Terms and Conditions

§1 Definitions

In these Terms and Conditions: ”CONVENA” represents Convena International AB, branch offices and subsidiaries; “the Customer” means the person, firm or company placing purchase order by CONVENA; “the Contract” means a contract for the supply of Products made between CONVENA and the Customer; “the Products” means the goods supplied or to be supplied to the Customer by CONVENA; and “the Terms and Conditions” means these terms and conditions for the sale of Products by CONVENA to the Customer.

§2 General

CONVENA accepts all orders for the sale of the Products on these Terms and Conditions, which supersede any other terms appearing in any previous publication or elsewhere in case nothing else has been agreed between the parties.

§3 Characteristics of the Products

All products specific information is provided to CONVENA by the manufacturers who are solely responsible for its content and accuracy. CONVENA is not responsible for any typographical or other errors or omissions regarding prices or other information. Any information relating to the Products and their use, such as weights, dimensions, capacities, prices, colors and other data contained in the web shop, data files, price lists, prospectuses, circulars, advertisements, illustrations of CONVENA, shall not take effect as terms of the Contract. All trademarks and trade names are the exclusive properties of CONVENA. CONVENA disclaims any proprietary interest in trademarks and trade names other than its own.

§4 Orders

Orders are initiated by the Customer’s purchase order received by CONVENA either in writing, by telephone, web shop, e-mail, data files or fax. Purchase orders shall identify the Products, unit quantities, part numbers, descriptions, applicable prices, invoice and delivery address, your reference, order reference and designate if delivery shall be made by standard or express shipment. Purchase orders are subject to CONVENA order confirmation and to these Terms and Conditions. Irrespective of means of communication, it is the sole responsibility of the Customer to verify that CONVENA has received the purchase order or any other kind of message sent by the Customer to CONVENA. CONVENA does not assume any responsibility whatsoever for any loss or damages caused by breakdowns in communication beyond CONVENA’s reasonable control.

§5 Delivery

Delivery shall be “Ex Works” (EXW) (Incoterms 2000, International Chamber of Commerce). Selection of the carrier and delivery route will be made by CONVENA. The Customer, in addition to the purchase price of the Products, shall pay the amount of all transportation charges from CONVENA’s facility to the Customer. One freight cost will be charged regardless of distance and weight. We only debit one freight charge per order, unless anything else has been agreed for between the parties. If the Customer asks for partial delivery, freight will be charged for each delivery. Delivery to a carrier shall constitute delivery to the Customer, and risk of loss and delay shall thereupon pass to the Customer. Products invoiced and held by CONVENA at the Customer’s request shall be held at the Customer’s risk and expense. On the Customer’s request CONVENA may provide the Customer with an estimated delivery date. The Customer acknowledges that any such delivery dates provided by CONVENA are estimates only and that CONVENA shall not be liable for failure to deliver on such dates.

§6 Risk responsibility

The risk will pass to the Purchaser, no later than when the goods are handed over to the first carrier.

§7 Ownership reservation

CONVENA keep ownership for delivered goods until purchase price, interest and other costs are fully paid by the customer.

§8 Error or deficiency in delivery

The Customer shall examine the Products as soon as possible after their arrival at destination. Claims for shortages and damage must immediately be made to carrier. The Customer shall be deemed to have accepted the Products unless written notice of rejection is received by CONVENA within five days after delivery.

§9 Return of goods from ordering errors, wrong deliveries or warranty

The customer must apply for a return material authorization within five days of receiving the products. Returns and cancellations can be permitted in special instances subject to written agreement including RMA with CONVENA. If the status of the products returned is not according to the agreement CONVENA retains the right to reject the RMA. CONVENA retains the right but not the obligation to debit any additional costs or non-attained trading profit. The RMA is valid for 10 days after which it is being cancelled. Parts must be returned in its original packaging and packed according to manufacturers demand. The customer will arrange and pay the return shipment. CONVENA retains the right to correct shipping errors on our own expense or to send new goods to customer. As CONVENA has carried out the resending of goods or correction of error, there can be no more demand from the customer. In cases of wrong deliveries and warranties CONVENA will pay the shipping cost for the replacement delivery.

§10 Warranty

Warranty is given according to the supplier warranty conditions.

§11 Exchange parts

Exchange part shall be returned within ten days. Otherwise the difference in price between new and exchange part will be separately invoiced. Returned exchange part, must be in repairable condition and may not be damaged from attempts to repair it. Exchange document shall always accompany parts. All exchange parts must be sent back in their original packaging.

