General Terms of Sale — Ojop Sweden AB
These General Terms of Sale ("Terms") apply to all sales of goods ("Goods") by Ojop Sweden AB (the "Company", "Seller", "we", "us", "our") to any corporation, partnership, sole proprietorship or other legal entity purchasing Goods for commercial, business or resale purposes (the "Customer", "Buyer", "you", "your"). These Terms apply exclusively to business-to-business (B2B) transactions.
Company Registration Number556214-0755
VAT NumberSE556214075501
Registered AddressPressargatan 11, 632 29, Eskilstuna, Sweden
Phone+46 16 14 73 50
Contact Emailinfo@ojopsweden.se | order@ojopsweden.se
Websitewww.ojopsweden.com
1. General
1.1These Terms govern all agreements for the sale of Goods by the Company to the Customer and supersede any other terms or conditions, whether oral or written, put forward by the Customer, unless expressly agreed in writing by an authorised representative of the Company.
1.2No conduct by the Company shall be deemed to constitute acceptance of any terms put forward by the Customer.
1.3No variation to these Terms shall be binding unless agreed in writing by an authorised representative of the Company. No employee has authority to vary these Terms orally.
1.4Any typographical or other errors in any quotations, confirmations, price lists, invoices or other documents issued by the Company may be corrected without liability.
1.5B2B Eligibility & Verification. The Goods are sold exclusively to business customers. The Customer must provide a valid company number and, where applicable, a VAT number. The Company may request KYC information and may reject, suspend or cancel any order if eligibility or verification fails.
2. Orders & Contract Information
2.1Order Placement.
2.1.1Online: via our webshop at www.ojopsweden.com 2.1.2Email: for orders from 250 pcs/item or if assistance is needed: order@ojopsweden.se 2.1.3Phone: +46 16 14 73 50 (business hours)
2.1.1Online: via our webshop at www.ojopsweden.com 2.1.2Email: for orders from 250 pcs/item or if assistance is needed: order@ojopsweden.se 2.1.3Phone: +46 16 14 73 50 (business hours)
2.2Processing & Acknowledgement. Requests/orders received Mon–Thu 08:00–16:00 CET and Fri 08:00–14:00 CET will typically be responded to within 2 working hours for Goods in stock, and no later than 2 working days. Automatic email acknowledgements are not acceptance.
2.3Contract Formation. A binding contract is formed upon the earlier of:
2.3.1the Company's written Order Confirmation; or 2.3.2dispatch of the Goods (as evidenced by the Delivery Note). Until that time, the Company may decline or cancel any order. If cancelled after payment, the Company refunds the amount received within 5 Business Days of the cancellation notice.
2.3.1the Company's written Order Confirmation; or 2.3.2dispatch of the Goods (as evidenced by the Delivery Note). Until that time, the Company may decline or cancel any order. If cancelled after payment, the Company refunds the amount received within 5 Business Days of the cancellation notice.
2.4Minimum Orders & Administrative Fees (B2B).
2.4.1MOQ: 25 pcs per item for standard items, and for special items as specified on the Company's website or in quotations. 2.4.2Admin fee: Orders below SEK 2,000 or EUR 200 may incur an administrative fee of SEK 495 or EUR 49.
2.4.1MOQ: 25 pcs per item for standard items, and for special items as specified on the Company's website or in quotations. 2.4.2Admin fee: Orders below SEK 2,000 or EUR 200 may incur an administrative fee of SEK 495 or EUR 49.
2.5Custom/Special Orders. For custom-made or special-order Goods (including non-stock items or goods manufactured to Customer specifications), orders are non-cancellable and non-returnable once confirmed, unless otherwise agreed in writing.
2.6Call-Off Orders.
2.6.1Subject to specific written agreement. 2.6.2Total quantity to be called off within 12 months from order confirmation unless otherwise agreed. 2.6.3The Company may invoice and deliver any remaining balance or charge reasonable storage fees at the Company's standard rates if Goods are not called off within the agreed period. Prices are fixed for the agreed period; extensions may be subject to price revision.
2.6.1Subject to specific written agreement. 2.6.2Total quantity to be called off within 12 months from order confirmation unless otherwise agreed. 2.6.3The Company may invoice and deliver any remaining balance or charge reasonable storage fees at the Company's standard rates if Goods are not called off within the agreed period. Prices are fixed for the agreed period; extensions may be subject to price revision.
3. Product Information & Availability
3.1Product Info. We strive for accuracy in descriptions, images, prices and details but do not guarantee they are always fully up-to-date.
