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General Terms and Conditions of Sale – Würth Industri Sverige AB

1. Applicability and Contract Structure

These General Terms and Conditions of Sale (“Terms”) apply to all purchases and deliveries of goods (“Goods”) from Würth Industri Sverige AB, reg. no. 556293-4199 (the “Seller”), to a customer (the “Customer”), unless otherwise expressly agreed in writing between the parties.
The Terms, together with the following documents, constitute the entire agreement between the parties (the “Agreement”):

  • The Seller’s order confirmation
  • The Seller’s quotation
  • These Terms
  • Applicable industry terms and conditions (NLS 19 or NL 17, depending on the type of Goods), including the deviations set out below (applicable only to NLS 19)

In the event of conflicts between these documents, they shall be interpreted in the above order of precedence, with documents of lower number prevailing over those of higher number.

The Seller reserves the right to update these Terms, as well as prices and other information published on its website, without prior notice. The Customer is responsible for ensuring awareness of the latest published version at the time of ordering.

2. Applicable Industry Terms – NLS 19 and NL 17

Depending on the type of Goods, the following general conditions apply in addition to these Terms:

  • For purchases of standardised Goods, the following applies:
    General Conditions for the Supply of Bulk Goods of a Standard Nature such as Mechanical, Electrical and Electronic Components, Screws and Nails within and between Denmark, Finland, Norway and Sweden (NLS 19). These conditions apply subject to the deviations stated in section 11 of these Terms.
  • For purchases of specially manufactured Goods (typically defined as 1908 items), produced to order in specific materials and dimensions, as well as components manufactured specifically for the individual customer’s needs, the following applies:
    General Conditions for the Supply of Machinery and Other Mechanical, Electrical and Electronic Equipment within and between Denmark, Finland, Norway and Sweden (NL 17).
    NL 17 applies in its entirety.

The applicable industry terms, NL 17 or NLS 19, are normally specified in the Seller’s quotation and order confirmation.

Complete versions of NL 17 and NLS 19 are available upon request or may be downloaded via:

NL 17 (PDF – Teknikföretagen)

NLS 19 (PDF – Teknikföretagen)

3. Prices and Payment Terms

  • All prices are quoted excluding value-added tax (VAT) and any other taxes or charges.
  • The Seller reserves the right to adjust prices in the event of currency fluctuations, raw material prices, taxes, or other cost factors.
  • The Customer is not entitled to withhold payment due to complaints or counterclaims unless otherwise expressly agreed in writing.
  • The Seller is entitled to demand advance payment or security if the Customer’s ability to pay is uncertain. If advance payment is not made within three (3) months of the Seller’s request, the Seller has the right to terminate the Agreement by written notice and, in addition to interest, claim compensation for actual loss, not exceeding the price of the cancelled delivery.

4. Surcharge for Orders Below SEK 2,000

  • For orders with a total value below SEK 2,000 excluding VAT, a surcharge will be added. The surcharge corresponds to the difference between the order value and SEK 2,000, and is charged to cover additional costs for small deliveries. The surcharge applies per delivery.

5. Delivery and Transport

  • Delivery times are stated in the Seller’s quotation or order confirmation.
  • The Seller is entitled to make partial deliveries, provided that this does not cause unreasonable inconvenience to the Customer.

6. Packaging

  • Goods are delivered in complete packages. Orders are automatically rounded up to the nearest full package size.
  • The Seller reserves the right to deliver a quantity variance of ±10% from the ordered amount. Price and total cost will be adjusted accordingly, as stated in the order confirmation.
  • Costs for packaging and transport containers are charged separately. The Seller does not accept returns of such packaging.

