GENERAL TERMS OF SALE AND DELIVERY
BMD STIL Ltd, Bedenica
I. General Terms
- These general conditions of sale and delivery of goods (hereinafter: Terms) are an integral part of all contracts for the sale and delivery of goods and services (hereinafter: Contract) that BMD STIL Ltd based in Bedenica, Bedenica 45a (hereinafter referred to as BMD STIL) makes with their customers and users during the regular performance of our activities.
- BMD STIL will these conditions, as well as their amendments publish on websites, as well as possibly the other for convenient way.
- Based on these conditions BMD STIL acts as Seller of goods and provider of services within their regular business activities.
- Based on these Terms the buyer is every person whose order is accepted by the BMD STIL.
II. Offer and concluding the Agreement
- BMD STIL offers are done in the usual way, can be valid a maximum of one month, and the deadline for acceptance of the offer shall begin from the date stated in the offer. If BMD STIL does not receive a statement from the buyer as the purchaser to accept the offer within the period for acceptance of the offer, or if buyer declares that he accepts the offer, and at the same time submits to the same something to amend, has to be considered that the offer is rejected, and that, in turn, has been made a new offer from the BMD STIL. This new offer will be valid only when for the same BMD STIL delivers the declaration of acceptance in writing.
- The obligation of BMD STIL, i.e. the subject of sale and delivery of goods and the subject to the provision of services that BMD STIL should make, will be exclusively defined by acceptance and/ or confirmation of the buyers order. Eventual conditions of purchase applicable to the business of the buyer shall not applied in the present legal transaction and don’ t undertake BMD STIL.
- The contract takes effect on the day when the BMD STIL accepted and confirmed the order of the buyer.
- By this accepted conditions of sale and delivery from the purchasers side shall also apply to all future orders and deliveries, unless otherwise is agreed. All sales and delivery of goods and provision of services will be carried out under these terms, unless something else is specifically contracted with certain customer, and in writing way.
- BMD STIL reserves the right not to accept the order from the buyer which will be notified the customer no later than 8 (eight) days from the receipt of order.
- Sketches, drawings, data on the measures and weight, accept those specified in the price lists are only approximate and not binding.
III. Delivery of goods
- The delivery is at the expense of the Buyer, ex works warehouse BMD STIL, unless the customer pays a special addition for transportation costs and insurance for delivery to the home or seat.
- Partial deliveries are possible.
- The buyer shall immediately upon receipt of the goods from the carrier and at BMD STIL, report all defects incurred during transport.
- Measures of storage which must be taken for reasons that depend on the buyer shall be on the expense on the buyer and are considered by the delivery.
- The place of performance and payment is the business seat of BMD STIL, the Republic of Croatia.
- For special kind of orders the seller and the buyer shall by written way determine delivery date, which may not be less than a week.
- The seller may, at the expressed written request of the buyer organize transport of goods on behalf of and on the cost of the Customer, for which it will charge the Seller a price increase of 10% for additional costs due to the special requirements of the Customer.
- Seller is not responsible for damage, defects and breaks that occur in transit from the time when the goods leave the warehouse seller.
- The delivery is done exclusively on the risk of Customer and without insurance, unless the customer himself or the name and on behalf of the Buyer, and the express written request of the Customer does not contract with a third party insurance.
IV. Delivery terms
- BMD STIL will take all necessary measures in order to ensure more accurate compliance with contracted delivery term.
- If the delivery was not possible due to force majeure, war or warlike conditions or other extraordinary external events such as the interruption or delay of transportation, and which BMD STIL could not be prevented or avoided, BMD STIL is not obliged to make a commitment and also has the right to terminate the contract, without paying additional fees and / or expenses that the customer in this regard had. In both cases, BMD STIL shall promptly return eventually paid in advance for the delivery of such goods or services. All possible further claims in these cases are excluded entirely.
- The price of goods and services is calculated according to the price list applicable at the date of the Contract.
