GENERAL TERMS & CONDITIONS
1. Applicability. Definitions
Ltd, a Finnish limited liability company with registration number 2064457-5 and registered address at Maksjoentie 11, 08700 Lohja, Finland (hereinafter the “Seller”), sells and supplies products only for legal entities (e.g. companies and registered organizations) (hereinafter the “Customer”). Seller and Customer together are hereinafter referred to as the “Parties” an individually as to the “Party”.
These General Terms and Conditions (hereinafter “Terms and Conditions”) shall apply to the sales made by the Seller and to the orders submitted by the Customer via online shop (www.aluwebshop.com) (hereinafter the “Service”). By using the Service, the Customer undertakes and agrees to comply with these Terms and Conditions. These Terms and Conditions shall become binding between the Parties when the Customer orders and purchases products via online shop.
The Seller shall have right to modify these Terms and Conditions unilaterally on its own discretion given that modifications or other updates are not significantly or unreasonably increasing the Customer’s obligations relating to purchase or ordering of the products.
2. Customer’s information
In order to be registered to the Seller’s Service the Customer is obligated to provide following information: Company’s name, registration number, address, domicile and contact person’s name, phone number and email. Aforementioned information shall be used when the Customer is purchasing and ordering products via the Service.
3. Products and prices
Prices of the products that are shown on the Service are current and valid prices on the purchase date (excluding VAT 24 % which is added to prices). Customer-specific prices shall be taken into account when the Seller is processing the orders and when an invoice is sent to the Customer should the specific prices (e.g. discounts) apply.
The Seller shall have right to change purchase prices and product descriptions on its own discretion at any time if the prices or the product description(s) are false because of technical problem or malfunction in the Service. In this case, the Seller shall notify the Customer immediately without any delay and the Customer may cancel its order and purchase without any costs.
4. Ordering. Purchasing
Products are ordered and purchased via the Service by choosing wanted product and quantity and then transferring the product into shopping cart and finally accepting the purchase.
When ordering and purchasing products from the Service the Customer is deemed to have agreed and undertook these Terms and Conditions.
After the purchase of the products is successfully completed the Customer shall receive in next 24 hours a confirmation vie email to the address provided by the Customer. The confirmation is only sent by email.
5. Payment terms
Unless otherwise agreed payment shall be made against invoice 14 days after the date of the invoice.
If the Customer fails to pay on time, the Seller shall be entitled to interest from the due date at the rate of interest determined by the law on late payments in the Seller’s country.
If the Customer fails to pay by the due date, the Seller may also, after having notified the Customer in writing thereof, suspend performance of his contractual obligations until payment is made.
If the Customer has failed to pay the amount due within three months after the due date, the Seller may terminate the contract by written notice to the Customer and, in addition to interest on late payment, claim compensation for the loss he has suffered. The compensation shall not exceed the agreed purchase price.
6. Trade term. Delivery costs
If no trade term has been agreed, the delivery shall be “DAP” (Delivered at Place) according to the INCOTERMS in force at the moment of the purchase.
The Seller delivers the products utilizing well-known logistical partners. Delivery costs are determined by shipment’s weight. Customer can see actual shipping cost on checkout page after entering address information.
Aluminium profiles include cost for cutting. The Service automatically calculates and adds costs for cutting on the price of aluminium profile and the total price can be seen in the shopping cart.
7. Time for delivery
The Seller does not guarantee any specific time for delivery. The Seller shall ship the product(s) within three (3) business days after the receipt of order and purchase.
However, the Parties may agree separately in writing on a time period within which delivery shall take place, such period shall start to run at the time of purchase.
The product(s) shall remain the property of the Seller until paid for in full, to the extent that such retention of title is valid.
9. Liability for defects
The Seller shall by replacement or repair remedy any defect in the product(s) resulting from faulty design, materials or workmanship. The Seller is not liable for defects arising out of material provided by the Customer or a design stipulated or specified by it.
The Seller’s liability does not cover defects by circumstances, which arise after the risk has passed to the Customer. The liability does not, for example, cover defects due to conditions of operation deviating from those anticipated in the contract or to improper use of the product(s). Nor does it cover due to faulty maintenance or incorrect installation on the part of the Customer, alterations or faulty repairs by the Customer. Finally, the liability does not cover normal wear and tear or deterioration.
The Customer shall notify the Seller in writing of a defect without undue delay after the defect has appeared an in no case later than seven (7) days after the delivery of the product(s). The notice shall contain a description of how the defect manifests itself. If the Customer fails to notify the Seller in writing within above time limit, the Customer loses its right to make any claim in respect of the defect.
