GENERAL TERMS AND CONDITIONS OF SUPPLY
Płoszczyca sp. z o.o.
valid for entrepreneurs
Zator, 29 December 2017
§ 1.The scope of application
- Supply of goods and services from the company Płoszczyca sp. z o.o. hereinafter referred to as the "Company" shall be made solely on the basis of the following General Terms and Conditions of Supply.
- These General Conditions apply to all deliveries, provided that, where appropriate, it shall be allowed in the contract that the parties clearly indicate what provisions of the general terms and conditions shall be repealed or modified.
§ 2.Offer and conclusion of the agreement
- Information, price lists and other advertising material and commercial information routed to an unspecified recipient does not constitute an offer, but merely an invitation to negotiate.
- Letter addressed to the individual recipient, indicating the quantity of an item, which the Company can provide under the contract, the term of delivery and place of delivery, is an offer and wishes to conclude an agreement with the recipient of the offer. The term of the validity of the offer is due to its content. The offer may only be accepted without reservation. Subject to the further provisions of the general terms and conditions is that the conclusion of the agreement comes upon receipt of an order by the Company before the expiry of the binding offer. On the content of the agreement shall consist only the findings in writing.
- Reservations or modifications to the offer of the Company made by the Customer shall be considered as a new offer (order). In this case, it comes to the conclusion of the contract, if within a period of 14 working days from the date of receipt of an order, the Company clearly in writing, by fax or by e-mail confirms the acceptance of an order.
- In the case of placing an order to the Company by the Customer without tendering, the agreement is concluded, if within a period of 14 days of work (counting from the date of receipt of the contract), the Company clearly in writing, by fax or by e-mail confirms the acceptance of an order.
- Regardless of the procedures for the conclusion of the agreements referred to in points 2 to 4, the Company reserves the right to withdraw from any contract without giving reasons within 3 working days following its conclusion. In such a case, the Customer is not entitled to any claims, including any claim for compensation.
- Company reserves all copyright and industrial property of the figures, drawings, designs, technical calculations, and other documents delivered or made available to the contracting Customer at the conclusion of the contract. These documents may not be both in whole and in parts, used, reproduced, copied or made available in any form to any third party without the prior consent of the Company expressed in writing.
§ 3.Prices and payment
- All prices listed by the Company are net prices, which are subject to VAT at the applicable rate. In the absence of different provisions arising from the offer of the Company, supply contract or the order confirmation, a price stated by the Company is the price of the goods according to EXW. in accordance with the INCOTERMS 2010.
- Company reserves the right to a corresponding increase in price if after conclusion of the contract it comes to cost increases due to additional Customer requirements in relation to the ordered goods, the increase in the price of materials or other price-determining factors above 5% independent from the Company, and the period between the conclusion of the contract and the expected date of delivery shall be at least 1 month.
- The price is payable on the date indicated on the invoice.
- The Customer shall not be entitled to deduct claims, except that the parties, in writing, allow such a deduction.
- Regardless of the indication of the Customer, payments can be categorized on the earliest outstanding claims.
- In the case of receiving the news about circumstances which may indicate a deterioration of the solvency of the Customer, the Company may suspend delivery and make their possible resumption dependent on previous 100% prepayment. Suspension of delivery may not constitute grounds for any claims of the Customer in relation to the Company in connection with the suspension of the implementation of the contract.
§ 4.Product features
- Information about the properties of the item are posted in the descriptions of the product that are in force at the date of conclusion of the contract.
- Within the limits adopted in trade relations there is allowed a possibility of derogation from presented figures, drawings, dimensions, weights and other technical data, if these derogations have no effect on the use of the goods in accordance with its intended purpose.
- Differences in quantities of the goods supplied within +/-5% of the quantity shall be deemed to be compatible with the agreement.
- If the product has been produced on the basis of the provided by the Customer technological specifications, drawings, figures or other documents on the basis of which the Company had to perform the contract, Company is only liable for making an item in accordance with the submitted documents. Documentation submitted by the Customer is an integral part of the contract.
