Suspend its performance or terminate Seller's sales quotation and/or order acknowledgement for outstanding delivery of Products, unless Buyer makes such payment for Products in a cash in advance basis or provides adequate assurance of such payment for Products to Seller; without any intervention of courts being required and without liability for Seller of whatsoever kind arising out of or in connection with such suspension or termination. In any such event all outstanding claims of Seller shall become due and payable instantly in proportion to the quantity of Products delivered to Buyer and not repossessed by Seller.
No waiver by either party of strict compliance with any of the terms and conditions of these Terms and Conditions shallconstitute a waiver of any subsequent failure of the other party to comply strictly with each and every term and condition hereof.
If any provision of these Terms and Conditions shall be deemed illegal or unenforceable, such illegality or unenforceability shall not affect the validity and enforceability of any legal and enforceable provision hereof, which shall be construed as if such illegal and unenforceable provision or provisions had not been inserted herein.
Neither Buyer nor Seller may disclose the contents of this offer or counter offer to sell Products, to any third party without the prior written consent of the other Party. Any press release, public statement, public announcement or publication by Buyer relating to the Seller’s intellectual property and/or the existence of this offer or counter offer shall be subject to Seller’s prior written approval. Seller shall be entitled at its own discretion to require that Buyer delays or refrains from any such press release, public statement, public announcement or publication.
Governing Law and Jurisdiction
These Terms and Conditions shall be governed by the laws of Denmark except for the Danish rules on choice of law. Any dispute or claim arising out of or in connection with these Terms and Conditions between Seller and Buyer, or the breach, termination or invalidity thereof shall, if not resolved informally through negotiation in good faith between the parties, be settled by arbitration in accordance with the Rules of Procedure of the Danish Institute of Arbitration (Danish Arbitration). The arbitration tribunal shall be composed of 1 arbitrator, who will be appointed by Danish Arbitration. The place of arbitration shall be Copenhagen. The language of the arbitration shall be English. Notwithstanding the foregoing, this provision shall not preclude either party from seeking temporary, provisional, or injunctive relief from any court.