GENERAL TERMS AND CONDITIONS OF SALE “MODEL-ODLEW” JAKUB CIEŚLICZKA
General Terms and Conditions of Sale called OWS define the rules of concluding and implementing contracts for the sale of goods and services offered by the
“ MODEL-ODLEW” JAKUB CIEŚLICZKA.
In these General Terms and Conditions of Sale the “ MODEL- ODLEW” JAKUB CIEŚLICZKA company is called the CONTRACTOR, and its contractor- CUSTOMER .
1.1. General Conditions of Sale are an integral part of all sales contracts concluded between the CONTRACTOR and the CUSTOMER. Derogation from these Terms and Conditions shall be null and void unless made in writing.
1.2. The following OWS conditions shall be deemed accepted on the date of the placing an order to the CONTRACTOR by the CUSTOMER. The CONTRACTOR reserves the right to modify the terms of the order made by the CUSTOMER after its taking from the CUSTOMER.
1.3. Terms of the CUSTOMER’S purchase shall not be binding for the CONTRACTOR if they are contrary to those in this document, even if they are the basis of the CUSTOMER’S contract and the CONTRACTOR has not expressly objected to their content.
1.4. The contract is concluded at the time of confirmation of the order by the CONTRACTOR .
CONTRACTOR shall confirm by e-mail or in writing to the CUSTOMER the implementation of the agreement within 3 business days.
1.5 The warehouse of the Contractor is in the office in Cegialnia, Targowa Street 7, 42-244 Mstów (śląskie province)
2. SUBJECT OF THE CONTRACT
2.1 The subject of the contract provides goods or services specified in the order confirmation.
3.DETAILED SCOPE OF THE CONTRACTOR’S SERVICES
3.1 In accordance with the order confirmation.
4.DEADLINE OF THE CONTRACTOR’S SERVICES
4.1 In accordance with the order confirmation
5.PLACE OF THE CONTARCTOR’S SERVICES
5.1 Unless the CONTRACTOR and the CUSTOMER agree otherwise, the place of the CONTRACTOR’S service is the place of the warehouse.
6.1 Sales of the subject of the contract followed by:
6.2. In special cases, eg. changing the foundations of price-setting the CONTRACTOR reserves the right to change the prices contained in the contract, in agreement with the CUSTOMER by written addendum andshall otherwise be null and void.
7. TERMS OF PAYMENT:
7.1. In the case of receipt of goods by installments next batch will not be issued unless previously released goods have not been settled receivable due; unless the Sides agree otherwise,
7.2. In case of payment by bank transfer as a payment date shall be the date of receivables to a bank account-MODEL-ODLEW JAKUB CIEŚLICZKA indicated on the invoice.
7.3. In case of delay in timely payment of receivables CONTRACTOR shall charge default interest at the statutory rate without additional notice. In the case referred to the preceding sentence, the CONTRACTOR shall have the right to enforce payment for other invoices, whose payment deadline has not yet expired.
8. TRANSFER OF RISK AND OWNERSHIP:
8.1. In the case of the provision of the CONTRACTOR the place of warehouse - MODEL-ODLEW JAKUB CIEŚLICZKA (ex works), the risk of damage or loss of the goods passes to the CUSTOMER at the time of providing the goods to the CUSTOMER in the CONTRACTOR’S warehouse.
8.2. In the case of the provision of the Contractor the place of headquarters of the ordering, the risk of damage or loss of the goods passes to the CUSTOMER at the time of delivery of the goods to the headquarters of the CUSTOMER
8.3. The right to property is transferred to the CUSTOMER only when the account of the impact of the CONTRACTOR entire amount for which the order states. Until then, it is unacceptable to pledge or transfer of goods in respect of which claimed the right to property.
9. PERFORMANCE OF THE CONTRACT :
9.1. The date of performance of the contract by the CONTRACTOR shall be the date of the application of readiness to receive the last object of the contract, subject to paragraph. 9.3 ..
9.2. CUSTOMER agrees to timely receipt of this contract, ie. within 7 calendar days of being notified by the CONTRACTOR
After this date, the CONTRACTOR shall issue an invoice for the amount resulting from the subject of the contract and will charge the CUSTOMER at the expense of storage object of the agreement of 5% stored value products on a monthly basis.
9.3. If the CONTRACTOR undertakes to deliver the goods to the CUSTOMER’S warehouse , the date of execution of the contract by the CONTRACTOR shall be the date of delivery to the CUSTOMER’S warehouse, even if the CUSTOMERrefused to accept the goods.
9.4. If the CONTRACTOR has made transport to the CUSTOMER , who then refused to accept it, the CONTRACTOR shall charged the CUSTOMER for the cost of transport in both directions , and the further procedure of the contract and for the storage charges will be carried out in accordance with paragraph. 9.2
10.1 Notification of the complaint by the CUSTOMER does not constitute grounds for withholding payment for goods or services performed.
10.2. Complaints about quality defects occur in writing immediately upon receipt of the goods but not later than:
- Within 14 days from the date of this contract: external defects and dimensional deviations under pain of losing the right to complain
- Within 30 days from the date of this contract: internal defects under pain of losing the right to complain
10.3. Internal defects detected in the machining should be reported to the CONTRACTOR preventing further processing of the object of the contract.
