General terms of sale

WOLFTEN Limited liability company (WOLFTEN Sp. z o.o.) based in Wroclaw, registered in the National Court Register under number 0000604080 1. General 1.1 These General Terms of Sale apply to sales and delivery contracts concluded by WOLFTEN sp. z o. o. based in Wroclaw on the basis of agreements with entrepreneurs i.e. natural persons, legal entities and organizational units that are not legal persons and which act confers legal capacity, conducting business or professional activities in their own name, as well as natural persons, legal entities, organizational units with no legal personality to which the law confers legal capacity that organize or provide services of public utility which are not economic activities within the meaning of the freedom of business activity. 1.2 For the purposes of these Terms and Conditions, the following definitions are being introduced: GTS – General Terms of Sale of Wolften Sp. z o.o.; Seller – WOLFTEN Sp. z o.o. based in Wrocław, Poland; Buyer – any entity which places an order to the Seller for a process, product or service and also being a party to the Purchase or delivery contract; Written notice – Notice made in writing at the premises of the party to which it is addressed, to the hands of his representative, via the postal operator or the courier service provider, and sent by facsimile transmission or electronic mail to the e-mail address; Written request – a request made in writing at the premises of the entity to which it is addressed, to the hands of his representative, via the postal operator or the courier service provider, and sent by facsimile transmission or e-mail to the e-mail address; Contract – An agreement between the Seller and the Buyer. 2. Scope 2.1 These GTS define the standard conditions under which the Seller delivers the products to the Buyer; they apply to all prices and sale offers, unless otherwise agreed in writing. 2.2 Non-compliance with the law or unenforceability of any of the provisions contained thereof shall not affect the validity of the remaining provisions of the GTS. 2.3 Acceptance of the GTS for one contract shall be transferred onto all further orders and sale contracts of the Buyer until their content is changed or the acceptance is canceled in writing. 3. Offers and orders 3.1 Offers for goods made by the Seller are valid for a period of 7 (seven) days from the date of receipt by the Buyer or until the stock is exhausted. The offer expires when the Buyer does not accept the offer by submitting a written order within 7 (seven) days, or when the Seller’s or the manufacturer’s stock is exhausted. 3.2 Offers submitted by the Seller in response to the Buyer’s inquiry are valid only together with these GTS. Failure to cancel the order in writing immediately after receiving these GTS results in their acceptance by the Buyer. 4. Price and payment 4.1 The prices of the offered products are calculated individually on per-case instances. 4.2 Any increases in the purchase costs of the goods covered by the order, for which the Seller is not responsible (for example, an increase in import duties, an increase in price resulting from changes in exchange rates) shall be borne by the Buyer. 4.3 Sales invoices must be paid in the issuing currency by the date specified on the invoice. 4.4 In the event of a delay in payment, the Buyer will be automatically charged with interest. The charge will be made from the day following the payment deadline. 4.5 The date of payment is understood as the moment when the payment is credited to the Seller’s bank account. 5. Transport and delivery 5.1 The delivery dates indicated in the offer are approximate. 5.2 Extending the order completion date due to circumstances beyond Seller’s responsibility, does not give rise to any claims for damages or penalties, nor can it be the basis for withdrawal from the contract. 5.3 The order is considered completed upon releasing the goods from the Seller’s warehouse. 5.4 The Buyer is obliged to collect the ordered goods within 14 (fourteen) days upon receiving written notification by the Seller stipulating the readiness the goods to be collected. 5.5 Failure to collect the goods by the Buyer within the time limit specified in the paragraph above (5.4) will result in charging a contractual penalty in the amount of 1% (one) of the gross value of the order from the day following the lapse of 14 (fourteen) days from notification to the date of receipt. The amount of the contractual penalty may not exceed the contract value. 5.6 Upon receipt of the goods, the Buyer is obliged to carefully check the quantity, quality of the goods. The signing of the external release document by the Buyer confirms the compliance of the goods with the order in terms of quantity and the absence of visible defects of the goods. 5.7 The costs of transportation from the Seller’s warehouse to the destination are borne by the Buyer. 5.8 At the Buyer’s written request, the Seller will release the subject of the order to a transport company acting on behalf of the Buyer. In this case, the order is considered completed the moment of handing over the goods to the transport company. From that moment on, the risk of damage or loss of the goods is borne by the Buyer. 6. Technical consulting 6.1 The seller does not provide technical consulting services. The buyer is obliged to know the technical parameters to be met by the ordered goods. The Seller is obliged to provide the Buyer with the goods in accordance with his order, and the deviation of the parameters of the goods remaining within the offered standard does not constitute a defect of the goods and cannot be the base for any claims against the Seller. 6.2 The Seller is not responsible for the correct selection of the goods by the Buyer or for the correct use of the goods by the Buyer. 7. Warranty and complaints 7.1 The Seller guarantees that the products sold are of good quality and correspond to the information provided by the Seller about the product. The goods carry their markings. 7.2 The Seller grants a twelve-month warranty for the goods, which is covered by the Contract. 7.3 The warranty is provided under the following conditions:
  • The Buyer transported, stored, reloaded and used the products in accordance with the recommendations provided to the Buyer by the Seller and the general rules in this regard;
  • The goods covered by the complaint have the Seller’s markings;
7.4 Filing a complaint requires a written notification, otherwise null and void. 7.5 The complaint must be submitted within 14 (fourteen) days from the discovery of the defect, otherwise being null and void. 7.6 The Seller is obliged to respond to the complaint within 30 (thirty) days from its receipt. 7.7 The Buyer is obliged to enable the Seller to properly examine the products in question and that includes the surfaces on which they are stored. 7.8 The seller is not responsible for mechanical damages to the products, as well as damage caused by high temperatures, electromechanical contamination or friction. 7.9 If the complaint is justified, the Seller, upon its discretion (but consulted with the Buyer) will reduce the price of the goods (depending on the loss of value), replace the goods with a new, within the agreed time-frame or will provide the refund for the defective goods. 7.10 If the complaint turns to be groundless and eventually is not accepted by the Seller, the Buyer shall be charged with the costs incurred to the Seller in relation to the complaint handling. 8. Certificates 8.1 Along with the goods, the Buyer will receive a certificate of compliance covered by the Contract including the parameters provided by the manufacturer. 8.2 Upon Buyer’s written request, the Seller shall provide, within 14 (fourteen) days of receipt of such request, a photocopy of the certificates of the goods covered by the contract. 8.3 The Buyer may effectively submit an application for a photocopy of certificates within 30 (thirty) days of the Seller’s delivery of the goods to the Buyer or a shipping company acting on his behalf. 9. Jurisdiction and the governing law 9.1 The contract is governed by Polish law, and the sole jurisdiction over matters arising from the contract is the common court having material jurisdiction in Wrocław.