GENERAL TERMS AND CONDITIONS OF SALE (GTCS) OF THE PRODUCTS OF ZAKŁAD PRODUKCJI FOLII EFEKT PLUS SP Z O.O. WITH ITS REGISTERED OFFICE IN WARSAW
VALID FROM OCTOBER 20, 2022.
Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. with its registered office in Warsaw, ul. Złota 44/334, 00-120 Warsaw, entered into the Register of Entrepreneurs kept by the District Court in Warsaw, 12th Commercial Division of the National Court Register under KRS [company registration number] 0000186179, NIP [tax identification number] 8133193433 and REGON [company statistical number] 691533340 hereinafter referred to as the Supplier and the Customer, hereinafter jointly also referred to as the “Parties”
- Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. sells Products in Poland, EU countries and countries outside the EU.
- The Customer has the infrastructure and experience needed to successfully market the Products.
The parties hereby agree as follows:
- 1 Definitions
For the purposes of these GTCS, the following terms shall have the following meanings:
1.1. “Intellectual Property Rights” means and includes, in particular, all patents, copyrights, trademarks and trade names as well as any other intellectual property rights or applications for their registration, which Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. or any affiliated entity owns in relation to the Products or may own, use or register in relation to the Products or its business activity at any time.
1.2. “Price List” means the list of the selling prices of the Products in force at a given time and established by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
1.3. “Products” means and refers to the complete range of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
1.4. “Customer” means natural persons conducting business activities and legal persons.
1.5. “GTCS” means the General Terms and Conditions of Sale of the Products.
1.6 “Delivery” or “Delivery of the Products” means the delivery of the Products to the Customer at the address/es agreed between the parties hereunder.
1.7. “Civil Code” means the Civil Code Act (Journal of Laws of 1964, No. 16, item 93).
1.8 “Transport Packaging” means collective packaging that meets the requirements for storing the Products during transport, specified in the relevant regulations and recommendations of the manufacturer and Zakład Produkcji Folii EFEKT PLUS Sp. z o.o., in which the Products are delivered to the Customer by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
1.9. “Price Payment Date” means the date specified in the invoice issued by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. to the Customer, including the amount due is to be paid by the Customer. The date of payment is the date of crediting the bank account of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
1.10. “Merchant Loan” means a loan granted to the Customer by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. consisting in postponing the payment date for the Products delivered to the Customer.
1.11. “Confidential Information” means any information provided to the other Party in oral, written or electronic form, relating directly or indirectly to the GTCS Party, its partners, contractors, associates, and also the subject of these GTCS.
1.12. “Local Warehouse” means the warehouse located in the territory of the European Union where the Ready-to-Release Products are stored.
1.13. “Authorization Number” registration number assigned by the Customer Service Department of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. to the Customer submitting complaints about the Products. Its acceptance by the Customer is a necessary condition for any additional settlements or return of the Product.
1.14. “Commercial Terms” define the detailed rules of cooperation between the Parties and supplement the general terms and conditions of sale (GTCS)
- 2 Subject-matter of the agreement
2.1. The subject-matter of these GTCS is to determine the terms of sale of the Products by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. to the Customer.
2.2. As part of the performance of these GTCS and on the terms provided for herein, Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. agrees to sell the Products to the Customer, and the Customer agrees to purchase from Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. the Products for personal use or for the purpose of their further resale in its own name and on its own behalf, as well as on its own responsibility, in accordance with the provisions of generally applicable law and the provisions of these GTCS.
2.3. This GTCS document is available/published on a generally accessible website www.folia-stretch.pl
- 3 Products ordering Procedure
3.1. The sale of the Products shall occur after the Customer places an order specifying the quantity and type of the Products ordered.
3.2. Each order should include:
- a) Customer data (name, address, KRS [company registration number], NIP [tax identification number]),
b) the exact delivery address, in a situation where this address is to be different from the Customer’s registered office address, this fact should be clearly indicated,
c) description of the ordered goods: type, dimensions, weight and quantity,
d) delivery method,
e) proposed delivery date,
f) contact details of the ordering person.
