Terms of Service

These Terms of Sale ("Terms") govern the purchase of stainless steel and aluminium products from Kominox. Please read them carefully before placing an order.

1. Introduction

1.1 Kominox International AB, Kominox OÜ, Kominox AS, and Kominox OY (collectively, "Kominox"), with its principal registered office in Sweden, distributes stainless steel and aluminium products to business customers across Europe (hereinafter, the "Products").

1.2 Products are offered through direct sales, quotations, and order confirmations. Kominox operates a distribution centre in Tallinn, Estonia, from which the majority of stock is supplied.

1.3 These Terms apply to business entities, organisations, and their authorised representatives ("Purchaser"). They do not apply to consumers acting in a personal capacity.

2. Definitions

2.1 Purchaser – The legal entity or organisation entering into a purchase agreement with Kominox.

2.2 Products – Stainless steel and aluminium materials marketed, offered, and sold by Kominox.

2.3 Order Confirmation – A written confirmation issued by Kominox confirming acceptance of a Purchaser's order.

2.4 Agreement – The Order Confirmation together with these Terms, any applicable specifications, and any supply or frame agreements entered into between the parties.

2.5 Support Services

– Material guidance, specification advice, and customer assistance provided by Kominox.

3. Scope of Application

3.1

These Terms govern all contractual relationships between Purchasers and Kominox concerning the sale and delivery of Products.

3.2

Deviating or conflicting general terms of the Purchaser shall not apply, unless expressly agreed to in writing by Kominox.

3.3

Individual written agreements between Kominox and the Purchaser take precedence over these Terms.

4. Subject of the Contract

4.1

Kominox agrees to supply Products to the Purchaser in accordance with the specifications and quantities confirmed in the Order Confirmation.

4.2

Kominox continuously reviews its product range and stock. The available assortment may change over time. Kominox reserves the right to substitute equivalent Products where necessary, subject to Purchaser approval.

4.3

No transfer of proprietary sourcing relationships, supplier agreements, or internal logistics systems takes place. Kominox retains all rights to its supply chain and operational infrastructure.

5. Services of Kominox

5.1 Sourcing & Stock

– Kominox maintains stock at its Tallinn distribution centre and sources Products from leading international manufacturers. Stock availability is subject to market conditions and confirmed per order.

5.2 Material Guidance

– Kominox provides expert guidance on grades, finishes, and specifications upon request. This guidance is provided in good faith and does not constitute a warranty of suitability for any specific application.

5.3 Logistics

– Kominox manages freight, customs documentation, and CBAM compliance where applicable. Delivery is arranged in accordance with the agreed Incoterms as stated in the Order Confirmation.

5.4 Exclusions

– Kominox does not provide engineering, regulatory, or legal advice. Purchasers are solely responsible for verifying that Products are suitable for their intended application and for compliance with applicable regulations.

6. Prices and Payment

6.1

Prices are as quoted or confirmed by Kominox and are exclusive of VAT, duties, freight, and other applicable charges unless stated otherwise in the Order Confirmation.

6.2

Kominox reserves the right to adjust prices following order confirmation to reflect changes in transport costs, duties, taxes, or commodity market conditions, including the introduction of anti-dumping or countervailing duties.

6.3

Full payment must be made within the period and in the manner specified in the Order Confirmation. Partial payments are not permitted unless agreed in writing.

6.4

Failure to pay on time will result in overdue interest at 1.5% per month (18% per annum) from the due date, in addition to any other costs or losses incurred by Kominox arising from the Purchaser's non-payment.

6.5

All deliveries are subject to credit approval by Kominox. Kominox reserves the right to suspend or cancel delivery in the event of non-payment or insolvency.

7. Orders and Confirmation

7.1

A binding agreement is formed when Kominox issues a written Order Confirmation and the Purchaser has not objected in writing within 3 working days of receipt.

7.2

Purchasers may not cancel or amend a confirmed order without Kominox's written consent. Any agreed cancellation will be subject to full reimbursement of costs, losses, and damages incurred by Kominox.

7.3

Kominox shall have the right to deliver up to 10% more or less than the agreed quantity. Where quantity is specified in kilograms, the weight stated by Kominox shall be deemed correct unless proven otherwise by a neutral surveyor.

8. Delivery and Risk

8.1

Products are delivered EXW (Incoterms 2020) unless otherwise specified in the Order Confirmation. Where Kominox arranges freight on behalf of the Purchaser, delivery costs will be invoiced accordingly.

8.2

All delivery dates communicated by Kominox are estimates only. Kominox does not guarantee specific delivery dates and will inform the Purchaser of the expected delivery window in advance.

8.3

Risk in the Products passes to the Purchaser upon delivery in accordance with the agreed Incoterms.

9. Retention of Title

9.1

Kominox retains title to all Products delivered until full payment has been received for those Products and all other outstanding amounts owed by the Purchaser to Kominox.

9.2

If the Purchaser processes or incorporates unpaid Products into a new object, Kominox is granted title to that new object in proportion to the value of the unpaid Products, until full payment has been received.

10. Data Protection and Confidentiality

10.1

Kominox processes personal data in compliance with applicable data protection legislation, including the GDPR where applicable.

10.2

Both parties agree to treat confidential information disclosed in the course of the contractual relationship as strictly confidential and not to disclose it to third parties without prior written consent.

10.3

Any arbitral proceedings or awards arising under these Terms shall remain confidential, unless disclosure is required by law, regulatory authority, or stock exchange rules.

11. Liability

11.1

Kominox's maximum aggregate liability for any claims arising under or in connection with the Agreement shall not exceed 15% of the total amount paid by the Purchaser to Kominox during the 12-month period preceding the incident giving rise to the claim.

11.2

Kominox shall not be liable for any indirect or consequential damages, including but not limited to loss of profit, loss of production, or loss of goodwill, even if advised of the possibility of such loss.

11.3

The liability limitations in this clause do not apply to claims arising from death, bodily injury, gross negligence, or wilful misconduct.

12. Amendments to Terms

12.1

Kominox may amend these Terms to reflect changes in law, regulation, or business practice.

12.2

Material changes will be communicated to Purchasers in advance of taking effect.

12.3

Continued placement of orders following notification of amended Terms constitutes acceptance of the revised Terms.

13. Final Provisions

13.1

These Terms are governed by the laws of Sweden.

13.2

Any dispute arising out of or in connection with these Terms shall be finally settled by arbitration under the Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Gothenburg. Proceedings shall be conducted in English.

13.3

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

13.4

Purchasers may not assign or transfer rights or obligations under these Terms without the prior written consent of Kominox.