Vumos Oy’s general terms of sale for corporate and private customers stand 12 – 2021
1. Introduction
These terms and conditions are an integral part of Vumos Oy’s agreements concerning the sale of goods and services. Terms and conditions that differ from these terms and conditions stated in the buyer’s order do not apply unless approved in writing by Vumos Oy. Changes to these terms and conditions are only valid if agreed between the seller and the buyer in writing.
The services and products offered by Vumos Oy are primarily aimed at corporate customers, but according to the Consumer Act, the prices given on the e-commerce website include the current VAT (VAT 24%).
2. Offer
Unless otherwise stated in the offer addressed to the customer, the seller’s offer is valid for 30 days from the date of the offer. All written material related to the offer is the property of the seller, and the recipient of the offer has no right to use the information in the offer or disclose it to a third party. The price of the offer is based on the exchange rates on the date of the offer or a separate agreement mentioned in the offer.
The price of the products and services is based on the information and quantities provided by the buyer, which the seller has the right to check before delivery in the event of a change in the final quantity and/or delivery.
The price of the online store is in itself binding on both parties if the customer accepts the price shown for the product and/or service and places a written order for it. The customer’s order only becomes binding when Vumos confirms it in writing with the order confirmation.
3. Agreement
The contract is created when the buyer notifies in writing that he accepts the offer made by the seller or the seller confirms the order made by the buyer. If the buyer’s order differs from the offer made by the seller, the seller’s order confirmation is valid and it is the buyer’s responsibility to check the correctness of the order confirmation.
The buyer has no right to cancel the agreed delivery without the seller’s consent.
However, the products of the online store are subject to a legal right of exchange and return if the product is in its original condition and packaging. See section 6.3 for more information.
4. Responsibilities of the Seller
4.1 Delivery time
Unless otherwise stated in the contract, the delivery period starts from the date of the contract.
4.2 Terms of delivery
Deliveries will comply with the terms of Finnterms 2001 unless otherwise stated in the agreement. The delivery clause is NOL (to be picked up from the shipper), EXW (freight from the manufacturer or our warehouse without insurance), or CPT (price with freight to the customer without insurance) unless otherwise stated in the contract.
4.3 Danger liability
The risk passes to the buyer in accordance with the delivery clause.
4.4 Warranty
The goods mentioned in the contract are covered by the manufacturer’s warranty unless otherwise agreed. The warranty for the services is 24 months unless otherwise stated in the offer for certain industrial services.
4.5 Characteristics of the goods
The seller is responsible for ensuring that the goods mentioned in the contract comply with the documents and information related to the transaction.
4.6 Delay
The seller is obliged to inform the buyer immediately after receiving the information if the goods mentioned in the contract are delayed and to indicate the estimated new delivery date. The seller will not compensate the buyer for the damage caused by the delay if the delay is due to the manufacturer of the goods who has not fulfilled his contract. If the delay is due to the fault or negligence of the seller, the buyer may claim from the seller 2% of the value of the contract for each week beginning, but not more than 10% of the value of the contract / order.
If the delay is due to reasons beyond the control of the seller or the customer (Force majeure), no compensation can be claimed.
4.7 Indirect damages
The seller is not obligated to compensate the buyer for consequential damages caused by delay or incorrect delivery.
5. Obligations of the Buyer
5.1 Purchase price and delivery methods
The purchase price has been agreed between the parties and is mentioned in the agreement.
Prices given in the online store include VAT. The product price of the online store does not include delivery costs, unless otherwise stated.
The delivery terms used at Vumos Oy are EXW (price does not include freight and insurance) or CPT (freight paid to the customer’s location without insurance).
5.2 Payment period
If the payment term is not specified in the contract, it is an advance payment for the products before delivery or collection from the warehouse.
The payment term for industrial services is 30 days net. The calculation of the payment time starts from the delivery date. If the purchase price is not paid by the due date, the seller has the right to refuse further deliveries and to add a default interest to the purchase price, which will be determined in accordance with the Interest Act.
The payment terms for rental machines are agreed with the customer separately on the basis of the required (additional) services.
5.3 Checking the purchase price
The seller reserves the right to revise the purchase price if exchange rates, import duties, or other public taxes or charges independent of the seller change before the buyer pays. Changes in payments compare to changes between the offer date and the payment date.
5.4 Buyer’s Delay
If the seller postpones delivery for a reason attributable to the buyer, the seller has the right to invoice the goods in accordance with the original contract.
5.5 Complaints
If the delivery is in breach of contract or otherwise defective, the buyer must notify the seller in writing immediately, but no later than within 5 working days from the date of delivery. Claims for product defects during carriage by an independent carrier shall be addressed directly to the carrier.
The seller has the primary right to rectify the defect or deliver new goods in accordance with the contract. It is the buyer’s responsibility to check the delivery and its correctness as well as the quality of the delivered goods upon receipt of the delivery.
For more information on the complaint, see section 6.3, where you will see product-specific restrictions.
6. Termination of the contract, right of exchange and return
6.1 Buyer’s right to terminate the contract
If the seller’s delivery materially deviates from the agreement and the seller does not rectify the defect after the buyer’s written notice within a reasonable time or for reasons attributable to the seller, the buyer is entitled to any penalty specified in the offer or invitation to tender and the buyer has the right to terminate the contract.
6.2 Seller’s right to terminate the contract
If the purchase price is not paid by the deadline and it is obvious that the buyer’s performance will be significantly delayed, the seller has the right to terminate the contract without liability. If the product or service ordered by the customer has already caused freight, personnel or other acquisition costs, the seller has the right to charge the customer a reasonable share of these to the extent that the costs have been proven to have been incurred by the time of cancellation.
