These general terms and conditions of sale (the “Terms”) shall be applied to all orders and agreements regarding the sale and delivery of products from Hot Screen AB, corp. i.d. no. 556446-5242, Gunnesgårdsvägen 2, 439 74 Fjärås (“Hot Screen”) to purchasersof Hot Screen’s products (“Buyer”), unless otherwise agreed to in writing between Hot Screen and the Buyer. These Terms constitute an integral part of all quotesand order confirmations provided by Hot Screen to the Buyer, even if these Terms are not referenced in the specific quoteor order confirmation provided by Hot Screen. The Terms shall apply to all orders of Hot Screen placedby the Buyer. If the Buyer has specified other terms and conditions in an order or other similar document or otherwisereferenced other terms and conditions, which conflict withthe terms and conditions ofthese Terms, these Terms shall take precedence oversuch other terms and conditions regardless ofif Hot Screen has previously objected to the Buyer’s terms and conditions or not.
1.1 Hot Screen only sells to Hot Screen’sapprovedretailers.In order tobecome a Hot Screen retailer, the Buyermust conductbusiness within sales of profile and work clothing and/or other refinedclothing items, or such business as Hot Screen otherwise deemsequivalent.
1.2 The Buyer can apply to be a Hot Screen retailer by applying for an account via Hot Screen’s website www.hotscreen.se, or by contacting Hot Screen. Current contact information can be found on the Hot Screen website.
2.1 If the Buyerplaces an order via e-mail or telephone, such order shall be binding for the Buyer. For orders placed via Hot Screen’s online store at www.hotscreen.se (the “Online Store”), the order is binding for the Buyer when the order is completed. However, if the order means that a proofing processis required, both parties shall be bound only when the Order Confirmation has been sent in accordance with clause 2.4.
2.2 The Buyer is aware that orderson Hot Screen’s Online Store can only be placed through the Buyer’s customer account(s). The Buyer is responsible for ensuring that persons with access to the Buyer’s customer account(s) have the right to place orders and to enter into agreements for thepurchase of products from Hot Screen in the Buyer’s name. The Buyer accepts that the Buyer is liable for payment forall ordersplaced through the Buyer’s customer account(s).
2.3 If the Buyer suspects that any unauthorised person has access to the Buyer’s customer account(s), it is the Buyer’s responsibility to immediatelychange the log indetailsand notify Hot Screen. If Hot Screen suspects that a customer account is misused or hasfallen into the hands ofan unauthorised person, Hot Screen shall have the right to block such customer account from placing orders until further notice.
2.4 The Buyer’s order shall be binding onHot Screen when it has been approved by Hot Screen and written order confirmation has subsequently been forwarded to the Buyer (the “Order Confirmation”). After Hot Screen has provided an Order Confirmation, the parties have entered into a binding purchase agreement (“Agreement”). The applicable Terms at the time of the order shall constitute an integral part of each Agreement.
2.5 Unless otherwise agreedbetween the parties in writing, the Buyer shall not have the right to change itsorder.
2.6 Hot Screen reserves the right to carry out a credit check of the Buyer.
3.1 Delivery shall take place within and outside of Sweden by a carrieror courier company retained by Hot Screen. Shippingcosts shall be charged in accordance withthecurrent applicable price list.
3.2 The Order Confirmation shall state the estimated delivery date.When the ordered products are delivered from Hot Screen,a delivery notification shall be sent to the Buyer’sspecified e-mail address. Unless otherwise agreed,the delivery terms and conditionsapplyEXW (Incoterm 2020).
3.3 The date for Hot Screen’s delivery may deviate by up to one (1) week from the estimated delivery date without the delivery being considereddelayed. In the event of delay of delivery, Hot Screen shall inform the Buyer of the reason for the delay and notify a new delivery date at the Buyer’sspecifiede-mail address.
3.4 In the event of delayed delivery, the Buyer shall only have the right to claim penalties set out in these Terms
4.1 Hot Screen has, up until the specified delivery date, the right to adjust or refrain from delivering all or parts of the delivery in accordance with an Agreement if Hot Screen deems that the Buyer’s creditworthinesshas changed in a way that entails a riskthatHot Screen will not receivepayment for anorder, or in such extent thatHot Screen’s delivery is impossibleor considerably more difficult or expensive due to a Force Majeure event as defined in clause 16.1.
