Terms and Conditions

GENERAL TERMS AND CONDITIONS FOR THE PURCHASE AND SALE OF GOODS

These General Terms and Conditions for the Purchase and Sale of Goods are effective as of 7 July 2026.

1. GENERAL PROVISIONS

1.1 These General Terms and Conditions for the Purchase and Sale of Goods (hereinafter referred to as the “General Terms and Conditions”) govern the legal relationship between AS Bestor Grupp, registry code 10433846 (hereinafter referred to as the “Seller”), and customers purchasing goods from the Seller (hereinafter referred to as the “Buyer”).

1.2 These General Terms and Conditions shall remain in effect from their date of issue until revoked or amended at the Seller’s discretion. They apply to all purchases and sales of goods unless otherwise agreed in a contract or provided for by subsequently enacted Estonian legislation.

2. ORDERING GOODS

2.1 To purchase goods, the Buyer submits an order to the Seller (hereinafter referred to as the “Order”). Upon receiving the Order, the Seller prepares an order confirmation (hereinafter referred to as the “Order Confirmation”) in a form reproducible in writing, specifying the goods, prices, payment terms and delivery conditions, and sends it to the Buyer.

2.2 The terms of the Order shall apply if the Buyer confirms or accepts the Order Confirmation within one business day of its issue, unless otherwise agreed in writing between the Seller and the Buyer. If the payment terms specified in the Order require advance payment, receipt of the advance payment in the Seller’s bank account shall constitute the Buyer’s acceptance. Where advance payment is not required, the Buyer must confirm the Order Confirmation in a form reproducible in writing.

2.3 Any amendments to a confirmed Order shall take effect once both parties have agreed to them in a form reproducible in writing.

2.4 These General Terms and Conditions shall be made available to the Buyer when the Order Confirmation is issued.

2.5 By accepting the Order Confirmation, the Buyer agrees to be bound by the Seller’s General Terms and Conditions.

3. PRICES AND PAYMENT TERMS

3.1 The Seller shall sell the goods to the Buyer at the prices specified in the Order Confirmation.

3.2 Orders for non-standard goods manufactured specifically to the Buyer’s order cannot be cancelled. The Buyer is obliged to accept such goods and pay 100% of their price.

3.3 The Seller shall issue an invoice for the ordered goods upon their arrival at the Seller’s warehouse, unless otherwise agreed between the Seller and the Buyer.

3.4 The Buyer shall pay for the goods in accordance with the payment terms specified in the Order Confirmation.

3.5 In the event of late payment, the Seller is entitled to charge interest on overdue amounts at a rate of 0.15% per day on the unpaid value of the goods for each day beyond the payment deadline. Interest shall begin to accrue no later than 21 days after the goods have arrived and the Seller has notified the Buyer of their arrival, regardless of whether the goods have been handed over to the Buyer. The Seller is also entitled to recover from the Buyer any costs associated with collecting overdue debts, including legal expenses.

4. DELIVERY AND ACCEPTANCE OF GOODS

4.1 Delivery times shall be specified in the Order or otherwise agreed between the Buyer and the Seller in a form reproducible in writing, such as by email. Any delivery date stated in the Order is an estimate and is not binding on the Seller. The Seller undertakes to notify the Buyer in a timely manner of any delays or other circumstances affecting the arrival of the goods.

4.2 The Buyer is obliged to collect the ordered goods within 20 business days of receiving notification from the Seller that the goods have arrived. If the goods remain in storage for more than 20 business days, the Seller is entitled to charge a storage fee of €20 per pallet per 24-hour period and to charge interest at the rate specified in clause 3.5 of these General Terms and Conditions.

4.3 Unless otherwise agreed in the Order, delivery and acceptance of the goods shall take place under DDP (Delivered Duty Paid) terms at an AS Bestor Grupp warehouse in Tallinn or Tartu.

4.4 The goods shall be handed over to the Buyer or a person authorised by the Buyer against a delivery note.

4.5 The risk of accidental loss or destruction of the goods shall pass from the Seller to the Buyer upon handover of the goods or after 21 business days have elapsed since the goods arrived at the Seller’s warehouse and the Seller notified the Buyer of their arrival, provided that the Buyer has not accepted the goods without justification.

4.6 Ownership of the goods shall pass to the Buyer once the purchase price has been paid in full. The Buyer shall bear all costs associated with payment for the goods, including bank transfer fees and other related charges.

4.7 Upon delivery and acceptance, the Buyer is obliged to inspect the goods and verify that their quantity and specifications correspond to the Order Confirmation. If the quantity does not correspond to the Order Confirmation or the goods have visible damage, the Buyer shall prepare a report together with the Seller’s representative at the time of acceptance. Any discrepancies in the specifications must be reported to the Seller in writing within five business days of accepting the goods.

