General Sales Conditions No. 1/2019  in the Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. with its registered office in Warsaw effective from 10 June 2019

Article 1

 

  1. General Sales Conditions (GSC) shall define mutual rights and obligations arising from an agreement on sales of goods included in the Seller’s offer concluded between the Seller and the Buyer.
  2. For the purposes of this Conditions, the following definitions are inserted:
    a) GSC – general sales conditions,
    b) Seller – Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. with its registered office, ul. Złota 44/334, 00-120 Warsaw, entered into the Register of Entrepreneurs of the National Court Register kept by the District Court for Warsaw, XII Commercial Department of the National Court Register under KRS number KRS 0000186179,
    c) Buyer – every contractor of the Seller who is not a consumer.
  3. The Seller provides only wholesale and thus the minimum quantity of the ordered goods shall cover one EURO-ORIGINAL, EURO-SIMILAR or EURO-INDUSTRILA pallet.
  4. GSC shall apply to all kinds of sales contracts concluded with the Buyers with whom an individual agreement on sales of goods has been concluded, excluding application hereof.
  5. GSC shall be made available on the Seller’s website (www.folia-stretch.pl ).
  6. Every order for goods made by the Buyer shall mean that the Buyer has familiarised itself with and accepts the Seller’s GSC.
  7. The Buyer acknowledges the fact that the Seller shall not be liable for aby contractual patterns or reservations made by the Buyer which are in contrary to the GSC.
  8. If the Buyer does not accept the Seller’s binding GSC, then shall inform abut that fact before the ordering at latest.

Article 2

 

  1. The Buyer shall order the goods included in the Seller’s trade offer by means of one of the following methods:
    a) sending an order by fax: +48 17 740 98 71
    b) sending an order by electronic means to the general e-mail:
    c) sending an order by electronic means to direct –email address of Commercial Agents.
  2. Every order shall include
    a) Buyer Data (name, address, KRS, NIP),
    b) accurate delivery address, if the address differs from the Buyer’s registered address, this information shall be indicated explicitly,
    c) description of the ordered goods: type, dimensions, weight and quantity,
    d) delivery type,
    e) the proposed date of delivery,
    f) contact details of the ordering party,
  3. An order may be completed, provided that the Seller accepts thereof. The Seller shall inform the Buyer about the receipt of an order maximum on the following business day by sending a confirmation of an order. The agreement shall been deemed concluded when the Buyer sends back the signed confirmation of an order to the Seller.
  4. A failure to confirm a receipt of an order within the time limit indicated in Section 3 hereof or lack of sending back the signed order confirmation by the Buyer within the same time limit shall result in non-conclusion of an agreement and shall create no obligations of the Seller towards the Buyer.
  5. The Buyer acknowledges the fact that due to technological conditions, the width of the ordered goods may be different form the indicated in the order by maximum +/- 5%, the difference in foil width may be of +/- 2%, whereas weight of specific manual foil roller could range from +/- 50g (concerns foils of up to 1,5 kg), other manual foil weight – single roller of up to +/- 5%, for machine foil jumbo +/- 2%, and the gross weight of the whole pallet +/-2 %.
  6. In order to protect own interests, the Seller reserves the right to carry out verification of every Buyer in the scope of solvency and fairness thereof. For the above reasons, the Seller shall be entitled to refuse to take an order without giving a reason.

Article 3

  1. The sales price shall be every time defined in the order confirmation.
  2. The prices given shall be net without VAT.
  3. The goods delivery costs shall be determined individually while placing an order.
  4. The Buyer is obliged to pay for the goods purchased within the time limit indicated in a VAT invoice.
  5. If there is any delay in payment for delivered goods, the Seller is entitled to withhold further supplies until the amounts due are settled in whole together with statutory interests.
  6. Lodging a complaint for purchased goods and complaint-handling procedure shall not release the Buyer from the obligation to make payment on time.
  7. The Seller is entitled to make changes in prices of offered goods in order to adjust thereof to applicable market conditions; in case of the above-mentioned situation, the Seller shall inform the Buyer about that fact.

Article 4

 