3.3. The condition for the performance of the order is its confirmation by the Supplier. The Supplier shall inform the Customer about the confirmation of the order within three business days of receiving the order by sending the order confirmation.
3.4. Lack of confirmation of the order by the Supplier within the period referred to in paragraph 3.3 shall mean failure to conclude an agreement and shall not give rise to any obligations of the Supplier towards the Customer.
3.5. The Customer acknowledges and accepts that due to technological conditions, the thickness of the ordered Product may be different from that indicated in the order by a maximum of +/- 5% (for film ≤ 20 µm +/- 1 µm), the difference in film width may be +/- 2%, while the gross weight of a single roll of hand film may vary +/- 50g (applies to film up to 1.5 kg gross), other hand film weights – a single roll up to +/- 5%, for machine/jumbo films +/- 3%, and the gross weight of the entire pallet +/- 2%. All products shall be ordered in a unit of measure expressed in kg – the final weight and final value may differ from the original order, which may result in overpayment or underpayment. In the event of underpayment, the Ordering Party shall pay it within the deadline indicated on the invoice
3.6. In order to protect its interests, the Supplier shall have the right to conduct the verification process of each Customer in terms of its solvency and reliability. In connection with the above, the Supplier shall be entitled to refuse to accept the order without giving any reason.
3.7. The Customer can place an order by:
- email – by sending the order to the email address directly to the Representative serving the given area. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. may at any time request confirmation of the order in writing. In such a situation, Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall have the right to suspend the execution of the order until acceptance of the confirmation
3.8. Information on:
- website address,
- phone number of the Customer Service Department,
- fax number,
- email address,
is included in the present Appendix No. 2 to the GTCS.
3.9. In the event of discrepancies between these GTCS and the order placed by the Customer, the terms of these GTCS shall be binding.
3.10. The Customer ensures and guarantees that the persons who shall place the orders are properly authorized to represent the Customer in this respect at the time of placing the orders, and that the orders placed thereby shall be binding on the Customer.
3.11. If Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. is not able to fully execute the order – under the conditions specified therein, it shall notify the Customer of this fact within 3 working days from the moment of order confirmation. In this case, the Parties shall jointly agree on new terms of the order.
3.12. The parties agree to deliver the Products in batches if it is impossible to complete the order once by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. In such a situation, the dates and volume of deliveries of individual batches of the Products shall be determined by separate arrangements between the Parties. Setting a different date for the Product Delivery than the date proposed by the Customer in the order referred to above shall not be treated by the Parties as a delay in meeting by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. the performance and shall not entitle to withdraw from the agreement for the purchase of the Products that are the subject-matter of the order or to treat the sale of the Products as unsuccessful.
3.13. The Parties hereby – in accordance with their rights – exclude the application of Articles 68-69 of the Civil Code, concerning in particular:
- the possibility of accepting the offer subject to amending or supplementing its content,
- binding nature of the response of the other party to the agreement to the offer, subject to amendments or additions made by the other party to the agreement
- tacit acceptance of the return offer of the other party to the agreement by the offeror.
3.14. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. conducts only wholesale sales and therefore the minimum quantity of the ordered goods must include one EUROORIGINAL, EURO-LIKE or INDUSTRIAL pallet. During the promotional period, it is allowed to purchase a new assortment in less than one pallet.
3.15. The GTCS shall apply to all agreements for the sale of goods with Customers with whom an individual agreement for the sale of goods has not been concluded, excluding the application of these GTCS.
3.16. The GTCS are made available to Customers on the Supplier’s website (www.folia-stretch.pl).
3.17. Each time the Customer places an order for the purchase of the Products shall meant that it has read and accepted the GTCS applicable at the Supplier’s.
3.18. The Buyer acknowledges and approves the fact that the Supplier is not bound by any contractual templates or the Customer’s provisions that are inconsistent with the GTCS in question.
3.19. If the Customer does not accept the Supplier’s GTCS, it shall be obliged to inform about this fact, at the latest before placing the order.
