General Terms and Conditions of Commercial Cooperation with P.P.H.U. “Duet” Piotr Bęben
I. GENERAL PROVISIONS
These General Terms and Conditions of Commercial Cooperation (hereinafter referred to as “Terms and conditions“) apply to contracts concluded by Piotr Bęben, conducting business activity under the name Przedsiębiorstwo Produkcyjno-Handlowo-Usługowe “Duet” Piotr Bęben with its registered office in Iwonicz at the address: Iwonicz, ul. Floriańska no. 234A, 38-440 Iwonicz-Zdrój, Poland, NIP tax ID: 6842525829, REGON no. 181039734 (hereinafter referred to as “DUET“) with partners (hereinafter referred to as “Purchaser“”).
The Purchaser is a DUET customer who is a natural person, a legal entity, or an organisational unit to which legal capacity is granted by law.
The Terms and Conditions are an integral part of the contract concluded between DUET and the Purchaser.
Placing an order by the Purchaser in writing or by e-mail shall be construed as an acceptance of these Terms and Conditions.
The provisions of the Terms and Conditions preclude the use of model contracts, regulations and general conditions of sale used by DUET partners. DUET shall not be bound by any purchase conditions typically applied by the Purchaser, unless expressly agreed by the parties.
The content of these Terms and Conditions is available on the website www.torby-duet.pl (hereinafter referred to as “Website“) in the tab General Terms and Conditions of Cooperation. Upon request, the Terms and Conditions may be sent to the Purchaser’s e-mail address in electronic form.
The information provided by DUET in any form, in particular – announcements, advertisements and price lists available on the Website do not constitute an offer within the meaning of the Civil Code, but rather an invitation to place orders and conclude a Contract.
II. PLACING ORDERS
The Purchaser shall submit a request for quotation in writing, by fax or e-mail to the e-mail addresses of DUET, including firstname.lastname@example.org and to the e-mail addresses of DUET representatives and employees. In response to an inquiry, DUET prepares an offer. Unless otherwise stated in the offer, the offer is valid for 14 days from the date of its sending to the Purchaser.
After receiving and agreeing a tender, the Purchaser shall place an order in writing or electronically. When placing an order, the Purchaser shall provide, in electronic form, materials necessary to prepare a graphic design for the subject of the order, including logos and other graphic elements.
In case of orders with advertising prints, the Purchaser shall approve the graphic design sent by DUET in writing or by e-mail. Order completion is possible only after written or e-mail approval of the graphic design.
DUET confirms the acceptance of the order in writing or by e-mail. In the order acceptance, DUET will summarise the arrangements of the parties, including the total price, product quantity, order completion date, delivery method and costs, and will send the final product specification to the Purchaser, containing the technical parameters of the product.
DUET offers are only binding when DUET confirms the acceptance of the order. Offers may be revoked or modified at any time until the confirmation of order acceptance. The Parties exclude the application of Article 682 of the Civil Code.
The conclusion of the contract between DUET and the Purchaser shall take place when DUET makes a declaration confirming the acceptance of the order.
At the request of DUET, the Purchaser shall be obliged to present copies of the company’s registration documents: NIP tax ID, Regon number, entry in the business register or KRS court register. DUET reserves the right to check the Purchaser in the KRD database.
The person placing an order on behalf of the Purchaser declares to be authorised to conclude contracts on behalf of the Purchaser.
III. SUBJECT OF THE ORDER
The technical parameters of the subject of the order are specified in the following documents:
graphic design approved by the Purchaser together with printing colours,
product specification including technical parameters,
colour reference made on the basis of provided graphic materials (in a situation when the Purchaser asks for such a reference and accepts the costs of preparing it).
Any changes in the technical parameters of the product made after the confirmation of order acceptance must be confirmed by DUET in writing or by e-mail.
For technological reasons, DUET allows for the following tolerance in relation to the ordered number of pieces: +/- 5 %, unless otherwise specified in the performance conditions. If the Purchaser does not take into account the tolerance, they shall inform DUET about this fact at the latest upon placing the order.
For technological reasons, DUET allows for a tolerance of 5 mm +/- for the dimensions of the subject of the order specified in the product specification. The dimensional tolerance applies to the width, depth and height of the product ordered.
IV. ORDER PERFORMANCE
DUET shall commence the performance of the order immediately after the conclusion of the contract, but not later than within 3 working days of its conclusion.
Placing an order by the Purchaser is tantamount to ordering all graphic and preparatory works necessary for the performance of the order.
