Applicability

These general terms and conditions of delivery shall apply unless otherwise agreed. Deviations from these general terms and conditions of delivery must be agreed in writing to become valid. Written agreements may also include electronic formats.

In the event of a dispute between different language versions of these general delivery terms, the Swedish version shall take precedence.

Validity of the offer

All offers made by the supplier are non-binding. A binding agreement for delivery only arises once a written order confirmation has been provided by the supplier.

Order

Cancellation or modification of an order is only possible with the supplier’s written consent.

Delivery time

a)
Delivery is considered to have occurred on time if the goods have either been dispatched from the supplier or reported ready for dispatch or inspection within the delivery period. If the customer has not fulfilled their obligations on time or has otherwise delayed the execution of the work, the supplier is entitled to extend the delivery time by a period determined by the circumstances, unless the supplier prefers to exercise their right to rescind the contract.

b)
Delayed delivery entitles the purchaser to compensation only if a specific written agreement has been made in this regard.

c)
If, due to force majeure, the performance of the delivery is hindered, complicated, or delayed, the supplier is free from all responsibility and reserves the right to either fully or partially annul the agreement or to postpone the delivery for a period determined by the circumstances, in addition to the delivery time specified in the agreement.
The following circumstances shall among other things constitute force majeure: industrial disputes, military call-up and every other difficulty in obtaining labor, war, blockade, obstructions, political disorder, pandemics; state interference of various kinds such as confiscation, export and import bans, refused licenses from various government authorities; fire, shortage of water, flooding and other natural events; machine damage or other disruptions in manufacturing; lack of means of transport or traffic disruption at railways, docksides or other traffic institutions, delayed ships or other means of transportations; discards during manufacturing that could not have reasonably been foreseen; non-delivery, faulty delivery or delayed delivery of semi-finished products, raw materials, power etc. or other circumstances, regardless of what kind, over which the supplier has no control and which affect the opportunity to fulfill delivery obligations.

d)
If the purchaser fails to accept ready-for-delivery goods on the specified day, he shall, irrespective of this, be obligated to make any payment that was contingent on delivery, as if the goods in question had been delivered. 

Storage

The supplier undertakes to provide storage for the purchaser’s goods, if agreed upon, for a period of up to 12 months. An agreement on the storage period is only valid if it is stated in the order confirmation. The supplier reserves the right to ship the goods to the purchaser and invoice the purchaser for the costs incurred in the event that the agreed storage period is exceeded.

Payment

a)
The delivered goods shall be paid for by the buyer to the extent that the delivery takes place. Payment shall be made in the time and manner specified in the agreement between the parties. If there is no provision regarding this, payment shall be made within 30 days from the invoice date.

b) If, before delivery, there is reasonable cause to believe that the buyer will not be able to fulfill their payment obligation, the supplier has the right to request that security be provided or that advance payment be made. If security or advance payment, which can be approved by the supplier, is not provided, the supplier is entitled to terminate the agreement even if the breach of contract is not of significant importance. The delivered goods remain the property of the supplier until full payment has been made. Acceptance or other commitments are not considered payment until full redemption has occurred.

c)
In the event of payment after the due date, the supplier is entitled to late payment interest of 8 % in addition to the applicable reference rate established by the Swedish Riksbank.

d)
The buyer is responsible for any costs incurred by the supplier in the collection of overdue debts.

Liability

Unless otherwise agreed upon, the responsibility for the goods shall transfer to the buyer according to the agreed Incoterm stated in the order confirmation.

Quantity of the Delivery

The supplier reserves the right to deliver more or less than the agreed quantity by up to 10 %.

Prices

Confirmed prices are subject to reservation for currency fluctuations, changes in raw material prices, tax changes, and changes in public fees. If there are changes in exchange rates, raw material prices, taxes, and public fees occurring after the date of the quotation or the concluded agreement, the supplier has the right to adjust the price accordingly at the time of delivery.

Packaging

Packaging beyond standard will be charged at cost price.

Insurance

The supplier will arrange insurance on behalf of the purchaser only if this has been specifically agreed upon.

Claims

Should the delivered goods prove to be defective, for which the supplier is responsible, the supplier is obliged to, within a reasonable time considering the circumstances, at no cost to the purchaser, either take back, replace, repair, or rework the claimed goods, provided that the purchaser notifies the supplier in writing of the defect within 20 days of receiving the delivery receipt. In the case of a claim, the purchaser must present any claims they may have and specify the grounds for these. Otherwise, the claim will be deemed invalid and the purchaser will lose all rights to action. 

The supplier has no obligation in excess to the circumstances stated above, due to the defect, to pay compensation or damages for any direct or indirect losses that may occur for the purchaser.

Dispute

Any dispute controversy or claim arising out of or in connection with this contract or any legal relationship derived therefrom, which cannot be resolved through negotiation between the parties, where the amount in dispute does not clearly exceed 1 000 000 (one million) SEK excluding VAT shall be settled by a general court with Helsingborg District Court as the court of first instance. In all other cases, the dispute shall be resolved through arbitration administered by the SCC Arbitration Institute (the “SCC”).

The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators.
The seat of arbitration shall be Helsingborg.
The language to be used in the arbitral proceedings shall be Swedish.

Regardless of what is stipulated above, a party has the right to apply to an authority for payment of an undisputed and due claim.

This contract shall be governed by the substantive law of Sweden.

Value Added Tax

The agreed purchase price does not include value added tax, unless this has been agreed upon in writing. If, due to a government decision or similar, a higher tax than that charged is to be applied, the supplier has the right to charge the difference.