§ 5.Term of delivery and fulfillment of provisions
- Goods are delivered to the Customer on the terms of EXW (Ex-works), the reception and loading from the Company's warehouse located in Zator ul. Władysława Grabskiego 6 or another designated by the Company site, take place on the last day of the period of performance of a contract, during working hours, which is the day when the Company puts the goods at the disposal of the Customer. The parties may include a different settlement in the contract.
- The Customer is obliged to join the receipt and shipment of the goods at such time that the completion of these activities takes place during working hours of the Company's warehouse i.e. at 6.00-16.00.
- Delivery time determined by the Company in the offer, the contract of delivery or order confirmation of the Customer commences only when the Customer provides all documents and information necessary for the proper implementation of the supply (in particular, they shall provide the necessary technical data of the product ordered, the exact place of delivery, etc.), and if the payment has been agreed before delivery they also make prearranged payments.
- In the case of force majeure or other unforeseeable, extraordinary and not attributable to the Company circumstances, such as for example non-delivery by suppliers of the Company, interference of the Company work caused by fire, water and other circumstances, the failure of the production facilities and machines, shortage of materials, of energy- we reserve the right to transfer the delivery date for the duration of the obstacles and the time necessary to resume supplies. In any case, the Customer shall have the right to designate in writing an additional period for the Company, not less than 2 weeks, if the agreed delivery date has been exceeded for at least 3 weeks. After the expiration of period of grace, the Customer may withdraw from the contract. In such case, the Customer is not entitled to any claims from the Company.
- In the case of non-conforming to delivery time due to the fault of the Company, the Customer, after ineffective expiration of the period referred to in paragraph 4 shall only be entitled to withdraw from the contract and demand compensation for damages. Compensation includes typical damages and the foreseeable ones at the time of the conclusion of the agreement, and its amount is up to 1% of the price of an item for each full week of delay, no more than 5% of the price of the item for the whole period of the delay.
- Partial delivery is allowed (in parts). When the order has been partially realized by the Company, the Customer's right referred to above (including the right to withdraw from the contract) shall be entitled to the Customer only in relation to the part not realized.
- The Customer is obliged to pick up the goods at the agreed time. In the event the Customer fails to fulfill their obligation of timely receipt of the goods, upon a previous notification to the Customer and ineffective expiration of a designated extra term for reception, the Company shall be entitled to:
- sell this item from the free hand and pass the selling price obtained for claims arising out of payment for goods not uncollected
- to charge the costs of storage for the goods to the Customer in the amount of 3% of the net value of the item for each day of delay in relation to the agreed time limit
Regardless of the above sanctions, the Company has the right to seek additional compensation, if the amounts resulting from the points a and b do not cover the full amount of the damage.
§ 6.Liability for defects and compensation claims.
- The Customer is entitled to appear with all claims of warranty, only if they did comply with the obligation to examine the delivery item.
- Claims related to the explicit physical defects of the goods including the amount, expire upon the release of the goods to the Customer, if, at the time, they do not state the existence of such defects and do not notify the Company in writing of the observed physical abnormality.
- Rights in respect of defects shall expire if the Customer does not inform the Company that they found a defect, immediately after its determination not later than 5 calendar days from the date of finding defects.
- Responsibility of the Company of warranty expires after the expiration of 6 months from the date of receipt of the goods.
- If the case recognition of a complaint with the warranty of delivered goods as reasonable, the Company can choose eiter to remove the defect or deliver the goods free from defects.
- Company is not liable for any other damages, other than damages on delivery. In particular, the Company shall not be liable for lost profits or any other damage to property of the Customer and their contractors, as well as from culpa in contrahento. Liability for damage resulting from warranty for defects is limited to the amount of 30% of the net price of the contested goods.
§ 7.Applicable law and jurisdiction.
The applicable law is the law of the Republic of Poland, the court with jurisdiction for the settlement of disputes arising in connection with the supplies carried out by the Company is the court of competent jurisdiction for the Company.