4.8 The Buyer is obliged to comply with the storage, installation and maintenance requirements specified by the Manufacturer or the Seller. The Seller shall make these requirements available to the Buyer no later than upon delivery of the goods.

4.9 If the Buyer discovers a quality defect or non-conformity after unpacking the goods, the Buyer must notify the Seller immediately in writing, before installing or using the goods. Any hidden defects must be reported to the Seller immediately upon discovery.

The Seller shall not be liable for defects that could have been identified before installation, for goods that have already been installed or for goods that have been installed incorrectly. This includes damage resulting from the fault or negligence of the Buyer or a contractor selected by the Buyer.

Failure to comply with the specified notification deadlines shall result in the Buyer losing the right to submit complaints or other claims relating to the goods’ non-conformity with the contract.

4.9.1 The Seller shall not be liable for visible defects in permanently installed goods if such defects could have been identified and the affected goods excluded from use before installation.

4.9.2 In consumer sales, the Seller shall be liable for the quality of the goods for two years from the date of their delivery to the Consumer. In accordance with the provisions of the Estonian Law of Obligations Act, the Consumer must notify the Seller of any non-conformity of the goods with the contract no later than two months after becoming aware of it.

During the first year following the transaction, the burden of proving the cause of a defect rests with the Seller. During the second year, the burden of proving the cause of a defect rests with the Consumer.

4.9.3 In consumer sales, the Consumer has the right to request the repair or replacement of defective goods. The Seller shall decide whether goods with manufacturing defects are to be repaired or replaced.

If the goods cannot be repaired or replaced, the Consumer has the right to return them in accordance with the provisions of the Estonian Law of Obligations Act.

Where previously used goods are returned, the Seller may refund the Buyer an amount corresponding to the residual value of the goods, taking into account their wear and tear. The Buyer shall bear the costs associated with returning the goods.

The Consumer has the right to withdraw from a distance contract (concluded online) within 14 days of receiving the goods. The 14-day right of withdrawal does not apply to goods manufactured according to the Buyer’s individual requirements (custom orders).

4.10 The Buyer acknowledges that the characteristics of goods, including colour shades, dimensions and other properties, may vary between production batches.

Potential variations in product characteristics between production batches, including reactions typical of natural materials to indoor climate or weather conditions, shall not be considered defects and shall not entitle the Buyer to make claims against the Seller.

The Buyer acknowledges that product samples and photographs appearing in manufacturers’ catalogues and/or on websites are for illustrative purposes only and do not represent the final aesthetic appearance of the goods.

5. WARRANTY

5.1 Goods are covered by a manufacturer’s warranty where the manufacturer has provided such a warranty for the relevant product. The warranty shall apply in accordance with the manufacturer’s warranty terms and for the period specified by the manufacturer.

The manufacturer’s warranty terms are available on the manufacturer’s website or from the Seller. If defects are discovered during the warranty period, the Buyer is obliged to notify the Seller immediately.

5.2 The manufacturer’s warranty shall apply to installed goods provided that the goods have been handled and installed professionally, in accordance with the manufacturer’s instructions, industry requirements and good practice.

The warranty for installed goods does not cover damage caused by normal wear and tear, improper installation, incorrect use or failure to follow installation and maintenance instructions.

5.3 The Buyer is responsible for ensuring that the goods are used for their intended purpose as specified by the manufacturer.

6. FORCE MAJEURE

6.1 Failure to perform, or improper performance of, obligations arising from a confirmed Order shall not constitute a breach of contract if caused by circumstances beyond the parties’ control which they could not reasonably have been expected to take into account, avoid or overcome, or whose consequences they could not reasonably have been expected to overcome.

6.2 Where the effects of force majeure are temporary, failure to perform an obligation shall be excused only for the period during which the force majeure event prevents performance.

A party whose ability to fulfil its obligations under the Order Confirmation is affected by force majeure must notify the other party immediately in writing.

6.3 A party may not invoke force majeure unless it has notified the other party in writing without delay, and in any event no later than four days after becoming aware of the force majeure event. The other party must also be notified when the circumstances preventing performance have ceased.

6.4 Force majeure shall not relieve the parties of their obligation to make efforts to eliminate the circumstances preventing performance. The parties must resume performance of their obligations as soon as the force majeure circumstances have ceased.

6.5 If a contract remains unfulfilled for three (3) months due to force majeure, either party shall have the right to terminate the contract unilaterally.

7. DISPUTE RESOLUTION

7.1 The purchase and sale of goods between the Seller and the Buyer shall be governed by the laws of the Republic of Estonia.

The parties shall seek to resolve all disputes through negotiations. If no agreement is reached, the dispute shall be settled by Harju County Court, unless otherwise expressly provided by law regarding court jurisdiction.

Bestor Grupp AS reserves the right to amend these General Terms and Conditions for the Purchase and Sale of Goods unilaterally by publishing a notice on the company’s website at www.bestor.eu.