3.2Intended Use & Suitability. The Customer must review specifications/materials and ensure suitability and compliance with applicable laws/regulations for the intended use before ordering/using the Goods. Using a product outside its intended environment (e.g., zinc-plated product outdoors instead of AISI 316 stainless steel) may constitute misuse and affect warranty rights (see Clause 9.2.2).
4. Prices
4.1Prices are those listed on our website or as quoted in a valid written quotation. Quotes are valid for 30 days unless stated otherwise.
4.2Prices may be shown in EUR (primary) and equivalents in SEK or USD for convenience; the transaction currency will be confirmed at checkout, on order confirmation and on the invoice.
4.3VAT & Taxes. Prices are shown excluding VAT. VAT and other applicable taxes/duties/charges will be added and shown at checkout/on the invoice.
4.4Delivery Term (Default). Unless otherwise agreed in writing, prices are EXW (Incoterms 2020).
4.5The Company may adjust prices to reflect changes in raw materials, labour, currency rates or other manufacturing costs occurring before delivery.
4.5(b)Pre-Dispatch Increases. If a price increase exceeds 5% of the order value, the Customer may cancel the affected lines within 2 Business Days of notice; absent cancellation, the adjusted price applies.4.6If the Customer requests alterations to design/specifications/quantities, the Company may adjust the price accordingly.
4.7Packaging. Packaging materials (e.g., boxes, pallets, half-pallets) are charged separately; standard rates are published on our website. Special/non-standard packaging may incur extra charges.
5. Terms of Payment
5.1Methods.
5.1.1Bank transfer in SEK/EUR/USD as specified on the invoice. 5.1.2Online orders may be paid via PayPal, credit/debit card (processed via Stripe) or bank transfer (wait for invoice; do not pay based solely on the Order Confirmation).
5.1.1Bank transfer in SEK/EUR/USD as specified on the invoice. 5.1.2Online orders may be paid via PayPal, credit/debit card (processed via Stripe) or bank transfer (wait for invoice; do not pay based solely on the Order Confirmation).
5.2Payment Terms. Standard terms are 30 days net from invoice date, subject to credit approval. New business customers generally prepay for the first three orders within a 12-month period, after which 30-day terms may be offered.
5.3The Company may withdraw or amend credit facilities at its discretion at any time.
5.4Late Payment. If any amount is unpaid on its due date, the Company may, without prejudice to other remedies:
5.4(a)charge default interest at the Swedish Central Bank (Riksbank) reference rate plus 8 percentage points from the due date until paid; 5.4(b)charge reasonable reminder and collection costs to the extent permitted by law; 5.4(c)suspend deliveries/services and/or revoke credit terms; 5.4(d)cancel open orders (including call-off orders) if the delay exceeds 30 days; 5.4(e)after two or more payment delays exceeding 21 days within a 12-month period, change terms to advance payment for at least 12 months.
5.4(a)charge default interest at the Swedish Central Bank (Riksbank) reference rate plus 8 percentage points from the due date until paid; 5.4(b)charge reasonable reminder and collection costs to the extent permitted by law; 5.4(c)suspend deliveries/services and/or revoke credit terms; 5.4(d)cancel open orders (including call-off orders) if the delay exceeds 30 days; 5.4(e)after two or more payment delays exceeding 21 days within a 12-month period, change terms to advance payment for at least 12 months.
5.5The Customer may not withhold payment or set off against sums due to the Company.
5.6All costs, including legal fees, incurred in collecting overdue amounts shall be payable by the Customer to the extent permitted by applicable law.
6. Delivery
6.1Delivery Term & Carriers. Unless otherwise agreed in writing, delivery is EXW (Incoterms 2020). The Company may assist with arranging transport through partners such as TNT, DHL, Dachser, DB Schenker, DSV upon the Customer's request and at the Customer's cost and risk.
6.2Delivery Times. Estimated delivery times are typically 1–3 working days within Sweden and 2–7 working days for international shipments after order confirmation and, if applicable, receipt of prepayment. For items not in stock, delivery may take up to 20 working days or as advised. These are estimates and not guarantees.
6.3Shipping Costs. Calculated based on address/weight/dimensions and confirmed at checkout or on the invoice.
6.4Territorial Notes. Products are delivered worldwide, excluding Russia and Kazakhstan. Customers from Finland, France, Australia and New Zealand should contact our local distributors as listed on our website.
