Terms and conditions of sales / supply contracts

• 1 General provisions.

1. Definitions:

• Vendor / Supplier / SECURED - ZABEZPIECZONO Spółka z ograniczoną odpowiedzialnością with registered office in Siedlce, address: ul. Składowa 59, 08-110 Siedlce, registered in the Register of Entrepreneurs of the National Court Register by the District Court Lublin Wschód in Lublin with its seat in Świdnik, VI Economic Department of the National Court Register under the number 0001098023, NIP 8212690930, REGON 528265043, however for the purposes of these General Terms and Conditions it is permissible to use the designation Seller or Supplier or ZABEZPIECZONO interchangeably;
• Buyer / recipient - a natural person, a legal person or an organisational unit to which legal personality is attributed by law, concluding a contract with the Seller as referred to in these General Terms and Conditions, directly related to his commercial or professional activity, whereby for the purposes of these General Terms and Conditions it is permissible to use the designation Buyer or Recipient interchangeably;
• Consumer - A buyer who is a natural person, concluding a contract with ZABEZPIRE as referred to in these General Terms and Conditions not directly related to his/her economic or professional activity;
• Page / Pages - the Seller or the Buyer (or the Consumer) respectively or jointly the Seller and the Buyer (or the Consumer);
• Goods - steel construction elements manufactured and sold by ZABEZECZONO;
• Contract - a contract for the sale or supply of Goods entered into by the Parties;
• T&CS - these General Terms and Conditions.

2. These T&Cs set out the rights and obligations of the Contracting Parties.
3. The use of other contract templates (general terms and conditions, model contracts, rules and regulations, etc.) used or established by the Buyer is excluded.
4. The headings in the content of these T&Cs have been introduced solely for the purpose of better organisation of the text and do not affect interpretation.

• 2. conclusion of the contract.

1. The Purchaser shall place orders for the Goods in an electronic form by signing the completed Order form located on the ZABEZPIECZONO website at www.zabezpieczono.pl or by contacting a ZABEZPIECZONO sales representative by e-mail or telephone.
2. The Order placed by the Buyer is not binding on the Seller.
3. The contract is concluded as soon as the Seller electronically accepts the Order placed by the Buyer in the same form.
4. For the avoidance of doubt, it is indicated that:

• Any assurances, warranties, promises or amendments to the Contracts made verbally or by telephone by employees of BABEL shall not be binding (the content of the written Contract shall be decisive);
• specifications, descriptions and drawings of the Goods contained in ZABEZEGONO's catalogues, brochures, websites or other information and advertising material are for illustrative purposes only and do not constitute part of the offer, unless expressly referred to in writing in such offer;
• By concluding the Contracts, the Buyer has familiarised himself with the product and its characteristics and properties;
• The presence of slight imperfections on the Goods (small scratches, slight losses) is acceptable.

• 3 Financial conditions.

1. The price for the Goods specified when placing an order is an estimate (hereinafter: "Price").
2. The Buyer is obliged to pay the Price within the period of 7 days resulting from the VAT invoice issued by the Seller.
3. Payment shall be made by transfer to the bank account indicated by the Seller on the VAT invoice in the currency indicated on the VAT invoice.
4. Payment is deemed to have been made when the funds are credited to the Seller's bank account.
5. The prices quoted by the Seller are net prices and will be increased by the applicable value added tax in the amount and as required by applicable law.
6. The prices quoted by the Seller do not take into account any customs duties, taxes, bank transfer costs or other financial burdens resulting from the Contracts. All such costs shall be borne by the Buyer.
7. If the amount due is not paid within the time limit specified in the VAT invoice, the Seller shall have the right to suspend the execution of the Order already accepted.
8. If the payment of the price is delayed, the Seller shall be entitled to interest for the duration of the delay in the amount of the statutory interest for delay in commercial transactions, even if the Seller has not suffered any damage and even if the delay was caused by circumstances for which the Buyer is not responsible.
9. The lodging of a complaint does not relieve the Buyer of the obligation to make payment for the Goods by the agreed date.
10. The Purchaser, in order to perform the Contract with deferred payment, may be required by the Seller to present an unconditional, irrevocable and payable on first demand bank or insurance guarantee, duly securing the payment of the price for the deliveries to be made. Failure or refusal to comply with the above requirements shall entitle the Seller to suspend the execution of deliveries until the payment for the planned delivery has been made in advance or until the above payment guarantee has been provided. The Seller may also withdraw from the Contract in the aforementioned case in the part in which the Contract has not yet been fulfilled. The right to withdraw from the Contract may be exercised by the Seller within 30 (thirty) days from the expiry of the deadline for delivery of the bank or insurance guarantee or from the expiry of the deadline for payment of the purchase price.

