Terms and Conditions of Sale

1.1 All descriptions of the products and services contained on the IBEKO website or otherwise communicated to any purchaser of such products or services (the “Customer”) are approximate only and shall not form any part of the contract between IBEKO Power AB and the Customer. IBEKO Power AB shall not be liable to the Customer for any errors or omissions on the ibekotest website, the catalogue or other product advertisement. The advertising of products and services on the ibekotest website is not an offer capable of acceptance; it merely constitutes an invitation by IBEKO Power AB for the Customer to make an offer to purchase products and services. IBEKO Power AB acceptance of the Customer's order will take place when IBEKO Power AB confirms pricing and delivery dates to the Customer in writing, at which point a contract will come into existence between IBEKO Power AB and the Customer.

1.2 IBEKO Power AB is a business-to-business supplier. The ibekotest website is intended for use by business customers and not by private individuals acting as consumers (“Consumers”). Notwithstanding the foregoing, nothing in these terms and conditions of sale shall affect the statutory rights of a Customer who deals as a consumer.

2.1 The prices of the products and services are as set out on the ibekotest website. IBEKO Power AB reserves the right to change prices without prior notice at any time. Customer is informed that prices and products in the printed hard copy catalogue are subject to change. Up-to-date information can be found on the ibekotest website. In the event of any conflict between prices for any products listed on the website and prices listed in the physical catalogue, prices listed on the website shall prevail.

2.2 All prices exclude VAT, which IBEKO Power AB will add at the rate applicable at the date of order acceptance.

3.1 IBEKO Power AB reserves the right to decline to trade with any company or person. IBEKO Power AB may decline to accept any order, whether or not payment has been received, by giving notice of non-acceptance to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by IBEKO Power AB. Further, IBEKO Power AB may cancel orders which have been accepted by giving written notice of such cancellation to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by IBEKO Power AB. If IBEKO Power AB rejects or cancels an order for which payment has been taken, it will refund the amount to the Customer as soon as reasonably practicable. 3.2 IBEKO Power AB executes orders to the Customer's requirements, but may provide substitute products where requested by the Customer, or where the product has been superseded by the latest version. To the extent that orders cannot be fulfilled completely from stock, the unfulfilled balance will (at the Customer's option) either be put on back order to be fulfilled when IBEKO next has available stock or be cancelled and refunded to the Customer. 3.3 The Customer must submit orders using the IBEKO stock numbers and the priced units used on the ibekotest website or in the ibekotest hard copy catalogue, and must specify which delivery option is required. Any confirmation of a previous order by the Customer must be marked 'CONFIRMATION ONLY' or otherwise clearly identified as a confirmation to avoid duplication. If the Customer orders the wrong product or number of products, or duplicates orders, the provisions of clause 12 (Cancellation and Returns) will apply.

4.1 Subject to any cancellation, substitution or non-fulfilment of Customer's orders in accordance with clause 3 (Ordering), IBEKO Power AB will deliver the products specified in the Customer's order. IBEKO Power AB may use third party delivery agents to deliver products to Customers. 4.2  The Customer's delivery options, and the prices for them, are as set out on the ibekotest website at the date of order or will be notified to the Customer at the time of order. Customer is informed that delivery options and prices in the printed hard copy catalogue are subject to change and up-to-date information can be found on the ibekotest website. In the event of any conflict between delivery options and delivery prices for any products listed on the ibekotest website and in the hard copy catalogue, the delivery options and delivery prices listed on the ibekotest website shall prevail. 4.3 Delivery prices apply per order, irrespective of the number of products ordered. Delivery will be made to the Customer's usual business address, unless otherwise agreed in writing. 4.4 IBEKO Power AB will aim to deliver products in accordance with the times and dates for delivery quoted on the ibekotest website or by IBEKO Power AB employees. The quoted times and dates are only approximate and IBEKO Power AB shall not be liable for the consequences of any delay in delivery. Time for delivery shall not be of the essence. Delivery of products marked in the hard copy catalogue or on the ibekotest website as requiring special handling may (because of the nature of the products) take longer to be delivered. 4.5 If any delivery has not been made by the quoted estimated delivery time, then subject to the Customer notifying IBEKO Power AB of such delay, IBEKO Power AB will endeavor to ascertain if the product has been delivered and will inform the Customer of the status of the delivery or the new expected delivery time. IBEKO Power AB may also, at its discretion, refund the total delivery charge to the Customer. If a revised delivery time is not acceptable IBEKO Power AB may also, at its discretion, offer an alternative delivery option. These are the Customer's exclusive remedies for late delivery.

