Conditions for Contracting

§1 Introductory provisions

The General Terms and Conditions of Contracting (hereinafter: GTCs) indicate the general rules for the provision of obligations by Punkt Drukarnia Cyfrowa Ewa Matwiejuk NIP: 5421559150 ul. Elewatorska 13 lok. 8, 15-620 Białystok, Poland (hereinafter: Contractor) to the Ordering Party.

(2) In the case of discrepancies between the GTC and the content of the Contract concluded by the Contractor with the Principal, the provisions of the Contract shall prevail. However, this shall not apply to the rules defining the guarantee indicated in § 5 of the GTCT.

(3) In the absence of agreements to the contrary, contracts concluded shall be governed by Polish law.

In matters not regulated in the T&Cs and in the Agreement, the principles of law generally applicable in the territory of the Republic of Poland shall apply.

(5) The competent court for any disputes between the Contractor and the Purchaser shall be the court with jurisdiction over the Contractor's registered office.

6 For the purposes of the Contractor's contracts with the Principal, the following definitions shall be deemed binding:

a) Party - the Contractor or the Contracting Authority.

(b) Business day - any day from Monday to Friday with the exception of public holidays in the territory of the Republic of Poland.

c) Ordering Party - an entity that enters into the Contract with the Contractor for purposes relating to its business or professional activity, as well as an entity governed by public law.

d) Force majeure - an event that is unforeseeable by the exercise of due diligence and impossible to prevent.

e) Contract - the obligatory relationship between the Principal and the Contractor, the content of which shall be constituted by the TCC and the provisions of the contract agreed individually between the Principal and the Contractor as indicated in § 2 of the TCC.

f) Product - a movable item manufactured and intended for sale or delivery by the Contractor that is in the Contractor's current offer.

§2 Contracting rules

1 As part of its business activities, the Contractor offers the sale of goods and their delivery.

(2) In order to conclude a Contract of Sale or Supply, the Purchaser shall address to the Contractor a request for quotation containing at least:

a ) the designation of the product or products to be covered by the Agreement and their quantity,

(b) the proposed date for completion of the Contract and, in the case of a Delivery Contract, the address to which the Contractor would deliver the product.

(3) The request for quotation shall be addressed to the Contractor's email address via the Purchaser's email.

(4) The Contractor undertakes, within 7 working days of receipt of the enquiry, to issue an offer to the Contracting Authority containing the Contractor's proposed content of the Contract. Within 5 working days of receipt of the enquiry, the Contractor may also inform the Contracting Authority that it is not possible to submit a tender. The Contractor shall be bound by the terms and conditions contained in the tender within the period indicated in the tender.

5 Upon receipt of a tender from the Contractor, the Contracting Authority may:

(a) confirm the terms of the offer,

(b) make a declaration of resignation from the contract,

c) introduce a modification to the tender submitted by the Contractor within 3 working days from the date of receipt of the tender, which will constitute a new request for proposal from the Contracting Authority subject to the contract conclusion procedure in accordance with the GTC.

(6) Upon confirmation of the terms and conditions of the tender, the Contractor shall submit to the Contracting Authority for acceptance a contract incorporating in its content the terms and conditions contained in the tender confirmed by the Contracting Authority within 3 working days from the date of acceptance of the tender.

(7) The contract shall be concluded in writing by the signature of the person authorised to conclude the contract or by the acceptance of the content of the Contract by the Contractor. The Contracting Authority shall sign the Contract within 3 working days of the Contract being presented to it. The Contractor shall sign the Contract within 3 working days from the date of receipt of the accepted and signed Contract by the Contracting Authority, or accept the Contract, a scan of which shall be sent to the Contractor by e-mail. For this purpose, the Contractor shall send the Contract signed by the Contracting Authority to the Contractor's address by post or courier, or send a scan of the Contract containing his signature by e-mail to the Contractor's e-mail address. The moment of conclusion of the Contract shall be the Contractor's signature of the Contract or acceptance of the content of the Contract sent via e-mail.

§3 Performance of the Agreement

(1) The Contractor represents and warrants that it has the knowledge and experience and all permits and licences (if required) necessary for the proper performance of the Contracts with the Purchaser and that it will perform its obligations in good faith.

(2) The Contracting Authority shall perform its obligations under the contract within the prescribed time limits and shall cooperate with the Contractor in the performance of the contract.