4.2 As soon as Hot Screen has decided to adjust or refrain from delivery, Hot Screen shall notify the Buyer of this in writing.
4.3 The Buyer shall not have the right to compensation in the event that Hot Screen adjusts or refrains from delivery in accordance with this clause 4.
5.1 Subject towhat is set out in clause 5.2,the Buyer shall pay the price stated on the Order Confirmation. Unless otherwise agreed in writing by Hot Screen and the Buyer, the prices are based on Hot Screen’s current price list at the time, which arestated excluding shipping costs, value added tax (VAT), and other taxes and charges, unless otherwise explicitly stated.
5.2 Hot Screen reserves the right to price adjustment,even after the Order Confirmation has been submitted, as a result of change of supplier, currency rate change, change of raw materialprices, changed state surcharges, significant change ofoperatingand production costs or as a result of circumstances beyondHot Screen’s control or impact.
6.1 Unless otherwise stated by Hot Screen, payment shall be made against invoice with a thirty (30) day term of payment from the invoice date. Hot Screen has the right to state a shorter term of payment, demand advance payment or demand security if deemed necessary with regard to the Buyer’s ability to pay or other circumstances.
6.2 In the event of a delay of payment, Hot Screen shall have the right to interest on arrears according to theSwedishInterest Act (1975:365). Hot Screen shall also have the right, upon written notice to Buyer,to suspend its fulfilmentof the Agreement until full payment is made.
6.3 In the event that the Buyer isindelay ofpayment for more than three (3) months after the due date, Hot Screen shall have the right to cancelthe Agreement after written notification to the Buyer. Hot Screen shallthen, in addition to interest on arrears, have the right to compensation for the damage Hot Screen suffers.
6.4 Objections regarding Hot Screens invoiceshall be submittedto Hot Screen by the Buyer within ten (10) days from the invoice date. If the Buyer does not object within this period,the Buyer shall losehis/herright to objectto the invoice.
Ordered products remain the property ofHot Screen until such time they have been paid forin full, to the extent that such retentionof ownership rightis valid in accordance withapplicable law.
Hot Screen reserves itself against printing and writing errors, information errors, errors in specifications and errors in product information and/or price list. Exact colour reproduction is not always possible on a digital screen. Colour selection shall always be checked against the Pantone Solid Coated Guide. The Pantone Solid Coated colour guideis availablefor order in the Online Store.
9.1 Hot Screen is responsible for ensuring that delivered products comply with the Agreement and agreed specifications. If the deliveredproducts do not comply with the Agreement or agreed specifications, they are defective, provided that the products have been used in accordance with instructions provided by Hot Screen for respective product. Allegedly defective products shall be returned to Hot Screen.
9.2 Hot Screen shall not be liable for defects,if the defect is due tothe Buyer’s use of the product contrary to Hot Screen’s instructions for use of the products, or if the defect is otherwise due to a circumstance for which the Buyer is responsible. Hot Screen’s liability does not cover normal wear and tear or deterioration.
9.3 Hot Screen shall not be liable for defects beyond what is expressly provided for in these Terms.
9.4 The Buyer shall make complaint immediately and no laterthan within ten (10) days after the Buyer discovered or should have discovered the defect. Complaintsregarding the quantity of the products or directly visible conditionsshall, however, besubmittedto Hot Screen immediately and at the latestwithin ten(10) days from the delivery of the products. Complaint shall never be made later than six (6) months from Hot Screen’sdelivery.
9.5 In connection with the delivery, the Buyer shall examine the products to verify that the products correspond to the Agreement. The Buyer shall immediately make complaint of such defectsthat arediscovered or should have been discovered duringsuch examination.
9.6 Any transport damage shall be reported in writing to the carrier directly upon receipt. Hot Screen shall be provided with a copy of such complaint.
