General Conditions of Contract

  1. General
    1. These General Conditions of Contracts for Delivery, hereinafter called “Terms and Conditions”, shall constitute an integral part of the Sale Contract by and between “Alucast Wrocław Sp. z o.o.”, hereinafter called “Supplier”, and the person or company, hereinafter called “Buyer” with whom the Supplier enters into a Contract.
    2. Placing a relevant Order by the „Buyer” comprising the detailed specification of the goods ordered, their quantity as well as the time and place of delivery is the condition to enter into the delivery Contract.
    3. Placing an order by the Buyer means an acceptance of the Terms and Conditions.
    4. We object to any changes introduced by the “Buyer” into these Terms and Conditions.
    5. The Terms and Conditions shall be applicable to all the trade Contracts with the Buyer, even when the Contracts do not make a clear reference to them unless contrary provisions have been agreed upon by the Supplier and Buyer in writing in details for a specific Contract. In such a case a diverse specific provisions have a priority to these Terms and Conditions, whereas the provisions of the Terms and Conditions shall be applicable to the extent in which they are not contrary to the specific provisions of the Contract.
  2. Offer, Order, Confirmation
    1. The Seller’s offer is not an offer in the understating of the Polish Civil Code and is not binding.
    2. The Buyer’s order requires a Seller’s Confirmation in writing. Unless agreed or stipulated in the detailed Contract otherwise, the facsimile copy shall also mean a written form.
    3. A Contract under which the Seller shall sell Goods to the Buyer shall only come into existence once the Buyer has received the Seller’s confirmation, however, subject to Para. 9.
    4. Shall the Buyer have any objection to the content of the Order Confirmation, it shall notify the Seller within 7 days hereof. The non-observance of this provision shall mean that the Contract has been concluded according to the written Order.
    5. The „Seller” is not responsible for mistakes made by the “Buyer” in the contents of the order.
  3. Date of Delivery, Deliveries
    1. The delivery dates for goods ordered result from the Seller’s Order Confirmation. Further changes of the Buyer’s dispositions as for forwarding instructions, packing etc., may cause a delay in delivery appropriate for changes disposed. The same is valid if whichever details of the Contract and/or of the workmanship have to be adjusted or explained, or the Buyer delays providing the Seller with specifications, patterns, samples, drawings, tools, certificates etc. deemed necessary to perform the Order.
  4. Force Majeure
    1. If the circumstances are beyond the Seller’s or the Buyer’s control, especially but not limited to: interference in the production or transport of the goods owing to strikes, lock-outs, breakdowns in plant or machinery, accidents, unavailability or shortage of materials or energy, any local or national emergency, trade disputes, compliance with request of any local or national authority, delivery may be delayed or stopped upon notice being given until normal conditions again prevail.
  5. Risk Transfer
    1. The benefits and burdens related to the goods as well as the risk of their casual loss or damage shall be transferred onto the Buyer at the moment of the goods’ delivery.
  6. Prices
    1. Prices, at the amount as agreed upon in the Order Acknowledgment, shall be understood as net, excluding packing, freight, postage, insurance, duties, storage, loading, de-loading, value added tax (VAT).
  7. Bank charges as well as any expenses are not included in the prices and shall be borne by the Buyer.
  1. Terms of Payment
    1. Unless otherwise stipulated in the Contract, the Seller’s invoices will be settled net within 30 days of the date of invoice by wire transfer free of bank and transmission charges.
    2. Neither bills nor checks will be accepted unless agreed by the Seller in writing.
    3. The Seller will be entitled to reject bills/checks without giving reason.
    4. If several invoices are due, the Seller will be entitled to require the priority of effecting payment even at different Buyer’s dispositions.
    5. The Seller will be entitled to stop deliveries when the Buyer delays in payment(s).
    6. The Seller reserves the right to charge statutory interest for default upon the Buyer as 0.5% of the invoice amount for each day beyond the due date.
    7. Invoices have to be paid in full invoiced amount. Any possible claim will be dealt with separately. The claim may not be deducted from the invoiced amount.
  2. Property in Goods Transfer
    1. The Goods shall remain the Seller’s property as far as the full price is paid. If the settlement is made by check/bill, the Goods shall remain the Seller’s property as long as the check/bill drawn in full amount of the invoice is collected.
    2. The consumption, processing or combination of goods delivered is permitted in case of payment in full amount of the invoice.
  3. Complaints
    1. The Buyer is obligated to inspect the Goods received. If wrong Goods appear to be delivered, or the quantity does not conform to the bill of lading or the specification the Buyer shall notify the Seller hereof in writing, within 7 days of the reception of Goods, at latest, before any further processing is made. The same is valid for each visible damage and/ or defect which may be easily recognized, which means this damage / defect may be detected without any additional test or measurement. In case of damage the Buyer shall notify additionally the forwarder and the insurer. If the Buyer does not abide by above obligations, the delivery shall be understood as accepted without reservations.
    2. Mounting or further processing the goods received undertaken without prior inspection exclude further claims.
    3. The goods complained are to be sent back to the Seller immediately. The Seller will replace the goods complained with the faultless ones within 30 days, unless otherwise settled.
  4. Guarantee
    1. The Seller will guarantee the quality of raw materials and of workmanship, having regard to the stand of technology, within 12 months of the date of reception of goods, provided that the goods are used and stored properly and conforming to their technical specification. Detailed terms are subject to the technical specification.
    2. The Seller takes no responsibility for consequences resulting from improper use or from use not in conformity with the purpose of the goods application.
  5. Withdrawal
    1. The Buyer will be able to withdraw from the Contract only when the Seller adhere seriously to the Contract’s settlements or when deliveries are repeatedly delayed./li>
  6. Third Party Rights
    1. If the Goods ordered shall be made accordingly to the documentation, drawings, patterns, samples, specifications and/or by using tools, materials, samples etc. be provided by the Buyer, the Buyer shall be liable for claims of third parties because of their rights being adhered.