Terms and Conditions – Sacpro Group
On this day, 2026-03-09, the following terms have been established for Sacpro Group AB.
1 Purpose and Scope
1.1 These general terms and conditions (the “Terms“) have been drafted in order to clarify the rights and obligations between the Supplier and the Installer when the Installer purchases products (the “Products“) from the Supplier.
1.2 ”Supplier” means Sacpro Group AB, reg. no. 559453-4579, including its subsidiaries Sacpro AB, reg. no. 556341-1288, and Peanta Inventions AB, reg. no. 559048-4621.
1.3 “Installer” means any party that purchases Products from the Supplier from time to time.
1.4 The Installer and the Supplier are hereinafter collectively referred to as the “Parties” and individually as a “Party“.
2 Agreement and Applicability
2.1 Unless otherwise agreed in writing, a purchase agreement shall be deemed to have been entered into between the Parties when the Supplier has confirmed in writing an order for Products by the Installer (the “Purchase Agreement“).
2.2 Any Purchase Agreement and any framework agreement in force from time to time between the Parties (the “Framework Agreement“) are hereinafter collectively referred to as the “Agreements“.
2.3 The Supplier is entitled to decline any order at its sole discretion and without cause. Once the Supplier has confirmed an order, the order shall be binding on the Installer. The Supplier reserves the right to decline a confirmed order in the event of credit risk.
2.4 If the Supplier is unable to fulfill its obligations under an order confirmation, the Supplier shall immediately notify the Installer. Upon such notice, the Installer shall be entitled to cancel any delayed Product at no cost.
2.5 The Parties agree that valid, enforceable, and binding obligations relating to the Agreements may arise through electronic communication. All electronic communication between the Parties shall be deemed to be “in writing”.
2.6 1. In the event of inconsistency between different contractual documents applicable between the Parties from time to time, the following order of precedence shall apply, with earlier- listed documents taking precedence over later- listed documents:
· Purchase Agreement,
· Framework Agreement,
· Terms,
· General Agreement Terms for 2009 (AAVVS 09).
The Terms apply to all future Framework Agreements and Purchase Agreements. The current Terms are, unless otherwise agreed, valid from 9 March 2026 until new terms are published on sacpro.se and UVrelining.com.
2.7 Upon entering into a Purchase Agreement, and for a period of five (5) years thereafter, both Parties shall maintain valid liability insurance securing the Installer’s right to notify defects under Section 14 of the Terms. Such insurance shall cover property damage, personal injury, and shall include product liability coverage. The minimum insured amount shall be no less than two hundred (200) Swedish price base amounts per claim throughout the duration of the Agreement.
3 Prices
3.1 Product prices are provided separately by the Supplier.
3.2 The Supplier reserves the right to adjust applicable prices if the Supplier’s costs for the Products change. Price adjustments shall be based on documented changes in the Supplier’s procurement costs, including but not limited to changes in the Producer Price Index (PPI), the Swedish Central Bank’s official exchange rates, price changes implemented by suppliers to the Supplier, or public charges.
3.3 Notwithstanding clause 3.2, the Supplier is entitled to implement a general price adjustment, which shall be notified at least three (3) months before a new price list is published.
3.4 If the Supplier incurs additional costs because of incomplete instructions from the Installer, or due to amendments or additions requested by the Installer in respect of the Products, such additional costs shall be charged to the Installer.
3.5 The Supplier’s prices reflect the level of liability assumed by the Supplier under the Terms and the Agreements. Any change in applicable prices may result in a corresponding adjustment of the Supplier’s liability level.
3.6 Freight costs in accordance with the Supplier’s current freight schedule shall be added to the Supplier’s prices, unless otherwise agreed in the Agreements.
4 Payment Etc.
4.1 Payment shall be made by the Installer in accordance with the terms set out in the Agreements. Unless otherwise agreed, payment shall be made by way of invoice to the Supplier’s account no later than twenty (20) days from the invoice date. In the event of late payment by the Installer, the Supplier is entitled to default interest in accordance with the Agreements or, if interest is not regulated therein, in accordance with the Swedish Interest Act (1975:638).
4.2 Any objections to an invoice shall be submitted in writing to the Supplier within five (5) days from the invoice date. Thereafter, the invoice shall be deemed to have been approved by the Installer.
4.3 Upon the Supplier’s request, the Installer shall provide satisfactory security guaranteeing full and accurate payment.
4.4 Failure to comply with the payment terms, to provide security pursuant to clause 4.3, or any other material breach of the Agreements or Terms by the Installer shall entitle the Supplier to immediately cease performing its obligations towards the Installer pursuant to the Agreements and the Terms.