6.5Customs, Duties & Taxes. For EXW shipments and for deliveries outside the EU, the Customer is responsible for all local import duties, taxes and customs clearance fees.
6.6Risk. Risk of loss or damage passes in accordance with the agreed Incoterms 2020.
6.7The Customer is responsible for providing an accurate delivery address. The Company is not liable for delays or non-delivery due to incorrect address information.
6.8If the Customer fails to take delivery (or collect under EXW), the Company may store Goods at the Customer's risk/expense or resell the Goods.
7. Cancellation & Returns
7.1No order accepted by the Company may be cancelled by the Customer except with the Company's written agreement and on terms that the Customer indemnifies the Company against all losses and costs.
7.2Returns (General). Other than for defective Goods (Clause 9), Goods may be returned within 30 days of the purchase date subject to prior written authorisation.
7.3Special/custom Goods are non-returnable unless defective.
7.4Returned Goods must be unopened, undamaged, in original packaging and resalable. The Customer covers return shipping costs.
7.5A restocking fee of 20% of the net billing price typically applies to returns not due to defects or Company error.8. Retention of Title
8.1Notwithstanding delivery and passing of risk, title to the Goods shall not pass to the Customer until the Company has received payment in full for the Goods and all other sums due.
8.2Until title passes, the Customer shall:
8.2.1hold the Goods as the Company's fiduciary agent and bailee, keeping them separate, identifiable, protected and insured; 8.2.2be permitted to resell the Goods in the ordinary course of its business; title to the Goods shall pass to the sub-purchaser on such resale, but the Customer shall immediately account to the Company for the proceeds as set out in Clause 8.4.
8.2.1hold the Goods as the Company's fiduciary agent and bailee, keeping them separate, identifiable, protected and insured; 8.2.2be permitted to resell the Goods in the ordinary course of its business; title to the Goods shall pass to the sub-purchaser on such resale, but the Customer shall immediately account to the Company for the proceeds as set out in Clause 8.4.
8.3The Company may repossess Goods to which it retains title if payment is overdue or in case of Customer insolvency.
8.4Proceeds & Insurance. Until full payment, the Customer shall (i) keep the Goods insured at full replacement value with loss payable to the Company, and (ii) assign to the Company, on request, any claims against insurers or sub-purchasers to the extent of unpaid amounts; the Customer shall keep resale proceeds identifiable and promptly remit amounts equal to sums unpaid.
9. Warranty & Liability
9.1Limited Express Warranty (B2B). The Company warrants that the Goods will conform to their specification at delivery and be free from defects in material and workmanship for twelve (12) months from dispatch ("Warranty Period").9.2Conditions & Exclusions. The warranty does not apply where:
9.2.1The defect arises from any drawing, design or specification supplied by the Customer. 9.2.2The defect arises from fair wear and tear, wilful damage, negligence (other than by the Company), abnormal conditions, failure to follow instructions/product guidelines (including use outside the intended use as per Clause 3.2), misuse, unauthorised modifications, improper installation or unauthorised repair. 9.2.3The total price for the Goods has not been paid by the due date. 9.2.4The defect concerns parts not manufactured by the Company (Customer benefits from the manufacturer's warranty, if any and assignable).
9.2.1The defect arises from any drawing, design or specification supplied by the Customer. 9.2.2The defect arises from fair wear and tear, wilful damage, negligence (other than by the Company), abnormal conditions, failure to follow instructions/product guidelines (including use outside the intended use as per Clause 3.2), misuse, unauthorised modifications, improper installation or unauthorised repair. 9.2.3The total price for the Goods has not been paid by the due date. 9.2.4The defect concerns parts not manufactured by the Company (Customer benefits from the manufacturer's warranty, if any and assignable).
9.3Remedy. For a valid claim, the Company will, at its option, repair or replace the defective Goods (or part) or refund the price (or a proportionate part).
9.4Warranty Claims & Process.
9.4.1Inspection & Notice. The Customer shall inspect the Goods upon delivery. Any visible non-conformity, damage or shortage must be notified in writing within 7 days of delivery and, where applicable, noted on the carrier's receipt. Hidden defects must be notified within a reasonable time after discovery and within the Warranty Period. 9.4.2Returns Authorisation. Contact order@ojopsweden.se to receive a return case number. The Company may arrange collection after investigating. No fees apply for returns due to defects.
