GENERAL TERMS AND CONDITIONS OF SALE

1. SCOPE OF APPLICATION

1.1. All sales by Båstadgruppen shall be governed by these General Terms and Conditions of Sale (the “Terms”).

1.2. Where the parties have entered into a separate written agreement deviating from these Terms, such agreement shall take precedence to the extent it expressly provides otherwise. To be valid, any deviation from the Terms must be in writing and signed, or confirmed in writing, by both parties. Text or conditions set out in the Customer’s purchase orders, order confirmations, or other documents shall not take precedence over these Terms, unless the Supplier has expressly and in writing approved such modification and specified the extent to which the Terms are to be superseded.

1.3. Båstadgruppen is referred to herein as the “Supplier” and the purchaser is referred to as the “Customer”.

1.4. The products and, where applicable, services sold by the Supplier to the Customer are collectively referred to herein as the “Products”.

1.5. These Terms form an integral part of all sales by the Supplier, regardless of whether express reference to the Terms is made or not.

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2. AGREEMENT & ORDERS

2.1   A binding purchase agreement is concluded when the Customer’s order has been confirmed in writing by the Supplier by means of an order confirmation sent to the email address designated by the Customer. The order confirmation constitutes the the Supplier’s’s acceptance of the order. The parties agree that these General Terms and Conditions of Sale shall apply to all deliveries unless otherwise agreed in writing. The Customer is responsible for obtaining and reviewing the current version of the Terms prior to each order.

2.2   Orders must include article number, product description, and quantity, and may conveniently be placed via www.bastadgruppen.com. The Customer may also place orders by email to order@bastadgruppen.com or telephone +46 431 732 00.

2.3   In the event of a shortage of ordered Products, the the Supplier shall be entitled to make partial delivery and register the undelivered quantity as a back order. Back orders shall be fulfilled without undue delay once the Products are again available in stock, unless the Customer requests in writing that the back order be cancelled.

2.4   The Supplier reserves the right to conduct credit assessments and to decline an order, in whole or in part, without providing reasons.

2.5   Product images and colour representations in the webshop or marketing materials may deviate from actual appearance due to technical limitations. Such deviations shall not constitute a defect in the goods.

2.6   The Supplier reserves the right to modify, update, or discontinue products from its range at any time without prior notice.

2.7   In the event of manifest typographical or clerical errors in a price list, quotation, or order confirmation, the Supplier shall be entitled to correct the error even after an order confirmation has been dispatched.

3. DELIVERY & DELIVERY TERMS

3.1   Products shall be delivered to the address specified by the Customer for the relevant order. Delivery shall be made on the basis of DAP Incoterms 2020. If the recipient cannot be reached by the carrier at the time of delivery, resulting in the return of the goods to the the Supplier’s warehouse, the cost of such return shall be borne by the Customer. Orders are normally processed within one (1) business day from the Customer’s receipt of the order confirmation, unless otherwise agreed in writing. Delivery is expected to occur within 1–4 days within Sweden and within 2–10 business days for deliveries outside Sweden. Delivery times are estimates only and may exceed normal lead times. Our carriers do not deliver on weekends or local public holidays.

3.2   The Customer bears responsibility for providing the the Supplier with accurate and complete delivery address information. We cannot guarantee that address information can be amended once the Customer has completed an order. The Customer is solely responsible for any delivery failures arising from insufficient or incorrectly stated delivery address information. In the event an order is returned due to inaccurate delivery information, the the Supplier shall be entitled to charge the Customer for return freight costs.

3.3   If the Customer fails to fulfil its obligations with respect to import clearance or acceptance of delivery, and this results in a return or additional costs, the the Supplier shall be entitled to charge the Customer for such costs.

4. PRICES

4.1 All prices are stated exclusive of value added tax (VAT) and any other applicable taxes or charges.

4.2 The Supplier shall be entitled to adjust its price lists twice per calendar year, on 1 February and 1 September respectively. The Customer is responsible for maintaining an up-to-date price list. In the event of material cost changes (including raw materials, currency fluctuations, transport, customs duties, regulatory decisions, or equivalent factors), the Supplier shall be entitled to adjust prices with immediate effect.