5.1 The Customer must inspect the products as soon as is reasonably possible after delivery or collection. The Customer shall, within 30 days of the date of delivery or collection or, in the case of sub-clause in below, the quoted estimated delivery time or any updated estimated date for delivery, give notice to IBEKO Power AB in detail of: a. Any defect in the product that is apparent on reasonable examination. In this case IBEKO Power AB shall, at IBEKO Power AB discretion, replace the products or refund the purchase price. In any event the Customer must refuse parcels delivered to it in a damaged condition; b. Any shortfall in products delivered. In this case IBEKO Power AB shall, at its discretion, deliver the undelivered products or refund the price of the undelivered products; c. Any delivery of products not in accordance with the order. In this case IBEKO Power AB shall, at IBEKO Power AB discretion, replace the products or refund the purchase price; or d. Any non-delivery of the products (in which case the time limit is within 10 days of the estimated despatch date). In this case IBEKO power AB shall deliver the undelivered products or refund the price of the undelivered products. 5.2 If the Customer fails to give any such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, and the Customer shall be deemed to have accepted the products accordingly. IBEKO Power AB record of the products despatched (including the quantity) shall be conclusive evidence of the products received by the Customer, unless proved otherwise by the Customer. 5.3 The remedies set out above are the Customer's exclusive remedies for non-delivery or short delivery of products, or for apparent defects in the products or delivery of products not in accordance with the order. IBEKO Power AB shall not be liable for any losses, consequential or otherwise, or for costs (including legal costs), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, damages, claims, demands, proceedings, judgments or otherwise arising from these circumstances.

6.1 In the case of products to be delivered to the Customer's property, risk of loss of or damage to the products shall pass to the Customer on delivery, unless the Customer wrongfully fails to take delivery of the products, in which case such risk shall pass to the Customer at the time when IBEKO Power AB has attempted to deliver the products. In the case of products which the Customer orders to be collected from an IBEKO Power AB trade counter, risk of damage or loss to the products shall pass to the Customer at the time of collection.

7.1 IBEKO Power AB reserves the right, without prior notice, to discontinue any product or to make design changes as part of its continuous programme of product improvement, and such changes may take place during the life of any IBEKO Power AB catalogue. The most up to date information on the availability and design of the products IBEKO Power AB supplies is available on the ibekotest website. 7.2 Unless otherwise confirmed in writing, nothing on the ibekotest website or in any IBEKO Power AB catalogue is to be taken as a representation of the source of origin, manufacture, or production of the products or any part of them.

8.1 IBEKO Power AB warrants that no product purchased from ibekotest is materially defective.

8.2 In the event of any such product being materially defective, and subject to the provisions of clause 5 (Inspection, Delivery, Delays and Non-Delivery) surrounding defects apparent on delivery, IBEKO Power AB will (at its option) replace or repair the product or refund the purchase price.

8.3 IBEKO Power AB warrants that any service purchased from IBEKO Power AB will be provided using reasonable care and skill. If any such service falls short of this standard, IBEKO Power AB will, at its option, either re-provide the service or supply to the Customer free of charge a substitute product in place of the defectively serviced product.

8.4 These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of IBEKO Power AB.

8.5 The remedies set out in this clause shall be the Customer's sole remedies for any breach of warranty and in respect of the supply or non-supply of products and/or services.

8.6 The availability of the remedies set out in this clause is subject to: a. A claim being made in writing to IBEKO Power AB, prior to the return of any defective product, and within 12 months of the original date of despatch or date of service, or such other periods as may be indicated by IBEKO Power AB for specific products or services from time to time in writing; and b. The Customer returning or disposing of the relevant products, or making them available for collection by IBEKO Power AB, in accordance with IBEKO Power AB instructions and suitably packaged. In particular, for any returns, the Customer must obtain a returns number from IBEKO Power AB and quote this on all paperwork, and state the original invoice number in respect of the products and the nature of any claimed defect.

8.7 Where the Customer returns defective products otherwise than in accordance with these provisions, IBEKO Power AB may refuse such products and return them to the Customer at the cost of the Customer.

8.8 Any products which are replaced by IBEKO Power AB shall become the property of IBEKO Power AB. Title to replacement products shall pass to the Customer in accordance with the provisions of clause (Risk and Ownership), and the period of the replacement product's warranty shall be the unexpired period of the defective product's warranty.

8.9 The Customer shall have no remedy in respect of any untrue statement made to it upon which it relied in ordering products and/or services (unless such untrue statement was made fraudulently) other than any remedy it may have set out expressly in these terms and conditions of sale.

8.10 Save as expressly provided in these terms and conditions of sale, all implied warranties, terms and conditions (whether statutory or otherwise) concerning the supply or non-supply of products and/or services are excluded to the fullest extent permitted by law (including, without limitation, the implied terms of satisfactory quality, fitness for purpose and provision of services with reasonable care and skill).