9.7 Complaints shall always be made in writing and contain a description of how the defectmanifests itself. If the Buyer does not make complaint within deadlines specified in these Terms, the Buyer shall lose the right to make valid claim based on defects.
9.8 If the Buyer makes complaint about the products and it turns out that there is no fault for which Hot Screen is responsible, Hot Screen shall have the right to compensation for the work and the costs caused by the complaint.
9.9 If there is a defect, Hot Screen has the right and obligation to remedy the defect either by redelivery or repair, depending on what Hot Screen deems appropriate. Remedy shall take place within reasonable time. If redelivery or repair is not possible, and the defect is of considerable importance to the Buyer, the Buyer may cancel the Agreement in writing in those parts referring to the products which are defective.
9.10 Defective products that are not repaired shall either be destroyed or returned to Hot Screen in accordance with Hot Screen’s instructions and at Hot Screen’s expense.
The Buyer shall not have the right to return products without previous consent from Hot Screen. In addition, Hot Screen’s current valid return and complaint policy, which is available at www.hotscreen.se shall be applicable.
11.1 Hot Screen shall not be liable for damage caused by the products to fixed or moveable property or persons or the consequences of such damage if the damage occurs when the products are in the Buyer’s possession.
11.2 Provided that Hot Screen has not been guilty of intent or gross negligence, the Buyer shall indemnify Hot Screen to the extent that Hot Screen is held liable towards any third party for such damage or loss for which Hot Screen is not liable according to clause 11.1.
11.3 If a third party makes a claim against Hot Screen or the Buyer for compensation or damage or loss that is referred to in this clause 11, the other party shall immediately be notified of such in writing.
12.1 Order of heat transfer may be subject to restrictions in, for example, the number of colours per logotype or number of motifs, in accordance with information provided in connection with the order.
12.2 Vectorized files are required to produce heat transfers. If no vectorized file is available, Hot Screen offers to redraw the file for a fixed original working cost in accordance with Hot Screen’s current valid price list.
12.3 Unless otherwise specifically notified by Hot Screen or otherwise agreed between the parties, the following production options apply:
Ordinary production time: a maximum five (5) business days
production time after approved proof/order.
Express production: a maximum of three (3) business days
production time after approved proof/order.
Next Day express (NDX): one (1) business day production time after approved proof/order. The Buyer’s products will be sent no later than the day after the order, provided that the order is placed before 2 PM.
12.4 It is the Buyer’s responsibility to ensure that ordered heat transfer is suitable and functional for the product or the material to which it is applied. Upon request from the Buyer, Hot Screen will send free product samples for verification of suitability and function. Hot Screen performs a free verification in the event of uncertainty regarding the suitability or function of selected product or selected material.
12.5 If the Buyer sends material to Hot Screen as a basis for heat transfer printing, Hot Screen takes no responsibility for the content or the form of such submitted material. The Buyer is responsible for the Buyer having the right to send the material to Hot Screen. The Buyer grants a right for Hot Screen to store and make available the material to enable the Buyer to place new orders.
12.6 Upon purchase of heat transfer, the following shall apply in the event of delay of delivery in addition to what is stated in clause 3 above and subject to what is stated in clause 16 (Force Majeure): if delivery has not taken place within seven (7) weeks from estimated delivery date, the Buyer shall have the right to a reasonable reduction of the price,
however a maximum of 25% of the order value for the delaye
delivery, provided that the delayed delivery has been caused by Hot Screen and that the Buyer can show damage and costs
corresponding to the reduction. The price reduction constitutes the sole penalty for delayed deliveries.
12.7 In the event of fault in delivered products in accordance with clause 9, the Buyer’s right to remedy shall be limited to redelivery, meaning
that Hot Screen produces a new heat transfer at no cost to the Buyer.
Redelivery constitutes the only penalty in the event of fault in
13.1 Unless otherwise specifically notified by Hot Screen or otherwise agreed between the parties when ordering heat presses, the following production options shall apply: Hot 1000e and Hot 2000, heat presses: ordinary delivery time is a maximum of five (5) business days after the order. When ordering morethan five heat presses at the sametime,Hot Screen may need to notify an adjusted delivery time depending on the scope of the order. The Buyer can contact Hot Screen’s customer service or responsible salesperson for more information. Other heat pressor special production: Hot Screen shall notify delivery time at the time of ordering,depending on the scope and nature of the order.