• 4 Delivery of Goods.

1. Delivery of the Goods shall be made on the date specified in the Contract, with the Goods being dispatched no sooner than after receipt of the full Price by BOTH Parties, unless otherwise agreed by the Parties in the Contract.
2. The delivery date is subject to change in the event of:
   • the Buyer's delay in paying the deposit or the price;
   • failure by the purchaser to provide the information necessary for delivery;
   • the occurrence of other situations not attributable to the SURVIVOR, including an event of force majeure.
3. In the circumstances referred to in paragraph 2, the delivery date shall be extended by the period of time during which these circumstances exist, taking into account the time necessary for the SURRENDER to resume delivery.
4. The Seller shall deliver the Goods either by handing them over to a professional carrier or by handing them over directly to the Buyer at its warehouse location.
5. The cost and risk of transporting the Goods shall be borne by the Buyer.
6. The Buyer is obliged to check the conformity of the Goods with the Order immediately upon receipt. The Buyer shall be obliged to immediately (i.e. within 1 calendar day at the latest) report to the carrier and the SUSTAINER any reservations in this respect by drawing up a protocol of non-conformity.
7. In the event that the agreed delivery date is extended for reasons attributable to the Buyer or if the Goods are not accepted by the Buyer, BABE shall be entitled to charge the Buyer for transport and storage costs amounting to 0.5% of the order value for each day of storage.

• 5 Accountability.
  1. The liability of the ASSURED for non-performance or improper performance of the Contract shall be limited to damage of an actual nature, excluding lost profits.
  2. In any event, the liability of the BROKER for any damage not covered by the exclusion shall be limited to the Buyer's actual loss, in an amount not exceeding 100% of the Net Price, whereby this limitation shall not apply to damage caused by wilful misconduct.
  3. The DEFENDANT shall not be liable in the event of non-performance of its obligations under the contract if this was due to causes beyond its control which could not have been foreseen at the time the contract was concluded and which could not have been avoided (force majeure).
  4. The liability of the DEFENDANT under the warranty for physical and legal defects of the Goods is excluded.

• 6 Consumer.

1. Pursuant to Article 27 of the Consumer Rights Act, the Consumer shall have the right to withdraw from an Agreement concluded at a Distance (i.e. via a Request for Proposal or by telephone) without stating reasons and without incurring costs, except for the costs referred to below, within 14 days from the date of receipt of the Products (by the Consumer or a person designated by the Consumer), and in the case of an Agreement which:

1)          includes multiple items which are delivered separately, in batches or in parts, from taking possession of the last item, batch or part,

2)          consists of the regular delivery of goods over a defined period of time - from taking possession of the first item.

2. In order to exercise the right of withdrawal, the Consumer's statement of withdrawal must be sent in writing to ZABEZPIONO before the expiry of the deadline indicated above.
3. If the right of withdrawal is effectively exercised, the Contract shall be deemed not to have been concluded and all performances of the parties and the remuneration received as a result of the performance of the Contract shall be refunded (subject to paragraphs 6, 7, 8, 9 below). If the Consumer has made a declaration of withdrawal before the SURRENDER has accepted its offer, the offer shall cease to be binding.
4. The Consumer is obliged to return the Goods within 14 days from the date on which he or she has withdrawn from the Contract.
5. The return of the Goods shall be made by delivering them in person or via a professional carrier to the ZABEZPIECE warehouse.
6. Reimbursement of all payments made by the Consumer in connection with the Agreement from which the Consumer has withdrawn, including the costs of delivering the Goods (except for the additional costs resulting from the method of delivery chosen by the Consumer other than the cheapest ordinary method of delivery offered by ZABEZPIECONO), will be made within 14 days of receipt of the Consumer's statement of withdrawal from the Agreement, using the same method of payment used by the Consumer.
7. Where the Consumer only withdraws from the Contract in respect of certain Goods that were covered by a single order:

1)          WE WILL reimburse the portion of the delivery costs that was associated with the returned Goods (i.e., the delivery costs will be reimbursed to the extent that the inclusion of the returned Goods in the entire order results in an increase in its delivery costs);

2)          shall not be reimbursed for those delivery costs of the Goods which the Consumer is obliged to pay for the delivery of that part of the Goods in respect of which the Consumer has not withdrawn from the contract.