8.11 Except as required by law, IBEKO Power AB will not be liable to the Customer for any loss, damage or liability of any kind whatsoever which arises out of the breach of implied warranties, terms or conditions (statutory or otherwise) or breach of any other duty of any kind imposed on IBEKO Power AB by operation of law. The Customer acknowledges that it is responsible for ensuring that the products and services it orders are fit for the purposes for which it intends to use them.

9.1 Certain products sold by IBEKO Power AB are subject to export control regulations of the United Kingdom, the United States of America, the European Union and other countries (“Export Laws”). The Customer shall comply with such Export Laws and obtain any licence or permit required to transfer, export, re-export or import the products. 9.2 The Customer shall not, directly or indirectly, sell, permit to be sold, dispose of, export, re-export or otherwise provide products to any country or entity under sanction or embargo administered by the United Kingdom, the United States of America, the European Union or other country. 9.3 The Customer certifies that products purchased from IBEKO Power AB will not be used, sold or incorporated into products used directly or indirectly in the design, development, production or use of chemical, biological or nuclear weapons, delivery vehicles and systems of the same or in the development of any weapons of mass destruction. 9.4 Products sold by IBEKO Power AB are not recommended or authorised for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.

10.1 IBEKO Power AB shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the IBEKO Power AB technical helpline) whether or not due to its negligence or that of its employees, agents or sub-contractors. 10.2 IBEKO Power AB shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with: (a) any express or implied terms of the contract between IBEKO Power AB and the Customer, or of any order accepted by IBEKO Power AB; (b) any duty of any kind imposed on IBEKO Power AB by law arising out of or in relation to the contract between IBEKO Power AB and the Customer or order; (c) any defect in the products or services; (d) intellectual property rights infringement; or (e) any other loss whatsoever arising out of these terms and conditions of sale. 10.3 If, not withstanding any other provisions in these terms and conditions of sale including without limitation clauses (Warranties and Remedies), (Limitations of Use) and (Liability), any liability attaches to IBEKO Power AB, IBEKO Power AB liability to the Customer arising out of or in connection with these terms and conditions of sale or any order whether in contract, tort or otherwise in respect of one or more of (a) any express or implied terms of the contract between IBEKO Power AB and the Customer, or of any order accepted by IBEKO Power AB; (b) any duty of any kind imposed on IBEKO Power AB by law arising out of or in relation to the contract between IBEKO Power AB and the Customer or the order; (c) any defect in the products or services; (d) intellectual property rights infringement.   10.4 Nothing in these terms and conditions of sale (including without limitation this clause) shall exclude or limit the liability of IBEKO Power AB for death or personal injury caused by the negligence of IBEKO Power AB or its employees, agents or sub-contractors, or for fraud or anything else which cannot by law be limited or excluded.

11.1 IBEKO Power AB, at its discretion and in writing, allow an order to be cancelled where there is no fault with the product subject to IBEKO Power AB recovering from the Customer the costs incurred by IBEKO Power AB, and subject to the processing charge provided for in this clause. 11.2 In the event of cancellation of part of any order only, IBEKO Power AB may invoice the Customer any difference in selling price per unit applicable to the quantity actually despatched up to the time of cancellation compared to the quantity ordered. 11.3 For Customers other than Consumers, a processing charge may apply in respect of products returned other than due to defects covered by the warranty.  11.4 Customers may only return products to IBEKO Power AB, and receive a credit or refund or replacement on the following conditions: a. The Customer should contact IBEKO Power AB to obtain a returns number (to be quoted on all relevant paperwork) b. Return must be made within 30 days of the date of delivery (as stated on the delivery documentation) or collection of such product(s). c. Products must be returned to IBEKO Power AB in their original condition and packaging and in a condition which will enable them to be immediately fit for re-sale; d. The Customer must follow any specific instructions which appear on the IBEKO Power AB website with any product regarding its return to IBEKO Power AB; and e. Products must be returned to IBEKO Power AB adequately packed and clearly labelled to: Delivery address, IBEKO Power AB, Stockholmsvägen 18, 181 50 Lidingö, using the address label on the despatch note or available on the ibekotest website. f. The Customer must quote the Order Number on the parcel being returned. 11.5 Where the Customer returns products to IBEKO Power AB not in accordance with this clause 11.4 (a) – (e) above (for example, after the period for returns has expired or in an unfit state) IBEKO Power AB may refuse to accept the return and return the products to the Customer at the Customer's expense or may apply a handling charge which relates to the actual cost of reprocessing. 11.6 This no fault returns policy excludes software, calibrated products, production packaging products, non-catalogue products, specially manufactured products and any products marked as non-cancellable (NC) or non-returnable (NR). In addition, IBEKO Power AB will not accept returned ESD sensitive devices where the integrity of the original IBEKO Power AB ESD shielding packaging has been compromised e.g. the bag has been opened and resealed or multiple bags have been stapled together. 11.7 IBEKO Power AB accepts no responsibility for any loss of or damage to products in transit from Customer to IBEKO Power AB, where IBEKO Power AB has not provided the collection.