By supplying graphic materials for the performance of the order, the Purchaser declares to have the authority to dispose of the copyrights to the supplied materials and all trademarks, and that these rights are not limited or encumbered by the rights of third parties and that the use of these rights in no way violates the rights of third parties.
DUET reserves the right to postpone the agreed order performance date if the date of acceptance of the graphic design or confirmation of the product specification is more than 2 business days after the date of sending it to the Purchaser. The Purchaser shall be informed about the postponement in writing or by e-mail.
DUET reserves the right to postpone order performance if the performance of the order on the originally agreed date is impossible for reasons beyond the control of DUET, including force majeure, understood as a sudden and unpredictable event. In such a situation, the Purchaser shall be informed about the postponement of the order performance date in writing or by e-mail.
The costs of preparing an order for printing (pre-press) included in the sales price:
cost of correcting the submitted project up to 1 hour of DTP studio work,
in the case of offset printing: cost of making CTP offset plates.
In the event that the graphic materials provided by the Purchaser require considerable effort to adapt them to order performance or do not guarantee the correct performance of the order, DUET reserves the right to charge an additional price or increase the offered price for pre-press preparation. In such a situation, DUET shall inform the Purchaser of the additional costs that require the Purchaser’s consent in writing or by e-mail.
DUET reserves the right to correct the graphic design and adjust it to its own production requirements, any correction of the design provided by the Purchaser, which violates its integrity, may be made only with the consent of the Purchaser.
All auxiliary materials, production files, matrices and image setter files made for order performance purposes are the property of DUET and are not returnable.
If the Purchaser cancels the order after the order confirmation and after DUET starts to perform the work related to its performance, the Purchaser shall be obliged to cover all costs incurred by DUET, including reimbursement of the documented costs of purchase of materials and equipment, and the costs related to the effort made to prepare the production in accordance with the content of the order. Reimbursement may not exceed 100% of the value of the contract concerned.
VI. ADVERTISING PRINT
All advertising prints are made in the Pantone or CMYK colour process. DUET adopts colour standards for printing work in these systems only.
The colours of the advertising print, due to different parameters of the printing substrate, such as paper (type, structure, coating, colour of paper), as well as through the applied refining operations (e.g. lamination or varnishing), may differ from the colours contained in the Pantone reference template.
The compatibility of printing colours with colour patterns is accepted only for advertising prints before operations refining the surface of the paper, e.g. before varnishing or laminating.
The reference for the Pantone colour template is for coated papers – C-coated colour template.
Advertising prints in the Pantone system are made with original paints with a specific colour proof, and the only reference for colour compatibility is a certified reference provided by the paint supplier and a Pantone colour template. DUET shall not be liable for any colour inconsistencies with previous prints or other colour templates provided by the Purchaser.
All colour conversions of CMYK to Pantone and Pantone to CMYK are carried out exclusively at the request of the Customer and at their risk.
DUET shall not be liable for defects resulting from the use of dies and printing templates provided by the Purchaser. If, during the order performance process, DUET notices errors in the text or graphics and discontinues production, additional costs shall be borne by the Purchaser.
VII. PRICE AND TERMS OF PAYMENT
The prices shown in all offers are net amounts and do not include VAT, which will be added at the applicable rate.
The price indicated in DUET statement of order confirmation is binding for the parties.
The price does not include delivery costs, which are determined separately depending on the delivery method.
The payment shall be deemed to have been made on the day DUET bank account is credited up to the full amount specified in the invoice.
For orders with the required prepayment, the fixed date of order performance is guaranteed only if the payment is credited to DUET bank account within 7 days from the date of order acceptance confirmation. Lack of required prepayment does not stop the performance of the order.
DUET reserves the right to charge statutory interest for delay in commercial transactions in accordance with the Act of 8 March 2013 on counteracting excessive delays in commercial transactions (Journal of Laws 2019.118 i.e. of 2019.01.21) for each day of delay in the payment of receivables.
DUET shall be authorised to issue a VAT invoice without the signature of the Purchaser.
The Purchaser agrees that DUET may send invoices, duplicate invoices, and their corrections in electronic form to the Purchaser’s e-mail address indicated in the order.
The method of delivery shall be specified in the confirmation of order acceptance by DUET or agreed individually with the Purchaser not later than on the day preceding the shipping date.
Delivery costs shall be borne by the Purchaser unless the parties have agreed otherwise.
Delivery of goods may be made by shipping in cooperation with courier, post or transport companies to the address indicated by the Purchaser. The customer may also collect the ordered goods in person at DUET headquarters.