The seller also has the right to terminate the contract without liability if the import of the goods becomes impossible as a result of international agreements, an act restricting imports or other official actions. The customer will be notified of such a situation as soon as possible.
6.3. Right of exchange and return
Under the Consumer Protection Act, the customer has the right to inspect the product at home for 14 days from receipt of the order, usually in the same way as in the store, but the introduction and use of the product means the loss of the right of withdrawal.
If you are unfamiliar with the product we offer, please contact our customer service before ordering.
If the product otherwise meets the description and is not defective, the customer is responsible for the cost of returning the product.
The customer must notify the seller immediately of the defective product. In this case, the seller is responsible for returning and replacing the product.
However, the following products and services are subject to general practice exceptions:
Garden products: The right of exchange and return does not apply to civil engineering products ordered separately for the customer, such as certain stone materials, concrete and wood products, outdoor lighting or other products, the quality and functionality of which are agreed with the customer before ordering.
Soil materials: their return, if the product otherwise corresponds to the description of the ordered product, is at the customer’s expense (freight).
The customer must notify the seller immediately of the delivery of the wrong soil in connection with the delivery of the goods, so that any defective item can be returned immediately with the same transport equipment. In this situation, the customer is not responsible for the cost of returning the material and the seller will endeavor to deliver the product corresponding to the order as soon as possible.
Please note that the varying color of the soils is not a reason for complaints about natural products.
Special growing media and garden soil are always made in small batches according to demand and customer needs, so that their quality does not suffer during storage, but nevertheless their composition, moisture content and color may vary depending on the available raw material. However, these criteria are not grounds for complaint.
Environmental management: Soil stabilization and dust binding products are not covered by the standard exchange and return right, as long as they are ordered separately from the manufacturer directly for the customer’s needs based on the information provided by the customer.
However, it is possible to return an order placed through the online store for the product in the original packaging (Canister, IBC container), in which case the customer is responsible for the costs of the return, provided that the product otherwise meets the description and is not defective.
Industrial services: The right of exchange and return does not apply to industrial services, the duration and quality of which are agreed with the customer separately. In connection with each request for quotation, we always send the customer a current offer with the terms of the contract.
Rental machines: The standard right of exchange and return does not apply to rental machines, the use of which, the duration of the rental, their maintenance and possible staff training are always agreed separately with the customer.
Tailored services: When a specific “customized” service or product is developed for a customer to meet his or her needs, general exchange or return rights under the Consumer Protection Act cannot be applied to it.
However, if the customer wishes to cancel the transaction, the seller has the right to recover all costs related to the project to the extent that they have been proven to have been incurred by the time the transaction is canceled, as well as 10% of the transaction value.
The terms of the customized service or product are always notified to the customer separately in connection with the request for quotation.
7. Force majeure
Neither party may plead breach of contract if it encounters an unforeseen and exceptional event which is beyond the control of that party and which was impossible to foresee at the time of the conclusion of the contract and which prevents the performance of the agreed obligation (FORCE MAJEURE). This covers natural phenomena as well as humanitarian disasters, political changes, strikes and social unrest or the disruption of production chains due to any of the above.
The party invoking such an event shall immediately notify the other party in writing.
8. Insurance and Product Deliveries
The parties are responsible for insuring the goods in accordance with the division of responsibilities indicated in the agreed delivery terms clause. Any additional insurance will be agreed separately for each order.
We usually use the EXW delivery term, where the customer is fully responsible for insuring the ordered product, and Shipping costs are not included in the price of the product.
For some products, the offer may also include a CPT, in which case the price of the product includes freight to the customer without insurance.
It is also possible for the customer to arrange the delivery or pick-up of the product his/herself, in which case she must notify the seller separately.
The price of the products in the online store is usually the self-collection price, in which case the customer is responsible for transporting the product.
In addition to the products to be mailed/shipped, we always inform you of any additional costs, in which case the product is insured against possible damage or loss.
9. Liability for damage caused by the goods
A) The seller shall not be liable for damage resulting from the unintentional or negligent use or incorrect installation of the goods.
B) The seller’s liability for direct damages is limited to the purchase price stated in the contract paid by the buyer.
C) While the goods are in the possession of the buyer, the seller shall not be liable for any damage caused to the buyer’s or a third party’s immovable or movable property.
D) The limitation of liability does not apply in the event of personal injury or gross negligence on the part of the seller. However, the seller is not liable for personal injuries resulting from the misuse of the products if a complete product description and / or safety data sheet has been provided to the customer.
10. Transfer of Ownership
Ownership passes to the buyer when the purchase price has been paid in full or as agreed.
11. Notices
The sender is responsible for the delivery of notifications sent to the other party. All notifications must be made in writing. A read receipt of an e-mail is sufficient proof that the message has arrived.
12. Settlement of Disputes
Disputes between the seller and the buyer related to the contract will be resolved primarily through negotiations between the parties.
A dispute between a private customer and a seller can also be resolved under the direction of a consumer authority.
With regard to e-commerce, the EU also offers all private consumers the opportunity to settle disputes by contacting https://ec.europa.eu/consumers/odr (European Online Dispute Resolution (ODR) platform). Vumos Corporation is willing to settle disputes also in this way.
If no agreement is reached within a reasonable time, the dispute may be settled by arbitration by one arbitrator. The arbitrator shall be appointed by the Arbitration Board of the Chamber of Commerce. Notwithstanding the arbitration proceedings, the seller has the right to demand an overdue and uncontested payment based on the transaction in the lower court of the seller’s domicile.
Finnish law applies to the agreement and trading
