TERMS OF SALE, DELIVERY AND PAYMENT FOR:
Urban Exterior AB, Talltitegatan 12, 235 38 Vellinge, Sweden, shall apply to
all orders, quotations and deliveries – and prevail over any such terms or
similar terms from a customer – unless the terms are dispensed from by explicit
written agreement. The Terms of Sale and Delivery shall be subject to changes
periodically and without notice. Unless explicitly agreed between the customer
and Nordic Urban Exterior all deliveries shall be meant for use or resale in
the country of the customer. Because of Nordic Urban Exteriors obligation in
different distributor agreements, re-export is only allowed with prior written
1. ORDER CONFIRMATION
When submitted, the order is binding. Upon Nordic Urban Exterior’s written confirmation of the order, a final agreement on sale and delivery of goods has been entered. If unsatisfactory credit information about the customer is obtained after the acceptance of the order, Nordic Urban Exterior will be entitled to cancel the confirmed order without liability of any kind or to demand provision of a fully adequate bank guarantee.
The customer’s cancellation of a confirmed order can only be accepted with prior written consent from Nordic Urban Exterior.
2. TERMS OF DELIVERY
shall be delivered in accordance with ICC Incoterms 2010. Unless otherwise
specifically agreed and stated in the order confirmation the term shall be Ex
Works from any warehouse or production facility belonging to Nordic Urban
Exterior or its suppliers.
Nordic Urban Exterior may, depending on the circumstances, assist in arranging transportation of the ordered goods if this has been agreed in writing and accepted by Nordic Urban Exterior on a case by case basis and always for the customer’s account and risk.
3. DELIVERY TIME AND DELAY
The delivery time will be stated in the final order confirmation. Nordic Urban Exterior shall be entitled to postpone the delivery time by 14 days and shall immediately notify the customer in writing of any such postponement. In the event of force majeure, cf. the provisions below, delivery may be postponed until the obstacle ceases and ordinary trading and transport becomes possible.
If delivery has not been fulfilled within 14 days from the stated delivery, the delivery can only be considered as being in delay if the customer has given Nordic Urban Exterior a written reminder and delivery has not been performed within 7 days from Nordic Urban Exterior’s receipt of the reminder.
Nordic Urban Exterior reserves the ownership of the delivered goods until full payment is received by Nordic Urban Exterior. All costs incurred in connection with the enforcement of the retention of title shall be paid by the customer.
of Nordic Urban Exterior are stated in SEK and are exclusive of Freight, Insurance
and VAT. The prices are subject to changes in customs duties, other duties and
exchanges rates, and may be raised accordingly until delivery is made.
Nordic Urban Exterior will inform the customer of any price changes.
The customer shall be free to fix his resale prices.
Unless otherwise agreed in writing, payment from the customer to Nordic Urban Exterior will be against invoice and is due to payment as stated in the final order confirmation or invoice. Default interest will be charged after the due date in the event of delayed payment. Nordic Urban Exterior may postpone delivery of orders or cancel orders by written notice and without incurring any liability for this, if the customer is in arrears with payment for previous consignments delivered. Nordic Urban Exterior reserves the right to cancel the order if payment is not made on the due date. Any financial loss that Nordic Urban Exterior incurs as a result hereof shall be compensated fully by the customer. The buyer has no right to set of any counterclaims against Nordic Urban Exterior, unless it has been accepted in writing by Nordic Urban Exterior and has no right to retain a part of the payment because of counterclaims of any kind.
terms of payment are
Ordertotal < SEK 500.000: 8 days net
Ordertotal > SEK 500.000: 50% at the time of order, 50% 14 days net
Ordertotal > SEK 1.000.000: 30% at the time of order
+ 30% at delivery and 40% 14 days net
7. COMPLAINTS AND REMEDIES
The buyer should immediately make such an investigation of the delivered goods, as normal business procedure would demand. Any defects resulting from this investigation should immediately be reported in writing and must be received by Nordic Urban Exterior not later than 5 calendar days after the goods have been received. In the event of non-visible damage, the complaint shall be submitted not later than 3 months after the goods have been received. If a part of the order is not delivered or is delayed or if part of the order is defective or deficient, the order may only be cancelled for this part of the order. Any complaint must be specific, documented and contain a precise specification on the contents of the complaint. No returns will be considered without prior written approval by Nordic Urban Exterior.
All deliveries of new products from Nordic Urban Exterior are covered by a 12 month standard warranty. For products made predominately from PE (Polyethylene), the warranty period is 24 months. The warranty covers any defect that can be traced back to faults in material or workmanship. Defects resulting from faulty installation, misuse, vandalism or force majeure, are not covered. In case of a justified warranty claim Nordic Urban Exterior will at its own discretion decide whether the product should be replaced or repaired.
9. EXEMPTION FROM LIABILITY (INCLUDING FORCE MAJEURE)
Nordic Urban Exterior shall not be liable if any of the following non-exhaustive circumstances of force majeure occur and prevent or postpone the performance of an agreement: war and mobilization, riot and civil unrest, acts of terrorism, natural disasters, strikes and lockouts, scarcity of goods, faults, defects or delay in delivery from sub-suppliers or if sub-suppliers are otherwise hit by the present circumstances, fire, lack of means of transportation, exchange control regulations, import and ex-port restrictions, death, illness or absence of key staff members, computer viruses or any other circumstances that are beyond Nordic Urban Exteriors direct control. In such case, Nordic Urban Exterior shall be entitled to postpone fulfillment of the agreement until the obstacle has ceased or, alternatively, to cancel the agreement in full or in part without incurring any liability for this, if the obstacle causes fulfillment to be postponed for more than 6 months.
10. LIMITATION OF LIABILITY
Nordic Urban Exterior shall, to the extent permitted by applicable laws, and in respect of any legal basis for the claim, including product liability, not be responsible for any product liability or for any direct or indirect business interruption loss, consequential loss, loss of profit, or any other loss whatsoever. In any event, the maximum liability shall be equal to repayment by Nordic Urban Exterior to the customer of the payment made for the delayed or defective part of the order.
11. VENUE AND GOVERNING LAW
This Agreement shall be governed by and construed in accordance with Swedish law, disregarding that the Swedish choice of law rules to the extent that would otherwise lead to the application of any other law than Swedish law. The Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
Irrespective of the above mentioned in Article 9, and in the event debt collection by Nordic Urban Exterior is required, Nordic Urban Exterior may at its own discretion decide to recover the debt at the customer’s venue in accordance with the applicable law in the relevant country.
Vellinge, Sweden January 2018