I General Provisions
1.1. These General Terms and Conditions, hereinafter referred to as “GTC”, constitute general terms and conditions of agreements within the meaning of Article 384 of the Civil Code of April 23, 1964.
1.2. GTC regulate the rules of cooperation between the company “Mega” – Zakład Produkcji Pojazdów Usługowych i Konstrukcji Stalowych Sp.z o.o. (Ltd.) with its registered office in Nysa, entered into the Register of Entrepreneurs of the National Court Register kept by the District Court in Opole, VIII Commercial Department of the National Court Register under KRS number: 0000196021, NIP number: 7542762431, with a share capital of PLN 60,000, hereinafter referred to as the “Manufacturer”, and entity placing Orders for goods offered by the Manufacturer, hereinafter referred to as ”the Ordering Party”.
1.3. The GTC are an integral part of the agreements and bind the Manufacturer and the Ordering Party in full from the moment the Ordering Party places the Order.
1.4. GTC are available on the website www.mega-nysa.pl.
1.5. If the Ordering Party maintains regular trade relations with the Manufacturer, their acceptance of the GTC with one Order shall be considered as acceptance of the GTC for all other Orders (until the change in the content of the GTC).
1.6. Deviations from the GTC are possible only with the express written acceptance of them (under pain of nullity) by the Manufacturer and the Ordering Party.
1.7. The provisions of the GTC do not apply to the seller – consumer relationship, and thus do not take into account the consumer’s rights under the warranty for physical and legal defects of the product sold, as well as the rights contained in the Act of 30 May 2014 on consumer rights.
2.1. The conclusion of the agreement is based on the Order placed by the Ordering Party together with the statement of acceptance of the GTC (“Order”). The Agreement in relation to the Order (“the Agreement”) is concluded upon delivery of the Order to the Manufacturer, signed by the person authorized to represent the Ordering Party, in writing, by electronic means (by sending an email to the email address provided by the Ordering Party or: firstname.lastname@example.org) or by post.
2.2. The Order and any changes thereto require a written form and written confirmation by the Manufacturer, otherwise being null and void.
2.3. The Ordering Party has the right to withdraw from the Agreement for reasons for which the Manufacturer is not responsible, within 21 days of its conclusion, provided that a simultaneous compensation payment is made equal to the amount of the deposit indicated in the Order. The right to withdraw from the Agreement referred to in the previous sentence is not entitled to the Ordering Party if the Agreement applies to non-standard Products made to the Ordering Party’s special order, i.e. not included in the price list made available to the Ordering Party.
2.4. The Manufacturer has the right to withdraw from the Agreement with immediate effect if the Ordering Party has not performed or declares that they do not intend to perform any of the obligations specified in the Order or the GTC or other agreed by the Parties, and the Customer’s delay exceeds 5 business days. The statement of withdrawal must be submitted in writing, otherwise being null and void, within 60 days from the date of the event described above.
2.5. In the event of the Manufacturer’s withdrawal from the Order (or the Agreement), the Manufacturer shall be entitled to keep the deposit received from the Ordering Party.
III Prices and Delivery Time
3.1. The prices of goods offered by the Manufacturer are set on the basis of the Manufacturer’s price list on the day the Order is placed (placing an Order is understood as the receipt of the Order by the Manufacturer). In the case of the Order for unusual goods, not included in the Manufacturer’s price list, the price is determined by individual valuation.
3.2. The prices specified in the price lists provided by the Manufacturer are binding until the Manufacturer notifies of their change.
3.3. The Ordering Party is fully liable for payments related to any changes they will make after placing the Order, in particular: structural changes, changes in equipment, changes in the specificity of the ordered goods, delivery of damaged and incorrect sub-assemblies, non-delivery of sub-assemblies or parts for the implementation of the goods within the time limit specified by the Manufacturer.
3.4. The Ordering Party is obliged to provide the Manufacturer with the documentation necessary to perform the Agreement. The Ordering Party bears full responsibility for additional payments or changing the dates of the Agreement due to the Ordering Party’s delays in presenting the documentation necessary to perform the Agreement.
3.5. The price and deadline for the delivery of the goods determined on the day of conclusion of the Agreement may change in the cases specified in the points below.
3.6. Any changes related to the production process of the goods which are the subject of the Agreement, made during the performance of the Agreement, affect the extension of the deadline for the performance of the Agreement.
3.7. Additional payments and extension of the deadline are set by the Manufacturer individually for individual goods that are the subject of the Agreement.
3.8. The Ordering Party is obliged to pay the Manufacturer a down payment in the amount indicated in the Order. All amounts paid by the Ordering Party before the commencement of the implementation of the goods covered by the Agreement will be considered as a deposit within the meaning of applicable law.
