THE GENERAL TERMS AND CONDITIONS OF FINCO – STAL SERWIS SP. Z O.O. SP. K.
§ 1 Preliminary Provisions
- These General terms and Conditions (hereinafter referred to as the “GTC”) shall determine the principles for conclusion of agreements on sales of goods and services offered by Finco – Stal Serwis Spółka z ograniczoną odpowiedzialnością spółka komandytowa with its registered office in Nowa Bukówka ul. Skulska 7, 96-321 Żabia Wola entered into the Register of Entrepreneurs of the National Court Register under No.: 0000743483, NIP: 5291618025, REGON: 016383566 (hereinafter referred to as the: „Finco – Stal Serwis” or „Seller”)
- Within the meaning of the GTC, the Buyer shall be only entrepreneurs, particularly natural persons carrying put business activity, commercial companies or other organisational entities which have legal capacity under the law, purchase goods within the business activity carried out.
- The GTC shall constitute an integral part of all sales agreements concluded by Finco – Stal Serwis.
- The GTC are available on the website http://www.fincoserwis.pl/ in the Section http://www.fincoserwis.pl/OWS. At the Buyer’s request, the GTC shall be available for examination in a written form in the Company’s seat.
Article 2 Placing an Order
- A sales agreement is concluded, provided that the Buyer makes an order and Finco – Stal Serwis confirms the receipt of the order.
- Placing an order by the Buyer or a person empowered to act on behalf of the Buyer shall be be tantamount to accepting the GTC.
- At the time of placing an order, the Buyer shall provide the Seller with a document proving the business activity carried out by the Buyer. If there is other entity/person acting on behalf of the Buyer, the Buyer shall present a document authorizing thereof to submit orders for the Buyer. The Buyer is obliged to inform the Seller about any changes in the entity/person authorized to submit orders ob behalf thereof.
- The orders may be submitted:
a) Through e-mail by sending a message to the address: firstname.lastname@example.org or directly to the Consultant
b) on the phone – by calling: +48 46 857 90 00 and +48 46 857 90 13 or to the Consultant’s phone number
c) by sending text messages directly to consultants
- The Consultant shall accept orders on business days, from Monday to Friday from8:00 a.m. to 4:00 p.m. An order placed after 3:00 p.m. shall be deemed as submitted on the next business day.
- An order shall include exact product marking, while keeping names and catalogue numbers used by the Seller, quantity in kilogrammes/tonnes/ a number of orders items of the goods, offered term of execution and place of delivery; defined sales price together with payment date; dimension and weight manufacture tolerance arising from the Client’s limitations. If there is no manufacturing tolerance defines, the tolerance according to the EN shall apply. Possible mistakes and errors in the order content shall be borne by the Buyer.
- The quantity manufacturing tolerance in a case of the Seller shall be +/- 10% of the ordered quantity.
- The order shall include the details concerning the Seller, personal data and address of a person placing an order as well as personal and address data of a person authorized to contact with Finco – Stal Serwis about the order.
- The Buyer shall receive a confirmation of the acceptance of the order within 24 hours from the moment of receipt thereof by the Seller, to the e-mail address indicated by the Buyer. In the above-mentioned confirmation there will be also a planned date of delivery of the submitted order indicated and the the execution date provided by the client shall mean a receipt date at the Seller’s and in case of other transportation forms it is the shipment date from the Seller’s warehouse.
- It is possible to cancel an order after the confirmation receipt only in writing and upon prior agreement with the Seller’s on the cancellation terms, but not later than 24 hours from the submission.
Article 3 Patterns, Advertising, Price Lists
- Advertisements, catalogues, price lists and other advertising concerning goods and services provided by the Seller (including electronic form) shall be informative only and shall not constitute an offer as stipulated in the Civil Code.
- Patterns and samples of materials issued by Finco – Stal Serwis are only of exhibition material nature.
- Finco – Stal Serwis reserves the right to change prices of goods with regard to exchange rate, raw material price, transport prices, costs of electricity supply or tax rates.
Article 4 Conditions And Terms Of Payments
- The Buyer is obliged to pay for the ordered and delivered goods. The payment deadline and the value of price shall be in accordance with a VAT invoice issued by the Seller.
- The Buyer shall pay in the currency indicated in the VAT invoice, by a bank transfer to the bank account indicated by Finco – Stal Serwis tin the invoice.
- If a price is based on the value expressed in foreign currency, the currency shall be calculated in accordance with the mid-exchange rate quoted by the National Bank of Poland on the day preceding the date of invoice.