3.20. It is not possible to cancel the order after confirming that the order has been accepted. The Customer shall be obliged to accept the shipped Goods covered by the order, and in the event of non-acceptance of the ordered goods, it shall be charged with the costs of transport, storage and disposal of the goods covered by the order. The disposal of the Goods shall occur within not less than three months from the date of the planned delivery. The Customer who made the prepayment for the order shall not receive a refund. The final settlement of the unaccepted order shall occur after the disposal of the Goods covered by the order.
- 4 Delivery of the Products to the Customer
4.1. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. agrees to deliver the ordered Products to the Customer within the time agreed between the Parties, in accordance with the provisions of paragraphs 3.1.-3.2., 3.6.-3.7.
4.2. Unless the Parties agree otherwise in writing, the Products shall be delivered by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. or by a third party acting on behalf of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. to the address specified when placing the order in the system.
4.3. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall deliver the Products in cardboard Transport Packaging and/or on EUROORIGINAL, EUROPE-LIKE or INDUSTRIAL pallets.
4.4. A different form of the Product Transport Packaging than that indicated above shall be used by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. in the event that Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. has received a written order from the Customer together with the Customer’s obligation to cover the costs of changing or using another additional packaging, subject to mandatory provisions of law regarding transport packaging and the manufacturer’s recommendations regarding the Product Transport Packaging.
4.5. Together with the delivered Products, Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall provide the Customer in writing with information about the number of the Products delivered thereto at a given time.
4.6. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall be responsible for the compliance of the quantity of the Products delivered with the quantity specified in the information referred to in paragraph 4.5.
4.7. Before accepting the Products, the Customer (or a person authorized to accept the Products acting on its behalf) shall check the condition of the Products by examining the condition of the Transport Packaging. In the event of discrepancies regarding the quantity, quality of external packaging or the type of the Product, the Customer shall immediately, however not later than within three (3) business days from the date of the Delivery, notify Zakład Produkcji Folii EFEKT PLUS Sp. z o.o., attaching the Report of non-compliance in connection with the acceptance of the Product, constituting Appendix No. 1 to these GTCS. In the absence of notification of non-compliance within this period, the Customer shall waive any claims for non-compliance of the Products referred to in paragraph 4.1. Confirmation of acceptance of the Products made by the Customer at the time of Delivery shall be tantamount to confirmation of the compliance of the quantity of the delivered Transport Packaging.
4.8. In the case of not full truck quantity deliveries in the territory of the Republic of Poland – deliveries may be made partially (so-called groupage deliveries), assuming: 1 delivery, 1 business day to 1 customer in an amount up to 4999 kg, max 8 pallet places (1 pallet max. 1200 kg gross). Groupage deliveries shall occur on business days from Monday to Friday, 8:00 a.m. to 4:00 p.m. The expected date of groupage deliveries shall be 48 hours from the date of acceptance of the shipment from Efekt Plus, while maintaining the terms of working days as well as the permissible daily limits per 1 contractor. If the contractor does not order the full truck quantity, a one-off shipment shall be possible, provided that an additional fee is paid by Effect Plus. An additional fee for transport shall also occur in the event of specific customer requirements for delivery (e.g. the need to divide the delivery into smaller ones, due to logistic limitations, redirect the delivery to an address other than that specified in the delivery documents, the need to redo the delivery by the carrier, refusal to accept the delivery. Full truck quantity orders can be realized by a truck tractor with a semi-trailer with a length of 13.6 m. If it is not possible to accept the goods by this type of truck, the Customer shall be obliged to provide such information to the trader who shall agree on individual terms of delivery with the contractor.
- 5 Mutual obligations of the Parties
5.1. The Customer agrees to provide the Users of the Products with the possibility of direct consultation with the authorized person at the Supplier’s. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall not be liable for any damage caused by the actions or omissions of the person who consults the users of the Products, bypassing the persons authorized at the Supplier’s.