8. ZABEZPIRE may withhold reimbursement of payments received from the Consumer until it has received the Goods back or the Consumer has provided proof of return, whichever event occurs first.
9. The consumer shall be liable for any diminution in the value of the thing resulting from the use of the thing beyond what is necessary to ascertain the nature, characteristics and functioning of the thing. "Ascertaining the nature, characteristics and functioning of the thing" only means trying out and trying on the thing in the way that is possible and customary.
10. The right of withdrawal from a Distance Contract is not available to the Consumer in respect of contracts:

1)          the provision of services for which the consumer is liable to pay the price, if ZABEZPIECONO has performed the service in full with the express and prior consent of the Consumer, who has been informed before the performance starts that after the performance by ZABEZPIECONO he will lose his right of withdrawal and has accepted this;

2)          where the object of the performance is a non-refabricated good made to the Consumer's specification or to meet the Consumer's personalised needs;

3)          in which the object of the performance is Goods which, after delivery, by their nature, are inseparably combined with other goods.

11. The right of withdrawal from a Distance Contract shall also apply to a natural person concluding a contract directly related to his/her business activity, if it follows from the content of the contract that it does not have a professional character for that person, resulting in particular from the subject of his/her business activity, made available on the basis of the provisions on the Central Register and Information on Business Activity.

• 7 Complaints.

1. The Buyer may lodge a complaint if the Goods contain imperfections other than those mentioned in § 2 paragraph 5.
2. In case of noticing imperfections other than those mentioned in § 2.5, the Buyer is obliged to contact the Seller in writing (by e-mail) and provide photos confirming the damage no later than 14 days after receiving the parcel. Only complete complaints submitted on time will be considered.
3. The purchaser shall refrain from shipping the Goods back to WEB before the complaint has been processed.
4. The DEFENDANT shall not be liable for damage to the Goods resulting from an error of the transport company.
5. ZEZEZPIRE shall be liable to the Consumers for the conformity of the Goods with the Contract in accordance with the applicable legislation. The basis and scope of ZABEZPIRE's liability towards Consumers in the event of non-compliance of the Goods with the Contract and the rights to which Consumers are entitled are set out in Article 43a et seq. of the Act of 30 May 2014 on consumer rights
6. The above provisions also apply to an individual who enters into a contract directly related to his or her business activity when it is apparent from the content of that contract that it does not have a professional character for that individual, arising in particular from the subject matter of his or her business activity as made available on the basis of the provisions on the Central Register and Information on Business Activity.
7. The consumer, once the complaint procedure has been completed, may make use of out-of-court complaint and redress procedures. The use of out-of-court means of complaint handling and claim investigation is voluntary and may only take place if both parties to the dispute agree to it. The above provision is for information purposes only and does not signify the consent of BABEZEGON to participate in out-of-court means of complaint handling and claim investigation (dispute resolution).

• 8 Final provisions.

1. Any disputes arising between the Parties shall be resolved in accordance with the provisions of Polish law, excluding the provisions of international law that allow for such exclusion, in particular the application of the United Nations Convention on Contracts for the International Sale of Goods done at Vienna on 11 April 1980 shall be excluded.
2. Disputes arising from the Contracts and the T&Cs shall be submitted to the jurisdiction of the Polish common courts. The court having jurisdiction to resolve these disputes shall be the court having jurisdiction over the registered office of ZABEZENONO.
3. The invalidity or ineffectiveness of some of the provisions of the T&Cs shall not affect the validity or effectiveness of the remaining provisions of the T&Cs.
4. By placing an Order, the Buyer accepts the T&Cs and at the same time agrees to the processing of his/her personal data by BROKER and entities acting on his/her behalf at home and abroad, in connection with the execution of the Contracts. The COMPANY shall have the right to store and process the Buyer's personal data for purposes related to the performance of the Contract.
5. The transfer of the Buyer's receivables against ZABEZECZONO is only permitted with the prior written consent of ZABEZECZONO.
6. Any change or addition to the content of the T&Cs by the Buyer shall require the negotiation of their provisions and the express consent of the BROKER.
7. These T&Cs shall enter into force as of 01.09.2023 and shall be subject to publication on the website of zabezpieczono.pl: www.zabezpieczono.pl. Any changes to the T&Cs will be made in the same manner.