§12 Prices

All prices in the web shop or otherwise quoted by CONVENA are subject to change due to circumstances beyond the control of CONVENA. When ordering, customer is informed about any changes. If the price for a specific order due to such alteration should exceed the corresponding price in the web shop or otherwise quoted by CONVENA, the Customer may, immediately upon receipt of CONVENA’s written confirmation of the order, by written notice to CONVENA, cancel the order whereupon neither party shall be under any further liability hereunder.

§13 Terms of Payment - Web

Web orders are paid in advance by using an authorized payment provider. Convena uses Dibs, Klarna and PayPal as authorized payment providers.

§14 Terms of Payment - Other orders

Customer may apply for credit at CONVENA. If credit is not Customer may apply for credit at CONVENA. If credit is not authorized, the total value of the order must be paid into our bank account in advance. Pre-payment can be done either through bank transfer or utilizing an authorized payment provider. Convena uses Dibs, Klarna and PayPal as authorized payment providers. Payment for Products must be received by CONVENA according to payment terms. Payment for Products shall be received by CONVENA according to payment terms. Orders are subject to credit approval by CONVENA, which may in its sole discretion at any time change the terms of the Customer’s credit or require advance payment. The amounts due shall be transferred, unless otherwise agreed, to CONVENA’s bank for the account of the CONVENA and the Customer shall be deemed to have performed his payment obligations when the respective sums due have been received by CONVENA’s bank in immediately available funds. If CONVENA reasonably believes that the Customer’s ability to make payments is impaired, CONVENA may cancel any order or remaining balance thereof, and the Customer shall remain liable to pay CONVENA for Products already delivered. The Customer shall, when requested by CONVENA, submit such financial information as CONVENA may reasonably require for determination of credit terms. The Customer shall pay the entire net amount of each invoice from CONVENA pursuant to the terms of such invoice without offset or deduction. Invoices not paid when due shall bear interest to date of payment at the annual rate of 18 percent or such lower rate as may be the maximum permitted by law. CONVENA shall be entitled to terminate the Contract without prior notification if a payment from the Customer is delayed. Payments by cheque in not accepted. The remitter will pay for any bank transfer charges.

§15 Statements and Advice

If statements or advice, technical or otherwise, is offered or given to the Customer by CONVENA, such statements or advice shall be deemed to be given as an accommodation to the Customer and without charge and CONVENA shall have no responsibilities or liabilities whatsoever for the content or use of such statements or advice.

§16 Information

The Customer shall promptly inform CONVENA of any claim made against the Customer by his customers or third parties concerning the Products or intellectual property rights related thereto.

§17 Modifications

The sale of Products hereunder shall be governed by the Terms and Conditions, notwithstanding contrary or additional terms and conditions in any purchase order, planning schedule, acknowledgement, confirmation issued or any other form or document by either party effecting the purchase and/or sale of Products. These Terms and Conditions may not be modified or cancelled except through a written agreement signed by the Customer and the Managing director of CONVENA.

§18 Transfer of Rights

No rights, duties, agreements or obligations hereunder may be assigned or transferred by either party without the prior written consent of the other. The Terms and Conditions hereof shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns.

§19 Waiver

The waiver of any breach of any term, condition or covenant hereof or default under any provision hereof shall not be deemed to constitute a waiver of any other term, condition, or covenant contained herein or of any subsequent breach or default of any kind or nature.

§20 Invalid

Provision Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction or affecting the validity or enforceability of such provision in any other jurisdiction.

§21 Force Majeure

CONVENA is not liable for a failure to perform any of this obligations in so far as: (a) the failure was due to an impediment beyond CONVENA’s control, and (b) CONVENA could not reasonably be expected to have taken into account the impediment and its effects upon CONVENA’s ability to perform at the time of the conclusion of the Contract, and (c) CONVENA could not reasonably have avoided or overcome it or its effects. A ground of relief under this clause relieves CONVENA from liability in damages, from any and all contractual sanctions. CONVENA shall inform the Customer when a ground of relief occurs. If the grounds of relief subsist for more than sixty (60) days, either party shall be entitled to terminate the Contract by written notice.

§22 Applicable

Law These Terms and Conditions and the Contracts concluded hereunder shall be governed by and construed in accordance with the laws of Sweden.

§23 Resolution of Disputes

Any dispute, controversy or claim arising out of or in connection with these Terms and Conditions and the Contracts concluded hereunder, or the breach, termination or invalidity thereof, shall be settled by the District Court of the City of Gothenburg.