13.2 The Buyer has the possibility to change the order up until production of the order begins, unless the order concerns a heat press of a different make or special production, in which case special agreement shall take place in writing.
13.3 Hot Screen provides a special functional warrantyfor delivered heat presses. The warrantyperiod amount to one year calculated from the completed order. The terms and conditionsof thewarrantyare stated in the manual accompanying the product.
13.4 When purchasingaheatpress,the following shall apply in the event of delay of delivery in addition to what is stated in clause 3above and subject to what is stated in clause16(Force Majeure): if delivery hasnot takenplace within seven (7) weeks from the estimateddelivery date, the Buyer shallhave the right to cancelthe purchase, providedthat missed delivery has been caused by Hot Screen. This shall not apply, however, if the purchase concerns a specially produced heat press,thenclause 12.6shall instead havethecorresponding application. Cancellation of the purchase shall constitute the only penalty upon delayed deliveriesin according tothis clause.
14.1 Hot Screen shall under no circumstances be liable for indirect damage, including but not limited to lost profit, lost production or lost or damaged goodwill
14.2 Hot Screen’sliability under an Agreement shall,in any case,be limited to the order value of the Agreement.
14.3 The limitation of liability shall not apply if Hot Screen is guilty of intent or gross negligence.
15.1 All material such as text, files, images, graphics, other material that appears on Hot Screen’s website, as wellas product sheets, information materials, manuals, specifications and similar material is/are copyright protected material. Reproduction, copying, assignment, sales, transmissionor anyother form of exploitationof such content–both for commercial andnon-commercial purposes –is prohibitedand requires thepermission of Hot Screen.
15.2 All intellectual propertyrights, includingbut not limitedto patents, design rights, copy rights, domain names, database rights, trademarks, companynames, whether registeredor not, in Hot Screen’s materialand products are the property ofHot Screen or third parties. A purchase of Hot Screen’s products does not entail any transfer of rights to this property to the Buyer.
16.1 Hot Screen is releasedfrom liability for failure to fulfilan obligation in accordance with an Agreement if the failure is due to circumstances beyondHot Screen’s control. Such exemptingcircumstance shall be considered war or war-like act, insurrection andunrest, government restrictions, fire, strike, lockout, prohibition, shortage, interruption ofpublicrelations, export or import restrictions, epidemic or other serious contagion,or other similar event,including fault or delay bysubcontractor as a result of such action or circumstance, provided that Hot Screen without delay notifies the Buyer in writing ofthe event(“Force Majeure Event).
16.2 If the fulfilmentof an Agreement isto a substantial extent prevented fora prolonged period of more than three (3) monthsdue to a Force Majeure Event, the Buyer shall have the right to terminate the Agreement in writing with immediate effect. Hot Screen has no liabilityto the Buyer as a result of termination of an Agreementdue to Force Majeure Event.
17.1 The Buyer undertakes not to, without Hot Screen’s previous written consent, disclose or reveal information (whetherit is oral, written, electronic or otherwise), about Hot Screen’s businessthat can be considered a trade or professional secret or otherwiseuse such informationfor any other purpose than for the Buyer’sfulfilmentof itsundertakings according toan Agreement. Information that Hot Screen has indicatedasconfidential shall always be considered to beatrade or professional secret.
17.2 The confidentiality undertaking shall not apply to such information that the Buyer can show became known to it in another way than through contacts with Hot Screen, through an Agreement, or that is generally known. The confidentiality undertaking shall furthernot apply when and to the extentthatthe Buyer is obligated to disclose information according to law, statute, stock exchange regulation or government decision.
Should any provision in the Terms or part thereof be foundto beinvalid, this shall not mean that the Terms in their entirety are invalid but to the extentthatthe invalidity significantly affects the Buyer’sor Hot Screen’s exchange of or performance according toan Agreement, a reasonable adjustment shall take place.