The Supplier shall supply the Goods and Services in accordance with any quotation, order confirmation, or other written document issued by the Supplier and accepted by the Customer, and the Customer shall purchase the Goods and Services in accordance with the relevant documents. Unless otherwise agreed in writing by both parties, all quotations, orders, and transactions shall be governed by these Terms and Conditions.

The Customer shall be deemed to have accepted these Terms and Conditions upon submitting an order, accepting a quotation in writing, making full or partial payment, or accepting any Goods or Services.

Any additional or different terms stated by the Customer in a purchase order, request for quotation, confirmation, or other document shall not form part of the Contract unless expressly accepted in writing by the Supplier.

Unless the context otherwise requires, the following terms shall have the meanings set out below:

Business Day: any day other than a Saturday, Sunday, or public holiday in the jurisdiction in which the Supplier is registered.

Effective Date: the effective date stated in the quotation, order confirmation, or Contract or, if no such date is stated, the date on which the Supplier confirms the Customer’s order in writing.

Confidential Information: any non-public information relating to a party’s business, customers, suppliers, products, technology, pricing, transactions, software, data, or operations that is disclosed by one party to the other, whether orally, in writing, electronically, or by any other means, and whether or not marked or identified as confidential.

Contract: the contract entered into between the Supplier and the Customer for the sale of Goods or the provision of Services, including the quotation, order confirmation, these Terms and Conditions, and any other documents confirmed in writing by both parties.

Contract Price: the total amount payable by the Customer under the Contract for the Goods, Services, transportation, taxes, duties, and any other related charges.

Customer: any company, institution, or other commercial entity that accepts a quotation from the Supplier, submits an order that is confirmed by the Supplier, or otherwise purchases Goods or Services from the Supplier.

Delivery Date: the estimated or agreed date for delivery stated in the quotation, order confirmation, or other written document agreed by the parties.

Goods: the industrial automation parts, equipment, accessories, replacement units, repair units, or other products supplied by the Supplier under the Contract, including any instalment or part thereof.

Services: the inspection, repair, exchange, technical support, logistics coordination, sourcing support, installation, commissioning, or other services described in the quotation or order confirmation.

Supplier: the legal entity that operates the Bolsterlang website and is identified as the contracting party in the quotation, invoice, order confirmation, or Contract, namely [insert full registered company name, registration number, and registered address]. In these Terms and Conditions, “Bolsterlang”, the “Supplier”, “we”, “us”, or “our” shall refer to that entity and, where necessary for performance, its affiliated companies, employees, and authorised agents.

In Writing or Written: includes paper documents, emails, electronic ordering system messages, and any other electronic communications that can be stored and retrieved and are accepted by both parties.

The Customer is responsible for ensuring that the purchase, importation, installation, and use of the Goods comply with all applicable laws, technical standards, import licensing requirements, sanctions, export controls, and other regulatory requirements in the destination country or region.

Unless the quotation expressly states that the Supplier is responsible, the Customer shall be responsible for import declarations, import licences, local taxes, customs duties, and other destination charges. The applicable trade term shall be the Incoterms® rule specified in the quotation.

If the Customer, the end user, the destination country, the payment channel, or the intended use of the Goods is subject to any legal restriction, sanction, or export control requirement, the Supplier may refuse, suspend, or cancel the transaction and refund any amounts paid that do not relate to costs already incurred or obligations already performed.

A quotation issued by the Supplier shall remain valid only for the validity period stated in the quotation. A quotation does not constitute an obligation to accept an order, and a Contract shall be formed only when the Supplier confirms the Customer’s order in writing.

Before placing an order, the Customer shall verify the part number, brand, specification, quantity, technical requirements, delivery address, and intended use. The Supplier may assist with model verification; however, unless the Contract expressly states that the Supplier is responsible for product selection, the Customer remains responsible for the final selection decision.

Once an order has been confirmed by the Supplier, the Customer may not cancel or amend it without the Supplier’s prior written consent. Any approved change may be subject to procurement, transportation, storage, inspection, return, or other costs incurred as a result.

The Supplier shall use reasonable efforts to ensure that the Goods correspond with the description in the quotation or order confirmation. Images, dimensions, weights, colours, and technical information displayed on the website are provided for illustrative purposes only. Actual Goods may differ reasonably due to production batches, manufacturer updates, or photographic conditions.

The condition of the Goods may include new, new old stock, used, refurbished, repaired, or replacement products, as specified in the quotation or order confirmation.

The Supplier shall not substitute any product in a manner that materially affects its principal function or compatibility without the Customer’s written consent. Non-material changes in appearance or packaging resulting from a manufacturer update shall not constitute non-conformity.

The Supplier shall provide the Services described in the quotation using reasonable skill, care, and diligence.

The Customer shall promptly provide all product information, fault descriptions, equipment records, access rights, working conditions, and other cooperation reasonably required for the Supplier to perform the Services. The Supplier shall not be responsible for any delay caused by the Customer’s failure to provide such information or cooperation.

On-site services, travel, additional inspection, repeated repair, disassembly, installation, expedited handling, or third-party costs outside the quoted scope shall be charged separately to the Customer.