9.4.1Inspection & Notice. The Customer shall inspect the Goods upon delivery. Any visible non-conformity, damage or shortage must be notified in writing within 7 days of delivery and, where applicable, noted on the carrier's receipt. Hidden defects must be notified within a reasonable time after discovery and within the Warranty Period. 9.4.2Returns Authorisation. Contact order@ojopsweden.se to receive a return case number. The Company may arrange collection after investigating. No fees apply for returns due to defects.
9.5Disclaimer; Limitation of Liability (B2B).
9.5.1To the maximum extent permitted by law, the Company is not liable for any loss of profit, revenue, data, production, business opportunity, or any indirect or consequential loss. 9.5.2The Company's total aggregate liability (whether in contract, tort or otherwise) shall not exceed the price paid for the specific Goods giving rise to the claim (or, at the Company's option, the replacement cost of such Goods). 9.5.3Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, wilful misconduct or gross negligence, or any other liability that cannot be limited or excluded under applicable law.
9.5.1To the maximum extent permitted by law, the Company is not liable for any loss of profit, revenue, data, production, business opportunity, or any indirect or consequential loss. 9.5.2The Company's total aggregate liability (whether in contract, tort or otherwise) shall not exceed the price paid for the specific Goods giving rise to the claim (or, at the Company's option, the replacement cost of such Goods). 9.5.3Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, wilful misconduct or gross negligence, or any other liability that cannot be limited or excluded under applicable law.
9.6Indemnity for Misuse. The Customer indemnifies the Company against third-party claims arising from the Customer's misuse, unauthorised modification, improper installation or failure to follow product guidelines.
10. Intellectual Property
10.1All IP rights in the Goods (including designs, trademarks, know-how) remain the Company's property.
10.2If Goods are made to Customer specifications, the Customer warrants non-infringement of third-party IP rights and indemnifies the Company against related claims.
10.3Company-supplied drawings and information are confidential and for the Customer's internal use only; they may not be copied or disclosed without prior written consent.
10.4Marketing Materials License (Optional Use). The Company grants the Customer a non-exclusive, revocable, non-transferable license to use the Company's product images, data sheets and trademarks solely to market/resell the Goods, in the form supplied and in accordance with the Company's brand guidelines. All goodwill accrues to the Company.
11. Force Majeure
11.1The Company is not liable for delay or failure due to causes beyond reasonable control (including acts of God, war, strikes, pandemics, government restrictions, transport failures, material shortages).
11.2If such circumstances exceed three (3) months, either party may terminate the contract by written notice.
11.3Partial Performance. During a force-majeure event, the Company may allocate available inventory among customers.
11.4Notice & Mitigation. The affected party shall notify the other without undue delay and use reasonable efforts to mitigate.
12. Trade Compliance (Export Controls & Sanctions)
The Customer shall comply with all applicable export control, sanctions and anti-boycott laws and shall not sell, export, re-export, transfer or otherwise dispose of the Goods, directly or indirectly, to any restricted party or destination. The Company may suspend or cancel deliveries if it reasonably believes a breach may occur.
13. Anti-Bribery & Anti-Corruption
Each party shall comply with applicable anti-bribery and anti-corruption laws and maintain adequate procedures to prevent bribery.
14. Insolvency of Customer
If the Customer becomes insolvent, bankrupt or subject to similar proceedings, the Company may cancel the contract, suspend deliveries and demand immediate payment for Goods delivered.
15. Data Privacy
The Company processes personal data of business contacts in accordance with its Privacy Policy and GDPR, acting as a controller for such data. See our Privacy Policy available on our website.
16. Notices
Notices shall be in writing to the addresses specified herein or as otherwise notified. Email to designated addresses is considered "in writing."
17. Severability
If any provision is invalid or unenforceable, the remaining provisions remain in effect.
18. Governing Law & Jurisdiction
18.1These Terms and any contract hereunder are governed by the laws of Sweden, without regard to conflict-of-laws principles.
18.2Dispute Resolution. Any dispute shall first be escalated to senior representatives for good-faith negotiations for 30 days. Thereafter, disputes shall be finally settled by the courts of Sweden, with Eskilstuna District Court as court of first instance.
18.3The UN Convention on Contracts for the International Sale of Goods (CISG) does not apply.
19. Assignment & Subcontracting
The Customer shall not assign or transfer any rights or obligations without the Company's prior written consent. The Company may subcontract its obligations but remains responsible for performance.
20. Language & Precedence
These Terms are published in English. If translated, the English version prevails unless a Swedish version is explicitly stated to prevail.
21. Entire Agreement
These Terms, together with any documents expressly referred to (including order confirmations), constitute the entire agreement and supersede all prior agreements or understandings.