LEGAL DOCUMENTATION

Sales Terms & Refund Policy

Last Updated: February 15, 2026

Preamble

PREAMBLE — COMMERCIAL NATURE OF TRANSACTIONS. SvartxLab (hereinafter "the Seller") operates exclusively as a Business-to-Business (B2B) wholesale entity registered under the laws of the Kingdom of Spain. All transactions processed through this platform, including but not limited to quotation requests, purchase orders, and payment processing, are classified as commercial contracts between professionals (empresarios / comerciantes) within the meaning of the Spanish Código de Comercio and the Portuguese Código Comercial. Consequently, consumer protection statutes applicable to Business-to-Consumer (B2C) transactions — including the standard fourteen (14) day right of withdrawal established by Directive 2011/83/EU of the European Parliament — DO NOT APPLY to orders placed on SvartxLab, except where explicitly stated herein or required by mandatory commercial law applicable to the specific jurisdiction of the Buyer.

01

Definitions

For the purposes of this policy, the following terms shall have the meanings ascribed to them below. Unless the context requires otherwise, words in the singular include the plural and vice versa.

"Seller"SvartxLab, its parent company, subsidiaries, and authorized agents operating from its registered address in Spain.
"Buyer"Any legal entity, sole proprietorship, or professional acting in a commercial or professional capacity that places an order through the Platform.
"The Lab"The custom manufacturing service offered by SvartxLab, encompassing orders requiring specific tooling, printing (flexographic, digital, or screen), dimensional adjustments, or material specifications beyond the standard catalogue.
"Stock"Standard inventory products listed in the SvartxLab catalogue, sold without modification to specifications, dimensions, or branding.
"Integrity Seal"The specialized hermetic adhesive barrier (thermal liner adhesive strip) applied to all SvartxLab thermal logistics products. This component serves as a hygiene seal, a tamper-evident indicator, and a functional element of the thermal insulation system.
"Production Lock"The timestamp at which a custom Lab order enters the active manufacturing queue and raw materials are allocated. After this point, the order is irrevocable.
"CMR/POD"Consignment Note (Convention on the Contract for the International Carriage of Goods by Road) or Proof of Delivery, constituting formal acceptance of goods by the Buyer or their designated agent.
"RMA"Return Merchandise Authorization — a unique reference number issued by SvartxLab Operations authorizing the physical return of goods for inspection.
02

Order Validation & Contractual Formation

2.1 A binding commercial contract is formed upon SvartxLab's written confirmation of the Buyer's purchase order (via email or the Platform's order management system). The issuance of a proforma invoice or quotation does not constitute acceptance; it is an invitation to treat.

2.2 All prices quoted are exclusive of Value Added Tax (VAT/IVA), which shall be applied at the rate applicable to the Buyer's jurisdiction at the time of invoicing. Intra-community supplies to VAT-registered entities within the EU may be zero-rated subject to valid VIES verification.

2.3 SvartxLab reserves the right to reject or cancel any order at its sole discretion prior to the dispatch of goods, without liability, if (a) the Buyer fails credit checks, (b) the order contains material errors, or (c) the requested specifications are technically infeasible.

03

"The Lab" — Custom Manufacturing Orders

3.1 — Absolute Nullification of Withdrawal Rights

In strict accordance with Article 103(c) of Real Decreto Legislativo 1/2007 (Spain) and Article 17(1)(c) of Decreto-Lei n.º 24/2014 (Portugal), the right of withdrawal is explicitly and irrevocably excluded for goods manufactured to the Buyer's specifications or clearly personalized. This exclusion is further supported by Article 16(c) of Directive 2011/83/EU of the European Parliament and of the Council.

Once a Custom Order reaches "Production Lock" status, it is final. No cancellations, refunds, credits, or modifications of any kind are permitted.

3.2 — Specification Liability. By submitting a Lab order, the Buyer assumes full responsibility for the accuracy of all specifications provided, including but not limited to: dimensions (mm), material type, color codes (Pantone, CMYK, or HEX), artwork resolution (minimum 300 DPI at actual print size), and quantity. SvartxLab shall not be liable for any discrepancy arising from incorrect or incomplete specifications supplied by the Buyer.

3.3 — Industrial Tolerance Margins. Custom manufacturing is subject to standard industrial tolerance margins. Discrepancies within the following parameters do not constitute a "defect" and are not grounds for return, credit, or complaint:

  • Dimensions: ±5% of the specified measurement.
  • Color Matching: ±5% variance in Pantone/CMYK-to-substrate conversion. Color perception may vary depending on substrate material, ambient lighting, and viewing angle.
  • Quantity: ±3% of the ordered quantity for bulk runs exceeding 1,000 units.