The price of the Goods and Services shall be the price stated in the Supplier’s valid quotation or order confirmation.

Unless expressly stated otherwise in the quotation, prices generally exclude value-added tax, sales tax, customs duties, import taxes, insurance, transportation, storage, customs clearance, bank charges, and other government or third-party fees.

If the Customer confirms an order after the quotation validity period has expired, or if there is a material change in manufacturer pricing, exchange rates, freight costs, taxes, duties, or regulatory costs, the Supplier may issue a revised quotation.

The Customer shall pay all amounts due in the currency, by the payment method, and within the payment period specified in the quotation, invoice, or order confirmation.

Unless otherwise agreed in writing, the Supplier may require full or partial advance payment before procurement, repair, shipment, or commencement of the Services.

The Customer shall not reduce any amount payable by way of set-off, counterclaim, deduction, or otherwise without the Supplier’s written consent. In the event of late payment, the Supplier may suspend performance, cancel any undelivered order, and charge late payment interest and reasonable recovery costs in accordance with applicable law and the Contract.

Any fees charged by banks or payment service providers shall generally be borne by the paying party so that the Supplier receives the full amount payable under the Contract.

Delivery times are generally reasonable estimates. Unless the Supplier expressly confirms in writing that a date is guaranteed, time shall not be of the essence in relation to delivery.

The Supplier may deliver the Goods in instalments or provide the Services in stages. Each instalment may be invoiced separately. A delay affecting one instalment shall not automatically entitle the Customer to cancel any other instalment.

The Customer shall ensure that the delivery address is accurate, that appropriate receiving arrangements are available, and that an authorised person is present to accept delivery. Any redelivery, storage, or other costs arising from an incorrect address, failure to accept delivery, insufficient import documentation, or any other cause attributable to the Customer shall be borne by the Customer.

If the Goods are not delivered by the estimated delivery date, the Customer shall allow the Supplier a reasonable period to investigate the shipment status and take corrective action.

If the Supplier confirms that the Goods have been lost in transit, or if delivery remains impossible after a reasonable remedial period, the Supplier may, at its option, resupply the affected Goods or refund the amount paid by the Customer for those Goods.

Except where otherwise required by mandatory law, the Supplier shall not be liable for indirect loss, production loss, loss of profit, or downtime loss arising from delay or non-delivery.

The risk of loss of or damage to the Goods shall pass to the Customer in accordance with the agreed trade term or delivery method. If the Contract does not specify when risk passes, risk shall pass when the Goods are delivered to the Customer or to the carrier nominated by the Customer.

Title to the Goods shall remain with the Supplier until the Supplier has received full payment of all amounts due under the Contract. To the extent permitted by applicable law, the Customer shall keep any Goods for which title has not yet passed properly stored and shall not create any mortgage, lien, security interest, or other encumbrance over them.

If the Customer fails to make payment when due or commits a material breach of the Contract, the Supplier may, to the extent permitted by law, require the return of any Goods to which title has not yet passed.

The Customer may not assign, subcontract, transfer, or otherwise dispose of any of its rights or obligations under the Contract without the Supplier’s prior written consent.

The Supplier may assign or transfer all or part of the Contract to an affiliated company, business transferee, financing institution, or service provider involved in performance, provided that doing so does not materially reduce the Customer’s rights under the Contract.

The Customer shall inspect the quantity, model, packaging, and visible condition of the Goods promptly upon receipt. Any transportation damage, shortage, or apparent defect must be notified to the Supplier in writing within seven Business Days after receipt, together with photographs or video showing the packaging, labels, Goods, and alleged damage.

Any latent defect that could not reasonably have been identified during an initial inspection must be reported promptly after discovery. The Customer must not continue using any Goods where continued use may cause further damage.

The Customer may not return any Goods without a return authorisation number or the Supplier’s prior written approval. If the Supplier confirms that the issue is its responsibility, the Supplier may, depending on the circumstances, repair, replace, resupply, or refund the amount paid for the affected Goods.

Any issue resulting from incorrect product selection, improper installation, improper storage, abnormal voltage, unauthorised disassembly, unauthorised repair, normal wear and tear, or use outside the specified operating environment shall not be treated as a product defect.

If the Customer fails to make payment when due, refuses delivery, provides false or incomplete information, materially breaches the Contract, ceases business, becomes insolvent, or enters bankruptcy, liquidation, or a similar process, the Supplier may:

• suspend production, procurement, delivery, or Services;
• require immediate payment of all amounts due and not yet due;
• cancel all or part of any unperformed order;
• require the Customer to pay all procurement, transportation, storage, administration, and other costs already incurred and incapable of cancellation;
• take any other recovery action permitted by law.

The exercise of any such right shall not affect the Supplier’s right to recover any additional loss.

The Supplier shall not be liable for any loss arising from incorrect product selection by the Customer, improper installation, unauthorised modification, failure to follow the manufacturer’s instructions, or use of the Goods for an unsuitable purpose.

To the maximum extent permitted by applicable law, the Supplier shall not be liable for loss of profit, loss of revenue, loss of goodwill, production loss, downtime loss, loss of data, or any other indirect, incidental, special, or consequential loss.