5 Retention of Title (Sw. äganderättsförbehåll)
5.1 To the extent that retention of title is permitted under applicable law, the Products shall remain the property of the Supplier until full payment has been duly made by the Installer in accordance with the payment terms set out in the Agreements and these Terms.
6 Subcontractors
6.1 The Supplier may, without the Installer’s approval, freely appoint subcontractors for the manufacture, delivery, and any related performance concerning the Products.
7 Delivery and Transfer of Risk
7.1 The Supplier is entitled to make deliveries from any of the factories within the Supplier’s group.
7.2 Each delivery shall be treated as a separate delivery, and any failure to deliver shall not impact other deliveries under existing Purchase Agreements.
7.3 Unless otherwise agreed, delivery shall be made DAP (Delivered at Place, Incoterms 2020) to the delivery address specified by the Installer. The risk for the Products shall transfer to the Installer once the Products are made available for unloading at the specified destination.
7.4 The Supplier shall arrange for the transportation of the Products, and the freight costs shall be invoiced to the Installer. The Installer is responsible for being available to receive the delivery and for ensuring that unloading can take place promptly and safely. Any additional costs arising from the Installer’s deviating delivery instructions, lack of availability at the time of delivery, failure to collect, delayed collection, or other circumstances within the Installer’s control, shall be charged to the Installer.
7.5 If no delivery date has been agreed by the Parties, delivery of the Products shall take place within a reasonable time after all technical and financial conditions under the Agreements and Terms have been fulfilled, including any advance payment and provision of security.
7.6 The Supplier’s obligation to deliver is conditional upon the Installer fulfilling its obligations under the Agreements and these Terms.
7.7 In a back-order situation, the Supplier is entitled to make partial delivery without the Installer’s consent. The Installer is obliged to accept and pay for any partial delivery. The Supplier shall inform the Installer of the expected delivery time for the remaining Products.
7.8 Delays in delivery shall not entitle the Installer to compensation, damages, or other remedies, unless expressly stated otherwise in these Terms or the Agreements.
8 Packaging
8.1 Unless otherwise agreed, the Products shall be delivered in the Supplier’s standard packaging.
8.2 The Installer is responsible, at its own expense, for the removal and disposal of the packaging in which the Products are delivered.
9 Technincal Information
9.1 The Supplier is responsible for ensuring that technical documentation, manuals, and product data sheets provided are accurate and up to date. If the Installer can demonstrate that installation and use of Products have been carried out in accordance with the Supplier’s documentation, this shall give rise to a presumption that any defect is not attributable to the Installer’s actions. Such information does not constitute advice.
9.2 The Installer is responsible for carrying out the installation of the Products, while the Supplier is responsible for the material properties, design, and function of the Products as set out in the documentation provided.
9.3 The Installer is always responsible for independently assessing, verifying, and ensuring the suitability of the Products for the relevant installation conditions.
10 Cancellations and Returns
10.1 The Installer is entitled to cancel an order free of charge until the Supplier has confirmed the order.
10.2 The Supplier may accept the return of a Product within sixty (60) days of delivery. In order for a return to be approved, the Supplier must be notified in advance, the Product must be unopened and in its original packaging, and the Supplier must accept the Product upon inspection. A credit invoice for an approved return will be issued by the Supplier with a deduction for a handling fee of ten (10) percent and any freight costs for the return. Returns without prior notification to the Supplier will not be accepted.
11 Custom Manufacturing and Additional Services
11.1 The Supplier may, subject to agreement between the Parties, offer custom manufacturing or customisation of Products. Products that have been custom‑manufactured or customised may not be cancelled, returned, or made subject to any claims.
11.2 The Supplier may, subject to agreement between the Parties, offer training, on-site technical support, or other services. In such cases, the terms and pricing for such services shall be set out in a separate agreement. Costs for training, support, or other services under this clause 11.2 shall be invoiced separately and are not included in the prices provided by the Supplier in accordance with clause 3.1, unless expressly agreed otherwise.
12 Warranties
12.1 The Supplier warrants that the Products conform to agreed specifications at the time of delivery, provided that the Installer complies with the instructions provided by the Supplier.
12.2 The Supplier does not provide any warranties regarding the fitness for purpose, function, or usability of the Products beyond what is expressly stated in this section 12.
