS (including, without limitation, lost profits).  

4 PRICES  

4.1 Customer will be invoiced at the Product prices quoted in the order confirmation or, if not included in the order confirmation, as included in the price list provided by IPS. Unless otherwise explicitly stated, all Product prices quoted by IPS are subject to change without notice, and prices may be changed up to the time of dispatch of Products. If prices change between Customer’s receipt of an order confirmation and IPS’ dispatch of Products, IPS will notify the Customer in advance.  

4.2 All Product prices are “ex works” (EXW Incoterms 2020), i.e. exclusive of shipping and insurance charges and of all taxes, duties or levies, however designated or computed, including, but not limited to, sales, use, or value-added taxes and duties. Customer shall be responsible for all such charges, taxes, duties and levies, and if explicitly included in the Product price or otherwise specified, any increase thereof.  

4.3 Unless otherwise stated or agreed with IPS account management in written form, orders to IPS must have a minimum order value of 500 euros per order. All orders below will be charged with an extra service fee of 75 euros. 5 PAYMENT 5.1 Unless otherwise stated in IPS’ order confirmation or invoice, terms of payment are 100% prepayment (cash in advance) without offset or deduction and free of all bank charges, and all payable in the currency specified in the invoice. Time of payment shall be of the essence. Customer shall not be entitled to withhold payment of any amounts due and payable by reason of any setoffs of any claim or dispute with IPS, whether relating to breach or otherwise.  

 5 PAYMENT 

5.1 Unless otherwise stated in IPS’ order confirmation or invoice, terms of payment are 100% prepayment (cash in advance) without offset or deduction and free of all bank charges, and all payable in the currency specified in the invoice. Time of payment shall be of the essence. Customer shall not be entitled to withhold payment of any amounts due and payable by reason of any setoffs of any claim or dispute with IPS, whether relating to breach or otherwise. 

5.2 Customer shall pay interest on all late payments at the lesser of the rate of 2% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. Customer shall reimburse IPS for all costs incurred in collecting any late payments, including, without limitation, attorneys’ fees and court costs. In addition to all other remedies available under these Terms or at law, IPS shall be entitled to suspend the delivery of any Products, if Customer fails to pay any amounts when due. 

5.3 If Customer disputes any invoice or portion thereof, it shall notify IPS in writing within five (5) days of receipt of said invoice, detail the reason for the dispute, and pay all undisputed amounts. All charges not timely disputed in writing shall be deemed to be undisputed and shall be due and payable as set forth above.  

6 DELIVERY, SHIPPING, RISK OF LOSS AND TRANSFER OF TITLE  

6.1 All delivery dates provided by IPS are good faith estimates only and not firm commitments but IPS will use commercially reasonable efforts to secure timely delivery. IPS shall in no event have any liability whatsoever for any late delivery, performance or completion and no delay shall entitle Customer to reject delivery, return Products or claim damages. If delivery has not yet occurred and is delayed thirty (30) days or longer for reasons other than Force Majeure (as hereinafter defined) or acts or omissions for which Customer is responsible, the sole and exclusive remedy of Customer shall be to cancel the confirmed purchase order against refund of any purchase price already paid.  

6.2 Delivery of Products shall be made “ex works” (EXW Incoterms 2020) at IPS’ shipping point in either Kvistgaard, Denmark or such other place of shipping as determined by IPS in its sole discretion. Customer is obliged to take delivery on the date and place of delivery communicated to Customer and is responsible for any necessary import or export or other license being obtained.  

6.3 All risk of loss and damage shall pass from IPS to Customer upon collection of Products by the first carrier at IPS’ shipping point. Absent any agreement or specific instructions to the contrary, IPS is authorised to organise shipping on Customer’s behalf but shall bear no responsibility thereof. Shipping organised by IPS will be made in accordance with IPS’ standard commercial practices via a carrier selected by IPS in its sole discretion. Shipping charges and any insurance charges are prepaid and invoiced to Customer.  

6.4 IPS may, in its sole discretion, without liability or penalty, make partial shipments of Products to Customer. Each shipment will constitute a separate sale, and Customer shall pay for units of Products shipped whether such shipment is in whole or partial fulfilment of Customer’s purchase order.  

6.5 Title to Products shall not pass to Customer until IPS has received payment in full for Products delivered and all other sums due and IPS retains all rights of possession or repossession of Products, wherever located, to ensure collection of the purchase price thereof and all other sums due.

7 INSPECTION AND DEFECTS

7.1 Customer is obliged to thoroughly inspect Products immediately after delivery to ensure their compliance with specifications and to notify IPS in writing of any damage, error, shortages or defects. In the absence of such written notification within five (5) days of delivery, Customer shall be deemed to have accepted the delivered Products as complete, undamaged and without defects and conforming with specifications.  

