Terms and Conditions of Sale and Delivery
Summary
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Prices in DKK or EUR excluding VAT.
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Payment: Net 14 days by invoice (default interest of 1.5% per commenced month; reminder fee of DKK 100 / approx. 13.50 euros).
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Delivery: GLS Business. Shipping costs are calculated according to weight.
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Claims: Visible defects, quantity discrepancies and transport damage must be reported no later than 5 business days after receipt. Hidden defects must be reported without undue delay after they are or should have been discovered, and no later than 2 years after delivery.
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Returns: Prior return authorisation is required.
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Governing law: Danish law; disputes are subject to the jurisdiction of the courts at the Seller’s registered office.
Seller (company details)
House of Needlework ApS
Vandmanden 12B
9200 Aalborg SV
Denmark
Danish company registration no. (CVR): 45404366
Telephone: +45 81 65 57 81
Email: info@houseofneedlework.com
Email for invoicing enquiries: faktura@houseofneedlework.com
1. Scope and Parties
1.1. These terms and conditions of sale and delivery (the “Terms”) apply to all agreements concerning the sale and delivery of embroidery accessories, materials and kits (the “Goods”) from House of Needlework ApS (the “Seller”) to business customers (the “Buyer”).
1.2. Any deviations from these Terms shall only be valid if accepted by the Seller in writing.
2. Quotations, Orders and Order Confirmation
2.1. Quotations are valid for 30 days, unless otherwise stated.
2.2. An agreement is not concluded until the Seller has confirmed the order in writing (the “Order Confirmation”).
2.3. Minimum order quantities and pack sizes may apply to selected Goods. Special orders (e.g. special colours, cut-to-length materials or kits assembled on request) may require advance payment and cannot be cancelled.
2.4. Backorders and out-of-stock Goods
Goods that are temporarily out of stock may be ordered on backorder. As a general rule, backordered Goods will be delivered and invoiced together with the Buyer’s next order, unless otherwise agreed.
A backorder will remain registered until the Goods can be supplied, the backorder is cancelled by written agreement between the Buyer and the Seller, or the Seller informs the Buyer that the Goods have been discontinued or can no longer be supplied.
Any stated delivery times for backorders are indicative only. If Goods are discontinued or cannot be obtained, the Seller may cancel the relevant backorder without further liability. Any advance payment relating to the cancelled Goods will be refunded.
Customised Goods and cut-to-length materials remain subject to the cancellation and return provisions in clauses 2.3 and 7.
3. Product Specifications and Samples
3.1. Colour shades, dye lots and material textures may vary slightly. Such minor variations shall not be considered defects.
3.2. The Buyer is responsible for ensuring that the Goods are suitable for their intended purpose. Samples and collection cards are for guidance only.
3.3. Product Images and Use of Artificial Intelligence
Product images, lifestyle images and other visual materials are for illustrative purposes. Artificial intelligence (AI) may have been used in certain images to generate or modify, for example, surroundings, backgrounds, arrangements or the visual presentation of the product.
The Seller endeavours to represent the Goods as accurately as possible. However, minor differences may occur between the visual material and the actual Goods, including as a result of screen settings, photography, image processing or the use of AI.
The stated product specifications, dimensions, materials and other product information shall apply to the purchase, subject to the natural variations described in clause 3.1. Minor visual differences that do not alter the essential characteristics of the Goods shall not be considered defects.
4. Prices and Payment
4.1. All prices are stated and invoiced in DKK or EUR depending on the selected currency, relevant market or specific agreement. All prices exclude VAT, duties, customs charges, packaging and shipping unless otherwise stated.
4.2. For orders that have already been confirmed, the Seller may only adjust the price in the event of extraordinary and documented increases in purchasing, shipping, customs or duty costs arising after the Order Confirmation and before delivery. Any adjustment must be proportionate to the documented increase in costs and must be communicated to the Buyer before delivery.