13 Limitation of Liability
13.1 Defects in the Products shall only entitle the Installer to the remedies set out in this section 13.
13.2 The Installer is not entitled to bring claims against the Supplier based on defects in the Products to the extent that the Installer receives compensation for such defects under its insurance, or to the extent that the Installer is otherwise compensated by a third party. The Installer undertakes to report any damage to, and seek compensation from, its insurance provider before making any claim against the Supplier.
13.3 Except as expressly warranted in Section 12, the Installer releases and indemnifies the Supplier from all liability for defects in the Products provided by the Supplier within the scope of the Agreements and these Terms, including actual defects, legal defects, defects in title, and hidden defects. All other liability for defects that the Supplier might otherwise have had under applicable legislation or otherwise, including under the Swedish Sale of Goods Act, is hereby excluded and cannot be invoked by the Installer.
13.4 The Supplier is only liable for defects that existed when the risk for the Products was transferred to the Installer.
13.5 Damage to the Products sustained during transportation shall be reported immediately to the carrier and noted on the waybill. The Supplier shall be informed without delay to enable recourse against the carrier.
13.6 For the avoidance of doubt, any defects, damage, or failure to function arising from the use of the Products in breach of the instructions or guidelines provided by the Supplier shall fall outside the scope of the Supplier’s liability. The Installer shall bear full responsibility for all direct and indirect consequences resulting from such use, including any consequences resulting from or arising in connection with the combination of the Products with products from other suppliers.
13.7 The Supplier is liable for defects in Products that appear within two years from the delivery of the Products to the Installer. In the event of replacement of a Product or spare part, the two (2) year liability period shall not be extended. The Supplier is not liable for defects resulting from normal wear and tear, deterioration, or improper handling.
13.8 For Products which shall be used in contracting work (Sw. entreprenadarbeten), where the end client is not a consumer, and where the Installer (i.e. the contractor) has agreed to warranty periods of five (5) years or more, the Supplier shall be liable for defects in the Product for five years from the date of delivery of the Product to the Installer, unless a longer period has been expressly agreed between the Parties. To be enforceable against the Supplier, any agreement providing for a warranty period of five (5) years or more must be presented by the Installer when submitting a complaint in accordance with Section 14.
13.9 Where the Supplier is liable for a defect in a Product, the Supplier is also obliged, to the extent covered by the Supplier’s liability insurance, to compensate for damage arising from the defect, subject however to the limitations set out in the Agreements.
13.10 The Supplier shall in no event be liable for indirect damages including loss of profit, loss of production, or other consequential damages, unless such damage has been caused by intent or gross negligence.
14 Duty to Inspect and Complaints (Sw. reklamation)
14.1 The Installer shall inspect the Products immediately upon delivery. Any visible defects must be notified in writing to the Supplier within five (5) business days. In all other circumstances, a complaint shall be submitted to the Supplier in accordance with clause 14.2. Failing such notification, the Products shall be deemed finally approved.
14.2 Upon complaint or suspected defect in a Product, the Installer shall immediately prepare a written notice using the Supplier’s complaint form.
14.3 The documentation requirements for a complaint shall be proportionate to the nature and extent of the defect. If a material, product, or manufacturing defect is suspected, simplified documentation will be accepted in the form of basic photographic documentation, a description of the sequence of events, and relevant batch or delivery details, pending further investigation.
14.4 In accordance with these Terms, Annex A shall be applied in its entirety for complaints where the defect can be attributed to the installation of the Products or a deviation from the Supplier’s instructions. For other types of defects, the level of requirements shall be adapted to the circumstances.
14.5 For complaints regarding functional defects in the Product after installation, the Supplier is entitled to request that the Installer provide complete self‑inspection records, together with the information specified in Annex A, to be enclosed with the complaint.
14.6 If the Installer does not provide a complaint upon defects in the Products within the above-stated time limits, or does not follow the prescribed complaint process, the Products shall be deemed to be finally approved and the Installer shall thereby forfeit the right to bring any claims against the Supplier in respect of defects in the Products.
14.7 After a properly made complaint by the Installer, the Supplier shall be given the opportunity to examine the defect and, if the Supplier is liable, remedy the defect within a reasonable time frame. If the Supplier accepts the complaint and is liable for the defect pursuant to these Terms, the Supplier shall, at its sole discretion, remedy the defect by either (i) replacing the Product free of charge; (ii) repairing the Product; or (iii) granting a price reduction for the defective Product.
14.8 The Installer is responsible for verifying, prior to installation, that the Product is suitable for the relevant conditions both inside and outside the relevant building. This includes, but is not limited to, structural load (ring stiffness and E-modulus in relation to installation depth, groundwater pressure, ground conditions, building movements, and the existing pipe system’s fixing (Sw. fastsättning)) as well as chemical resistance (the chemical resistance of the resin in relation to the composition of the medium). The Supplier provides technical data sheets. The Installer shall, upon complaint, be able to present documentation demonstrating that this assessment was carried out prior to installation.