4.3 In addition to the regular price adjustment dates, the Supplier shall be entitled to adjust, with immediate effect, the prices of Products supplied under third-party brands or delivered by an external supplier, where the Supplier is affected by price changes, currency fluctuations, customs duties, increases in transport costs, regulatory decisions, or any other cost increase beyond the Supplier’s control.

4.4 Price adjustments shall take effect from the date specified in the notice to the Customer. The Customer shall not be entitled to withdraw from a purchase or agreement as a result of such price adjustment.

5. PAYMENT TERMS

5.1 Unless otherwise agreed, payment shall be made against invoice within 30 days from the invoice date. In the event of late payment, statutory interest on arrears shall accrue in accordance with the Swedish Interest Act, together with compensation for reminder and collection costs. The Supplier shall be entitled to withhold delivery or require advance payment if the Customer fails to fulfil its payment obligations.

6. RETENTION OF TITLE

6.1 The Products shall remain the property of the Supplier until full payment has been received. The Customer shall not pledge or otherwise encumber or dispose of the goods prior to the transfer of title.

7. RETURNS & COMPLAINTS

7.1 All return and complaint handling requires a supporting document. The Supplier will not accept returns dispatched without a return case having been created. Parcels returned without documentation approved by the Supplier will be returned to the Customer at the Customer’s expense, together with an administration fee of SEK 150. Return and Complaint Terms and Conditions may be obtained by contacting the Supplier via www.bastadgruppen.com or at info@bastadgruppen.com.

For occupational health and hygiene reasons, Products that have been used, opened, or otherwise handled following delivery may not be returned without the Supplier’s written consent. This applies in particular to Products that may have come into contact with hazardous substances, contaminated environments, or other high-risk conditions. The Supplier shall be entitled to reject a return or dispose of Products that are deemed to constitute an occupational health risk. Any costs associated with such handling shall be charged to the Customer.

7.2 Complaints

7.2.1 When submitting a complaint, the Customer must provide the article number, colour code, and size of the Product, and state the grounds for the complaint. Photographs of the Product must be attached to the complaint application. The Supplier shall remedy a valid complaint by supplying a replacement item; however, garments with minor stitching defects may in certain cases be repaired rather than replaced. All Products must be washed and cleaned prior to submission of a complaint.

7.2.2 When ordering Products with customisation such as printing, transfer, embroidery, or other branding, Båstadgruppen shall provide a proof for the Customer’s approval prior to commencement of production. Production of transfer, print, or embroidery shall not commence until the Customer has approved the proof in writing. By approving the proof, the Customer confirms that all details contained therein are correct, including but not limited to text, logotype, colour, size, placement, and quantity. Båstadgruppen shall bear no responsibility for errors or deviations that are consistent with a proof approved by the Customer. Any amendments following approval of a proof may result in additional costs and changes to the delivery time.

The Supplier accepts no responsibility for customisations carried out by parties other than the Supplier.

7.3 Returns

7.3.1 In the event of a change of mind, the Customer must notify the Supplier of the return no later than 30 days after receipt of delivery. Returns older than 30 days will not be processed. Return and complaint documentation may be obtained via “Frequently Asked Questions” at www.bastadgruppen.com.

7.3.2 The Customer is responsible for carefully inspecting the goods immediately upon delivery. Any defects must be reported in writing to the Supplier at info@bastadgruppen.com within 5 business days from receipt of delivery.

7.3.3 The following conditions apply to all returns, except in the case of warranty complaints:

• The item must be in new condition, in its original packaging, and form part of the Supplier’s current stocked range.
• The product packaging must be undamaged and in its original condition, with all labels and details intact.
• All return freight costs shall be borne by the Customer (this does not apply to warranty complaints).
• Products received more than 30 days prior to the return request cannot be returned.
• Only items specified on the return documentation will be accepted as an approved return. Any Products returned in connection with an agreed return that are not specified on the return documentation will be returned to the Customer and charged an administration fee of SEK 150.00 plus applicable freight costs.
• Customised garments are excluded from the right of return.
• For the markets of Norway, Iceland, and Switzerland, a mandatory administrative return fee of SEK 250.00 / EUR 25.00 per return order shall apply.