(3) At the Contractor's request, the Contracting Authority shall provide the Contractor promptly, but no later than within 7 working days of the request, with all information relating to the performance of the Contract.

(4) The Contractor shall not be liable for failure to comply with the deadline for performance of the Contract when this occurs as a result of force majeure or the Purchaser's failure to cooperate in the performance of the Contract, including, but not limited to, failure to provide information necessary for the performance of the Contract. The deadline for the execution of the Contract shall be extended in proportion to the duration of the obstacle to its execution.

5 On the part of the Contractor, the management of the Contracts will be performed by:..................address:

6 The Contracting Authority shall appoint a person to manage the execution of the Contract, indicating the email address of this person.

(7) Upon acceptance of the Contractor's performance by the Ordering Party within 3 working days from the date of execution of the Contract, the Ordering Party shall provide the Contractor with an acceptance protocol of the products subject to the Contract by sending the acceptance protocol by post or courier to the Contractor's address or by sending a signed scan of the acceptance protocol by e-mail to the Contractor's e-mail address.

8 In the event that the Ordering Party fails to send the acceptance protocol within the indicated time limit, the Parties shall unanimously acknowledge that the delivery has taken place correctly and that the Ordering Party has no reservations as to the quantity and time limit of the Order.

(9) The Contracting Authority shall be liable for damage resulting from non-performance of the Contract when the damage occurs as a result of the Contracting Authority's failure to cooperate in the performance of the Contract, inter alia by failing to provide the Contractor with the information necessary for the performance of the Contract.

(10) The Contractor shall be entitled to choose the means and method of transport of the products that are the subject of the Contract to the address indicated by the Customer. The cost of transport shall not be included in the sale or delivery price of the product and shall be paid in full by the Customer.

(11) The movable goods shall remain the property of the Contractor until the Ordering Party has fulfilled its contractual obligation in its entirety, in particular until the payment of the entire amount indicated in the Contract. The Ordering Party shall be responsible for maintaining the product in an undamaged condition from the time it takes possession of it and shall not be entitled to remuneration from the Contractor for this.

§4 Remuneration of the Contractor

1 The Contractor's remuneration shall be payable on the basis of a correctly issued vat invoice and within the period indicated therein.

(2) The Contractor may stipulate in the Contract the obligation of the Contracting Authority to pay an advance payment of up to 50% of the value of the contract within the period indicated by it.

(3) Failure to make an advance payment within the indicated period entitles the Contractor to withdraw from the Contract.

(4) To the remuneration due to the Contractor indicated in the Agreement in the net amount, VAT will be added in the amount resulting from the legal regulations in force in the territory of the Republic of Poland at the time of issuing the vat invoice.

5 Payment of the remuneration shall be made in Polish zloty or in euro after conversion of the value according to the average exchange rate of the National Bank of Poland as at the date of payment by the Purchaser.

(6) The Contractor shall be entitled to issue a vat invoice upon presentation by the Purchaser of the acceptance protocol indicated in § 3, paragraph 7 of the GTCs or upon the ineffective expiry of the deadline indicated therein.

7 The Purchaser agrees to send the vat invoice electronically and declares that it does not require the Contractor's signature.

§5 Guarantee and warranty

1 The Contractor shall deliver the ordered products in accordance with the content of the concluded Contract.

(2) The Ordering Party shall be obliged to immediately check whether the ordered products are free of physical defects and whether their quantity and type correspond to the concluded Contract. The Ordering Party shall provide the Contractor with a statement that there are no physical defects and that the product complies with the Contract within 3 working days from the date of delivery of the product to the Contractor by e-mail to the Contractor's e-mail address indicated in the Contract.

Failure to provide the Contractor with a statement in the manner and within the time limit referred to in §5(2) of the GTCs shall be construed by the Parties as the Ordering Party's statement of the absence of physical defects in the goods and their compliance with the Contract.

(4) The declaration made by the Customer in the manner indicated in § 5 (2) or (3) of the GTC shall release the Contractor from liability for physical defects of the items and their non-compliance with the concluded Contract and shall release the Contractor from the costs of disconnection and reconnection of the item if it has been combined with other items in the event that it has to be replaced with a new one or repaired.