  1. The Seller reserves the right to the goods until the payment of the whole price made by the Buyer.
  2. Upon taking delivery of the goods covered by the order made by the Buyer or Carrier, all profits and burdens as well as risk of accidental loss or damages shall be belong thereto.
  3. When entrusting a carrier with a delivery of ordered goods, – in accordance with Article 544 (1) of the Civil Code shall take place if a thing sold is to be sent by the Seller to a place which is not the place of performance, it is deemed, in case of doubt, that the hand-over takes place at the time the seller, in order to deliver the thing to its destination, entrusts it to a carrier engaged in transporting things of that type. The driver participates in loading and load distribution, checks appropriateness of these actions, including whether the result thereof is clear of hazards for other road users or shipment as well as secures the cargo for the transportation period.
  4. The goods shall be delivered by a carrier to the address provided n the address for delivery, if the Buyer informs about any changes in address upon the order submission, then it is obliged to incur costs related thereto, unless it shall be reported to the Seller at least 2 weeks before the planned shipment date.
  5. The Buyer may indicate only one address for delivery.
  6. When the goods are delivered, the Buyer ensures unloading thereof and verifies the delivered goods as well as incurs costs and risks related thereof, regardless the fact which Party shall be liable for transportation costs.
  7. The goods shall be delivered on the EURO-SIMILAR ( 80 x 120 ), EURO-ORIGINAL (80×120) or INDUSTRIAL ( 120 x 120 ) pallets that are non-recoverable.
  8. The Seller shall bear no responsibility for results related to delay in delivery of goods resulting from the carrier’s fault.
  9. The Buyer shall confirm the entry of goods: in the certificate of acceptance, a copy of an invoice, WZ document and a shipping list.
  10. The Buyer is obliged to examine the delivered goods in terms of conformity with the order, quality and quantity in the scope of hidden defects at the delivery date.
  11. At the acceptance of shipment, the Buyer is also obliged to examine the goods packaging (and goods, of possible) in terms of possible damages during the transport as well as take any steps necessary for determining a carrier’s responsibility and preparing a damage protocol.
  12. The Buyer shall secure the damaged goods and allow the carrier, the Seller (if applicable) or insurance companies thereof to make examinations.
  13. Acceptance of the goods without due diligence or performance of actions mentioned in Section 10, 11 and 25 shall be deemed as confirmation of proper delivery and good delivered subject to Article 4 (16) of GSC.
  14. The Buyer shall bear full responsibility towards the Seller for any damage arising from unjustified refusal of acceptance of the goods delivered.
  15. The Buyer is obliged to store and warehouse the purchased goods in suitable conditions, i.e.a.) foils shall be stored in places not exposed to direct contact with weather conditions like sunlight or rain or where the temperature shall not exceed 25 Celsius degrees and be at least 10 Celsius degrees. The foil shall be stored at the distance of at least 10. m from active heating equipment, strong oxidants, reducers and chemicals. Observance of the foregoing allows for proper foil treatment and maintenance of foils specifications.b.) when the outdoor temperature is very high – above 25 Celsius degrees and in case of very low temperature – below 5 Celsius degrees – keep to the storage and warehouse conditions provided above to maintain expected foil parametres as well as act in conformity with the rule that after the transportation, it is necessary to „season” thereof which is placing the foil in dry warehouse for approximately 3-5 days in the temperature of below 25 Celsius degrees and above 10 Celsius degrees to avoid possible problems with the use thereof.When the outdoor temperature is lower (autumn and winter season) the glutinosity value is slightly increased in order enable the use of the products. In the spring and summer period, the glutinosity is adjusted to high temperatures outdoor which may prevent foil from gluing.The above-mentioned shall not concern specialised foils which may have individual recommendations concerning the use as well as storage and warehouse conditions.If the goods rea stored in temperature lower than operation temperature – the goods shall be seasoned by at least 12 hrs before the use in operational conditions.

    c.) The originally packed foils may be shelved – maximum to 2 pallets while keeping appropriate caution. Pallets shall be absolutely separated with paperboard separator in order to avoid damages to foil. Damages to foil top layers caused by inappropriate foil securing while shelving shall mean non-conformity with the storage and warehouse conditions which shall not cause the Seller’s responsibility for the damage nor justify the claims.

    It is recommended to use „High Slip” One side clning (OSC)  within 3 months from the date of delivery. This terms results from the fact of appropriate glutinosity for this type of foil. After 3-month period, there may be a decrease in foil glutinosity which is a natural process in the above-mentioned foils. The decrease in the glutinosity level shall not influence on the quality parametres or product durability.

    Similarly – it is recommended to use other foils offered by the Seller within 3 months from the date of delivery to the Buyer. When performed later, the Buyer shall take into account a possibility of occurrence of other foil parametres caused by stress-relaxation therein while foil unwinding.

    Only foils purchased as food packaging  are appropriate for direct contact with foodstuff. Use of other foils for foodstuff shall take place only at the Buyer’s sole responsibility, both in the scope of foil an foodstuff packed therein.

    It is recommended that the Buyer takes into account the above-mentioned information before placing an order.