- The payment date hall be the date on which the Seller’s bank account has been credited.
- In case of any delay in payments, the Seller is obliged to calculate double statutory interests for delay in commercial transactions.
- From a tax viewpoint, the Parties acknowledge that the delivery of goods shall be made when the ordered goods leave the Seller’s warehouse.
- The ordered goods shall become the property of the Buyer once the agreed price has been paid in full. If the Buyer doe snot pay full price for the received goods, then the Seller is entitled to claim for payment of full sales price or return of the goods by the Buyer at own discretion.
- The Buyer’s right to submit declarations on deductions against the Seller shall be excluded.
- Moreover, the Buyer shall not be entitled to withhold any part of payments due to lodging any complaints.
- Transactions with deferred payments shall require the Seller’s consent prior conclusion of a sales agreement. If the goods are supplied despite a failure to obtain thereof, it is assumed that the payment for goods shall be made in accordance with Article 4 (1) hereof.
Article 5 Electronic Invoices
- In accordance with Article 106n (1) on the tax on goods and services of the Act of 11 March 2004 , the Buyer gives a consent to sending electronic invoices by the Seller.
- Electronic VAT invoices and possible corrections thereof shall meet all legal requirements laid down in the above-mentioned Act.
- Electronic invoices shall be sent to the e-mail address indicated by the Buyer. The Buyer shall inform the Seller about any changes in e-mail address for receiving VAT invoices immediately, but not later than within 7 business days from the change.
- The invoices sent to the e-mail address indicated by the Seller shall be deemed as original invoices.
- The Buyer shall also have access to electronic VAT invoices through profiles of counterparties in the Seller’s internal system placed on the website: http://b2b.fincoserwis.pl:8081/. The account will be created on the date of the first sales agreement. Password and login details shall be sent by a text message or e-mail to the indicated phone number or e-mail address.
- The Buyer and Seller shall be obliged to keep VAT invoice in an electronic form until the expiry date of the limitation period of the tax obligation arising therefrom.
- The Seller is also obliged to issues a VAT invoice for the Seller without signature.
Article 6 Terms Of Delivery Of The Goods
- The goods shall be delivered in accordance with a placed and confirmed order. The Seller shall bear no liability for further use of the goods by the Buyer.
- Any profits and burdens related to the purchased goods as well as risk of accidental loss or damage thereto shall pass to the Buyer upon delivery, unless it is stated otherwise herein or in an agreement.
- The Seller guarantees that the goods ordered and delivered to the Buyer shall be in conformity with the specifications included in the order confirmation as well as shall be packed properly and securely.
- The Buyer is entitled to collect the goods personally in the Company’s registered office by prior appointment of at least one day. Upon taking delivery of the goods the Buyer shall assume the risk of accidental loss of or damage to such goods. The Seller shall bear no responsibility for the damages caused during the unloading of the goods purchased.
- If the Buyer is to commission delivery of the goods ordered to other carrier, the Buyer is obliged to provide transport of the ordered goods in accordance with the product specification card attached to the order. In such case, Upon issuing the goods to a courier the Buyer shall assume the risk of accidental loss of or damage to such goods. The Seller shall bear no responsibility for the damages caused during the unloading of the goods purchased.
- The date of delivery shall be deemed to be the date when the goods are delivered to the Buyer.
- The Buyer is obliged to collect the goods on the date set but not later than within 5 business days after the agreed completion date. Otherwise the Seller reserves the right to dispatch the material and charge the Buyer with transportation and warehouse costs.
- The Seller shall be not liable for any delay in delivery/acceptance or inability to perform thereof due to (directly or indirectly), among others: natural disasters, wars, terrorism, road accidents, explosions, nuclear accidents, failures of machinery and equipment, protests or other disturbances in accessibility of labour (independent of legitimacy of demands), official acts or omissions of competent authorities, port overload, supply, device, fuel or power supply shortages, transport means significant deficiencies or any other causes which are independent of the Seller.
- If delay cause by one of the above-mentioned lasts for more than 30 days, both Parties shall be entitled to terminate the agreement in writing in relations to non-delivered goods, unless the Parties agree otherwise.
- The loading shall take place only on a tarpaulin-covered truck. In a case of a vehicle without tarpaulin cover the Seller shall not be liable for damages caused during the transport.
- If sheet side loading is impossible, the Seller shall bear no responsibility for damages caused during the loading.