(5) The Contractor shall provide a guarantee for the products it produces for a period of 12 months, calculated from the date of delivery of the item to the Purchaser.

6 In order to exercise the rights related to the guarantee, the Ordering Party shall submit complaints to the Contractor by e-mail to the following address within 7 working days from the date of discovery of the product defect:

(7) The Contractor shall be obliged to deal with the complaint within 7 working days of receipt.

(8) In the event that the complaint is justified, the Contractor shall repair the product or replace it with an item free from defects within 7 days of determining the validity of the complaint. The costs associated with the replacement or repair of the item, including the costs of delivering the product to the Customer shall be borne by the Customer.

(9) If the item (product) is replaced with a new one, the warranty period for this item shall start anew from the date of delivery to the Purchaser.

10. The warranty terms and conditions specified in the GTCs exclude the application of generally applicable law on warranty to the extent regulated in the GTCs.

11 The Contracting Parties agree to exclude the Contractor's contractual warranty liability.

§6 Trial batch, sample.

(1) The Customer may stipulate in the Contract that the Contractor shall provide him with a sample batch or a sample of the products subject to the Contract for the purpose of checking them for the absence of physical defects and compliance of the ordered products with the Contract. The Ordering Party shall indicate to the Contractor the quantity and the product of which the sample or trial batch will be delivered to it by the Contractor.

The Ordering Party shall be obliged to immediately check the products supplied in the sample batch in the scope indicated in §6, section 1 of the GTCs and submit to the Contractor, not later than within 3 working days from the date of delivery of the sample batch, a statement as to the conformity of the products with the concluded Agreement and the absence of physical defects in the product.

(3) In the event that a declaration is made that the products delivered in the trial batch are not physically defective and that they comply with the concluded Contract, the Purchaser shall forfeit his rights under the guarantee for the remaining products delivered to the Purchaser under the concluded Contract provided that the quality of the products delivered to the Purchaser is not inferior to that of the products delivered in the trial batch or the product sample.

(4) If a sample or sample batch is found not to be in conformity with the Contract or to have physical defects, the Purchaser may withdraw from the Contract within 3 working days of the goods being found not to be in conformity with the Contract or of the existence of physical defects.

(5) Failure to provide the Contractor with a statement in the manner and within the time limit referred to in §6(2) of the GTCs shall be construed by the Parties as a statement by the Purchaser that the items are free from physical defects and in compliance with the Contract.

(6) The costs of producing and delivering a trial batch or product sample to the Purchaser shall be borne by the Purchaser.

§7 Intellectual property

(1) All rights and entitlements of the Contractor relating to the copyrights in the products created by the Contractor shall remain its property and shall not be transferred, even in part, to the Principal under the concluded Contract.

If the manufactured product infringes in any way on the rights of third parties, in particular copyright in respect of designs made, samples of goods and end products, the purchaser shall bear full responsibility.

The Customer declares that, as at the date of conclusion of the Agreement, he holds the copyright in the subject matter of the Agreement and is not aware that the subject matter of the Agreement is subject to any claims by third parties.

§8 Protection of personal data

(1) The Parties undertake to protect personal data in accordance with data protection legislation, including Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons in relation to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (General Data Protection Regulation), hereinafter: 'RODO', and the Act of 10 May 2018 on the protection of personal data.

(2) The Contractor shall only process personal data to the extent and for the purpose necessary for the proper performance of the Order.

(3) In the event that further processing by the Contractor of the personal data entrusted to it is no longer necessary, in particular after the execution or termination of the Order, the Contractor undertakes to permanently delete the personal data from all its ICT systems and other carriers.

4 The Contracting Authority shall have the right to inspect the Contractor's compliance with the principles of personal data processing.

(5) The Parties declare that the personal data of the Parties' representatives and the personal contact data of their employees and collaborators shared with each other in any way during the term of the Agreement are provided within the framework of the legitimate interest of the Parties. The Personal Data shared includes: name, official position, official email address and official telephone number. Each Party will be the controller of the Personal Data shared under the Agreement. Each Party therefore undertakes to provide, on behalf of the other Party, all persons whose Personal Data it has shared with the information referred to in Article 14 of the RODO.

(6) The Contractor undertakes to familiarise the persons whose data it has made available to the Contracting Authority with the Contracting Authority's information clause on the processing of personal data. The same obligation is incumbent on the Contracting Authority.