  16. The Buyer is obliged to inform the Seller immediately about any quality defects , however not later than 30 days from the date of delivery of goods. After this term the Buyer’s rights under statutory warranty for physical defects shall expire. The notification shall be made to provide confirmation that the Seller received thereof. The Seller shall bear responsibility under statutory warranty defined herein. Any other liability under statutory warranty shall be excluded.
  17. The complaint shall be sent to the Seller together with defective goods (or a sample thereof). In case of failure to transfer defective foil or sample thereof or a lack of response to questions concerning the claim asked by the Seller within the complaint procedure – the complaint shall be considered unfavourably.
  18. The Seller shall give a response to the complaint and inform the Buyer about the settlement method within 14 business days from the receipt.
  19. In the course of the complaint procedure the Buyer is obliged to deliver to the Seller the goods being the subject to complaint (or a sample thereof – which a product genuinely purchased from the Seller) at own expense, including all information which the Seller recognises as necessary for handling the complaint.
  20. The return of the claimed goods due to acknowledged complaint shall be made upon the Seller’s consent. In such a case the Seller is obliged to return the justified transport costs incurred by the Buyer. If the goods to be returned is taken by the Seller from the Buyer, then the receipt shall be carried out in a place where the goods were delivered to the Buyer within the sales procedure, unless the Parties agree on other address and quantity thereof.
  21. In case of unjustified complaint, the Buyer is obliged to receive the complained goods at own expense within the time limit indicated by the Seller as well as to cover any costs incurred by the Seller due to complaint proceedings.
  22. The promotional or poor quality goods with cut-price shall not be the subject of complaint. The complaint may be submitted only if the goods are bought in Efekt Plus. The treated or packed products shall not be the subject to any complaints.
  23. The Seller’s liability for damages towards the Buyer caused by sales of defective goods shall be limited to actual damages incurred by the Buyer (shall not cover any profits loss of the Buyer) and the upper limit is the value of purchased goods as well as shall be based on the intention fault rule. In the remaining scope, the liability is excluded, provided that it is in conformity with applicable law. In the same scope the Seller is liable for actions and omissions of people who participated in the completion of the Buyer’s orders.
  24. The Buyer is obliged to take any possible steps which shall minimize possible damages related to the use of defective products. If undertaken and in the scope of damages that could be minimised, provided that the Buyer fulfills thereof – the Seller shall take no responsibility.
  25. The Buyer shall inform about any damages occurred during the transportation through making notes in a transport document and a damage protocol as well as report thereof immediately to a carrier and the Seller together with picture documentation confirming the damages. Sections 11, 12 and 13 shall apply respectively.
  26. The Seller shall bear no responsibility for damages caused during the unloading.
  27. The Seller shall bear no responsibility for maintenance of foil quality which is stored and warehoused in inappropriate conditions (appropriate conditions are provided herein, most of all in Article 4 (15) (a) (b) (c) of GSC) and resulting from defects or damages thereto.

Article 5

 

INFORMATION ON PEROSNAL DATA PROTECTION (GDPR)

 

In accordance with Article 13 91-2) of the Regulation (EC) No 2016/679 of the European Parliament and of the Council of 27 April 2016 in relation to  the protection of individuals with regard to the processing of their personal data and on the free movement of such data as well as the repeal of Directive 95/46/EC (General Data Protection Regulation), we hereby inform that:

 

  1. Personal Data Controller:
    Zakład Produkcji Folii „EFEKT PLUS” Spółka z ograniczoną odpowiedzialnością with its registered office in Warsaw, 00 -120 Warsaw, ul. Złota 44/334, email: biuro@folia-stretch.pl  is the Controller of personal data revealed by you. The place of personal data processing is always the registered office and the Branch in Rogoźnica 306, 36-060 Głogów Małopolski.
  2. Inpsector for Protection of Personal Data
    The Company shall not appoint the Inspector for Protection of Personal data. In all cases related to the personal data processing, please contact with the Controller by sending messages to email   or by mail to the address: Rogoźnica 306, 36-060 Głogów Małopolski.
  3. Purpose and legal basis for personal data processing
    The purpose and legal basis for personal data processing shall be always in conformity with GDPR. The basis for personal data processing may be a consent to process thereof, performance or conclusion of an agreement, obligations of the Controller or legitimate interest of the Controller. In case of personal data processing based on a consent, you have the right to withdraw the consent at any time,  however the withdrawal thereof shall not influence on the processing which took place before the provision of the consent till the withdrawal.
  4. Right to object
    At any time the data subject has the right to object to personal data processing. The Controller shall stop processing of personal data for the above-mentioned purposes, unless it may demonstrate that has legitimate interests which are supervisory over interest, rights and freedom of data subjects or the data are necessary for possible determination, investigation or defending the claims.At any time the data subject has the right to object to personal data processing for direct marketing purposes. if the data subject uses the right – the Controller shall stop processing the data for that purpose.
  5. data retention period
    The data shall be stored as long as there is legal and actual basis. Data processed for direct marketing and service purposes may be processed until the Controller finds that the data are out of date.
  6. Recipients of data
    The following Controller’s subcontractors may have access to personal data made available to the Controller:
    – transportation companies providing services at the Controller’s request – in the limited scope, including: place of loading/unloading,
    – companies providing legal services for the Controller,
    – companies providing services related to environmental protection for the Controller,
    – companies providing IT services related to direct servicing of accounting system correctness,
    – claims adjuster – in case of any claims.
  7. Rights of data subjects:
    In accordance with the GDPR, a data subject has the right to:a) access to his/her personal data as well as receive copies thereof;
    b) correct his/her personal data;
    c) remove the data, limit processing thereof;
    d) object the data processing;
    e) transfer the data;
    f) to complaint to the competent authority.
  8. Information on voluntary provision of data
    The provision of data is voluntary but may be necessary to conclude or perform other actions

Article 6

 

  1. Business days shall be meant as days apart from Saturdays and holidays under the law applicable in the Republic of Poland.
  2. In the issues not regulated by the GSC only regulations of the Polish law shall apply, whereas Polish courts having jurisdiction over the Seller’s registered office shall settle possible disputes.

 

GSC shall be applicable from 10 June 2019.