GENERAL RESOLUTION
The following terms and conditions form an integral part of the MATT R.P. Traczynscy Sp. J offer, further called as the SELLER, for the purchaser of GOODS (PRODUCTS or SERVICES), further called as BUYER. The S.D.C. relate to all price and sale offers unless stated otherwise and accepted in writing by the SELLER. BY PLACING AN ORDER FOR THE GOODS-SERVICES, THE BUYER WILL BE DEEMED TO HAVE ACCEPTED THE S.D.C. IN THEIR ENTIRETY WITHOUT ANY MODIFICATIONS.
The SELLER shall not be bound by BUYER’s purchase conditions or reservations, that are contrary to these conditions, even if the SELLER did not give any objections or reservations for such conditions.
The S.D.C. are attached to the offer for BUYER or ORDER CONFIRMATION OF RECEIPT. It is also available at the SELLER’s premises or downloadable from the www.matt.pl webpage.
The BUYER may not cede his rights and duties resulting from these S.D.C.
OFFERS- PRICELISTS- PRICES:
All offers submitted by the SELLER for the GOODS are valid for 30 days. The offer expires when the BUYER does not accept the offer unconditionally, making a written order within 30 days. Orders placed in response to a quotation are subject to SELLER’s final acceptance.
Verbal quotations are not valid. The offer may be cancelled by the SELLER. Notice of revocation of a quotation shall be deemed to have been given when mailed or posted.
Prices included in SELLER’s pricelists on the day of concluding a contract are binding unless stated otherwise in writing.
Prices do not include taxes and duties, loading and delivery, and relate to SELLER’s standard package. Prices do not include pallets, crates and other packaging for the goods packed in bulk. Prices are based on current costs of materials, raw materials, storage, transport and currencies exchange rates. In the event of an increase of more than five percent (5%) in the above-mentioned price factors, in the period between the conclusion of the contract and the actual delivery date, SELLER shall have the right and BUYER shall have an obligation to renegotiate in good faith the price of the PRODUCT, that have not been sent yet. If no agreement is reached, SELLER has the right to cancel the contract without any liability.
All prices given in the pricelist are net prices (excluding VAT) in a SELLER’s warehouse (loco SELLER’s warehouse). The current pricelist is always available at the SELLER’s customer service.
ORDERS:
The BUYER is obliged to deliver the order for GOODS to the SELLER:
BUYER’s submission of an offer, for concluding a goods delivery contract, constitutes an order within the meaning of these S.D.C. The contract is binding for SELLER only if he confirms its acceptance in writing, or supplies ordered GOODS to the BUYER. Written confirmation of receiving an order by the SELLER, delivered by post, email, web shop to BUYER, is equivalent with concluding an agreement by both parties for delivery. SELLER reserves the right to cancel the order if he has reasonable doubts as to the solvency of the BUYER, especially if such a presumption is justified by the BUYER’s financial position. The order should definitely include:
The Order Receipt Confirmation is being issued within three (3) working days from the date of receipt of the order, unless additional arrangements between the parties are required (for example, providing all required documents by the BUYER).
Confirmation is sent by e-mail to the address provided by the BUYER.
Order Receipt Confirmation that includes different data than the one in the order will be deemed to have been accepted by the BUYER if he/she does not report any objections within 2 days from the date of receiving the confirmation.
Accepting an order does not bind the SELLER also in case if the total BUYER liabilities exceeded the amount of the credit if such was granted to the BUYER by the SELLER, or if the BUYER delayed any payment to the SELLER.
DELIVERIES:
The BUYER is informed in writing (e-mail, letter) about the PRODUCTS being ready for collection.
The order is cancelled automatically if the BUYER do not collect the goods within 10 working days after sending such notice. BUYER is obliged to cover all cost incurred by the SELLER resulted from not collecting the goods by the BUYER.
Shipments of goods from SELLER will be delivered E.X.W. (loco factory) unless otherwise negotiated in writing. Title, risk in the goods and liability for loss of damage shall pass to BUYER upon SELLER’s tender of delivery of the goods to a carrier for shipment. BUYER shall reimburse SELLER for costs of: insurance, transportation, taxes, duties and other expenses incurred or licenses or clearances required at premises of entry and destination. BUYER is required to indicate the carrier of the GOODS to the SELLER, no later than one day before the designated date of delivery. In the absence of such indication, SELLER may itself choose the carrier.
BUYER is required to check the GOODS thoroughly upon their delivery. Any claims for errors, deficiencies or imperfections must
be made in writing by BUYER within 7 working days after receipt of products. In the event that BUYER does not receive goods at the agreed delivery date, it is required to notify the SELLER within 2 days of the expiry date of delivery. SELLER does not accept any responsibility, and BUYER waives any right to compensation under this provision, if the information provided by BUYER are not sufficient to allow SELLER occurrence of a legitimate claim against the PRODUCTS carrier by virtue of their loss, damage or quantitative deficiencies.
