(1) TERMS & DOCUMENTS
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The Terms of Sale and Delivery for Fashion Society, and its legal entity Fashion Society A/S (Corp. reg.: DK- 38898337) shall apply to all orders – and prevail over any such terms or similar terms from a customer – unless the terms are dispensed from by express written agreement. The Terms of Sale and Delivery shall be subject to changes periodically and without notice.
(2) PRACTICAL INFO
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When submitted, the order is binding. Upon Fashion Society’s written confirmation of the order, a final agreement on sale and delivery of goods has been entered into. The order is accepted subject to goods, raw materials and the like being available. If unforeseen difficulties arise or if unsatisfactory credit information about the customer is obtained after the acceptance of the order, Fashion Society will be entitled to cancel the confirmed order exempt for liability of any kind or to demand provision of a fully adequate bank guarantee. The customer's cancellation of the confirmed order can only be accepted with prior written consent from Fashion Society. In case of Fashion Society’s acceptance, the customer can be held responsible to pay up to 30 % of the order value within 8 days from the cancellation date, to cover a part of the potential cost for raw materials or a higher amount subject to the case at hand.
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The goods shall be delivered as agreed and in accordance with ICC Incoterms 2010 EXW, unlessotherwise specifically agreed and stated in the order confirmation in exceptional cases. FashionSociety may, depending on the circumstances and agreed INCOTERM, assist in arrangingdispatch of the ordered goods if this has been agreed in writing and accepted by the parties andalways on the customer's account and risk.
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The delivery date will be stated in the order confirmation (Delivery window for PS25 is November 15th - December 31 2024) Fashion Society shall be entitled to postpone the delivery time up to twenty-one (21) days and shall immediately notify the customer in writing of any such postponement. In the event of force majeure, cf., however, the provisions below, delivery may be postponed until the obstacle ceases and ordinary trading and transport become possible. If delivery has not been fulfilled within twenty-one (21) days from the stated delivery, the delivery can only be considered as being in delay if the customer has given Fashion Society a written reminder and delivery has not been performed within seven (7) days from Fashion Society’s receipt of the reminder.
Fashion Society reserves the ownership of the delivered goods until full payment is effected by the customer. All costs incurred in connection with the enforcement of the retention of title shall be paid by the customer.
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All prices of are stated in either DKK or EURO / € and are exclusive of VAT. The prices are subject to changes in customs duties, other duties and exchanges rates, and may be raised until delivery is made. Fashion Society will inform the customer of any price changes. The customer shall be free to fix his resale prices, but Fashion Society provides international recommended retail/resale prices (RRP) that are calculated on the basis of obtaining a profitable business, as well as fair prices for the customers being retail or consumer.
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Unless otherwise agreed in writing, payment from the customer to Fashion Society will be against invoice and is due for payment according to agreed payment term, and as stated on the invoice. Default interest of 2,5% per month will be charged after the due date in the event of nonpayment. Fashion Society may postpone delivery of orders or cancel orders by written notice and without incurring any liability for this if the customer is in arrears with payment for previous consignments delivered. Fashion Society reserves the right to cancel the order if payment is not made on the due date. Any financial loss that Fashion Society incurs as a result hereof shall be compensated fully by the customer.
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As settled in the following are the procedures for returns / exchanges; Fashion Society will accept exchanges upon written approval from the appointed responsible for each account – all exchanges / returns, that has not gotten written approval from the main company, Fashion Society A/S, will not be accepted and are therefore not eligible for exchange.
All exchanges must be sent with tracking to the HQ of the main company, Fashion Society A/S, with DDP delivery – if a tracking is not provided to the company, the sender is held responsible for any loss or damage of the shipment.
If a return is made, and accepted by the responsible within the main company, Fashion Society A/S, it is a term that the products accepted for return are ready to be re-sold to other side – meaning that all labels, tags etc,. must be removed before shipment to the main company, which otherwise will charge a fee for the handling of goods returned.
If a product is default and therefore a claim, it is a term, that a picture of the product in question is provided to the main company, Fashion Society A/S, who will review internally and latest give notice of acceptance of the claim within 5 working day – if this procedure is not followed, the main company, is within its rights to not accept the claim and send the product back to the partner, where shipment will be added to the partners statement of account.
All products bought for or by staff is not eligible for returns and exchanges.
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Any complaint shall be submitted in writing and must be received by Fashion Society not later than eight (8) days after delivery or - if delayed - expected delivery of the goods. In the event of non-visible damage, the complaint shall likewise be submitted not later than eight (8) days from when the defect or deficiency could have been ascertained upon careful inspection, however, not later than one (1) month after the delivery date. If a part of the order is not delivered or is delayed or if part of the order is defective or deficient, the order may only be cancelled for this part of the order.
Any complaint must be specific, documented and contain a precise specification on the contents of the complaint, and filled according to the Fashion Society claim & return handling procedures. No returns will be considered without prior written approval from Fashion Society.
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The Parties shall not be liable if the following non-exhaustive circumstances of force majeure occur and prevent or postpone the performance of the Agreement: war and mobilization, riot and civil unrest, acts of terrorism, natural disasters, strikes and lockouts, scarcity of goods, faults, defects or delay in delivery from sub-suppliers or if sub-suppliers are otherwise hit by the present circumstances, fire, lack of means of transportation, exchange control regulations, import and export restrictions, death, illness or absence of key staff members, computer viruses or any other circumstances that are beyond the Parties direct control. In such case, the Party shall be entitled to postpone fulfillment of the obligation until the obstacle has ceased or, alternatively, to cancel the Agreement in full or in part without incurring any liability for this, if the obstacle causes fulfillment to be postponed for more than six (6) months.
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Fashion Society shall, to the extent permitted by applicable laws, and in respect of any legal basis for the claim, including product liability, not be responsible for any product liability or for any direct or indirect business interruption loss, consequential loss, loss of profit, or any other loss whatsoever. In any event of material or immaterial defects (infringements) and delays, the maximum liability shall be equal to repayment by Fashion Society to the customer of the payment made for the delayed or defective part of the order.
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This Agreement shall be governed by and construed in accordance with Danish law, disregarding the Danish choice of law rules to the extent that such rules would otherwise lead to the application of any other law than Danish law. The Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
(a) If the customer is not established in Norway or within a member state of the EU. Any dispute arising out of or in connection with this contract, including any disputes regarding the existence, validity or termination thereof, shall be settled by arbitration arranged by the Danish Institute of Arbitration in accordance with the rules of arbitration procedure adopted by the Danish Institute of Arbitration and in force at the time when such proceedings are commenced. The Court of Arbitration shall have its seat in Denmark, and the language to be used in the proceedings shall be Danish.
(b) If the customer is established in Norway or within a member state of the EU. Any dispute, controversy, or claim arising out of or in relation to this Agreement, or the breach, termination, or invalidity thereof, which cannot be settled amicably between the Parties, shall be brought before a Danish District Court applicable to Fashion Society’s head office. Even if Fashion Society has initiated a court action against the customer, Fashion Society may at any stage decide to settle any dispute by arbitration arranged by the Danish Institute of Arbitration in accordance with the rules of arbitration procedure adopted by the Danish Institute of Arbitration and in force at the time when such proceedings are commenced. The Court of Arbitration shall have its seat in Copenhagen and the language to be used in the proceedings shall be Danish. The proceedings and the award shall be confidential without time limit. It is agreed that no appeal on any question of law otherwise may be made to any court.
Irrespective of the above mentioned in Article 9, and in the event debt collection by the Fashion Society is required, Fashion Society may at its own discretion decide to recover the debt at the customer's venue in accordance with the applicable law in the relevant country.