5.2. Advertising activities in relation to the Products by the Customer shall be conducted at the Customer’s own expense and under its responsibility. The Customer guarantees that the advertising activities in question shall be conducted in accordance with the provisions of Polish law. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. may participate in the Customer’s advertising activities at its own discretion. The use of the Intellectual Property Rights by the Customer as part of its advertising activities shall require prior agreement with Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. with the prior written consent of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o . The Customer agrees to conduct advertising activities regarding the Products directly or indirectly only in such a way that does not infringe the good name or reputation of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. or any entities related by capital to Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
5.3. Any promotional and advertising materials produced by the Customer or obtained by the Customer regarding the Products in which the Intellectual Property Rights are used, shall be subject to prior written approval by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. before the material is placed on the market by the Customer. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall have the exclusive right to refuse to accept any advertising material containing the Intellectual Property Rights without giving any reason.
5.4. The Customer agrees to obtain, at its own expense and responsibility, all licenses and permits possibly required for the purchase and resale of the Products thereby.
5.5. The Customer agrees that, during and as part of the performance of these GTCS, it shall comply with all provisions of generally applicable law, including in particular the Law on packaging products, requirements, decisions issued by authorities competent in matters of supervision over the quality and trade of packaging products and court rulings or decisions of administrative authorities regarding the Products.
5.6. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall not be responsible for damages caused by delay in the delivery of the Products, caused by reasons not attributable to Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. or caused without fault of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
- 6 Product safety
6.1. The Customer shall provide Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. or its authorized representative, with any information regarding defects of the Products, if any, within seven (7) days of being informed of the occurrence of such a situation, but no later than 30 days from the date of delivery.
6.2. Information specified in paragraph 6.1. shall be delivered by the Customer Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. on the appropriate form. The template of the form is attached as Appendix No. 1 to these GTCS.
6.3. The Customer agrees to store and transport the Products in a manner consistent with the requirements set out in paragraph 7.12 of these GTCS and the general requirements set out in the provisions of the Law on Plastic Products. Breach of any of these conditions shall be the basis for termination of these GTCS.
6.4. The Customer shall be obliged to cooperate with Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. to the full extent if it is necessary to withdraw the Products from the market, either on the basis of a decision of competent administrative authorities (compulsory withdrawal), or on the basis of a unilateral decision of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. (voluntary withdrawal). Both in the case of a compulsory withdrawal and a voluntary withdrawal, the Customer shall immediately follow the instructions of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
- 7 Product defects
7.1. Any complaints regarding defects of the Products should be reported to Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. within thirty (30) days from the date of the Delivery of the Products. After this deadline, the Customer’s rights under the warranty for physical defects of the Products shall expire. The notification should be made in a way that allows for confirmation that the Supplier has received the notification. The Supplier shall be liable under the warranty under the terms set out in these GTCS. Any further-reaching liability under the warranty shall be excluded. Complaints shall be submitted by telephone contact with the Customer Service Department and confirmation in writing (email) within three (3) business days from the date of notification. A complaint notification along with defective goods (which is a sample – constituting the original product purchased from the Seller) should be sent to the Supplier, after obtaining the consent of the Seller to ship such a sample. If the defective film or its sample is not handed over or the Supplier fails to answer the questions regarding the complaint within 14 days as part of the complaint procedure – the complaint shall be considered negatively.
In the case of film purchased in pieces – the started roll of the film shall not be subject to complaint.
7.2. The Customer shall be informed in writing about the method of settling the complaint within 14 days from the date of acceptance by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. ot the notification.
If the complaint is considered justified, the Seller shall agree with the Buyer on the manner of settling the complaint (quantitative correction or other form agreed with the Buyer).
The return of the complained goods by the Buyer due to a positively recognized complaint may be made only with the consent of the Seller. In such a situation, the Seller shall be obliged to reimburse reasonable transport costs incurred by the Buyer. If the goods to be returned are accepted by the Seller from the Buyer, the goods shall be accepted from the place where the goods were delivered to the Buyer as part of the sale, unless the parties agree on a different acceptance address and in the amount agreed with the Seller.
