2020 General Dealer Sales Terms
These general sales terms shall govern all sales and deliveries of bikes and accessories ("Products") between Butchers & Bicycles ("Butchers & Bicycles") and the dealer ("Dealer") (individually the "Party" and collectively the "Parties"). Any deviation from these general sales terms shall be subject to written agreement between the Parties. Any general terms of purchase on the part of the Dealer shall not be recognized unless approved in writing by Butchers & Bicycles.
Order and confirmation
All orders for Products must be placed in writing via email or submitted online on a designated platform provided by Butchers & Bicycles. The order becomes binding for both Parties upon receipt of an order confirmation from Butchers & Bicycles. The Dealer may not cancel any order without Butchers & Bicycles agrees in writing.
Unless otherwise agreed, the invoice must be paid to Butchers & Bicycles 5 working days prior to the confirmed expected shipment date in order for Butchers & Bicycles to be able to ship the order with no delay in process.
If payment has been registered minimum 5 days prior to the confirmed shipment date, the shipment will be released at the confirmed shipment date (or earlier, if possible). If payment has not been registered minimum 5 working days prior to the confirmed shipment date, the booking of the shipment will be postponed until the full payment has been registered. In the event of the Dealer's payment being delayed more than 2 weeks, Butchers & Bicycles is entitled to cancel the agreement between the Parties and claim damages for any loss suffered by Butchers & Bicycles.
Only bank transfers are accepted unless otherwise agreed. The payment must be made to Butchers & Bicycles' bank account printed on Butchers & Bicycles' invoices or as otherwise communicated in writing. The Dealer is only discharged from its payment obligation when payment is received on Butchers & Bicycles' bank account.
The agreed terms of delivery are EXW (Incoterms® 2020). Butchers & Bicycles offers to arrange freight on behalf of the Dealer subject to separate charge. Notwithstanding such services, the delivery term remains EXW (Incoterms® 2020).
Butchers & Bicycles must deliver the Products at the time and in the quantity set out in the order confirmation. Butchers & Bicycles must give notice to the Dealer of any delay or expected delay in a delivery and stating a date on which Butchers & Bicycles expects the delayed delivery to be made. Delay with delivery shall be deemed immaterial unless it is accepted in writing by Butchers & Bicycles that a delay is deemed material or Butchers & Bicycles is still unable to supply the Products agreed after a substantial delay has occurred defined as 14 days after the Dealer's written request setting a final delivery date. Only in the event of a material delay according to the above, the Dealer is entitled to remedies against Butchers & Bicycles of either renegotiation or cancellation of the agreement between the Parties. Other than cancellation, the Dealer has no claims against Butchers & Bicycles because of delays. Butchers & Bicycles is entitled to postpone the delivery of the Products to the Dealer if Butchers & Bicycles' subcontractor is late in delivering parts to Butchers & Bicycles.
Butchers & Bicycles shall be entitled to deliver orders for multiple bicycles in instalments.
If the delivered Products show any signs of damage upon arrival, this must be noted on the freight receipt before signing for the receipt. Photos and a warranty report describing the extent of the damage must be submitted to Butchers & Bicycles within 2 business days after receipt of the Product by email to firstname.lastname@example.org . If the Dealer fails to meet these requirements, Butchers & Bicycles will reject the claim. The dealer is required to accept receipt of Products for further inspection in case of presumed transportation damages in order for Butchers & Bicycles to process a claim.
To become an authorized dealer of Butchers & Bicycles, it is a requirement that the Dealer purchases one demonstration bike per shop and keeps it available for the customers to try at all times in the store and minimum one stock bike. The Dealer is offered to purchase one demo bike per shop per year. This model needs to be presented as new i.e. with no damages and cleaned in order to impress the customer and to inspire for buying.
In order to assist Butchers & Bicycles in the event of a recall of Products sold by the Dealer, the Dealer shall maintain a complete and current listing of the locations of all Products in the Dealer’s inventory and the contact details of customers who have purchased Products from the Dealer together with the dates of such purchases and Product frame numbers. The Dealer must at its own cost assist Butchers & Bicycles in tracking customers and convey information to the customers regarding recalls or other safety related matters. In addition, the Dealer must at its own cost exchange parts, install upgrades etc. supplied by Butchers & Bicycles in connection with such recalls. Any costs incurred in connection with processing recall in relation to customers, such as, but not limited to shipping (to and from customer), administrative and labor costs, shall be borne by the Dealer.