- Unless otherwise agreed, all prices are ex-works warehouse BMD STIL, Zagreb, Croatia, loaded, provided that the quoted prices are not included additional costs of packaging and transportation to the place after the determination of the Customer (if that is different from ex-works warehouse BMD STIL), as the same expenses are the additional costs going to the Buyer.
- Prices in the price list above are without value added tax (VAT). VAT is calculated in accordance with the applicable regulations.
- The seller reserves the right to the correction of the price in case of change of the basic parameters that affect pricing including: raw material prices, exchange rate changes kn, fuel prices and labor costs.
- In the case of price correction seller must also regulate by its price list, and at the request of the Buyer, deliver the price list, before each delivery.
- If the buyer within 3 days before delivery does not withdraw in writing from the offer, shall be considered that has accepted the adjusted price.
- For advance payments based on the issued pro forma seller will guarantee price before correction.
- Invoicing is done immediately after the delivery of goods and services, and at the latest within 8 days from the delivery, unless otherwise expressly agreed between the parties.
- Terms of payment are normally 8 days from the date of invoice, unless anything else is not mentioned in the invoice, ie, contracted between BMD STIL and buyer.
- In orders which include more elements, BMD STIL has the right after the delivery of each individual item or service for invoicing. For these partial invoices are valid analogy payment terms that have been agreed for the entire contract.
- Compliance with the contracted terms of payment is an essential condition for the implementation of the delivery or the fulfillment of the agreement by BMD STIL.
- In the case of late payment, there will be calculated the legal interest rates.
- BMD STIL has the right from the customer to claim damages caused by late payment. The buyer is obliged in case of delay take all the possible costs, in particular to pay costs of reminders and other necessary measures taken by the lawyer in representing BMD STIL.
- In the case that the buyer towards BMD STIL-and has more outstanding obligations, but what the customer meets is not sufficient to settle all liabilities arising from the accounts, shall be the crediting of fulfillment so that the obligations are settled in the order they occur. If the buyer in addition to the principal owed and other costs and interest, will first settle the costs, then the interest and finally the principal.
- The buyer is not authorized to make payments in the event you do not complete and partial deliveries, realizing rights managed complaints or defects.
- BMD STIL may require the customer guarantee of payment in the form of blank promissory notes or any other securities. BMD STIL can send for collection blank bill in the event that the buyer is late more than 5 (five) days from the payment of overdue invoices.
- The buyer is obliged to provide a security instrument from the previous section Vendor with a signed contract or the first order. Seller will acknowledge receipt of a written collateral. If the buyer fails to submit the required collateral has also to be considered a reason to not accept the Buyer’s order in accordance with Art. 2.5. these Terms and Conditions.
- For the purpose of justification of realization of insurance payments, customer accepts these terms agreement that seller outcomes with bank customer BON-2
- The buyer is obliged to inform the Seller in writing on the possibility of any eventual blocking of the from the customer or preparing of bankruptcy.
- By failing the mentioned obligations person responsible Purchaser assumes personal responsibility provided for in Article 252.ZTD.
VII. Retention of ownership
- BMD STIL is the sole owner of the goods delivered until the moment full payment for the goods (including interest and any other costs).
- The customer is whole time until the moment full payment of the obligation at its own expense to keep the goods delivered apply good management practice, and good host and to that end to take all necessary measures to preserve the goods and in this respect especially has to worry about the proper care.
- By the time full payment for the goods, the buyer isn’ t authorized to resell the same, nor the creditors of the Purchaser may by acting on the same. Also buyer delivered goods can not pledge or encumber the same otherwise.
- If the buyer fails to make the agreed manner to fulfill its obligations under the Agreement, BMD STIL has the right at any time to request the return of the delivered goods, while the buyer is obliged to return the same without delay and in a state in which his goods were delivered.
- If the return of the goods is no longer possible for any reason (except for force majeure), or if the goods returned damaged, the customer is not honoring its obligations to return the goods to the obligation BMD STIL – to pay contractual penalty in the amount of 20% (twenty percent) of the total value of the goods delivered, as well as to compensate any damage.
