These conditions apply to all of Npvision Group A/S’s deliveries and services, where Npvision Group
A/S (Npvision Group) provides IT infrastructure, carries out data deletion or purchases the Customer’s
used IT equipment.
2) Customer agreements and orders
A binding agreement has been entered into between Npvision Group and a party to the agreement
(The Customer), once one of the parties has received a written order confirmation, or has received
confirmation of a deal in another manner.
Npvision Group reserves the right to freely use subcontractors, cooperative partners and external
To the extent the Customer has received information about products or services that are produced or
provided by subcontractors, Npvision Group will not be liable for the information contained herein.
4) Third-Party Deleveries
For third-party deliveries, special terms and conditions may apply. In the event of conflict between
Npvision Group’s General Business Conditions and the conditions of any third-party deliveries, the
conditions for third-party deliveries will have precedence, in every respect, over the provisions in
these General Business Conditions for Npvision Group. This particularly applies to the limitation of
right of use, liability for compensation, termination and price regulation.
5) Prices and payment
All prices are quoted in DKK excl. VAT, unless otherwise stated in the parties’ agreement.
Npvision Group deliveries are generally exclusive of transportation costs to or from Npvision Group’s
warehouse. The customer must pay the shipping fee to the carrier, and any freight costs quoted are
not binding on Npvision Group.
Deliveries are considered delivered when the Customer has been notified. The delivery is then the
Customer’s responsibility and charged to their account with Npvision Group.
Deliveries which are to be delivered to Npvision Group are considered delivered once receipt is
confirmed by Npvision Group.
If Npvision Group incurs costs caused as a result of waiting times for unloading or loading, then
Npvision Group can demand these costs be covered by the Customer.
Npvision Group will charge for any additional expenses incurred in connection with services or
deliveries, including expenses or fees for third-party software.
Npvision Group reserves the right to adjust its prices and any hourly rates annually. Npvision Group
reserves the right to make price adjustments as a result of fees or changes in prices of any subsuppliers
or cooperative partners.
Payment for services is due 7 days from the invoice date. In case of late payment, Npvision Group
can, without formal notice, demand 2% interest per month on the outstanding amount, plus a late
fee, in accordance with the provisions of the Danish Interest Act.
6) Breach of contract
Delivery will be regarded as complete, once Npvision Group has made the delivery available to the
Should Npvision Group receive a delivery, the delivery will be regarded as complete once the delivery
is available at Npvision Group’s warehouse.
Once delivery has been made, the Customer must qualitatively and quantitatively inspect the quality
of the delivery to ensure it meets the quality agreed.
The customer is obliged to inform Npvision Group immediately of any discrepancies (complaints)
immediately after the customer has become aware of them. All complaints must be in writing.
If the Customer does not provide Npvision Group with written notice as stated above, then the
Customer will lose the right to claim breach of contract.
The Customer’s right to remedies in the event of defects is valid for a maximum of 12 months after
delivery. The parties agree that Section 54 of the Danish Sale of Goods Act is hereby waived.
Npvision Group is, at all times, entitled to make unpaid repairs or make a redelivery after having
received a written complaint.
In the event of significant defects or deficiencies, Npvision Group may choose not to improve the
delivery through repair or replacement, but instead opt to make a proportionate reduction in price.
7) Retention of ownership
Deliveries are sold with RETENTION OF OWNERSHIP and remain the property of Npvision Group until
the Customer has paid the purchase price in full plus interest and costs, as well as any costs related to
the order that the Supplier may have incurred on behalf of the Customer.
Npvision Group is only obligated to compensate losses that are a direct result of a documented,
significant defect in a delivery or other documented substantial breach of the contract by Npvision
Npvision Group’s obligation to pay compensation solely includes the Customer’s direct losses, whereas
indirect losses and consequential damages, including but not limited to operating losses, increased
operating costs, lost savings, loss of goodwill, loss of profits, loss of assets or costs associated with
loss of data will not be compensated.
Npvision Group is not obligated to compensate losses if the delay or defect, in the event of a delivery,
is due to circumstances that Npvision Group is not responsible for. Npvision Group is also not liable in
the event that the breach is due to a delay or lack of deliveries by third-party suppliers, which are not
subject to Npvision Group’s instructions.
Npvision Group’s total obligation to compensate losses may not, under any circumstances, exceed the
invoice amount for the relevant service provided, or DKK 500,000.00 if the invoice for the service in
question is higher than this amount.
With respect to preceptive Danish legislation, the above stated limitations shall also apply to Npvision
Group for any product liability.
9) Force majeure
Pursuant to the agreement, Npvision Group’s obligations may be postponed in the event of force
majeure, which is understood as conditions outside of Npvision Group’s control, including, but not
limited to, war, riots, terrorism, uprisings, strikes, fire, natural disasters, currency restrictions,
import or export restrictions, interruption of normal transport, interruption or failure of the power
supply, public computer systems and communication systems, viruses, cyber terrorism, hacker attacks
and cases of force majeure incurred by subcontractors, which the Parties at the time the agreement
was entered into, should not have taken into account.
Conditions concerning Npvision Group’s subcontractors which result in Npvision Group being unable to
fulfil its obligations toward the Customer, and which cannot be overcome without excessive cost to
Npvision Group, shall also be regarded as force majeure.
Npvision Group’s employees observe unconditional confidentiality with respect to information
concerning the Customer, and are obligated to, in a relevant scope, support sub-suppliers and others
assisting Npvision Group with the delivery or similar obligations with respect to the services.
The Customer has similar obligations with regard to information about the services or suppliers,
including details of the contractual relationship, sub-suppliers, prices, or similar.
11) Personal data
To the extent that Npvision Group is entrusted with the processing of personal data on behalf of the
Customer, the Customer must inform Npvision Group accordingly in writing and Npvision Group’s
standard data processing conditions shall apply.
12) Disputes and jurisdiction
The agreement is subject to Danish law.
If the parties are unable to reach a solution through ordinary negotiation, the parties shall attempt to
resolve the dispute via mediation through a mediator who will be appointed jointly by the parties.
If mediation is concluded without the dispute being resolved, then a final decision will be made
regarding the dispute via arbitration as per the provisions in Section 12.
Disputes shall be settled via arbitration as per the “Rules of Arbitration Procedure of the Danish
Institute of Arbitration”.
The arbitral tribunal is appointed by the Danish Institute of Arbitration in accordance with the “Rules
of Arbitration Procedure of the Danish Institute of Arbitration”. When the dispute is to be decided by
three arbitrators, then the complainant can, in its statement, present proposals for resolution to its
arbitrator. The respondent may, in its reply, make suggestions for resolution to its arbitrator. The
third arbitrator, who will be the chairman of the arbitration tribunal, and will be appointed jointly by
the parties, will be proposed by the Danish Institute of Arbitration, unless the parties jointly propose
a chairman before the end of the deadline for receiving the respondent’s response.
The place of the arbitral tribunal is Aarhus municipality, where Npvision Group is registered.