ALLINE AGENCY – GENERAL TERMS AND CONDITIONS 2020:1
Updated on: 15 April 2020
Please ensure that you review these Terms and Conditions (as defined below) carefully, as they contain important information regarding your rights and obligations.
These general terms of sale (“Terms”) set out the regulations for any purchase agreement with Alline Agency (“Alline Agency”). Differing terms must be agreed on in writing and have precedence over these Terms. The customer recognizes these Terms expressly by placing an order to Alline Agency. Terms and conditions of the purchaser that contravene or deviate from these Terms will only be effective in case of express written confirmation by Alline Agency.
Alline Agency reserves the right to amend these Terms and Conditions (including price adjustments and additional costs) at any time without prior notification.
2. PLACING ORDERS, CONFIRMATION ETC
You may place an order either orally or in writing to a representative of Alline Agency. After the order has been sent and approved by Alline Agency it is binding for the customer.
Subsequently, Alline Agency will send a written confirmation (”Order Confirmation”). Should a customer find that the Order Confirmation does not correctly reflect with the original order, the customer shall inform Alline Agency in writing of any discrepancies within five (5) days from receipt of the order confirmation. Should the customer fail to do so the Order Confirmation shall be finally binding upon the customer.
The customer may not cancel, reduce or change an order later than thirty (30) days after the order was placed. Should this happen, Alline Agency is authorized to charge the customer 30% of the value of the order amount which is affected by such cancellation, reduction or change.
Alline Agency will deliver goods manufactured using the same materials as used in the samples presented to the purchaser. Deviations of colour or characteristics of the materials are permitted, where such do not negatively affect the customary use of the goods.
Prices listed in the Order Confirmation are specified excluding shipping costs. The customer pays for shipping, including all fees and additional costs that the carrier may charge (including fees due to the customer not being available to accept delivery). No shipping cost is charged to the customer on orders exceeding an order value corresponding to EUR 3.000. For re-orders, no shipping cost will be charged on orders exceeding an order value corresponding to EUR 600.
The price of the Products specified in the Order Confirmation are given in the relevant currency with regards to the current exchange rate. Such prices are preliminary and upon invoicing Alline Agency may adjust the price with regards to the then current exchange rates. Should such a price adjustment entail that the price of the Products increases with more than 10 % of the price listed in the Order Confirmation the customer has the right to rescind the purchase of the Products under the relevant Order Confirmation. Such rescission shall be made in writing to Alline Agency within two (2) working days from the customer’s receipt of the invoice.
Certain, or all, Products listed in the Order Confirmation may be discontinued by Alline Agency up until the day after sending the Order Confirmation. In the case of Products being discontinued Alline Agency shall be under no obligation to deliver certain, or all, Products. No reimbursement or damages shall be paid to the customer.
3. PRODUCT INFORMATION AND PRICING
Alline Agency may make information available regarding the Products orally, in writing, in catalogues, compilation or via websites. Such information may contain information on price. Information regarding Products and prices may vary and be amended by Alline Agency at any time. Alline Agency makes no warranty that a certain Product displayed in a catalogue, or in a compilation of products, is available for order.
4. INVOICE AND TERMS OF PAYMENT
Unless otherwise stated in the Order Confirmation or the invoice, payment shall be made thirty (30) days from the date of the invoice. If payment is made within ten (10) days from the date of the invoice, the customer has the right to deduct 2% cash discount. Interest on overdue payment shall be paid with twelve (12) per cent annually. Products remain the property of Alline Agency until full payment has been made. If Alline Agency has reason to believe a customer’s capacity to pay is in doubt, e.g. when Alline Agency’s factor is not approving the customer, Alline Agency has the right to shorten the time of payment, demand pre-payment or other collateral for delivery. New customers pay in advance, that is before goods are delivered, twice before the general payment terms of 30 days net apply.
Delivery dates or deadlines, which may be agreed on as binding or non-binding, must be agreed in writing. Delivery up to 18 days after expiration of the delivery period shall be deemed as being in accordance with the contract. Delivery is made in Scandinavia delivered at place and by a carrier appointed by Alline Agency. The risk is transferred to the buyer upon Alline Agency’s delivery of the Products to the agreed address of delivery. Alline Agency shall not be liable for any delay, if the delay is due to the fault of the carrier. Alline Agency is entitled to partial deliveries.