Article 7 Rights and Obligations of the Parties
- The Buyer is obliged to familiarize itself with the manufacturer’s recommendations concerning the goods ordered. Failure to meet the above-mentioned responsibilities shall relieve the Seller of responsibility for possible damages to the goods due to incorrect operation.
- The Seller is obliged to verify the completeness of delivery with due diligence directly upon receipt thereof, specify potential shortages or damages of goods during shipment.
- If the shipment is performed with transport non-provided by the Seller, the Buyer shall request for making a note concerning damages on the shipping list by the carrier or request for drawing up a rail damage report at the receipt under pain of loss of all warranty claims against the carrier.
Article 8 Guarantee and Warranty for Defects
- The Buyer is obliged to verify the delivered goods immediately upon the delivery thereof.
- The Buyer has the right to file a complaint concerning lack in goods quantity or mechanical damages to the consignment if two of the following conditions are fulfilled:
1) The Buyer indicates the detected defect in the carrier documentation,
2) The Buyer provides the Seller with written information on the occurrence not later than within 2 (two) business days from the date of delivery,
- All claims shall be lodged to the Seller immediately as follows:
1) by a-mail to the address of: the Consultant who accepted the order
2) personally at the Seller’s office.
- In case of any claims, it is necessary to mark the claimed goods, include name, catalogue number/s thereof, number of claimed kilos/tons/pieces/linear meters, a copy/scan of invoices constituting a basis for acquisition of claimed goods together with a scanned labelling, photo documentation including the subject matter of the claim, contact details of a person lodging the claim as well as a detailed description of the defects.
- The Buyer has the right to lodge a complaint concerning quality defects in the good received within 2 (two) business days from the date on which such defects are revealed.
- If the Buyer complaints about goods shortages or defects, the nit shall not be entitled to operate thereof any more. The Buyer shall store the goods to protect thereof against damages or loss until the complaint is considered.
- The Buyer’s complaint may be considered, unless:
1) the value of the goods claimed exceed PLN 500 (five hundred zloty),
2) 6 (six) months passed since the day of delivery of the purchased goods,
3) the delivered goods were stored or used improperly, inconsistently with the manufacturer’s recommendations and instructions,
4) the claimed goods have signs of moisture, stains, dust,
5) the Buyer informed the Seller about the damages with infringements of the time limits specified hereinabove,
6) the defect could have been found at the date of receipt of the delivered goods and the Buyer refrained from verification thereof,
7) damages were caused by further treatment of material/goods performed by the Buyer.
- The Seller is obliged to consider a claim and notify the Buyer about a manner of handling thereof within 30 days from the date of complaint receipt.
- If the investigation of the complaint is dependent on the product manufacturer’s decision, the complaint processing time shall not include the waiting time for issuance of the manufacturer’s opinion.
- If the complaint is considered, the Seller may at own discretion:
1) replace the goods with the goods free from defects,
2) lower the price of the claimed goods , provided that the Buyer accepts the good purchased despite defects therein,
3) reimburse the purchase costs of the claimed material.
- Bringing actions by the Buyer for compensation concerning completion of orders thereof and arising from defects which are not caused by the Seller’s intentional fault are excluded.
Article 9 Final Provisions
- For the matters not covered by these GTC, the Polish law shall apply, particularly the provisions of the Civil Code.
- Accepting the GTC, the Buyer gives consent to process personal data thereof by the Seller in order to complete the order made.
- The transfer of the rights and obligations under an agreement concluded with Finco – Stal Serwis or an order made to third parties shall not be made without prior written consent of the Seller.
- Invalidity of any provision hereof caused by changes in the mandatory rules of the law shall not influence on the remainder of these Terms and Conditions which will remain in full force and effect.
- Any declarations, notifications or reports made by the Seller or Buyer related to completion of orders shall be effective only when made in writing or electronically except for orders.
- The Buyer undertakes to notify Finco – Stal Serwis about any changes in the seat thereof, registered address or a place of residence as well as possible address for service within 7 days from the date of occurrence. A failure to send such a notification shall cause that service at the address indicated in the order or in concluded agreements shall be deemed to be effective.
- Any amendments to sales agreements or provisions of the GTC shall be made in writing under pain of invalidity.
- The Seller and the Buyer undertake to attempt to seek to resolve any disputes arising in connection with the performance or interpretation of any contracts under these Terms amicably.
- If out-of-court settlement of disputes is impossible, a court having competent jurisdiction of the Seller’s seat shall settle thereof.