If there is reason to believe that the defect may cause damage, notice shall be given forthwith. If notice is not given forthwith, the Customer loses the right to make any claim based on damage which occurs to the Product and which would have been avoided if such notice had been given.
After receipt of a written notice, the Seller shall remedy the defect without undue delay. Within this limit the time for remedial work shall be chosen in order not to interfere unnecessarily with the Customer’s activities. The Seller shall bear the costs.
If remedy of the defect requires intervention in anything but the product, the Buyer shall be responsible for any work or costs caused thereby. All transports in connection with remedial work shall be at the Seller’s risk and expense.
The Customer shall bear any additional costs for remedying a defect which the Seller incurs when the product is located elsewhere than at the destination for the Seller’s delivery to the Customer stated at the formation of the contract, or – if no destination has been stated – the place of delivery.
Defective parts, which are replaced, shall be placed at the Seller’s disposal and shall become his property on the Seller’s written request.
If the Customer gives such notice as referred to in this clause, and no defect is found for which the Seller is liable, the Seller shall be entitled to compensation for the work and costs which he has incurred as a result of the notice.
If the Seller fails to fulfil its obligations under this clause within a reasonable time, the Customer may by written notice require him to do so within a final time. If the Seller fails to fulfil his obligations within that time limit, the Customer may at its option:
a) carry out or have carried out the necessary remedial work at the Seller’s risk and expense, provided that the Customer proceeds in a reasonable manner, or
b) demand a reduction of the invoiced and agreed purchase price not exceeding 20 per cent thereof.
If the defect is substantial, the Customer may instead terminate the contract by written notice to the Seller. The Customer shall also be entitled to such termination where the defect remains substantial after measures referred to in a). In case of termination, the Customer shall be entitled to compensation for the loss he has suffered. The compensation shall not, however, exceed 20 per cent of the agreed purchase price.
The Seller shall have no liability for defects save as stipulated in this clause above. This applies to any indirect damages including, but not limited to, any loss the defect may cause, such as loss of production, loss of profit and other consequential economic loss. This limitation of the Seller’s liability shall not apply, however, if it has been guilty of gross negligence.
10. Liability for damage to property caused by the product(s)
The Seller shall have no liability for damage caused by the product(s) to any immovable or movable property, or for the consequences of such damage, if the damage occurs while the product is in the Customer’s possession.
The Customer shall indemnify and hold the Seller harmless to the extent that the Seller incurs liability towards any third party in respect of damage or loss for which the Seller is not liable according to the first paragraph of this clause.
The above limitations of the Seller’s liability shall not apply if he has been guilty of gross negligence. If a third party makes a claim for compensation against the Seller or the Customer for damage or loss referred to in this clause, the other party to the contract shall forthwith be notified thereof in writing. The Seller and the Customer shall be mutually obliged to let themselves be summoned to the court or arbitral tribunal which examines claims against either of them based on damage or loss alleged to have been caused by the product(s). The liability as between the Seller and the Customer shall, however, always be settled by courts of Finland in accordance with clause 14.
11. Intellectual property rights
Nothing contained herein shall be construed as transferring any patent, trademark rights or copyrights in products covered by these Terms and Conditions, and all such rights are hereby expressly reserved to the true and lawful owners thereof.
12. Force majeure
The following circumstances shall constitute grounds for relief (force majeure) if they impede the performance of the contract or makes performance unreasonably onerous: industrial disputes and any other circumstance beyond the control of the parties, such as fire, natural disasters, pandemic and extreme natural events, war, mobilization or military call up of a comparable scope, requisition, seizure, trade and currency restrictions, insurrection and civil commotion, shortage of transport, general shortage of materials, restrictions in the supply of power and defects or delays in deliveries by subcontractors caused by any such circumstance as referred to in this clause.
The above described circumstances shall constitute grounds for relief only if their effect on the performance
of the contract could not be foreseen at the formation of the contract.
The party wishing to claim relief under this clause shall without delay notify the other party in writing on the intervention and on the cessation of such circumstance. If grounds for relief prevent the Customer from fulfilling his obligations, he shall reimburse the costs incurred by the Seller in securing and protecting the product(s).
Notwithstanding other provisions of these General Conditions, either party shall be entitled to terminate the
contract by notice in writing to the other party, if performance of the contract is delayed more than three (3) months by reason of any grounds for relief as described in this clause.
13. Applicaple law and jurisdiction
This Contract is to be construed, governed by and interpreted in accordance with the substantive laws of Finland. The Convention of Contracts for the International Sale of Goods (CISG) shall not apply to these Terms and Conditions, purchase of the product(s) or to the Service.
Disputes arising from or in connection with these Terms and Conditions are to be settled by the district court of Helsinki, Finland.