6. FAULTY GOODS AND CLAIMS
The customer shall inspect the delivered goods immediately upon receipt. Complaints relating to the execution of an order or the goods themselves must be communicated to Alline Agency in writing by registered mail within five (5) days after delivery and include all information necessary for verification. All forms of liability of Alline Agency are excluded, unless the damage is due to deliberately or grossly negligent conduct of Alline Agency. Should Alline Agency be deemed responsible for faulty Products, Alline Agency shall have the right to remedy such fault as it sees fit, whether through repair, new delivery, or price adjustment.
Additional rights for the customer may arise from individual producers’ warranties to the final customer. Warranties for Products are given by the producer of the Products in question. Alline Agency’s liability for faulty products is limited to the above and the customer may not make any claims against Alline Agency for such faults. Under no circumstance is Alline Agency liable for indirect damage, secondary damage (sw: följdskada), such as diminished production or loss of sales or loss of income. Additionally, Alline Agency may not be held liable for an amount greater than the price of the Products according to the relevant Order Confirmation.
In order to make a claim against Alline Agency, the customer must abide by the following claims routines. If the customer does not abide by the below claims routines, the customer may not claim against Alline Agency for any loss.
The customer shall upon acceptance of delivery of the Products promptly inspect the Products and delivery. In order to claim against Alline Agency for faults discovered upon delivery, the customer shall in writing notify Alline Agency of their claim within five (5) days of accepting delivery.
In order for a claim against Alline Agency to be valid such a claim must contain: (i) photographic record of the cause of the claim (or other photographic record, if Alline Agency so wishes), (ii) information regarding the relevant order (including order number(s), invoice number(s), article number(s), model(s), colour(s), size(s), amount and other information regarding the relevant products), (iii) a description of the nature of the fault, (iv) information regarding the point at which the customer became aware of the fault, (v) if the fault is due to claim or the like from a third party, receipt from the purchase by such third party must be provided and information regarding when such a claim was made by the third party to the customer, and (vi) other such information as Alline Agency may request. Alline Agency reserves the right to examine the product
and shall be entitled to reimbursement for any costs regarding testing of the relevant Product should there be no fault in the Product and the claim therefore be denied.
The purchaser is entitled to offset only when the counterclaims have been legally adjudicated, are undisputed or have been accepted by Alline Agency. The purchaser has no right of retention or offset for contested counterclaims. Notification of defective goods by the purchaser does not release the purchaser from timely payment of the purchase price.
7. INTELLECTUAL PROPERTY AND THIRD PARTY WEBSITES
The content on Alline Agency’s website is the property of Alline Agency or its licensor. Information is protected by marketing laws and laws regarding intellectual property, whereby trademarks, trade names (sw: firmanamn), product names, images and graphics, design, layout etc. may not be copied or utilised in any other way except with the explicit written consent of Alline Agency. Printing or other copying of such material is allowed if made for private non-commercial purposes. The copying, saving, or otherwise repricing, amending, adjusting transferring, selling, or otherwise using or exploiting of such materials without Alline Agency’s prior written consent is prohibited.
Links on Alline Agency’s website enable users to leave Alline Agency’s website. The linked websites are not under Alline Agency’s control and Alline Agency therefore is not liable for the content of such websites or the content of links provided on such websites. Alline Agency provides these links for the sole purpose of aiding the search for websites and the providing of such a link does not entail Alline Agency’s approval of the relevant website.
Alline Agency may not be held liable for any failure to fulfil certain duties hereunder under such time and to such extent as such failure is due to circumstance outside of Alline Agency’s control and which Alline Agency can’t reasonably be expected to take into consideration. Alline Agency and the customer each undertake to, unless required by statute, court order, administrative edict, or applicable Stock exchange, or marketplace regulations, to keep strictly confidential, and not disclose, the existence of this agreement (including Order Confirmations, orders, prices, the agreement etc.), financial information, trade secrets, lists or other information that a party hereto might gain knowledge of due to the entering into or performance of this agreement in accordance with these Terms and Conditions, or in other ways, regarding a party hereto, unless such information is public knowledge (by other means than breach of these Terms and Conditions).
9. GOVERNING LAW AND DISPUTES
This Agreement, and any non-contractual obligations arising in relation hereto, shall be governed by and construed in accordance with the substantive laws of Sweden, without regard to its conflict of law rules and principles.
Any dispute, controversy or claim arising out of or in connection with this Agreement, or the breach, termination or invalidity thereof, shall be settled by the City Court of Stockholm as the first instance.