Terms

Scope
The supplier commits to delivering products to the customer according to the terms of this agreement. Products are transferred to the customer as per order and order confirmation. If the customer cannot receive products according to the agreed quantity and delivery time, the supplier reserves the right to charge a storage fee of X%. Helukabel will pack and label goods according to Helukabel AB’s routines and processes. Delivery will take place according to the supplier's written order confirmation at the time of order.

Prices
The customer will receive an annex with net prices from the supplier. Prices may be updated annually, with changes in the supplier's purchase prices, or with changes in metal or currency rates of +/- 5%. In the event of currency fluctuations or other changes beyond the supplier's control, the supplier also reserves the right to adjust prices accordingly.
Current metal rates can be found at www.helukabel.se , and current currency rates at www.riksbanken.se .
Additional products may be added to the price annex upon the customer’s request. Non-stock items requested by the customer will only be sold in full packages and lengths. A small order surcharge of 500 SEK net applies to individual orders below 3,000 SEK, with the order value being the customer’s quoted price excluding VAT and shipping. A rewinding/cutting fee is charged at 130 SEK for cables with an outer diameter under 30 mm, and at 300 SEK for cables with an outer diameter over 30 mm. A drum fee will be charged in addition to the rewinding/cutting fee according to the price list. Packaging materials are charged according to agreement.

Delivery
Unless otherwise agreed, delivery terms are Free Carrier (FCA) supplier’s warehouse (INCOTERMS 2010). The supplier reserves the right to deliver the ordered amount of cable with a tolerance of +/-5% for stock items and +/-10% for non-stock items.

Payment
Unless otherwise agreed, payment must reach the supplier no later than thirty (30) days from the invoice date. Late payments will incur interest in accordance with the Swedish Interest Act (1975:635). In the event of non-payment, the supplier reserves the right to halt subsequent orders. The product remains the property of the supplier until full payment is received.

Product Changes
Current product specifications can be found in the catalog, data sheet, and on the website. In cases where significant product changes are made while retaining the same item number, the supplier is obligated to inform the customer. If the supplier realizes or should have realized that such a change could cause significant inconvenience, the customer has the right to cancel the purchase.

Cancellations and Return Policies
For the supplier to process any returns, the following conditions must be met:

• Returns may only be made by agreement with Helukabel AB and with a return number issued by a Helukabel AB representative.
• Returned products must be unused and in undamaged original packaging.
• Advance notice of the return must be given by phone or email, specifying the order or invoice number to our order department, which will then issue a return number. This must be marked on the goods and delivery documents.
• Returns that do not involve defective goods will incur a return deduction of 30%.
• Returns must be shipped freight-paid by the customer, except in cases where Helukabel AB caused the return due to an error in delivery.
• Returns due to product defects will be processed after Helukabel AB has received and inspected the defective product.
• No returns are accepted for customer-ordered special products and/or non-stock items from Helukabel AB. Returns are not accepted for pre-assembled products, custom-cut cable lengths, or other customer-specific items.
• Returns of products with a net value under 1,000 SEK are not accepted.

Liability for Defects
The supplier will correct defects in the product due to faults in design, materials, or manufacturing. Upon the customer’s request, the defective component or part of the product should be sent to the supplier for repair or replacement. The supplier is responsible for installing such repaired or replaced components if it can be done without engaging an external party. If the supplier fails to correct the defect within a reasonable time, the customer has the right to cancel the purchase, provided the defect is of significant importance to the customer, the supplier realized or should have realized this, or the defect substantially frustrates the customer’s purpose for the purchase. Compensation for indirect loss, such as production loss, missed profit, or rental costs, is only granted if the supplier acted with gross negligence. The supplier's liability does not cover defects caused by circumstances occurring after the risk for the product has passed to the customer, such as inadequate maintenance, incorrect installation by the customer, improper repairs by the customer, changes made without the supplier's written consent, or normal wear and tear. The above stipulations and those regarding force majeure exhaustively regulate the supplier's liability for defects.

Claims and Prescription
Claims of defects must be made in writing to the supplier without undue delay after the defect has appeared, but no later than two (2) days after delivery for visible defects, and must include a description of how the defect manifests. If the customer does not claim in the agreed manner and within the specified time, the customer forfeits the right to claim on the basis of the defect. The supplier's right to claim for actual defects expires twelve (12) months from the delivery date. The supplier covers the return costs of claimed goods.

Infringement of Third-Party Rights
It is the customer’s responsibility to investigate if the product or any part thereof infringes third-party rights. The supplier has not conducted further investigations and is unaware of, nor assumes responsibility for, such infringements.

Product Liability
The supplier is liable for damage to persons or property caused by the product if the supplier has acted with gross negligence. The customer shall indemnify the supplier if the customer is held liable to third parties for such damage or loss for which the supplier is not liable. The customer shall immediately inform the supplier of any damages caused by the product.

Breach of Contract
The supplier has the right to cancel the purchase if the customer commits a material breach of contract or if there is reasonable cause to believe the customer is insolvent. The supplier has informed the customer of the importance of timely payment. Payment delays exceeding three (3) weeks shall be considered a material breach of contract. In case of payment delay, default interest will be charged in accordance with the Swedish Interest Act (1975:635). Regardless of whether the contract is canceled, the customer is strictly liable for damages incurred by the supplier due to the customer's breach of contract. Strict liability also applies if the contract is terminated due to the customer’s anticipated insolvency.

Force Majeure
A party is exempt from liability for failure to fulfill certain obligations under this agreement if the failure is due to a circumstance of the kind described below ("exempting circumstance") and the circumstance prevents, complicates, or delays fulfillment. Such an exempting circumstance includes, among other things, government action or omission, new or amended legislation, labor market conflict, blockade, fire, flood, shortage of transport, goods or energy, or major accident, as well as failure or delay in delivery from a subcontractor caused by such an exempting circumstance. A party invoking exemption must notify the other party without delay. In case of delayed notification, the other party is entitled to compensation for damages that could have been avoided due to the delay. Regardless of the above, a party has the right to cancel the contract if the fulfillment of a material obligation is delayed by more than three (3) months.

Limitation of Liability
Neither party is liable for indirect losses suffered by the other party. This limitation of liability includes, but is not limited to, production loss, rental costs, lost profits, and capital loss. However, this limitation does not apply if a party has acted with gross negligence. Any address changes must be promptly reported to the supplier.

Amendments
Amendments to and additions to this agreement must be in writing and signed by both parties to be binding.

Entire Agreement
All written or oral commitments and promises preceding this agreement are superseded by the content of this agreement and its associated annexes.

Applicable Law
Swedish law applies to this agreement.

Arbitration
Disputes arising from this agreement shall be finally resolved by arbitration in accordance with the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce in Stockholm.