7.3. „Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. is not liable to the Customer for additional, running costs directly incurred thereby, if the Product has a defect reducing its value, or if the Product does not have properties which Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. granted to the Customer, or if the Product is delivered to the Customer in an incomplete state, and the above-mentioned circumstances arose due to the fault of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall not be responsible for the defects of the Products arising after the risk related to the product has passed on to the Customer, including defects caused by improper storage of the Products by the Customer, unless the defects resulted from a reason previously inherent in the Products and the defect could not be noticed within the time specified in paragraph 7.1 . The Supplier’s liability towards the Customer for damages resulting from the sale of defective goods is limited to the actual damage suffered by the Customer (it does not include, in particular, the benefits lost by the Buyer) and its upper limit is the value of the purchased Products and is based only on the principle of willful misconduct. In the remaining scope, liability shall be excluded, unless it is contrary to the mandatory provisions of law. To the same extent, the Supplier shall be responsible for the acts or omissions of the persons it used to fulfill the Customer’s order.
7.4. The return of the Products may only occur due to defects in the Products that prevent their use, the properties of which are not in accordance with the parameters declared by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. in the Technical Sheets.
7.5. Before returning the Products, the Customer shall be required to obtain an Authorization Number from the Customer Service Department of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
7.6. Due to the contractual modification of liability of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. under the warranty for defects in the Products, the Partitas hereby, pursuant to Article 558 § 1 of the Civil Code, exclude the liability of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. under the warranty for defects in the Products, subject to paragraphs 7.1.-7.5. and 7.7.
7.7. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall not be obliged to fulfill any other performances due to qualitative or quantitative defects of the Products than those specified in these GTCS or resulting from mandatory provisions of law. The Customer’s rights specified in these GTCS shall expire if it does not notify Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. on the defect or non-compliance of the Products within the deadlines set by the Parties above, and in any case after thirty days from the Product Delivery.
7.8. Promotional or defective products and therefore discounted products shall not be subject to complaint. Only the original assortment purchased from the Efekt Plus company may be subject to complaints. Processed or packaged products shall not be subject to complaint.
7.9. In the event of an unjustified complaint, the Customer shall be obliged to accept the Product being complained about at its own expense, on the date indicated by the Supplier and to cover the reasonable costs incurred by the Supplier as a result of the complaint procedure.
7.10. The Customer shall be obliged to take all possible steps to minimize any damage related to the use of the defective Product. If they are not taken, the Supplier shall not be liable for the damage that could be reduced if the Customer had realized them.
7.11. The Customer shall be obliged to inform about the damage caused during transport by making an annotation in the shipping document and the damage report, and immediately report it to the Supplier along with sending photographic documentation showing and confirming the damage and transport documents. Transport complaints without annotations on the shipping documents and/or without a damage report signed by the driver shall be rejected.
7.12. The Customer shall be obliged to store the purchased Product in appropriate conditions, i.e.:
a). The films should be stored in places not exposed to direct contact with weather conditions, such as sun or rain, and where the temperature does not exceed 25 degrees Celsius and at the same time is not lower than 10 degrees Celsius. The film should be stored at a distance of at least 1.5 meters from active heating devices, strong oxidants, reducers and aggressive chemicals. Compliance with the above allows for proper processing of the film and maintaining the indicated properties of the film,
b). in the period of high outside temperatures – above 25 degrees Celsius, and very low temperatures – below 5 degrees Celsius – in order to maintain the expected parameters of the film, the above-mentioned storage conditions and the rule that after the transport process it is necessary to subject it to the so-called “Seasoning” consisting in placing the film for a period of about 3 to 5 days in a dry warehouse, at a temperature below 25 degrees Celsius, and above 10 degrees Celsius to prevent possible problems with its use, should be observed. In the period when the outside temperatures are lower (autumn-winter period), the level of stickiness is slightly increased in order to facilitate the use of the products. In the spring and summer season, the stickiness of the film is adjusted to the high temperatures outside, which in turn is to prevent the film from sticking together. The above does not apply to specialist films, which may have individual recommendations for use and storage. If the Product is stored at a temperature other than the temperature of use – the Product should be seasoned for at least 12 hours before use in the conditions of use.