3.4 — Manufacturing Defects (Exception). The sole exception for custom orders is a proven manufacturing defect detected before any use, deployment, or manipulation of the product. In such cases, the Buyer must provide photographic/video evidence within 48 hours of receipt. If confirmed by SvartxLab's quality control team, defective units shall be replaced at no cost. Monetary refunds are not issued for custom orders under any circumstance; only replacement of the exact same specification is available.

04

Inspection & Claim Deadlines

4.1 — Transfer of Risk. Liability for the condition of goods transfers irrevocably to the Buyer upon signature of the delivery note (CMR/POD) by the Buyer or by any person authorized to receive goods at the delivery address specified in the order. SvartxLab enforces the strict notification deadlines established by the Commercial Codes of the applicable jurisdiction.

4.2 — Duty to Inspect. The Buyer has an affirmative obligation to inspect all goods upon receipt. Failure to note visible damage, shortages, or discrepancies on the delivery note at the time of receipt constitutes prima facie acceptance of the goods as conforming to the order.

Jurisdiction: Kingdom of Spain

4.3 — Visible / Apparent Defects

The Buyer must notify the Seller within 4 CALENDAR DAYS of receipt of the goods.

Ref: Art. 336 Código de Comercio — "...dentro de los cuatro días siguientes al de su recibo."

4.4 — Hidden / Latent Defects (Vicios Ocultos)

The Buyer must notify the Seller within 30 CALENDAR DAYS of delivery.

Ref: Art. 342 Código de Comercio — "...dentro de los treinta días siguientes a su entrega, perderá toda acción y derecho a repetir por esta causa contra el vendedor."

Jurisdiction: Portuguese Republic

4.5 — Defect Notification (Denúncia)

The Buyer must notify the Seller within 8 CALENDAR DAYS of discovery of the defect.

Ref: Art. 471 Código Comercial Português — Prazo de caducidade (forfeiture period).

4.6 — Absolute Time Limit

For hidden defects not discoverable upon initial inspection, the absolute limit for claims is 6 MONTHS from delivery date.

Ref: Art. 916–917 Código Civil Português (applied analogically to commercial sales).

4.7 — Expiry of Rights. Failure to notify the Seller within the applicable deadline constitutes a definitive waiver of the right to claim. The sale shall be deemed perfected and irrevocable, and no subsequent complaint, discount, or credit shall be entertained. This provision is in accordance with the doctrine of caducidad (Spain) / caducidade (Portugal) and is not subject to interruption or suspension.

05

The Integrity Seal Clause

5.1 — Functional Necessity. SvartxLab's thermal logistics products are engineered for food-safe transport. The Integrity Seal (adhesive thermal liner strip) is not merely a cosmetic feature but a critical component that (a) ensures the hermetic closure of the thermal chamber, (b) acts as a tamper-evident hygiene barrier, and (c) maintains the cold/hot chain integrity required by EU Regulation (EC) No 852/2004 on the hygiene of foodstuffs.

Critical Condition

5.2 — Acceptance by Use. Removal, peeling, partial lifting, or any manipulation of the Integrity Seal — whether intentional or accidental — constitutes an irrevocable act of incorporation of the product into the Buyer's commercial operations. Once this seal is disturbed, the product is classified as "ACCEPTED AS IS" and cannot be returned, exchanged, credited, or claimed against under any warranty, statutory or contractual.

5.3 — Legal Basis. This clause is grounded in Article 103(e) of RDL 1/2007 (Spain) and Article 17(1)(e) of DL n.º 24/2014 (Portugal), which exclude the right of withdrawal for "sealed goods which are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery." SvartxLab classifies all thermal logistics bags as hygiene-sensitive products within the meaning of these provisions.

WE STRICTLY DO NOT ACCEPT RETURNS, EXCHANGES, OR CREDITS FOR ANY PRODUCT WHERE THE ADHESIVE THERMAL LINER (INTEGRITY SEAL) HAS BEEN EXPOSED, PARTIALLY REMOVED, RE-ADHERED, OR OTHERWISE MANIPULATED. THIS POLICY IS ABSOLUTE AND WITHOUT EXCEPTION.

06

Return Merchandise Authorization (RMA) Protocol

Do not return any goods without prior written authorization from SvartxLab Operations. Unsolicited returns arriving at the warehouse without a valid RMA number will be refused at the receiving dock and returned to sender at the Buyer's expense.

  1. 6.1 — Initiation

    Contact ops@svartxlab.com with: (a) Order ID / Invoice Number, (b) Detailed description of the defect or non-conformity, (c) High-resolution photographs (minimum 3 megapixels) and/or video evidence showing the defect, the product label, and the condition of the Integrity Seal. ops@svartxlab.com

  2. 6.2 — Assessment

    SvartxLab's Operations team will review the submitted evidence within 3 business days. If the Integrity Seal appears manipulated, damaged, or absent in the photographic evidence, the claim may be denied immediately without further review. The Seller's determination at this stage is preliminary and does not constitute acceptance of liability.

