Höganäs eOrder tool
1.1. Höganäs AB (publ), its subsidiaries and affiliates (hereinafter “Höganäs”) are providing to selected customers the service to use an online tool to order or re-order pre-defined and specified products from its product portfolio via an online customer portal for electronic ordering or re-ordering (hereafter referred to as “Höganäs eOrder tool”). Customer will prior to completing the purchase in the Höganäs eOrder tool receive details of which specific Höganäs company that will be conducting the specific sale and also its address, e-mail contact details and corporate reg. no.
1.2. These terms and conditions for using the Höganäs eOrder tool (hereafter referred to as “Terms and Conditions”) shall apply to and govern online ordering and re-ordering of a range of products produced and sold by Höganäs (as defined hereafter) available to a particular customer registered with Höganäs for the use of the Höganäs eOrder tool (the “Customer”).
1.4. Höganäs reserves the right to modify these Terms and Conditions and Höganäs Terms and Conditions of Sale at any given moment. Any revised Terms and Conditions or Höganäs Terms and Conditions of Sale applies to all new orders placed further to such modification. The revised Terms and Conditions/Conditions of Sale will be published on Höganäs’ website https://www.hoganas.com and will apply from its date of publishing.
Article 2. Products
Customers registered for and eligible to use of the Höganäs eOrder tool have the opportunity to order or re-order standard and customer specific products listed/specified in a separate product and price list as agreed between Höganäs and the specific customer (“Products”) via the Höganäs eOrder tool. Products include products produced and sold by Höganäs that have either already been purchased by the specific customer previously or already been offered by Höganäs for purchase not using the Höganäs eOrder tool.
Article 3. Order procedure
3.1. The Höganäs eOrder tool displays (a) Products available for ordering or subject for quotation for the Customer listed by name, price if available, and packing size on the starting page, and (b) under the tab “Documents > Price lists” additional terms under which Products can be order or reordered such as relevant price per item, the applicable Incoterm for shipment and applicable payment terms.
3.2. Before adding products to the order cart Customer needs to select a preferred shipment date.
3.3. Customer can choose to order Products by weight or by packing size.
3.4. If Customer wishes to place a binding order for Products, the Customer must add the desired quantity of Products to the order cart by clicking on the -cart icon button. The Customer can, at any moment, access the order cart and make changes by clicking “View cart” or in the checkout step on the button “change order”. Customer can also repeat orders already placed with Höganäs under the tab “Repeat Order” by clicking on the repeat order function.
3.5. Once the Customer is ready to confirm the contents of the order cart, and therefore the binding order, the Customer will first review all added Products and quantities in the “Checkout products” step where Customer then can correct any mistakes which may have occurred when entering the information (or continue adding products). If the order is correct, the Customer will proceed to the “Delivery information” step where the Customer will need to confirm the delivery address and provide its own PO number which shall be subject to the acknowledgement of Höganäs. The Customer must read these Terms and Conditions and the Höganäs General Terms and Conditions for Sale and accept them by ticking the box for this purpose or otherwise cancel the order.
3.6. The Customer then confirms the order by clicking on the “Checkout products” button. This final confirmation counts as a signature and express agreement of both the order, the Terms and Conditions and the General Terms and Conditions for Sale.
3.7. Any order placed by Customer shall be binding for Customer and be subject to order acknowledgment by Höganäs further to such order placement by Customer (“Order Acknowledgement”). Order Acknowledgments can be delivered electronically or by any other means chosen by Höganäs. No order shall be binding upon Höganäs unless accepted in writing by Höganäs.
3.8. When the order is placed via Höganäs eOrder tool the Customer will receive an email with a summary of order details sent in, that will be subject to the acknowledgement of Höganäs:
- Ordered Product (per order line)
- Ordered Product Quantity (per order line)
- With or without pallet, if applicable
- Ordered Product total price (excl. VAT) (per order line)
- Total order price (excl. VAT)
- Invoicing address
- Preferred shipment date
- PO number
- VAT No.
- Delivery address
- Message (if relevant)
3.9. If the there is no price available for a Product displayed on the Höganäs eOrder tool (the preferred shipment date might be outside the price lists date range), the Customer will be invited to request a quotation in the tool instead.
Article 4. Prices – Payment Terms
4.1. All applicable prices for Products are stated in the applicable price lists as available on the Höganäs eOrder tool under tab “Documents > Price Lists” in the currency agreed with Customer (“Price Lists”). Prices and other information are subject to possible errors in images, prices, and text. The price stated in the order cart at the time of ordering is valid. If any unforeseen changes such as, but not limited to, costs for raw materials, alloys, energy, exchange rates, duties, taxes or governmental charges occur before delivery and such change affects Höganäs’ costs for supplying products, Höganäs shall be entitled to adjust the price accordingly.
4.2. The Price Lists indicate a base price and applicable metal surcharges (if any) for the respective Product. All prices indicated in the Price Lists are exclusive of any applicable tax. All prices are always stated excluding shipping and any other applicable fees. The shipping cost for the chosen delivery method and any applicable fees are specified in the Order Acknowledgement completing the purchase.
4.3. The applicable payment terms for all sales initiated through orders in the Höganäs eOrder tool and concluded by Order Acknowledgement are displayed on the Höganäs eOrder tool under tab “Documents > Price Lists”.
Article 5. Availability
All specified delivery dates refer to the completion of manufacture and availability for shipment of the Products and are Höganäs’ best estimates. Höganäs reserves the right to modify the delivery dates with notice to Customer without incurring any liability.
Article 6. Termination of Service
Höganäs reserves the right at any time and at its sole discretion to cease offering the service of providing the Höganäs eOrder tool.
Article 7. Personal Data
Article 8. Intellectual Property Rights
The content of the Höganäs eOrder tool is owned by Höganäs or third parties and is protected by Swedish and international legislation. All rights reserved. Unauthorized use or distribution of the content in the Höganäs eOrder tool may constitute a violation of copyright, trademark, and/or other Swedish or international legislation and may be subject to legal action. The content of the Höganäs eOrder tool may not be modified, transmitted, reproduced, published, licensed, transferred, or sold without prior written consent from Höganäs or another rights holder.
Article 9. Disputes and Governing law
9.1. These Terms and Conditions shall be governed by Swedish law, without regard to its principles of conflict of laws, except that the Swedish law (1987:822) on International Sale of Goods shall not apply. Neither shall the United Nations Convention for the International Sale of Goods apply to these Terms and Conditions.
9.2. Any dispute arising out of or in connection with delivery of Products to a Customer incorporated in any country mentioned above shall be finally settled by arbitration in accordance with the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce. The arbitration proceedings shall take place in Malmö, Sweden, and the language to be used in the arbitral proceedings, its documentation and award shall be English. The Rules for Expedited Arbitrations shall apply if the amount of the dispute does not exceed EUR one hundred thousand (100,000). This arbitration clause is for the benefit of Höganäs and Höganäs shall be entitled to, in its sole discretion, choose arbitration in accordance with the rules of any arbitration institute and location for the arbitral proceedings which is relevant considering the location of Customer and the Höganäs selling entity. Höganäs shall also be entitled to apply directly to any competent court of law, in cases of default in payment.