c). The originally packed film can be stacked – up to a maximum of 2 pallets, with due care. Pallets must be absolutely separated with a cardboard spacer in order to avoid damaging the film. Damage to the upper layer of the film, caused by improper protection of the film during stacking, means the Customer’s failure to comply with the conditions of film storage, shall not constitute the basis for the Supplier’s liability for the damage and shall not justify the complaint.
d). It is recommended to use the stretch film within 6 months from the date of delivery, provided that the manufacturer’s instructions for storage and use of the film are followed. The exceptions shall be the films of the “High Slip” brand, Pre-stretch and films with refinements, i.e. UV, “High Cling”, “Frozen” etc .. It is recommended to use the above-mentioned films within 3 months of delivery. This term is due to the fact that an appropriate level of stickiness is maintained for this type of film. After a period of 3 months, a decrease in the level of stickiness of the film may occur, which is a natural process occurring in the above-mentioned films. Reducing the level of stickiness over time does not affect the remaining quality and strength parameters of the Product. Pre-stretch films are recommended to be used up within 3 months from the date of delivery. This is due to the stress relaxation, which may have an impact on the correct use of the film. Similarly – it is recommended to use other films offered by the Supplier within 3 months from the date of delivery to the Customer. When using them at a later date, the Customer must take into account the possibility of changes in certain parameters of the film due to the relaxation of stresses in it. when unwinding the film from the roll. Only films purchased as food grade are suitable for direct contact with food. The use of other films for contact with food by the Customer is at the sole responsibility of the Customer, both in terms of the film and the food product packed in it. It is recommended that the Customer take into account the above-mentioned information before placing an order.
- 8 Remuneration
8.1. The general price list of the Products is available from the Sales Representative.
8.2. An additional discount may be added to the prices resulting from the GTCS (paragraphs 8.1 and 8.2) resulting from the detailed commercial terms and conditions signed by the Parties and the classification of a given Customer according to the value of turnover.
8.3. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. reserves the right to change the range of the Products offered, their prices, as well as the discounts system at any time.
8.4. Orders for Products placed before notifying the Customer about the change in the Price List and before the date of its entry into force, shall be implemented at the prices in force and specified in the order confirmation sent by the Supplier, provided that they are fully paid (prepayment) or are in full in the amount of the granted of a Merchant Loan to the Customer. Orders placed after notifying the Customer about the change in the Price List and the date of its entry into force, shall be implemented according to the new prices set in the order confirmation by the Supplier.
8.5. The invoice shall be delivered to the Customer by post or in electronic form after the Products are delivered. The willingness to receive an invoice in electronic form should be reported to the Representative.
8.6. The standard deferred payment date shall be 7 days from the date of issuing the invoice. The payment for the purchase of the Products shall be deemed made on the date of crediting the bank account of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. Another payment date may result from the signed detailed commercial terms and the classification of a given Customer according to the value of turnover.
8.7. In the event that the Customer fails to make the payment on the due date indicated in the invoice, Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall be entitled in particular to:
- suspend the delivery of any Products and/or
- accrual of interest for late payment in commercial transactions and flat-rate reminder costs on the unpaid amount for late payment.
Exercise of any of the above rights by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall occur at the Supplier’s choice and in no case shall exclude the use of other legal remedies provided for in the relevant regulations.
8.8. The parties agree that during the validity of these GTCS, the total value of the orders performed by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. (accepted Products), for the sale of which the Customer has not yet paid, may not exceed the amount of the Merchant Loan limit, determined by separate arrangements of the Parties.
8.9. If the Customer’s Merchant Loan limit is fully used, Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. shall have the right to suspend the further sale of the Products, provided that its performance would result in exceeding the limit of the Merchant Loan. If necessary, it shall be possible to change the Merchant Loan limit by separate arrangements of the Parties.
8.10. Filing a complaint for the purchased Product and conducting the complaint procedure shall not release the Customer from the obligation to settle the amount due in a timely manner.
8.11. Payment for the ordered Products may be made on the basis of 100% prepayment made by the Customer on the basis of a pro-forma invoice.
- 9 Transfer of risk
9.1. Upon the delivery of the Products covered by the order to the Customer or the carrier, all benefits and burdens related to the Products, as well as the risk of accidental loss or damage, shall be transferred thereto.