4.3. Payment terms: Net 14 days from the invoice date, unless otherwise agreed. Late payment will incur default interest of 1.5% per commenced month (as agreed pursuant to the Danish Interest Act). A reminder fee of DKK 100 per reminder may be charged, subject to a maximum of 3 reminders per claim and with at least 10 days between reminders. In addition, the Seller may charge a fixed compensation fee of DKK 310 for late payment in business-to-business transactions. The Seller may require advance payment or a guarantee.
4.4. Retention of Title
To the extent that retention of title may validly be enforced under applicable law, title to the delivered Goods shall remain with the Seller until the purchase price for the relevant Goods and any associated costs have been paid in full.
5. Delivery, Transfer of Risk and Delay
5.1. Goods are dispatched from the Seller’s warehouse in Denmark unless otherwise agreed in writing. Shipping is at the Buyer’s expense and risk. Shipping costs are calculated after the order has been placed and depend on the weight and destination of the shipment. As a general rule, all orders are shipped using GLS Business unless otherwise agreed.
5.2. Any stated delivery times are indicative only. The Seller will inform the Buyer of any expected delay. A delay does not entitle the Buyer to compensation unless the delay is caused by gross negligence.
5.3. Partial deliveries may be made and invoiced separately.
5.4. Incorrect address/redirection: If an incorrect or incomplete delivery address has been provided, an administration fee of DKK 75 may be charged in addition to any shipping costs charged by the carrier.
5.5. International Deliveries, Customs and Import
For deliveries outside Denmark, the Buyer is responsible for any customs clearance, import VAT, customs duties, local taxes and other costs imposed in connection with the import or receipt of the Goods, unless otherwise agreed in writing.
The Buyer is also responsible for complying with any requirements and obligations applicable to the Buyer in its capacity as importer, distributor or retailer in the market in which the Goods are imported or resold.
Delays resulting from customs clearance, inspections by public authorities or other circumstances beyond the Seller’s reasonable control shall not be considered delays on the part of the Seller.
6. Inspection and Claims
6.1. The Buyer must carry out a thorough inspection of the Goods immediately upon receipt.
6.2. Visible defects, quantity discrepancies and transport damage must be reported in writing no later than 5 business days after receipt and must be documented (e.g. with photographs).
6.3. Hidden defects must be reported in writing without undue delay after they are or should have been discovered, and no later than 2 years after delivery.
6.4. In the event of a timely and justified claim, the Seller may, at its own discretion, remedy the defect, replace the Goods or provide a proportionate price reduction or credit. Goods may not be returned without prior agreement and return authorisation (RMA).
6.5. Packing Errors and Claims from End Customers
Claims from the Buyer’s end customers concerning defects, packing errors or missing components must be handled by the Buyer. As a general rule, the Seller does not handle such claims directly with the Buyer’s end customer.
In the event of a timely and justified claim, the Seller will send any missing or correct components, materials or replacement Goods to the Buyer. The Buyer shall then be responsible for any further handling, customer communication and, where applicable, forwarding the items to the end customer.
This provision does not limit any liability or rights that cannot be excluded or restricted under applicable law.
7. Right of Return (B2B) and Returns
7.1. The Seller voluntarily offers a 14-day right of return from the date of receipt for standard Goods. This right is offered voluntarily by the Seller (the statutory right of withdrawal under the Danish Consumer Contracts Act does not apply to B2B transactions) and is conditional upon the Goods being returned unused, in their original, undamaged and saleable packaging.
7.2. Goods may only be returned following prior written agreement and the issue of an RMA number. Unauthorised returns may be refused.
7.3. Exceptions: Customised orders (e.g. special colours and specially cut lengths of fabric), opened/used kits and discontinued Goods are not returnable.
7.4. Returns are made at the Buyer’s expense and risk. Credit will be issued following receipt and inspection. The Seller may deduct reasonable costs relating to any reduction in value.
7.5. Cancellation After Order Confirmation
An order for standard Goods may only be cancelled before dispatch by written agreement with the Seller. If the Seller has already incurred documented costs for processing, packing or otherwise preparing the order, the Seller may make cancellation conditional upon the Buyer paying these costs.
After dispatch, standard Goods are handled in accordance with the return provisions set out in clauses 7.1–7.4.
Customised orders, specially cut lengths of fabric and other Goods covered by clauses 2.3 and 7.6 cannot be cancelled after the Order Confirmation.