12.1 IBEKO Power AB offers services in respect of products. These services include: REPAIR, CALIBRATION, SOFTWARE UPDATE, and any other services that the parties agree. IBEKO Power AB may quote a turnaround time target for these services, but IBEKO Power AB shall be under no liability if it fails to comply with such target. Except in respect of the REPAIR service, the product must be free from physical and electrical damage and from modifications (other than modifications detailed in the literature supplied with the product). The special conditions which apply to repairs, calibration, software update are: a. Repairs: The REPAIR service is subject to the availability of parts and is only available if the product has not suffered excessive physical or electrical damage and is free from modifications (other than modifications detailed in the literature supplied with the product). Any instructions set out in the repair information/questionnaire supplied with the product in question must be complied with. IBEKO Power AB may at its absolute discretion either repair the product or replace it with a substitute product. Any Customer-generated software returned with a product will be erased or otherwise destroyed on receipt and IBEKO Power AB shall not be under any liability whatsoever in respect of any data contained in such software. b. Calibration: IBEKO Power AB will check the product for compliance with the published specification at appropriate points, using working standards which are periodically verified and which are traceable to National Standards. The full details of the CALIBRATION service are as set out on the ibekotest website. c. Software Update: IBEKO Power AB will install the latest version of software. IBEKO Power AB will functionally check the unit to ensure software acceptance.

A force majeure event is any event beyond the reasonable control of IBEKO Power AB (including but not limited to strikes, traffic congestion, the downtime of any external line, or IBEKO Power AB inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If IBEKO Power AB is prevented or restricted from carrying out all or any of its obligations under these terms and conditions of sale by reason of any force majeure event, then IBEKO Power AB shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than fourteen days, IBEKO Power AB may cancel the affected order or cancel the whole or any part of these terms and conditions of sale, without any liability to the Customer.

14.1 The Customer acknowledges that IBEKO Power AB and its licensors own the intellectual property rights in the ibekotest website, the ibekotest catalogues, the catalogue content and the stock numbers, and that their whole or partial reproduction without IBEKO Power AB prior written consent is prohibited. 14.2 IBEKO Power AB does not warrant or give any assurance to the Customer that any products supplied do not infringe the intellectual property rights of any third party.

15.1 The Customer shall comply with all applicable laws, statutes, regulations relating to anti-bribery and anti-corruption, and shall: a. not (directly or indirectly) induce any employee, agent or subcontractor of IBEKO Power AB to make any concession to or confer any benefit on the Supplier, refrain or withhold from doing any act, in return for any gift, money, or other inducement; b. not do or omit to do any act that will cause or lead IBEKO Power AB to be in breach of any of the Relevant Requirements; and c. promptly report to IBEKO Power AB any request or demand for any undue financial or other advantage of any kind received by the Customer in connection with these Terms and Conditions. The Customer shall procure that persons associated with it or other persons who are providing goods or services in connection with these Terms and Conditions shall comply with above stated. 15.2 The Customer is informed that: a. IBEKO Power AB employees are not permitted to accept gifts of more than token value, loans, excessive entertainment or other substantial favors from any company or individual that does business with IBEKO Power AB or seeks to do so; b. IBEKO Power AB employees are not permitted to solicit gifts or other favors from any company or individual that does business with IBEKO Power AB, or seeks to do so; and c. entertainment of IBEKO Power employees is acceptable only if it has a justifiable business purpose. It should be of a reasonable nature and such that IBEKO Power AB employees, agents or contractors, can reciprocate. 15.3 Financial restrictions on gifts and entertainment are contained in IBEKO Power AB Anti-Bribery Policy and further details are available on request. 15.4 Any breach of this clause shall be a material breach of these terms and conditions which is incapable of remedy.

16.1 Please refer to our privacy policy for more information about how we process your personal data.

17.1 The contract between IBEKO Power AB and the Customer based on these terms and conditions of sale as applicable to each Customer order shall be governed by and interpreted in accordance with EU Law and the Customer submits to the non-exclusive jurisdiction of the Swedish courts, but IBEKO Power AB may enforce the contract in any court of competent jurisdiction. 17.2 Customers who are Consumers may submit any disputes with IBEKO Power AB for resolution to the European Commission Online Dispute Resolution platform: https://webgate.ec.europa.eu/odr/. 17.3 If any part of these terms and conditions of sale is found to be unenforceable by any court or competent authority or would be found to be unenforceable if it were interpreted or construed in a particular way, then it is the parties' express intention that the relevant wording should be interpreted or construed so as to avoid such a finding and that, in the event of such a finding, the remainder of the provision in question shall be interpreted or construed to give it full effect. 17.4 No express term of these terms and conditions nor any term implied under it is enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.