10.4. If the product is made according to the documentation entrusted by the CUSTOMER, the CONTRACTOR shall not be liable for its patent cleanliness, possible claims and possible violation of license restrictions, and for the defectiveness of the product resulting from this documentation. GENERAL CONDITIONS OF SALE MODEL-ODLEW JAKUB CIEŚLICZKA
10.5 The responsibility of the CONTRACTOR under the warranty and warranty is limited to the obligation to remedy defects or performance of the replacement product which is the subject of the contract.
In the event of a product defect is discovered, it is responsible for the CONTRACTOR to make the necessary repairs, the CUSTOMER at his own expense shall be obliged to make the good available for the CONTRACTOR, to secure possibly needed loading and unloading, and prepare for the agreed term position with the provision of technical equipment to enable the servicing and inspecting the product after repair.
10.6. Responsibility of the CONTRACTOR is limited to the value of the defective castings without the cost of machining or to 20% of the value of the contract in the event of repair by the CUSTOMER
10.7 The warranty does not cover defects resulting from improper transport, improper storage by the CUSTOMER
11 . SANCTIONS:
11.1. In case of withdrawal of the CUSTOMER from the contract he is obliged to pay the agreed price. However, in this case, it is possible to deduct the cost of which CONTRACTOR has not suffered due to non-completion of work. The withdrawal from the contract by the CUSTOMER is equivalent to leaving the subject of the provision by the CUSTOMER to the disposal of of the CONTRACTOR.
11.2. The CUSTOMER shall pay to the CONTRACTOR the penalty in an amount corresponding to 10% of the net price of the ordered goods or services in the event of cancellation by the CUSTOMER from the contract due to circumstances for which the CUSTOMER is responsible for . The penalty referred to in the preceding sentence is payable within seven days from the date of occurrence of circumstances justifying their investigation, without a separate request. The CONTRACTOR may claim for compensation in excess of the contractual penalty reserved.
11.3. In the event that the fulfillment of the provision by the CUSTOMER is doubtful in assessing of the CONTRACTOR because of his assets, the CONTRACTOR may suspend the execution of the works until the CUSTOMER does not offer security / bank guarantee, letter of credit /. In this case, the term of provision of of the CUSTOMER is appropriately shifted. When the CUSTOMER does not offer security on the date specified by the CONTRACTOR, the CONTRACTOR may withdraw from the contract, the CUSTOMER is obliged to pay the agreed price minus the costs that the CONTRACTOR has saved due to non-completion of work.
11.4 The CONTRACTOR is exempt from the requirement of The fulfillment of the contract when:
- Untimely execution by the CUSTOMER of specified in the contract obligations, eg. payment of invoices (including advance payment or prepayment) provision of documentation, components for assembly, tools, models, etc. Extension of the deadline of the CONTRACTOR’s provision is followed by at least a period of delay of the CUSTOMER , unless the delay is the result yet longer production cycle of the CONTRACTOR
- Force majeure / in accordance with Article 12 /.
12.1. The CONTRACTOR shall not be liable for non-contractual obligations, in whole or in part, if there are external events defined as "force majeure" which means any unforeseen events independent of the CONTRACTOR and occurred after signing of the contract, such as war, disaster, riots, strikes, etc.
12.2. The CONTRACTOR being in the action of "force majeure" shall notify the other SIDE not later than 14 days from its occurrence in writing or by e-mail.
12.3. Termination of "force majeure" should be immediately reported to the other Side of the contract. Contractual obligations shall be extended for at least the duration of the "force majeure" unless the delay is even longer and will shift production cycle of the CONTRACTOR
13.1. Without the permission of the CONTRACTOR from the invoice of the CONTRACTOR can not be deducted any amounts of money, including liability for damages.
13.2. Every decision of CUSTOMER concerning design change, and quantitative or material change will cause a change in the terms of the contract, price, delivery time and requires a written addendum to the contract / agreement under pain of nullity.
13.3. In the case of the casting made of the model-based set entrusted by the CUSTOMER, the CUSTOMER is obliged to provide the model-based set to the CONTRACTOR . The term of the casting depends on the date of delivery of the model-based set and its technical condition. The CONTRACTOR reserves the right to make at the expense of CUSTOMER any repairs or alterations models necessary to perform the contract after prior arrangement.
13.4. For storing a set of model, which in the period of six months from the date of sale of an object formed on the basis of a set of model will not be used for subsequent order, CUSTOMER will be charged storage costs in the amount of 12 zł net / m2 per month for used surface.
13.5. When there is lack of the use of models which belong to the CONTRACTOR to the next contract period of 24 months from the date of sale of an object formed on the basis of a set of model CUSTOMER agrees to the scrapping of a set of model. CONTRACTOR informs the CUSTOMER about the scrapping in 30 days before this fact by giving the CUSTOMER the possibility to take back the models at this term.
14.1. CUSTOMER authorizes the CONTRACTOR to issue VAT invoices without the signature of the CUSTOMER
14.2. Changes to the agreement must be in writing under pain of nullity.
14.3. CUSTOMER is obliged to withholding agreement in part or whole to third sides. Drawings and other technical documents forwarded to the CUSTOMER before or after the contract remain the exclusive property of of the CONTRACTOR and the CUSTOMER has no right to make them available to a third party or publish without permission of the CONTRACTOR. The drawings and technical documents forwarded to the CONTRACTOR by the CUSTOMER before or after the contract remain the exclusive property of the CUSTOMER and without his consent can not be made available to third party or published.
14.4. The applicable law is Polish.
14.5. Disputes arising out of the contract sides undertake to settle through direct negotiations. Unresolved disputes in the manner specified above shall be dealt with by the court competent for the CONTRACTOR.