14.9 If remediation pursuant to clause 14.7 does not occur within a reasonable time frame, the Installer may, after first having sent a written notice to the Supplier, remedy the defect at the Supplier’s expense or request a price reduction. However, the cost of the remediation or the possible price reduction may not exceed ten (10) percent of the total price for the defective Product.
14.10 Return of a defective Product may only take place after the Supplier has confirmed receipt of a complaint.
15 Intellectual Property
15.1 All descriptions, layouts, designs, drawings, tender documents, and other material provided by the Supplier within the scope of the Agreements and these Terms, as well as all related intellectual property rights, belong to the Supplier or the party that has licensed the rights to the Supplier. The Installer does not acquire any ownership or other intellectual property rights to such material and may not, without the Supplier’s express written consent, use, copy, forward, or disclose such intellectual property rights to third parties.
16 Sustainability and Environmental Data
16.1 The Supplier endeavours to provide climate data for the Products where such data is available. Such information is provided only to the extent the Supplier has access to verified data from its own suppliers and upon request from the Installer.
17 Force Majeure
17.1 A Party is entitled to postpone the performance of its obligations and is exempt from sanctions for failure to perform its obligations under the Agreements and the Terms if such performance is prevented, materially impeded, or rendered unreasonably costly due to a circumstance beyond the Party’s control that the Party could not, or reasonably should not, have foreseen. Such circumstance (a “Force Majeure Event”) may include, for example, war or war‑like conditions, civil war, mobilisation or military conscription of comparable scope, riots and unrest, terrorism, sabotage, fire, flooding, natural disaster, epidemic, pandemic, interruption of public communications, interruption of public energy supply, strike, lockout, or other general or local labour dispute (even if the Party itself is a party to the dispute), requisition, seizure, government decisions, trade, payment, or currency restrictions, or comparable circumstances. The same shall apply if a Force Majeure Event affects a Party’s contractual subcontractors.
17.2 A Party shall notify the other Party if there is a risk that an obligation cannot be performed or will be delayed due to a Force Majeure Event. Failure to provide such notification within a reasonable time shall give rise to an obligation to compensate for the damage that could have been avoided had timely notification been given.
17.3 When the Force Majeure Event has existed for three (3) months, each Party is entitled to terminate the Agreements with immediate effect.
18 Waiver
18.1 Failure to exercise a right does not constitute a waiver of such right. A waiver is only valid if made in writing.
19 Applicable Law and Disputes
19.1 These Terms shall be interpreted and applied in accordance with substantive Swedish law.
19.2 Disputes arising in connection with the Terms shall in the first instance be resolved through negotiations between the Parties. If a resolution is not reached within three (3) months, the dispute shall be settled by arbitration in accordance with the Arbitration Act (1999:116). The arbitration shall take place in Stockholm.
19.3 Notwithstanding clause 19.2, if the disputed amount does not exceed ten (10) Swedish price base amounts, the dispute shall, unless the Parties agree otherwise, instead be settled by a general court, with the district court at the defendant’s place of domicile as the court of first instance.
ANNEX A – INFORMATION FOR COMPLAINT
In accordance with the Terms, Annex A shall be applied in its entirety for complaints where the defect can be attributed to installation or deviation from instructions. For other types of defects, the level of requirements shall be adapted to the circumstances.
Background
Description of the incident
How the damage manifested
When the damage was discovered
Information on cause of damage
Type of installation
Wastewater YES/NO
Roof drainage YES/NO
Storm water YES/NO
Dimension
Length
Method
Preliner YES/NO
Calibration hose YES/NO
Open end YES/NO
Closed end YES/NO
UV YES/NO
Preliminary study
Video inspection
Preparation of pipe material
Check date marking – pipe material
Check date marking – epoxy
Assembly
Type of thermosetting plastic
Batch number – base
Batch number – hardener
Impregnation / metre
Roll measurement
Inverting tool
Type of liner
Batch number – liner
Assembly pressure min/max bar
Curing – pressure
Curing – time
Applied heat – temperature
Applied heat – type
Applied UV curing
After Control
Post-works
Lateral openings / milling
Video documentation
Curing protocol (applicable only to UV-light installations)
Destructive sample taken if required by agreement between the parties
Completion
Functional inspection of installation
Documentation
Self-inspection documents