Liability for defects
Butchers & Bicycles shall by repair or replacement at Butchers & Bicycles' unrestricted option remedy any defects due to faulty materials or workmanship exclusive damages due to wear and tear, neglect (insufficient maintenance), jumping, overloading or amateur assembly or modifications (additions to or alterations of existing components). Damages caused by competitive racing, jumping or other types of overstressing are not covered.
Statutory liability: The statutory warranty period for the Products are two years starting from the date Butchers & Bicycles deliver the product. Although we adhere to the freedom from defects of all components for two years, some components are subject to wear due to their function and must be replaced when their wear limit is reached. Essentially this includes all components of the drivetrain (chain, pinions, chainwheel, belt), the gear cables, the brake pads and rims, the tires, tubes and the rubber grips. These wearing parts are not covered by the statutory liability for defects. Furthermore, the battery (battery cells) is also subject to wear; in this case special operating and maintenance instructions must be observed.The duration of this warranty shall not be extended due to repair or replacement of the Product or any part thereof.
The Dealer’s entitlement to remedies require that the Dealer informs Butchers & Bicycles of the defects without undue delay and makes the defective Product available to Butchers & Bicycles. The information to Butchers & Bicycles must include the following information: Model, frame number, order number, a detailed written description of the material defect, photographs and/or video recordings illustrating the defect. Claims must be placed in writing to email@example.com or submitted online on a designated platform provided by Butchers & Bicycles.
Upon receipt of adequate information, Butchers & Bicycles will determine if the Product is deemed defective or if the Product/part must be shipped to Butchers & Bicycles for further examination. The Dealer must pay shipping cost for the defective Product/part.
Butchers & Bicycles will cover the cost of shipping of replacements to the Dealer, if the Product is deemed defective by Butchers & Bicycles. The right to claim repair or replacement as determined by Butchers & Bicycles is the Dealer's solely remedy in the event of defects. Defective parts which can be easily replaced with a new part delivered from Butchers & Bicycles, must be replaced by the Dealer at the Dealers own cost.
The Dealer is always the point of contact to the customers in relation to warranty claims and services, and all customer claims and services should be handled directly between the customer and the Dealer.
Any costs incurred in connection with processing warranty claims in relation to customers, such as, but not limited to shipping (to and from customer), administrative and labor costs, shall be borne by the Dealer.
Interaction with Key Suppliers
Butchers & Bicycles uses a number for key suppliers which delivers material parts and components to the Product including Bosch, Enviolo, ABUS, SRAM, Gates, Supernova (“Key Suppliers”). Butchers & Bicycles require the Dealer to become a certified service dealer/retailer and annually take part in required service training, including without limitation Bosch eBike specialist dealer training and Enviolo Retailer Training. The Dealer must carry all costs involved with participation in such training.
All service and warranty issues involving the Key Suppliers’ parts or components must be handled directly between the Dealer and the Key Suppliers according to such programs put in place by the Key Suppliers. Butchers & Bicycles can additionally direct the Dealer to handle service and warranty issues directly with other service partners.
Liability for damages
Unless otherwise is stated in the General Dealer Sales Terms, the Parties are liable for damages in accordance with the general rules of Danish law. Neither Party is, however, liable to the other Party for any claims for any consequential or indirect loss, including, but not limited to, loss of profits or business interruption arising from or relating to any breach of these general sales terms. The liability of Butchers & Bicycles can never exceed the sum of the purchase price for the Products delivered to the Dealer in the last 6 months' period prior to incident causing the claim for damages.
Butchers & Bicycles is liable for damage or injury caused by a defective Product according to the general rules of Danish law and disclaims its liability to the furthest extent possible in relation to product liability. Butchers & Bicycles is not liable for any damage occurred as a result of the Dealer's fault or negligence or for any damage of which the risk hereof has increased due to the acts or omissions of the Dealer. The Dealer shall take out and maintain at all times public and product liability insurances including insurance against injury and death to persons arising out of or in connection with the use of the Products.
Neither Butchers & Bicycles nor the Dealer will be liable in any way for failure or delay in performing its obligations when such failure or delay is due to force majeure or an act of God or any other cause that was unforeseeable at the time of entered into these general sales terms and that is beyond the Parties’ reasonable control.
Governing law and disputes
The validity and interpretation of these general sales terms are governed by and will be interpreted in accordance with Danish law. Any dispute between the Parties will be settled by the Copenhagen City Court. Irrespective of the before-mentioned venue, Butchers & Bicycles shall in its discretion be entitled to bring monetary claims against the Dealer before the Dealer's home court.
Exporter of the products covered by this document, declares that the commodities, unless otherwise clearly indicated, has preferential origin in Denmark. All goods and services remain property of Butchers & Bicycles, until full payment has been received.