The customer shall be obliged to receive the ordered goods. Failure to receive the shipment does not release the Purchaser from the obligation to pay the full price.
After receiving the shipment, the Purchaser shall be obliged to immediately examine the condition of the external packaging and the condition of the ordered products, as well as to evaluate them in terms of compliance with the order. In the case of external damage of the shipment or objections to the quantity of delivered goods or the content of the shipment, the Customer should draw up a damage report including the description and photos of the shipment in the presence of the courier.
The risk of loss or damage to the goods shall be borne by the Purchaser once the shipment is handed over to the carrier, but at the latest when it leaves DUET warehouse.
IX. LIABILITY FOR DEFECTS
After receiving the subject of the order, the Purchaser shall be obliged to immediately examine its compliance with the contract. In the case of quantitative or qualitative deficiencies, the Purchaser may submit a complaint no later than 7 days from the date of receipt of the subject of the order. After this date, the Purchaser shall lose the right to claim defects in the subject of the order.
A complaint may be submitted in writing or by e-mail. After reporting the complaint, the Purchaser shall be obliged to deliver the claimed goods to DUET in order to verify the validity of the complaint.
DUET shall consider the complaint within 14 working days from the date of delivery of the claimed goods to DUET headquarters. In case the complaint is considered legitimate, DUET will offer to replace the goods with new ones, reduce the price or refund the order. If the defects relate to a part of the order – a complaint can only be made about the defective part.
If the complaint is accepted and a refund or replacement of goods is proposed, the Purchaser shall be obliged to return the entire batch of the claimed goods to DUET headquarters. The return of funds or delivery of new goods shall only take place after the Purchaser has returned the defective goods to DUET headquarters.
DUET shall not be liable for defects or damage to the subject of the order resulting from its improper storage after receipt by the Purchaser. DUET recommends storing the order items in dry and well-ventilated rooms.
In relations between business entities, the liability of DUET under warranty covering physical or legal defects of the subject of the order on the basis of the provisions of the Civil Code is excluded.
The liability of DUET for non-performance or improper performance of the contract shall in any case be limited to the net price of the order, whereby DUET may only be liable for actual, direct and foreseeable and typical damages suffered by the Purchaser.
Differences in the appearance of the goods presented on DUET website, as well as differences in the appearance of the subject of the order presented in the design, graphic materials and visualisations sent by DUET in electronic form, resulting from individual settings of the Purchaser’s computer equipment (colour, proportions of the goods, etc.) do not constitute grounds for complaint.
DUET shall not be liable for damage to shipments by courier and forwarding companies, which provide services on behalf of the Customer.
The Purchaser agrees to the use by DUET of the materials prepared within the framework of the contract for the purposes of promotion and marketing of goods and services provided by DUET, without territorial or temporal limitations.
In particular, the Purchaser agrees that DUET may use visualisations, graphics and photos of products made for the Purchaser, including those containing the name of the Purchaser, their trademark (logo) and other marks of the Purchaser, by placing them in DUET advertising catalogues, promotional folders, on DUET website in the tab “Completed Projects” tab, on DUET social media accounts as well as other materials used to promote DUET services.
XI. PROCESSING OF PERSONAL DATA
The Purchaser consents to the storage and processing by DUET of the personal data contained in the order, in accordance with the applicable provisions of the Act of 10 May 2018 on the protection of personal data and Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (GDPR).
XII. FINAL PROVISIONS
In matters not regulated by these Terms and Conditions, the relevant provisions of Polish law, including the Civil Code, shall apply.
The place of performance of the contract is the location of DUET headquarters.
Any disputes arising from the performance of the contract concluded between the Purchaser and DUET shall be settled by a court with jurisdiction over the location of DUET headquarters
All other agreements, reservations, amendments, and supplements must be made in writing under pain of nullity.
The validity or effectiveness of the other provisions of these Terms and Conditions shall not be affected if individual provisions of these Terms and Conditions are found to be invalid or ineffective in any manner prescribed by law.
DUET shall be entitled to make changes to these Terms and Conditions, with the stipulation that orders placed before these changes come into force shall be performed according to the previously binding terms and conditions. DUET shall notify the Purchaser, with whom it remains in constant commercial cooperation, of each change in the Terms and Conditions each time the next offer is submitted after the change.
P.P.H.U "Duet" Piotr Bęben
ul. Floriańska 234 a
38-440 Iwonicz, Poland
ul. Naftowa 18
38-400 Krosno, Poland