9.2. When ordering the carrier to deliver the ordered Products – the delivery of the goods by the Supplier in accordance with Article 544 § 1 of the Civil Code Act shall occur when the Products are entrusted to the carrier for transport. The driver shall participate in loading of the Products and arranging the load, check the correctness of these activities, including whether their result poses a threat to other road users or the shipment, and secure the load during transport.
9.3. The product shall be delivered by the carrier to the delivery address provided in the order. If the Customer informs after placing the order about the change of the above-mentioned address, it shall be obliged to bear the costs resulting therefrom, unless it was notified to the Supplier at least 2 weeks before the planned date of shipment.
9.4. The Customer may indicate only one delivery address in the order.
9.5. The Customer ensures that – upon delivery of the Products by the carrier – it shall unload and check the delivered Products and bear the costs and risks associated therewith, regardless of which party to the agreement shall be obliged to cover the costs of transport.
9.6. The products shall be delivered on EUROPE-LIKE (80 x 120), EUROORIGINAL (80 × 120) or INDUSTRIAL (110 x 130, 100 x 120) pallets non-returnable, unless the parties have agreed otherwise.
9.7. The Supplier shall not be responsible for the consequences of delays in the delivery of the Products, resulting from circumstances attributable to the carrier.
9.8. The Customer shall confirm the acceptance of the Products on: the acceptance report, a copy of the invoice, the delivery note document and the bill of lading. By accepting the Products, the Customer shall confirm that there are no visible external defects.
9.9. The Customer shall be obliged to check the delivered Products for compliance with the order, in quantitative and qualitative terms, in terms of defects not hidden at the time of delivery.
9.10. Upon acceptance of the shipment, the Customer shall also be obliged to examine the packaging of the Products (and the Products themselves, if possible) for any visible damage in transport and to take all steps to determine the carrier’s liability and prepare an appropriate damage report. Any deficiencies or damage to the products must be recorded.
9.11. The Customer shall protect the damaged Products and allow check by the carrier, Supplier (if it has reference) or their insurers.
9.12. The Customer’s acceptance of the Products without due diligence and without performing the activities referred to in paragraphs 9.10, 9.11 and 7.11 shall be deemed to be confirmation of the correctness of the delivery and the delivered goods, subject to § 7 of the GTCS.
9.13. The Buyer shall be fully liable to the Seller for any damage resulting from an unjustified refusal to accept the delivered goods.
- 10 Intellectual Property Rights
10.1. All Intellectual Property Rights relating to the Products are and shall remain the exclusive property of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. The Customer shall not obtain any Intellectual Property Rights through these GTCS and the sale of the Products conducted on their basis. Nothing in these GTCS may be interpreted as constituting a license or authorization to use any Intellectual Property Rights.
10.2. The Customer agrees to comply with all the Intellectual Property Rights relating to the Products owned by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
10.3. The Customer agrees to market and promote the Products, under the terms set out in these GTCS, bearing the same trademarks and trade names that are used by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
- 11 Confidentiality
11.1. The Parties agree mutually to maintain the confidentiality of the information provided by the other Party in connection with the conclusion of these GTCS and the sale of the Products on their basis, unless the need to disclose information results from the provisions of applicable law and requests from relevant public authorities. If any Party is obliged under the applicable law to disclose confidential information in accordance with these GTCS, then it shall be obliged to immediately provide the other Party with information about the fact of providing the information, the recipient of the information and the scope of the information provided.
11.2. The obligation set out in paragraph 11.1. shall be binding on the Parties during the GTCS and within three (3) years from the date of their termination.
- 12 Final provisions
12.1. These GTCS and the Commercial Terms and Conditions together with appendixes and documents, including invoices issued on the basis of these GTCS, constitute the entire agreement between the Parties regarding the sale of the Products to the Customer by Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
12.2. Cooperation between the Parties may include the Customer’s personal data in the event that the Customer conducts its business in the form of a one-person business activity or a civil partnership. Information on the method and purposes of processing personal data by the Supplier as well as the rights of the Customer in this regard:
a). 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: email@example.com is the Controller of the personal data of natural persons disclosed by you. The place of processing personal data shall be the address of the registered office and the branch in Głogów Małopolski, ul. Innowacyjna 10, 36-060 Głogów Młp.
