Terms & Conditions
OutaPart (“we”, “our”, “us”) provides these Terms & Conditions (“Terms”) for B2B transactions. All transactions are governed by these Terms unless otherwise agreed in writing. All inquiries, quotations, orders, and deliveries are subject to these Terms.
1. Inquiry and Quotation Process
All transactions begin with a customer inquiry. OutaPart will provide a written quotation based on the inquiry. No contract arises until the quotation is expressly accepted in writing by the Customer. We reserve the right to decline any request based on business considerations or subject to availability. Quotations are valid for 30 days unless otherwise stated.
2. Orders and Acceptance
Orders are confirmed only upon written confirmation from OutaPart. If an order is not confirmed due to failure to meet payment or credit terms, any prepayments will be refunded within a reasonable period, subject to administrative costs. Partial acceptance of orders is possible only if explicitly stated in the order confirmation.
3. Prices and Payment
All prices are exclusive of VAT, duties, customs fees, or other taxes unless explicitly stated. Payment is due within 14 days of invoice date unless otherwise agreed in writing. Late payments incur interest of 4% per month on overdue amounts, plus collection costs calculated in accordance with the Danish Interest Act. OutaPart may require prepayment for certain orders at its discretion. All prices are quoted in DKK unless otherwise agreed.
4. Delivery and Transfer of Risk
Delivery terms are specified in the quotation or order confirmation and follow Incoterms 2020. Risk of loss or damage passes to the Customer upon handover to the carrier or agreed delivery point. Delivery dates are indicative and not guaranteed; OutaPart will notify customers of significant delays and work to mitigate impacts but assumes no liability for non-guaranteed dates. OutaPart may offer shipment insurance at the Customer’s expense, which will be agreed in advance in the quotation.
5. Force Majeure
Neither party shall be liable for delays or non-performance caused by force majeure events, including but not limited to natural disasters, strikes, war, terrorism, pandemics, governmental restrictions, supply chain disruption, or supplier failure, provided prompt written notification is given within 5 days of the event. Performance may be suspended or cancelled without liability.
6. Warranty and Claims
Claims for defects must be submitted in writing. The Customer must be able to document that the defect existed at the time of delivery. Claims for latent defects must be made within 6 months of delivery if the defect could not reasonably have been discovered earlier. Claims for visible defects must be made within 14 days of delivery. OutaPart excludes defects caused by misuse, modification, or normal wear and tear. Valid claims may result in repair, replacement, or refund at OutaPart’s discretion, subject to mandatory statutory rights under Danish law. Any specific guarantees or warranties for a given order will be stated in the quotation provided to the Customer.
7. Limitation of Liability
OutaPart’s total liability is limited to direct damages caused by gross negligence or intentional misconduct. Maximum liability per order is limited to the value of the goods supplied. OutaPart is not liable for indirect, incidental, or consequential damages, including lost profits, except as required by mandatory statutory rights under Danish law.
8. Export, Import, and Compliance
The Customer is responsible for compliance with all applicable export, import, customs, and local laws and regulations, including duties, taxes, and licenses. For products subject to export control or dual-use regulations, the Customer must provide any requested declarations within a reasonable period. OutaPart will provide accurate information regarding export-controlled goods based on available knowledge at the time of quotation and shall not be liable for violations by the Customer.
9. Intellectual Property
All documentation, manuals, images, logos, and other materials provided by OutaPart or its suppliers remain the intellectual property of their respective owners. Customers may use such materials only for internal purposes, including operation, maintenance, or use of the purchased goods by the Customer or authorized personnel. OutaPart will not claim ownership of any IP provided by the Customer for the purpose of fulfilling the order.
10. Order Cancellation
Either party may cancel an order with written notice. If the Customer cancels, OutaPart may charge a fee covering actual costs incurred plus an administrative fee. OutaPart may also cancel an order without liability for either party. Cancellation fees will not exceed the actual costs incurred.
11. Governing Law and Dispute Resolution
These Terms are governed by Danish law. Any disputes shall be subject to the exclusive jurisdiction of the Danish courts in Copenhagen, unless the parties agree in writing to resolve disputes through arbitration. International customers may agree to arbitration under Danish Institute of Arbitration rules.
12. Changes to Terms
OutaPart may update these Terms from time to time. Customers will be notified of material changes via email or on our website at least 30 days prior. Orders placed before changes are governed by the Terms in effect at the time of the order.
13. Contact
For questions regarding these Terms or orders, contact:
Email: contact@outapart.com
