General Terms of Sale

1.      General

1.1. These general terms of sale shall apply to all Customers which are concluded with SIA FORMA (hereinafter the Supplier) for delivery (sale) of the products from Supplier.  Any changes to these general terms and conditions of sale shall be set out as specific conditions of the contract and done in writing.

2.      Offer and conclusion of the contract

2.1. All products from the Supplier shall be non-binding and subject to confirmation.

2.2. The subject matter of the contract shall only be the services of the Supplier which are expressly stated in the order confirmation.  Additional services shall be charged for separately. 

3.      Prices

3.1. All listed prices are in euros.  The prices are net prices and are subject to taxes and duties.  The acceptance of the order by the Supplier shall take place at the current and valid prices at the time of the order.

3.2. Transportation, customs and import duties, insurance and other ancillary duties are not included in the prices unless specifically noted in the order form. 

3.3. The obligation to dispose of the packaging materials shall be assumed exclusively by the Customer and carried out at its own expense except if there are specific instructions provided by the Supplier for returning the packaging materials and structures.

3.4. The costs for deliveries by the Supplier shall be in accordance with the necessary number of standard or express packages depending on the product sizes and can therefore vary at the discretion of the Supplier. 

4.      Delivery and transfer of risk

4.1.1. The Supplier shall deliver the goods to the agreed location. It is the obligation of the Customer to ensure that the delivery is accepted at the delivery location at the delivery time by a competent and authorized person who should accept the delivery and carry out the unloading at the risk of the Customer.  Any uncertainties concerning the authority of this person are borne by the Customer.

4.2. The delivery calendar weeks and deadlines of the Supplier are approximate and shall be in accordance with the order confirmation or a separate notification issued by the Supplier. The Supplier is entitled to reasonably extend or postpone delivery calendar weeks and delivery deadlines if force major reasons as well as in the case of the existence of other obstacles not caused by grossly negligent behavior on the part of Supplier. The Customer is not entitled to any claims in the case of such delays.

4.3.   The Supplier shall not incur liability for delays or impossibility of delivery as a result of force majeure (strikes, fires, war, transport disruptions, theft, technical problems in the production facility, shortage of raw materials etc.) also if such occur on the part of our sub-suppliers or sub-contractors, or for reasons which are outside of the area of influence of the Supplier, for example non-timely completion or submission of the necessary preparation work by the Customer.

5.      Payments

5.1. All invoices must be paid within 7 calendar days from the date of the invoice.  All deliveries must be paid in advance, unless otherwise agreed in writing by both parties.  Any amounts are considered paid when actual payment arrives at Supplier’s account.

5.2. Claims on defects do not release the Customer from its obligation to comply with the payment terms.  The fact that the Supplier has entered in negotiations concerning defects does not constitute an obligation to correct the defects or compensate for defects in the goods and items.

5.3. Setting off with counterclaims of the Customer against claims of the Supplier is excluded, unless the parties expressly agree to do so in writing.

6.      Guarantees

6.1. The Supplier ensures quality of the goods according to its quality standards which are publicly available on the Suppliers web-page.

6.2. Any Customer complaints must be filed in writing and in accordance with the Supplier’s claim procedure (provided upon request):

6.2.1. The Customer shall inspect the goods on receipt and file any complaints with the Supplier within 10 (ten) calendar days after receipt. Any damages that have occurred during the transportation have to be appropriately documented in the transport documentation (CMR) and supported by sufficient visual evidence.

6.2.2. Any other complaints (dimensions of elements, tolerances, visual quality of elements) should be discovered within 30 (thirty) calendar days after receipt and reported within 10 (ten) calendar days after discovery in writing and supported by sufficient visual evidence.

6.3. Further working with or processing of the defected goods shall be deemed to lead to exclusion of the product guarantee of this area, unless expressly agreed otherwise in writing. 

6.4. Assertion of product guarantee claims does not release the Customer from its obligation to pay.

6.5. Return shipments of goods shall require the express written agreement by the Supplier and are to be carried out at the expense and risk of the Customer.

6.6. In the case of unjustified defect complaints that carry significant costs for inspection, the cost of inspections can be charged to the Customer. 

7.      Liability

7.1. The Supplier is only liable for losses caused to the Customer to the extent that intent or gross negligence can be attributed to the Supplier or its agents.  The Customer is required to provide the proof in such cases.

7.2. Liability for loss of profit, consequential losses or losses due to third party claims shall be excluded.

7.3. The Supplier does not assume any liability for losses arising from unreasonable or improper treatment and/ or use of the delivered goods and items. 

7.4. The Supplier does not assume any financial liability with respect to any work that is carried out on the goods and items delivered by either Customer or any third party unless it has expressly agreed in writing to do so.

8.      Other provisions

8.1. Any amendments to the general terms of sales require a written form.  Any special conditions (if such are prepared) or terms included in the order confirmation take precedence over the general terms of sale.

8.2. The Customer is liable for each delayed payment and has to pay liquidated damages at the rate of 0.1% of the contract price per calendar day, but not more than 10% of the contract price. 

8.3. These general terms of sale shall remain in force until the complete fulfilment of the sales commitments.