The absence of any written notice of GOODS rejection for non-conformity or a claim of errors, deficiencies or imperfections within 7 working days shall constitute an acceptance in conformity with the purchase order and waiver of all such claims. If non-conforming products are delivered, BUYER shall not charge SELLER for any costs incurred without the SELLER’s authorization. SELLER shall be entitled to delay or cancel delivery of any goods or services covered if any circumstances beyond its control occur (force majeure).
PAYMENT CONDITIONS:
All orders are carried out only after a full payment in advance has been done or paying cash while collecting the goods from the SELLER’s warehouse.
Orders with delayed payment can be carried out as long as the BUYER has got the credit granted by the SELLER.
The amount of credit or terms of payment may be changed or credit withdrawn at any time for any reason. If outstanding payments due in the current or previous months are not covered when due, interest will be billed at the statutory rate each month, or at the highest interest rate allowed under applicable law, whichever is lower until paid in full. PRODUCTS remain the SELLER’s property until paid in full by the BUYER, regardless of whether the PRODUCTS will be delivered to the BUYER. If the BUYER sells PRODUCTS to a third party before SELLER receives full payment, all profits from the sale will be allocated to cover all amounts due to SELLER in the first place. If the BUYER did not pay in full, or commits an act of bankruptcy SELLER or its representative has a right to collect or sell PRODUCTS and enter the BUYER’s premises, but this has no impact on its other rights.
Reporting any objections, comments or complaints by the BUYER as well as their handling does not suspend the payment deadline.
WARRANTY*:
SELLER warrants that the products supplied have no defects in materials or manufacturing.
All SELLER’s products are covered by the 12 month warranty, unless stated otherwise in writing.
GOODS delivered by the SELLER are not covered by the statutory warranty.
SELLER bears the warranty responsibility only if BUYER:
The warranty does not cover PRODUCTS or their parts that the fault or defect was caused by: ordinary wear and tear such as batteries, cables, ports, fuses etc. or such causes as: inundation, steam, active gas, humidity, thermal shock, destructive mechanical force, super tensions, lighting discharges or overloads. SELLER is also not responsible for defects arising from unauthorized interference in the product construction, that can be confirmed i.e.: by the broken seals.
If the GOODS proved to be defective, SELLER has 14 working days, counted from the date of GOODS delivery to SELLER, to review and comment on the BUYER’s submitted warranty complaint. In case of not abiding to the deadline, the warranty claim is acknowledged to the BUYER’s advantage.
The way to remove the fault or damage (repair / exchange to a product with same or similar technical parameters / refund) is up to the SELLER. The warranty claimed GOODS should be delivered in a packing protecting from its damage.
If the warranty claimed GOODS prove to be efficient or are not a subject of the warranty, BUYER is obliged to cover: GOODS inspection costs and/or repair, as well as the transport costs for both ways according to the current SELLER’s pricelist. SELLER does not bear any responsibility for data handled with the complained GOODS.
All costs and risk for transporting the complained GOODS to the SELLER’s premises are covered by BUYER. In case of acknowledging the warranty claim, SELLER will send back GOODS on his own cost. If the warranty claim concerns more PRODUCTS, they must be delivered in one transport. The transport details such as: courier, way and time of transport, must always be agreed with the SELLER. The warranty is extended for the period of time needed for the repair. Transport on SELLER’s cost are not accepted.
BUYER distributing MATT products outside the Polish borders is obliged to translate all technical documentation, manuals, warranties, etc. and to cover all logistic costs connected with the warranty and after-warranty service for the customers in their region. That is why he receives the discount (marked as “LC” on the invoice) while purchasing GOODS.
* BUYER is also obliged to accept warranty conditions for individual PRODUCTS as long as the SELLER has provided individual warranty cards for them.
LIMITED LIABILITY:
The warranty concerns the PRODUCT itself and does not include the cooperating devices or elements and software. SELLER does not carry the responsibility for any casual, non casual, circumstantial or similar faults, including any loss of benefits or data that aroused by using the PRODUCT, even if the BUYER has not been informed about such a possibility earlier. BUYER takes the full risk of using the purchased product for a described purpose.
The given above abandonments and limitations will have its use regardless of the buyer accepts the PRODUCT or not. In none of the responsibility cases of the SELLER to BUYER based on this agreement, will not exceed the amount that the buyer paid for the PRODUCT or a license to use it.
FINAL DECISIONS:
Should a provision of this AGREEMENT be invalid or become so, or if a gap or omission should result, the validity of the remaining AGREEMENT shall not be affected thereby. INCOTERMS 2010 is the integral part of the Standard Delivery Conditions as long as it is not inconsistent with the S.D.C. decisions.
Polish law shall apply for this standard delivery conditions, and the Common Court of Law appropriate for the SELLER’s premises has the only jurisdiction over any eventual disputes.
NO ADDITIONAL TERMS, CONDITIONS, CONSENT, WAIVER, ALTERATION OR MODIFICATION SHALL BE BINDING UNLESS IN WRITING AND SIGNED BY BOTH PARTIES.
Polish