- Data Protection Officer
The Company does not appoint a Data Protection Officer. In all matters regarding data processing, the Controller can be contacted at the email address firstname.lastname@example.org or by post at the following address: ul. Innowacyjna 10, 36-060 Głogów Małopolski.
c). Purposes and basis of processing
The purposes and grounds for processing personal data shall always be in line with the provisions of GDPR. The basis for data processing may be consent to their processing, performance or conclusion of an agreement, legal obligation on the Controller or the legitimate interests of the Controller.
In the case of data processing on the basis of granted consent, at any time, the right to withdraw that consent to the processing of personal data shall be granted, but the withdrawal of consent shall not affect the lawfulness of the processing which was conducted on the basis of previously granted consent, before its withdrawal.
d). Right to object.
The person whose personal data is processed shall have the right to object to the processing of personal data at any time. The Controller shall cease processing personal data for the above-mentioned purposes, unless it can demonstrate that there are valid legally valid grounds for the Controller in relation to this data, which override the interests, rights and freedoms of the person whose data is processed or the data shall be necessary for possible determination, investigation or defense of claims.
At any time, the data subject shall have the right to object to the processing of personal data for the purpose of direct marketing. If the data subject exercises this right – the Controller shall cease processing data for this purpose.
e Data storage period
Personal data shall be processed as long as there are legal and factual grounds therefor.
The data processed for the purposes of direct marketing of our products and services may be processed until an objection to their processing for marketing purposes is raised or the Controller determines that the data has become obsolete.
- Data recipients
The personal data provided to the Controller may be accessed by the Controller’s subcontractors, i.e.
- transport companies providing transport services at the request of the Controller – to a limited extent, such as: place of loading/unloading,
- companies providing legal services to the Controller,
- companies providing the Controller with services related to environmental protection,
- companies providing IT services related to direct servicing of the correct functioning of the accounting system,
- claims settlers – in the event of a claim
- companies dealing with professional insurance of receivables in accordance with the regulations of the Polish Financial Supervision Authority,
- companies dealing with short-term financing of receivables, such as factoring.
g Rights of data subjects:
Pursuant to GDPR, the person whose data is processed by the Controller shall be entitled to:
- access his/her data and receive a copy thereof;
- rectify (correct) his/her data;
- delete data, limit data processing;
- object to data processing;
- transfer of data;
- the right to lodge a complaint with a supervisory authority
h). Information on the requirement/voluntary provision of data
Providing data is voluntary, but it may be necessary to conclude or perform an agreement or conduct other activities.
The Customer shall have the right to object to the acceptance or use of personal data by the Supplier in the manner presented in this information. If the Customer wants to object, it can contact us at Zakład Produkcji Folii „EFEKT PLUS” Spółka z ograniczoną odpowiedzialnością with its registered office in Warsaw, 00 -120 Warsaw, ul. Złota 44/334, email: email@example.com
12.3. Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. and the Customer are independent contractors in all respects and shall be so in relation to third parties. Neither party shall have the authority to enter into any obligations on behalf of the other party. None of the provisions of these GTCS may be interpreted as creating the agency relationship between Zakład Produkcji Folii EFEKT PLUS Sp. z o.o. and the Customer.
12.4. The law applicable to these GTCS is Polish law.
12.5. These GTCS have been concluded for an indefinite period and shall come into force on the date of publication.
12.6. Appendixes to the GTCS shall constitute their integral part.
12.7. Any amendments to the GTCS must be made in writing in the form of an addendum to these GTCS.
- Complaint Notification Template – Download
- Data of Zakład Produkcji Folii EFEKT PLUS Sp. z o.o.
- Supplier’s website address: www.folia-stretch.pl
- phone number of the Supplier’s Customer Service Department: +48 17 740 98 60
- Supplier’s fax number: +48 17 740 98 71
- Supplier’s email address: firstname.lastname@example.org