7. Returns

  • Specially manufactured or customer-specific Goods cannot be returned.
  • Standardised Goods may be returned without defect, provided that all of the following conditions are met:
    • The Customer notifies the Seller in writing of the intended return within fourteen (14) days from the delivery date (transfer of risk).
    • Goods are returned in unopened original packaging, complete with all components and accessories, unused, and free from dirt, damage, or markings.
    • The return has been approved in writing by the Seller. Upon approval, a return number will be issued, which must be clearly marked on the Goods.
    • Return shipments must be dispatched within five (5) working days of approval.
  • The Customer bears the cost of return freight and any return charges.
  • Incomplete or incorrect returns will be returned to the Customer at the Customer’s expense.
  • Risk transfers back to the Seller only when returned Goods are received in approved condition.
  • Return requests are assessed individually. The Seller reserves the right to refuse a return. For approved returns, up to 70% of the invoiced amount may be credited, subject to assessment of the Goods’ condition and deduction for handling costs.

8. Documentation

  • If specific documentation (e.g., certificates, test reports, or specification sheets) is required at the time of delivery, this must be explicitly stated at the time of ordering.
  • If requested after delivery, the Seller cannot guarantee that such documentation can be provided.
  • The Seller reserves the right to charge the Customer for all costs related to preparation, handling, and delivery of such documentation.

9. Buy-Out Clause

  • If the Customer wishes to terminate a fixed-term agreement prematurely without grounds for termination under the Agreement, the Seller is entitled to claim a specific buy-out fee. Unless otherwise agreed, this applies to all types of order placement.
  • The buy-out fee shall cover compensation for: the remaining contract period, expected volumes based on purchase history, the Seller’s specific investments or obligations related to the Agreement, as well as the value of any discounts, customisations, volume agreements, or other contractual benefits.
  • Buy-out is granted only after written agreement between the parties and becomes effective only after the buy-out fee has been paid in full.

10. Export Control and Compliance with Applicable Law

  • The Customer is responsible for compliance with applicable export and import legislation when using, transferring, or reselling the Goods.
  • The Seller is entitled to refuse delivery, in whole or in part, or to terminate the Agreement, if there is reasonable cause to believe that the Goods may be used in violation of applicable laws, regulations, or international sanctions.

11. Deviations from NLS 19

This section applies only where NLS 19 is applicable under section 2 of these Terms.

Delivery Terms – the following provisions replace section 5 of NLS 19 in its entirety:

  • Delivery shall be made in accordance with the delivery clause FCA (Free Carrier) under Incoterms® 2020, unless otherwise expressly agreed.
  • The place of delivery shall be as stated in the Seller’s quotation or order confirmation. If not specified, delivery shall be FCA the Seller’s warehouse in Bad Mergentheim / Germany, Künzelsau / Germany, or Gothenburg / Sweden.
  • Risk of the Goods passes to the Customer when the Goods are handed over to the first carrier designated by the Customer at the specified place.
  • The Seller is responsible for export clearance and packaging up to the FCA delivery point. Any transport insurance and all costs after handover are borne by the Customer.
  • If the Customer does not provide timely information regarding freight booking or carrier, the Seller is entitled to postpone delivery and/or charge any additional costs.

Liability for Defects – the following provisions replace section 14 of NLS 19 in its entirety:

  • The Seller’s liability covers only defects that appear within one (1) year from delivery of the Goods. For tools and machinery, liability extends up to twenty-four (24) months from delivery of the Goods.
  • The Customer must notify the Seller in writing of defects without undue delay, and no later than one (1) month after the defect becomes apparent. Otherwise, the Customer loses the right to a replacement delivery under section 13 of NLS 19.

Liability for Defects – the following provision supplements the liability in sections 13–16 of NLS 19:

  • The Seller’s liability does not cover defects arising from: incorrect installation or use, normal wear and tear, external influences (such as moisture, heat, electrical faults), or alterations/modifications of the Goods.

Limitation of Liability – the following provision supplements the limitations of liability in NLS 19:

  • The Seller’s maximum liability for defects, delays, or other damages is limited to the invoiced value of the specific Goods in the particular delivery or partial delivery to which the claim relates.