7.2 Subject to Customer’s timely notice, IPS undertakes to remedy any acknowledged defect of Products delivered by supplying a replacement thereof or, in IPS’ sole discretion, by crediting Customer for such defective Product. IPS shall in no event be liable for any of Customers’ losses attributable to any defective Product, whether direct or indirect losses. 

8 PRODUCT USE CONDITIONS AND LIMITATIONS  

8.1 Customer agrees that all Products supplied hereunder (whether standard, madeto-order or incorporating special or custom features specified by Customer) will be used solely in accordance with the claims and intended uses stated in the relevant (then current) Product literature released by IPS, its sub-suppliers(s) or manufacturing partner(s).  

8.2 Customer shall not reverse engineer or analyse Products or any components thereof in order to determine their material composition. Customer may not modify Products without the express written permission of IPS. Any such act not authorised by IPS in writing shall immediately release IPS from any warranty and liability.  

9 LIMITATION OF WARRANTY  

9.1 Except as otherwise set forth by an applicable (non-optional) mandatory statutory regulatory provision, the sole warranty given by IPS regarding any Product shall be that written limited warranty, if any, which shall accompany such Product or which shall otherwise be designated in writing by IPS as applicable to such Product, as the same may be revised by IPS from time to time. In the event of a breach of the foregoing warranty, IPS’ liability and Customer’s remedy is limited exclusively to, in IPS’ sole discretion, the replacement of Products that complies with the foregoing warranty or a refund up to the amount of the purchase price for the applicable Product(s).  

9.2 EXCEPT AS EXPRESSLY SO WARRANTED, IPS HEREBY DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL WARRANTIES, EXPRESS, STATUTORY AND IMPLIED, APPLICABLE TO PRODUCTS INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, DESIGN, AND/OR FITNESS FOR A PARTICULAR PURPOSE. THE WRITTEN LIMITED WARRANTY, IF ANY, APPLICABLE TO ANY PARTICULAR PRODUCT SHALL STATE THE FULL EXTENT OF IPS’ LIABILITY, WHETHER DIRECT OR INDIRECT, SPECIAL OR CONSEQUENTIAL, RESULTING FROM ANY BREACH OF SUCH WARRANTY.  

10 LIMITATIONS OF LIABILITY  

10.1 IN NO EVENT SHALL IPS BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, OR ANY LIABILITY OF CUSTOMER TO A THIRD PARTY ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, OR RESULTING FROM ANY USE OR FAILURE OF PRODUCTS. THE TOTAL LIABILITY OF IPS UNDER THESE TERMS SHALL NOT EXCEED THE PURCHASE PRICE OF PRODUCTS CONCERNED ACTUALLY PAID.  

All claims must be brought within one (1) year of delivery, regardless of their nature.  

 10.2 This limitation of liability shall not apply to the parts of a product liability claim for Products delivered and actually paid by Customer within the applicable due date and for which IPS is liable pursuant to the Danish Act on Product Liability or any applicable law of another member state of the European Union that transposes Directive 85/374/EEC, as amended, into national law of such EU member state.  

Hejreskovvej 22A, info@ips-group.dk, T: +45 4913 2800 DK-3490 Kvistgaard. www.ips-group.dk SE/ VAT no. DK 2594 2302  

10.3 Customer shall immediately notify IPS in writing of any products liability claim or action brought with respect to Products based on alleged defects in the design or manufacture of Products or other adverse claim regarding Products. Upon receiving such written notice, IPS shall have the right, but not the obligation, to assume and have sole control of the defence of any such claim or action, including the power to conduct and conclude any and all negotiations, compromises or settlements. Customer shall comply with all reasonable requests from IPS for information, materials or assistance, with respect to the conduct of such defence.  

11 FORCE MAJEURE  

11.1 Force Majeure shall include any circumstance beyond IPS’ reasonable control including, without limitation, specific incidents of exceptional adverse weather conditions, lack of power supply, labour disputes, fire, war, restrictions attributable to international embargos or trade wars, travel or shipping restrictions or supply-chain interruption caused by a potential disease pandemic, acts of terror, other decisions by public authorities, major production plant disturbances, lack of deliveries from subcontractors or of raw materials, currency restrictions or lack of transportation. On providing written notice to Customer, IPS reserves the right to suspend performance during the occurrence of any such excusable delay.  

12 LAW AND VENUE  

12.1 These Terms and all agreements for the sale and supply of Products by IPS to Customer shall be construed in accordance with, and governed by, the laws of the Kingdom of Denmark, without regard to conflicts of law provisions. The terms and conditions set out in the United Nations Convention for the International Sale of Goods (CISG) and the Unidroit Agreement dated May 28th, 1988 are hereby expressly excluded. Unless otherwise agreed in writing, any dispute between the parties concerning Products shall be submitted to the exclusive jurisdiction of a competent court in Denmark in the first instance (without restricting any rights of appeal).