General terms of sale and delivery

General Terms of Sale and Delivery Stena Aluminium AB, Version 2016-1

1. These terms shall apply unless the parties have agreed otherwise in writing.

2. Unless otherwise specified therein, a quotation for sale shall remain valid for acceptance within five days from the date of the quotation.

3. The seller's order acknowledgment shall be deemed to have been approved by the purchaser unless the purchaser notifies the seller of this without delay.

4. Without prejudice to the fact that the goods are sold including free delivery, the delivery shall be deemed to be on time if the goods are shipped to the agreed destination from the seller's work or storage facility within the agreed delivery time.

5. In the event of a delay in delivery for which the seller is responsible, the seller shall not be liable to pay damages. However, in this case, the purchaser shall be entitled to terminate the agreement as regards the undelivered quantities provided that the agreed delivery time has been significantly exceeded.  If the delay in delivery occurs as a result of a delay on the part of the purchaser in undertaking required action for the performance of the contract, the seller shall be entitled to a reasonable extension of the delivery time. If the delay is significant, the seller shall be entitled to terminate the agreement in whole or in part and to obtain compensation for cancellation costs and lost profit from the buyer.

6. The following circumstances shall be deemed to be grounds for exemption of one party from obligation to fulfill the agreement (“force majeure") provided they occur after the conclusion of the agreement and prevent its performance: labor conflict and any other circumstance that party has no control over, such as fire, war, mobilization or extensive military conscription, requisition, confiscation, currency restrictions, rebellion, riot, shortage of fuel or raw materials, restrictions on energy supply and errors or restriction in or delay of deliveries from the supplier which is caused by those circumstances stated above. As grounds for exemption, the seller shall be entitled to rely on the stated circumstances to the extent that they restrict its ability to perform the deliveries of the type in question. It is the responsibility of the party wishing to rely on one of the circumstances specified above as grounds for exemption to inform the other party in writing without delay of the occurrence of such circumstance as well as of its termination.  If the performance of the agreement is made impossible within a reasonable period of time because of the consequences of the circumstance specified above, each party shall have the right to terminate the agreement by informing the other party of such termination in writing provided this relates to undelivered quantities. However, the right to terminate the agreement shall not extend to those goods whose production has progressed to such an extent that the seller deems it impossible to use them for a different order.

7. Notification of errors or defects in the delivered goods shall be made immediately after the purchaser notices or ought to have noticed the fault or defect, however no later than 3 months after delivery. Justified notifications shall oblige the seller to nothing other than, within a reasonable time, to provide the Last updated: 30/06/2016 delivered goods in the agreed condition by, as it chooses, replacing, repairing or modifying the goods.

8. Only measurements for specific cast pellets will be acceptable as the basis for performing the chemical analysis. Measurements on ingot parts produce only indicative values and may not be used as the basis for discussions related to the supplied material’s chemical composition. For more information, please refer to www.stenaaluminium.com.

9. The seller is entitled to make over-delivery or under-delivery by up to 5% of the goods specified by the purchaser. If such goods have been sold for delivery as specific items, then each such item shall be deemed to be specified separately.

10. Any new or increased taxes, duties, insurance premiums, port fees or other similar charges that arise after the quotation has been submitted or agreement has been reached and this affects the offered or sold goods, these shall be paid by the purchaser.

11. If, before delivery, the seller has reasonable grounds to doubt the ability of the purchaser to pay, the seller shall be entitled to terminate the agreement.

12. Ownership of the goods sold shall remain with the seller until payment has been made. In the case of non-payment, the seller shall be entitled under the terms set out in the law (1978:599) on hire purchase between traders to reclaim the goods.

13. The credit period shall be calculated from the date of invoice.

14. In the case of significant increases in costs beyond the control of the seller, the seller shall be entitled to request negotiation to modify the agreed terms.

15. Swedish law shall apply to the legal relationship between the seller and the buyer. Disputes concerning the interpretation or application of the agreement shall be settled by arbitrator in accordance with the Swedish law on arbitrators. Notwithstanding this, however, the seller shall be entitled to apply to the general court with jurisdiction over the buyer's domicile in order to obtain undisputed claims due.