3.9. The Manufacturer shall not be liable for non-performance of the Agreement or delay in the performance of the Agreement if those occurred due to force majeure. The Manufacturer is obliged to immediately inform the Ordering Party, in any form chosen, of events that caused full or partial inability or untimely performance of the Agreement. Events referred to as force majeure include, among others disturbances in the functioning of the Manufacturer’s enterprise not caused by the Manufacturer, restrictions caused by the actions of state authorities, natural disasters, strikes, etc.
4.1. Payment for the goods covered by the Agreement should take place immediately after the Manufacturer issues a VAT invoice, but no later than on the date indicated on the VAT invoice or according to the payment terms agreed with the Manufacturer in writing (otherwise being null and void). Payment terms in each case are specified in days and are calculated from the date of issuing the VAT invoice.
4.2. Unless otherwise agreed in writing by the Manufacturer and the Ordering Party, payments should be made to the Manufacturer’s bank account indicated in the VAT invoice. The date of payment is the date of posting the entire agreed price on the Manufacturer’s bank account. The costs of making the payment, including costs related to conversion, are borne entirely by the Ordering Party.
4.3. The Manufacturer reserves the right not to release the goods if the entire amount constituting the payment for the given goods is not credited to the Manufacturer’s bank account.
4.4. The Ordering Party is obliged to collect the goods within 30 days of the Manufacturer’s notification of the implementation of the goods in accordance with the Agreement. After this time, the costs of storing the goods (in relation to the vehicle – the costs of parking the vehicle) will be charged, amounting to 0.5% of the total gross remuneration specified in the Agreement for each started week following the expiry of the deadline for receipt of the goods indicated above, but not more than 3% of the total remuneration gross specified in the Agreement, subject to point 4.5. of the GTC.
4.5 If the Ordering Party fails to collect the ordered goods within 2 months of the Manufacturer’s notification of the implementation of the given goods in accordance with the Agreement, after that time the Manufacturer is entitled to charge the storage costs of the goods (in relation to the vehicle – costs of parking the vehicle) in the amount of 1% of the total gross remuneration specified in the Agreement for each week, but not more than 10% of the total gross remuneration specified in the Agreement, and has the right to withdraw from the Agreement and sell the subject of the Agreement to a third party, and in this case retain the deposit paid by the Ordering Party. A statement of withdrawal from the Agreement, in the case referred to in the previous sentence must be submitted in writing under pain of nullity, within 4 months of the date of notifying the Ordering Party by the Manufacturer of the implementation of the goods in accordance with the Agreement. The above-mentioned costs will be charged by the Manufacturer until the sale of the subject of the Agreement to a third party or until the receipt of the goods by the Ordering Party, despite the withdrawal from the Agreement.
V Reservation of Property Rights
5.1. The ordered goods remain the Manufacturer’s property until the Ordering Party has paid the entire sale price indicated in the Agreement.
5.2. Until the payment of the sale price, the Ordering Party cannot dispose of the ordered goods or put it into use.
6.1. Delivery is carried out under the current Incoterms EXW – the goods are delivered when the Manufacturer places them at the disposal in the warehouse located at their headquarters.
6.2. The Ordering Party, on the day of handing over the goods, has the right to collect the goods at the Manufacturer’s headquarters.
6.3. Before collecting the goods, the Manufacturer will enable the Ordering Party to visually assess the goods and perform any test runs.
6.4. The document confirming receipt is the delivery and acceptance report, which confirms the compliance of the goods with the Agreement. The signing of the delivery and acceptance report by the Ordering Party or a person collecting the goods on their behalf constitutes confirmation of the compliance of the goods with the Agreement.
7.1. Types, dimensions, weights, tolerances and quality of the goods are set out in the following General Welded Structures Tolerances and the European Standards ISO: a)frames, boxes and axles are made according to PN-EN ISO 13920; b)linear dimensions are in tolerance class “D”; c)angles are in tolerance class “C”; d)straightness, flatness and parallelism are in tolerance class “H”; e)visual inspection of welds for steel in accordance with EN ISO 5817, in quality grade “B” for butt welds of longitudinal members and for fillet welds of longitudinal members with centers, all other visual inspections of welds are in class “C”; f)visual inspection of welds for aluminum in accordance with PN-EN ISO 10042 in quality class “C”; g)fine stains inside frames are admissible; h)corrosivity category C3 according to EN ISO 12944-2 and EN ISO 12944-6
VIII Warranty for Defects in Goods
8.1 The Ordering Party’s rights under the warranty for defects are excluded.
9.1. The Manufacturer grants the Ordering Party a guarantee for the purchased goods for a period of 12 months, without kilometer limit, subject to point 9.2.
9.2. The Manufacturer grants the Ordering Party a guarantee for the construction of vehicles for a period of 36 months or 240,000.00 km, whichever comes first. The condition of using the warranty is the scheduled performance of warranty inspections at the Authorized Service Center.