  3. 6.3 — RMA Issuance

    If the claim is deemed prima facie eligible, SvartxLab will issue a digital RMA slip containing: (a) a unique RMA reference number, (b) authorized return shipping address (Madrid Hub), (c) packaging instructions, and (d) a deadline for shipment (typically 10 business days from issuance). RMAs not acted upon within this deadline are automatically voided.

  4. 6.4 — Shipping & Costs

    Unless the defect is attributable to SvartxLab (proven manufacturing defect), the Buyer bears all costs of return shipping, including but not limited to carrier fees, insurance, customs duties, and packaging materials. SvartxLab recommends using tracked, insured shipping services. Loss or damage during return transit is the Buyer's responsibility.

  5. 6.5 — Factory Inspection (Madrid Hub)

    Upon arrival at the designated facility, the SvartxLab quality assurance team will perform a physical inspection. The inspection evaluates:

Integrity Seal broken, peeled, or tampered withREJECTED
Signs of use, deployment, or incorporation into operationsREJECTED
Damage attributable to improper handling by Buyer or carrierREJECTED
Damage due to opening with sharp instruments (knife cuts, etc.)REJECTED
Manufacturing defect confirmed (material, stitching, adhesive failure)APPROVED
Quantity discrepancy confirmed against packing listAPPROVED

6.6 — Resolution. Approved returns trigger one of the following remedies, at SvartxLab's sole discretion: (a) replacement shipment of identical goods, (b) issuance of a store credit valid for 12 months from the date of issuance, or (c) in exceptional circumstances and solely at the Seller's discretion, a refund to the original payment method. The Buyer acknowledges that option (c) is not guaranteed and shall not be treated as a default remedy.

6.7 — Restocking Fee. For non-defective Stock returns that are otherwise eligible (i.e., unused, in original packaging, with Integrity Seal fully intact, and within the applicable notification deadline), a restocking fee of fifteen percent (15%) of the invoice value of the returned goods shall be deducted from any credit or refund issued. This fee covers inspection, repackaging, and re-certification costs.

07

Limitation of Liability

7.1 To the maximum extent permitted by applicable law, SvartxLab's total aggregate liability arising out of or in connection with any order shall not exceed the invoice value of the specific goods giving rise to the claim.

7.2 Under no circumstances shall SvartxLab be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to: loss of profits, loss of revenue, loss of business opportunities, business interruption, cost of substitute goods, or reputational harm, even if SvartxLab has been advised of the possibility of such damages.

7.3 SvartxLab shall not be liable for delays in delivery or failure to perform due to events beyond its reasonable control, including but not limited to: force majeure, natural disasters, pandemic-related restrictions, labor disputes, supply chain disruptions, government actions, or carrier delays (cláusula de fuerza mayor).

08

Governing Law & Jurisdiction

8.1 — Governing Law. This policy and all commercial relationships between SvartxLab and the Buyer shall be governed by and construed in accordance with the laws of the Kingdom of Spain, without regard to its conflict of laws provisions. For Portuguese Buyers, mandatory provisions of Portuguese commercial law shall apply to the extent required by the Portuguese Código Comercial and applicable EU regulations.

8.2 — Exclusive Jurisdiction. Any dispute arising out of or in connection with this policy, including any question regarding its existence, validity, or termination, shall be submitted to the exclusive jurisdiction of the Courts and Tribunals of the City of Madrid (Juzgados y Tribunales de Madrid), Spain. Both parties irrevocably waive any objection to venue and any claim that such proceedings have been brought in an inconvenient forum.

8.3 — Severability. If any provision of this policy is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be replaced by a valid provision that most closely approximates the intent and economic effect of the invalid provision.

09

Legislative References

Spain

  • Código de Comercio, Art. 336 (visible defects, 4 days)
  • Código de Comercio, Art. 342 (hidden defects, 30 days)
  • RDL 1/2007, Art. 103(c) (custom goods exclusion)
  • RDL 1/2007, Art. 103(e) (unsealed hygiene goods)

Portugal

  • Código Comercial, Art. 471 (denúncia, 8 days)
  • Código Civil, Art. 916–917 (6-month absolute limit)
  • DL n.º 24/2014, Art. 17(1)(c) (custom goods)
  • DL n.º 24/2014, Art. 17(1)(e) (sealed goods)

European Union

  • Directive 2011/83/EU, Art. 16(c) (custom goods B2B exclusion)
  • Regulation (EC) No 852/2004 (hygiene of foodstuffs)

Document Ver. 2026.2-B (EU-B2B-IBERIA) • SvartxLab Legal Compliance

For sample requests prior to bulk ordering, contact ops@svartxlab.com