7.6. Cut-to-Length Materials – No Right of Return
Materials sold by length are cut to the Buyer’s specified measurements and are therefore considered customised Goods. No right of return or cancellation applies to cut-to-length materials, regardless of whether they are ordered as a standard order or a backorder. This also applies in cases of incorrect ordering, excess material or colour variations within normal tolerances.
8. Warranty, Liability and Limitations
8.1. The Seller’s liability for defects is governed by the Danish Sale of Goods Act as applicable to business-to-business transactions, subject to the limitations set out below.
8.2. The Seller shall not be liable for indirect losses, including loss of operations, loss of profit, loss of data or consequential loss.
8.3. Unless otherwise required by mandatory law, the Seller’s total liability for claims relating to a delivery shall be limited to the net amount paid by the Buyer for the part of the delivery to which the claim relates.
8.4. The limitations in clauses 8.2 and 8.3 shall not apply to the extent that liability cannot lawfully be excluded or limited under applicable law.
Product liability shall be governed by the mandatory product liability rules applicable from time to time.
9. Intellectual Property Rights and Designs
9.1. Patterns, designs, images, texts and kits (including their composition and instructions) are protected by intellectual property rights. No rights are transferred to the Buyer other than those necessary for the resale or use of the Goods.
9.2. The Buyer may not copy or distribute patterns, instructions or kit contents without the Seller’s prior written consent.
9.3. Use of the Seller’s Marketing Materials
The Buyer is granted a non-exclusive and non-transferable right to use the product images, product descriptions and other marketing materials made available by the Seller for the purpose of marketing and reselling the relevant Goods.
The materials may be used, among other things, on the Buyer’s webshop, social media, in advertisements and in other sales materials.
The materials may not be modified or used in a manner that gives a false or misleading impression of the Goods, infringes the intellectual property rights of the Seller or any third party, or removes relevant copyright, designer or manufacturer information.
This right does not include the copying, reproduction or distribution of embroidery patterns, instructions or other protected content contained in kits unless the Seller has separately granted written permission to do so.
10. Compliance and Labelling
10.1. Goods are supplied in accordance with applicable Danish legislation and relevant EU law. The Seller is not responsible for ensuring that the Goods comply with specific national requirements outside Denmark unless otherwise required by mandatory law or agreed in writing.
10.2. The Buyer is responsible for complying with the obligations applicable to the Buyer under relevant product safety, labelling and marketing legislation in its capacity as distributor, importer or retailer.
The Buyer may not remove, conceal or alter safety information, traceability information, manufacturer or importer information, item numbers, batch information, instructions or other legally required labelling supplied with the Goods.
10.3. If the Buyer becomes aware of, or has reasonable grounds to suspect, that any Goods are dangerous, do not comply with applicable safety requirements or have been involved in a serious safety incident, the Seller must be informed without undue delay.
The Buyer must, to the extent necessary, cooperate with the Seller and relevant authorities regarding corrective measures, including suspension of sales, withdrawal or recall of Goods.
11. Data Protection (B2B)
11.1. To the extent that personal data is processed (e.g. details of contact persons), such processing shall take place in accordance with applicable data protection legislation. A data processing agreement shall be entered into if the Seller processes personal data on behalf of the Buyer.
12. Force Majeure
12.1. The Seller shall not be liable for failure or delay in performing its obligations as a result of circumstances beyond the Seller’s reasonable control, including, for example, war, strikes, lockouts, epidemics/pandemics, fire, natural disasters, supplier failure, shortages of energy or raw materials, import/export restrictions and IT system failures. The time for performance shall be suspended for the duration of the force majeure event.
13. Assignment
13.1. The Seller may assign its rights and obligations to affiliated companies. The Buyer may not assign its rights or obligations without the Seller’s written consent.
14. Governing Law and Jurisdiction
14.1. The agreement shall be governed by Danish law, without regard to Danish conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
14.2. Any dispute shall be settled by the courts having jurisdiction at the Seller’s registered office in Denmark.
Effective from: 1 January 2026
Last updated: 7 September 2026