A framework agreement is offered with one supplier for the purchase of pipes in connection with a number of conversion projects, as well as renovation of existing pipe systems within Aabybro District Heating's area. The framework agreement will contain all expected pipes and components that can be used in connection with the conversion projects and replacement of old pipe systems.

Pipes, components and fittings must be supplied according to EN13941-1-2 or equivalent. Pex pipes must be approved for district heating water with an operating temperature of 90°C. Pipes must be in series 2.

The Framework Agreement concerns the delivery to the Buyer of the Services specified in the Framework Agreement and its appendices. The Framework Agreement does not imply a specific, final obligation for the Buyer to purchase certain quantities or values at specific times, but gives the Buyer the right, on a case-by-case basis, as a specific need arises, to make purchases of Services under the Framework Agreement. This means that the quantities and values specified in the Framework Agreement and the tender material relating to expected consumption under the Framework Agreement are to be regarded as indicative only, as the actual operating situation may give rise to changes.

This is not an exclusive framework agreement. The Buyer is thus entitled to purchase similar Services from other suppliers in accordance with the rules of procurement law, including by putting such services out to tender.

The framework agreement enters into force on 19 June 2023 and is valid until 19 June 2027. Any Order Form submitted under the Framework Agreement is subject to the provisions of the Framework Agreement, including in relation to any breach by the Supplier, regardless of the fact that delivery will not take place until after the Framework Agreement period has expired.

The framework agreement may be terminated by the buyer with 6 months' notice and by the supplier with 12 months' notice to the 1st of a month, but in such a case only with effect from and including 24 months after the start of the agreement period.

Delivery must be made in accordance with the Order Form received. The Supplier is obliged to deliver within the deadline stated in the Order Form. If nothing else is stated in the Order Form, delivery must be made as DDP, Incoterms 2020.

The parties are liable for damages in accordance with the general rules of Danish law subject to the limitations resulting from the Framework Agreement in general. The parties shall not be liable for consequential or other indirect losses. The supplier's product liability follows the Product Liability Act and the general rules of Danish law in general. In the event of property damage, compensation is limited to the value of the specific orders awarded per damage event. This applies to both parties. However, the above limitations only apply if the loss is not attributable to gross negligence or intentional acts of the tortious Party. The Supplier is also obliged, without limitation, to indemnify the Buyer for any claim, including legal costs, which may be brought against the Buyer by a third party and which is caused by defects in the delivery, product damage or the Supplier's tortious conduct. The Buyer may not, without the involvement of the Supplier, enter into a settlement with third parties regarding such claims.

If a claim is made against the Buyer based on circumstances relating to the delivery, the Supplier is obliged at the same time to be sued in the court that deals with the claim raised against the Buyer.

The limitation of liability under this clause applies only to the extent not otherwise stated in the Framework Agreement.

Prices are fixed for 6 months from entry into force and then adjustment every 6 months. Price regulation is divided into the following indices: 40% Price index for domestic supply of goods by unit, commodity group and time. Imported iron and steel, 40% Price index of domestic supply of goods by unit, market, industry, main groups and time. Plastic in unwrought form. 5% Implicit wage index for companies and organizations by industry, time and seasonal adjustment. CH Metal industry. 15% Producer price index for goods by unit, market, industry, main groups and time. S5 Manufacture of energy products and energy supply.

If the Supplier fails to deliver on time, there will be a delay. This applies regardless of whether it is the entire Service that is delayed, or just part of it. A defect exists if it does not meet the requirements specified in the Framework Agreement/Order Form, or if the Service does not correspond to what the Buyer could legitimately expect.