VIII. Complaints and return of goods:
- If during the takeover of products set up external damage to the product or the damage which can be determined by ordinary inspection, the buyer is obliged within two (2) days of taking contact Department complaint BMD STIL – and keep the packaging until the complaint is not fully resolved . Otherwise, complaints will not be accepted. To return the reported goods requires the prior written consent of BMD STIL – a.
- The buyer signing the delivery note take the goods to the outside appearance as correct.
Delivery Note shall be signed in a way that it has a clear indication of the name and surname of the person who signs and the number of identity cards.
- BMD STIL at the request of the Purchaser approve the possible return of the product for the reasons stated in the previous paragraph, subject to the following conditions cumulatively fulfilled:
- – That the goods are not damaged, that the same packed in their original packaging and not in any way used, and that the request for a refund was placed within a period of two (2) days of delivery of the goods;
- If, after receipt of things by the Buyer proves that the thing has a defect which could not detect by ordinary inspection when downloading stuff, the buyer is obliged, under threat of losing their rights, about the lack notify the seller within two (2) days from the day when the lack of discovery.
- BMD STIL at the request of the Purchaser approve recall the reasons set out in the preceding paragraph, subject to the following conditions cumulatively fulfilled: – They have not unnecessarily damaged and that the request for a refund was placed within one month of delivery of the goods;
- In the case of approval of the return of goods by BMD STIL, the costs of returning the goods are the obligation of the Buyer and will return to perform exclusively the responsibility of the Buyer.
- If you need an expert analysis of the quality of goods, the costs of the complaint advanced by the buyer. If the buyer does not deposit the cost within a reasonable period of eight days from the receipt of the notice by the seller that needs expert analysis, shall be deemed to have abandoned the claim. If the analysis showed the justification of the complaint of the Buyer, Seller will refund the advance payment of costs to the Buyer.
- After determining the merits of the complaint, possible additional costs analysis, as well as other costs incurred on the basis of the complaint, if the complaint is founded settle to name but otherwise buyer.
IX. Intellectual property rights; Data Protection:
- The buyer is not allowed to be registered, used, or otherwise exploit the company BMD STIL, any trademarks, trade names, service marks, or any other trademarks, copyrights, name of any Product under this Agreement, as well as the names Internet domain names, URLs, or any portion thereof.
- The buyer is not permitted to change the logo and product labels, as well as other proprietary-legal mark that appear either on the product itself was on its packaging, including supporting documentation.
- The Contracting Parties shall keep confidential all confidential information in connection with this Agreement and the execution of rights and obligations under this Agreement, but which are contracting parties learned in fulfilling their obligations and exercising their rights under this agreement. The obligation to protect confidential information obliges contracting parties permanently.
- The buyer authorizes BMD STIL collect, store and process that. Evaluate all information about the Customer and ongoing sales, in accordance with the regulations on protection of personal data and other relevant applicable regulations.
X. Preparation of storage products
- The buyer must in due time before delivery of the goods ordered, at his own expense, prepare the appropriate location for storage products as the same would not pose any damage or defects.
- The buyer shall be liable for any damage to the product after it is taken from the same seller.
- Seller is not responsible for the total or partial loss or damage of shipments that occurred from the time of taking over the goods by the carrier to his submission.
XI. Package compensation
- If the buyer unilaterally and for an improper purpose, or reason that is not on the side of BMD STIL’s, terminate the contract concluded with BMD STIL, is obliged to pay BMD STIL lump sum certain amount of compensation, which is determined in such a case in the amount of 35% compared to the net amount of the cost of goods or services in the contract concluded with the Buyer.
XIII. Final provisions
- The law applicable to these General Terms and for all contracts under these General Terms and Conditions users and buyers conclude with BMD STIL infection is Croatian law.
- The jurisdiction of the competent court in Zagreb for all disputes arising from contracts concluded by these General Terms and Conditions.
- In case of dispute, the Croatian text of these General Terms and Conditions is enforceable.
The titles of sections and titles of articles are for easy navigation and do not affect the interpretation of the provisions hereof.
- In the event that a particular provision is in conflict with the general provisions, the priority applications will have particular provision hereof.