Terms and Conditions of Sale and Delivery for Ferno Norden Finland Oy
General
These Terms and Conditions of Sale and Delivery apply to all quotations, agreements, and deliveries from Ferno Norden Finland Oy, hereinafter referred to as Ferno, unless otherwise agreed in writing.
These Terms shall apply notwithstanding any conflicting or deviating provisions in the Buyer’s order, purchasing terms, or other communication. Any deviation shall only be binding if expressly accepted in writing by Ferno.
These Terms apply exclusively to business customers and public authorities (B2B and B2G).
Quotation, order and acceptance
Quotations issued by Ferno are binding during the stated validity period. If no validity period is specified, the quotation shall lapse two weeks after issuance.
The Buyer’s order becomes binding upon Ferno only once a written order confirmation has been issued.
Ferno reserves the right to reject or amend an order prior to order confirmation if:
- incorrect or incomplete company information has been provided
- credit assessment is not approved
- export control or compliance-related restrictions apply
- errors have occurred in pricing, technical specifications, or product information.
Amendments or additions to an agreement are valid only if confirmed in writing by Ferno.
Product information and documentation
Information in catalogues, databases, quotations, technical descriptions, and websites is indicative only. Images and illustrations are for reference purposes only and may differ from the delivered product. Ferno reserves the right to correct errors and update information without prior notice.
Ferno’s performance
Ferno’s obligation is limited to the products and services specified in the quotation, order confirmation, or invoice.
Ferno supplies products and services of customary good quality in terms of materials and workmanship.
Delivery
Unless otherwise agreed, delivery shall be Ex Works (EXW) from Ferno’s warehouse in accordance with Incoterms 2020.
Delivery times are indicative unless otherwise agreed in writing.
Prices
All prices are exclusive of VAT, duties, packaging, transport, and insurance.
Ferno reserves the right to adjust prices due to changes in exchange rates, raw material prices, transport costs, customs duties, legislation, or supplier conditions.
Payment
Payment terms are stated in the quotation, order confirmation, or invoice.
Standard payment term is 10 days net unless otherwise agreed.
In the event of late payment, interest shall be charged in accordance with the Finnish Interest Act.
Ferno has the right to carry out credit checks and amend credit terms.
Delay
In the event of a material delay attributable to Ferno, the Buyer has the right to terminate the agreement by written notice.
The Buyer may only terminate the delayed part of the delivery.
Defects
Ferno undertakes, at its discretion, to remedy defects or replace products in the event of documented defects. Liability for defects applies for 6 months from delivery.
Ferno shall not be liable for defects caused by improper use, installation, maintenance, modification, normal wear and tear, or circumstances beyond Ferno’s control.
Complaints
The Buyer shall inspect the delivery upon receipt.
Visible defects must be notified immediately.
Hidden defects must be notified without undue delay.
Complaints must be made in writing and include relevant documentation.
Ferno has the right to inspect the product before taking corrective action.
Limitation of liability
Ferno’s total liability for delay or defects is limited to 10% of the order value.
Ferno shall not be liable for indirect or consequential losses such as loss of production, loss of profit, consequential damages, loss of data, or losses related to system integration. The limitation shall not apply in cases of wilful misconduct or gross negligence. Product liability applies only to the extent required by mandatory law. The Buyer shall indemnify Ferno against claims from third parties exceeding this limitation.
Returns
Returns may only be made with prior written approval.
A return fee may apply.
Custom-made or specially ordered products cannot be returned.
Force majeure
Ferno shall not be liable for failure to perform due to circumstances beyond its control such as war, sanctions, government actions, cyber incidents, pandemics, supplier shortages, transport disruptions, or energy shortages. Delivery shall be postponed accordingly.
If such circumstances continue for more than four weeks, either party has the right to terminate the agreement.
Export control and sanctions
The Buyer shall comply with all applicable export control and sanctions regulations, including EU and national legislation.
Violation constitutes a material breach of contract.
Compliance, anti-corruption and ethics
The parties shall comply with applicable laws regarding anti-corruption, bribery, anti-money laundering, and competition law.
Ferno has the right to terminate the agreement in the event of breach.
ESG and sustainability
The Buyer is expected to comply with fundamental principles regarding environmental responsibility, human rights, labour standards, and responsible business conduct in accordance with internationally recognised standards.
Ferno has the right to request documentation.
Data protection
The parties shall comply with applicable data protection legislation, including GDPR.
Personal data shall be processed only for contractual purposes.
Reference is made to Ferno Norden’s privacy policy.
Retention of title
Ownership of the goods remains with Ferno until full payment has been received.
Governing law and disputes
This agreement shall be governed by Finnish law.
Disputes shall be resolved by the competent courts of Finland, with the court at Ferno’s registered office as the first instance, unless otherwise required by mandatory law.