8. LIMITATION OF LIABILITY

8.1 The Supplier’s total liability, regardless of the legal basis, shall be limited to the amount paid by the Customer for the relevant delivery. Under no circumstances shall the Supplier be liable for indirect damages, loss of profit, production losses, loss of goodwill, or any other consequential loss.

8.2 The Supplier shall maintain liability insurance covering general liability and product liability with respect to all products delivered by the Supplier. The insurance shall cover direct property damage as well as personal injury and financial losses arising therefrom. The insured amount shall be no less than SEK 10 million per claim and SEK 20 million per year.

9. FORCE MAJEURE

9.1 The Supplier shall be relieved of liability in the event of circumstances beyond its control, including but not limited to war, governmental decisions, sanctions, trade restrictions, pandemics, transport disruptions, strikes, fire, or natural disasters.

10. TRADE COMPLIANCE (SANCTIONS & EXPORT CONTROLS)

10.1 The Customer, including its representatives, directors, agents, employees, and management, undertakes to comply with all applicable laws and regulations concerning trade sanctions, export controls, anti-corruption, and anti-money laundering, including regulations issued by the EU, UN, Sweden, the USA, and other relevant jurisdictions.

10.2 The Customer shall, without undue delay and no later than five (5) business days, notify the Supplier in writing should any circumstance arise that causes the Customer’s above-stated representations or undertakings to no longer be accurate or complete.

10.3 The Customer represents and warrants that it:

• is not subject to trade sanctions,
• is not owned or controlled by a sanctioned party,
• is not acting on behalf of any such party.

10.4 The Customer may not, directly or indirectly, sell, export, re-export, or otherwise transfer Products to:

• sanctioned persons or entities,
• activities linked to military use or prohibited weapons systems,
• countries or territories subject to comprehensive trade sanctions,
• red-listed countries and territories include, without limitation, the following:

-              Afghanistan

-              Belarus

-              Democratic Republic of the Congo (Kinshasa)

-              Crimea, including Sevastopol

-              Cuba

-              Libya

-              Iran

-              Myanmar (Burma)

-              North Korea (DPRK)

-              Russia

-              Sudan

-              Syria

-              Donetsk People’s Republic (self-proclaimed region)

-              Luhansk People’s Republic (self-proclaimed region)

-              Venezuela

-              Yemen

10.5 The above list is non-exhaustive. Red-listed countries and territories shall also include such countries, regions, or territories as may from time to time be subject to comprehensive trade sanctions or export restrictions pursuant to decisions or regulations issued by the European Union (EU), the United Nations (UN), Sweden, the USA, or any other relevant jurisdiction applicable to the transaction.

10.6 The Customer is responsible for continuously ensuring that the resale or use of the Products does not violate applicable sanctions or export control regulations from time to time in force.

10.7 The Products may not be used in connection with nuclear, biological, or chemical weapons, or any other prohibited military activity.

10.8 The Customer shall maintain complete documentation of all resale transactions and shall, upon request, provide such documentation to the Supplier without undue delay.

10.9 The Supplier shall be entitled, without incurring any liability, to:

• refuse delivery,
• withhold payment,
• terminate agreements with immediate effect

10.10 if there is reasonable cause to believe that the transaction may be in violation of sanctions or export control regulations.

10.11 The Customer shall indemnify and hold the Supplier harmless from and against all costs, claims, or damages arising from any breach of this provision.

11. GOVERNING LAW & DISPUTE RESOLUTION

11.1 These General Terms and Conditions shall be governed by and construed in accordance with Swedish law. Any agreement entered into between the Supplier and the Customer, as well as any dispute arising therefrom, shall be subject to Swedish law. An amicable resolution shall be sought prior to the commencement of any legal proceedings. Should an amicable resolution prove unsuccessful, the matter shall be referred to a Swedish court of competent jurisdiction. This provision shall not deprive European or other international customers of any rights conferred upon them by mandatory provisions of applicable national law.