Except in cases of fraud, wilful misconduct, or any other liability that cannot legally be limited, the Supplier’s total aggregate liability under any individual Contract shall generally not exceed the Contract Price actually paid by the Customer for the Goods or Services giving rise to the claim.

Nothing in these Terms and Conditions excludes or limits any liability that cannot lawfully be excluded or limited.

Each party shall keep confidential all Confidential Information obtained from the other party in connection with the performance of the Contract and shall not use it for any purpose other than performing the Contract or disclose it to any unrelated third party.

A party may disclose Confidential Information to its employees, affiliated companies, advisers, manufacturers, logistics providers, or other performance partners who genuinely need to know the information, provided that the disclosing party ensures that those recipients are subject to appropriate confidentiality obligations.

This clause shall not apply to information that is already publicly available, was lawfully known to the receiving party before disclosure, is lawfully received from a third party, or must be disclosed by law. Where disclosure is legally required, the disclosing party shall, to the extent legally permitted, notify the other party in advance.

Any formal notice under the Contract shall be made in writing and sent to the address or email address specified in the quotation, order confirmation, or Contract.

An email shall generally be deemed received on the next Business Day after it is sent, provided that no non-delivery notification is received. A notice sent by courier or registered mail shall be deemed received when the carrier’s records show that it has been delivered.

Routine enquiries, logistics tracking, and technical communications may be conducted through a business system, email, or instant messaging platform accepted by both parties. Any amendment to the Contract, acceptance of liability, or cancellation of an order must be formally confirmed in writing.

A party shall not be liable for any failure or delay in performing its obligations to the extent caused by an event beyond its reasonable control.

Force majeure events may include natural disasters, war, terrorism, government restrictions, sanctions, epidemics or pandemics, strikes, port closures, transport disruption, energy or communication failure, cyberattacks, severe shortages of raw materials, and manufacturer discontinuation.

The affected party shall notify the other party promptly and take reasonable steps to mitigate the effects of the event. If the force majeure event continues for more than 60 days, either party may terminate the unperformed part of the Contract by written notice. The Customer shall remain liable for Goods already delivered, Services already completed, and costs already incurred that cannot reasonably be cancelled.

A failure or delay by either party to exercise any right under the Contract shall not constitute a waiver of that right.

A waiver relating to one breach shall not constitute a waiver of any subsequent breach of the same or any other provision. Any waiver must be expressly made in writing.

If any provision of these Terms and Conditions is found by a court or competent authority to be invalid, unlawful, or unenforceable, that provision shall be modified or removed only to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

The parties shall use reasonable efforts to replace any invalid provision with a lawful and enforceable provision that most closely reflects the original commercial intent.

If the Customer purchases a repair exchange or advance replacement service, the Supplier may provide a replacement unit before receiving the Customer’s original defective unit. The Customer shall return the original defective unit, with the matching model and serial number, to the address specified by the Supplier within the period stated in the quotation.

The Customer shall package the returned product appropriately and shall be responsible for any costs arising from inadequate packaging, missing components, serious physical damage, contamination, fire damage, water damage, unauthorised disassembly, or an incorrect model being returned.

If the Customer fails to return the original unit within the specified period, or if the returned product does not satisfy the exchange conditions, the Supplier may charge the core charge specified in the quotation, the full price of the replacement unit, and any related transportation costs.

An exchange unit may be tested, repaired, or refurbished. Its warranty period shall be as specified in the quotation or the documents supplied with the unit.

These Terms and Conditions, the quotation, the order confirmation, and any other documents expressly signed or confirmed by both parties constitute the entire agreement between the parties in relation to the relevant transaction and supersede all previous oral or written communications, representations, and arrangements relating to that transaction.

If there is any conflict between the Contract documents, the following order of precedence shall apply unless otherwise agreed in writing:

1. any specific contract or supplemental agreement formally signed by both parties;
2. the Supplier’s order confirmation;
3. the Supplier’s quotation;
4. these Terms and Conditions;
5. any other technical documents confirmed by both parties.

The Customer’s purchase order shall be used only to specify quantity, delivery address, and internal order reference and shall not automatically alter the above order of precedence.

Except where expressly stated in the Contract, no person who is not a party to the Contract shall have any right to enforce any provision of the Contract or claim any right under it.

The Supplier’s affiliated companies, employees, agents, and subcontractors may, where applicable, rely upon any limitation of liability, confidentiality, or exclusion provision contained in the Contract.

The Contract and any dispute arising out of or in connection with it shall be governed by the laws of [insert the jurisdiction in which the Supplier is registered or another jurisdiction agreed by the parties].

The parties agree that the courts of [insert city and country or region] shall have exclusive or non-exclusive jurisdiction. If arbitration is to be used, this provision should specify the arbitral institution, seat of arbitration, language of arbitration, and number of arbitrators.

For international sales of goods, one of the following alternatives should be selected according to the location of the contracting entities and the agreed transaction structure:

The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the Contract.

To the extent applicable, the Contract shall be governed by the United Nations Convention on Contracts for the International Sale of Goods. Any matter not governed by the Convention shall be governed by the applicable law specified in this clause.