9.3. The warranty covers physical defects of the purchased goods, caused by causes inherent in the given goods, preventing the proper operation of the goods, which arose as a result of circumstances for which the Manufacturer is responsible in accordance with generally applicable law. The warranty is only valid on Polish territory. The warranty period begins on the day the goods are delivered to the Ordering Party or an authorized person of the Ordering Party, whereas if the Ordering Party fails to collect the subject of the Agreement within 2 months of the Manufacturer’s notification of the implementation of the goods in accordance with the Agreement, the warranty period begins automatically on the day after 2 months from the Manufacturer’s notification of the implementation of the goods in accordance with the Agreement. The warranty period, however, runs again from the moment the product is sold to a third party referred to in point 4.5 of the GTC.
9.4. The warranty claim should be sent to the Manufacturer by post or e-mail to the following address: email@example.com.
9.5. The warranty claim should include: data of the Ordering Party; goods/vehicle identification number; pictures showing a fault or a defect; A brief description of the fault or defect.
9.6. If the Manufacturer recognizes that the defect or fault reported by the Ordering Party is covered by the Manufacturer’s warranty and that it arose as a result of circumstances for which the Manufacturer is liable in accordance with generally applicable law, during the warranty period the Employer has the right to a free repair of a fault or defect, and if the fault or defect cannot be removed – to replace the defective parts.
9.7. The Ordering Party’s rights under the warranty will be exercised through one of the following three methods: a) The Ordering Party shall deliver, at their own expense, the goods covered by the warranty claim to the Manufacturer’s headquarters, and the Manufacturer shall repair them at their own expense; b) If repair at the Manufacturer’s headquarters is not possible, the Ordering Party shall provide space and equipment to enable the Manufacturer to remedy the damage; c) If the repair is not possible at the Manufacturer’s headquarters and the Manufacturer is not able to remove the defect at the Ordering Party’s headquarters, the Manufacturer sends a repair kit suitable to remove the fault or defect and covers the costs associated with the assembly, replacement or repair of the goods covered by the warranty claim. The cost of assembling, replacing or repairing a good is estimated on the basis of the Manufacturer’s internal factory standards indicating the working time for performing specific activities.
9.8. Defects covered by the Manufacturer’s warranty, disclosed during the warranty period, will be removed within a period not exceeding 14 days from the date of making the Vehicle available to the Ordering Party and verification of the declaration. The verification of the declaration will take place no later than within 7 days from the date of delivery of the goods to the Manufacturer. In the event that it is required to bring the necessary parts and components to perform the repair, the time to remove the defect is extended by the waiting time for delivery of these parts and components. The Manufacturer is not responsible for failure to meet the deadlines for repair or replacement of parts due to reasons attributable to the Ordering Party.
9.9. Until the final consideration of the warranty claim, the Ordering Party is obliged to store the goods covered by the warranty claim in a manner that prevents its possible damage, destruction and increase of the reported fault or defect.
9.9. The Manufacturer shall not be liable for faults and defects caused by improper use or storage of the goods, in particular as a result of circumstances indicated in the warranty book issued to the Ordering Party by the Manufacturer (if issued).
9.10. In matters regarding the Manufacturer’s liability for faults or defects of goods not covered by the GTC, applicable law shall apply regarding the warranty on sales and the provisions of the guarantee book issued to the Ordering Party by the Manufacturer (if issued).
9.11. Any faults and defects that are within the General Tolerances for Welding Structures and specified European ISO standards are not covered by the Manufacturer’s warranty and will not be considered when considering the warranty claim.
9.12. The acknowledgment of a defect by the Manufacturer does not impose any liability for damages on the Manufacturer, unless the Ordering Party has suffered damage as a result of willful misconduct of the Manufacturer.
X Final Provisions
10.1. In matters not covered by these GTC, the provisions of the Civil Code of April 23, 1964 shall apply.
10.2. In the event of invalidity of certain provisions of the GTC due to the introduction of different statutory regulations, other provisions of the GTC will not expire.
10.3. In the event of a conflict between the provisions of the GTC and the content of the guarantee book issued to the Ordering Party, constituting a warranty statement within the meaning of Article 577(1) of the Civil Code of April 23, 1964, priority is given to the provisions contained in the warranty book.
10.4. In the event of a conflict between the provisions of the GTC and the Agreement, the provisions contained in the Agreement shall prevail.
10.5. The Manufacturer and the Ordering Party shall endeavor to settle amicably any disputes arising in connection with the performance of agreements. If it is impossible to settle the case amicably, the Polish common court competent for the seat of the Manufacturer will be competent to resolve the dispute.
10.6. In the case of agreements with foreign Ordering Parties, the text in Polish is decisive for agreements in several languages.
10.7. All agreements concluded by the Manufacturer are concluded in accordance with Polish law and are subject to Polish law.
10.8. The Manufacturer reserves the right to amend these GTC.
10.9. The change of the GTC for its validity and entry into force requires publication of the amended version on the website https://www.mega-nysa.pl/ along with informing the Ordering Party via e-mail.
XI Personal Data