General terms and conditions of sale

Darko Steel Group Sp. z o.o.

§1. GENERAL PROVISIONS

1. These General Terms and Conditions of Sale and Delivery (hereinafter referred to as GTC) define the rules for concluding Contracts in which the Seller is Darko Steel Group Sp. z o.o. with its registered office in Sosnowiec, ul. Wojska Polskiego 8, 41-208 Sosnowiec, entered in the Register of Entrepreneurs of the National Court Register managed by the Regional Court Katowice – Wschód in Katowice, VIII Commercial Division of the National Court Register under number KRS: 0001081207, NIP: 6443580117 REGON: 527475146, share capital: 100,000 PLN.
2. The GTC constitutes an integral part of all sale contracts concluded by Darko Steel Group Sp. z o.o., including contracts concluded in writing, offered to the entity making the purchase. The Parties exclude the application of any other contract templates of the Buyer.
3. The GTC are provided to the Buyer before concluding the Contract in written form at the registered office of Darko Steel Group Sp. z o.o. or on the website https://darko-steel.pl/ows
4. The GTC constitute a contractual regulation binding the Parties in full scope of the sale of Goods. The provisions contained in these GTC may be changed only in written form on pain of invalidity. The conclusion of a separate Contract excludes the application of these GTC only to the extent expressly regulated differently therein.
5. Different arrangements between the Parties agreed and confirmed in writing take precedence over the provisions of the GTC.
6. Terms used in these General Terms and Conditions of Sale are defined as:
   • Seller - Darko Steel Group Sp. z o.o. with its registered office in Sosnowiec ul. Wojska Polskiego 8, 41-208 Sosnowiec, entered in the Register of Entrepreneurs of the National Court Register managed by the Regional Court Katowice – Wschód in Katowice, VIII Commercial Division of the National Court Register under number KRS: 0001081207, NIP: 6443580117 REGON: 527475146, share capital: 100 000 PLN
   • Buyer - a legal person, organizational unit without legal personality and a natural person conducting business activity who concludes a Contract with the Seller.
   • Payment deadline - the day on which payment for the Goods becomes due.
   • Goods - movable items, services, goods to be sold under the Contract concluded between the Seller and the Buyer.
   • Order Confirmation - offer to sell products within the meaning of art. 66 of the Civil Code, submitted by an authorized representative of the Seller in written or documentary form, including electronic form, containing at least: the name of the ordered Goods, quantity, Buyer's data necessary to issue a VAT invoice and company data, method, deadline and place of collection/delivery of the ordered Goods.
   • Order – a question about the availability of specific Goods in the Seller's offer, submitted by the Buyer in the form of email, written, telephone or verbal communication. All Orders submitted by the Buyer are not yet treated as offers to conclude a specific Contract, but only as preliminary questions about the possibility of concluding such a Contract and are not binding for the Seller.
   • Contract – a contract for the sale of Goods concluded by the Seller and the Buyer

§2. CONCLUSION OF THE CONTRACT

1. All information on the Seller's website has only the nature of commercial information, but does not constitute an offer within the meaning of art. 66 of the Civil Code.
2. As a result of the Buyer placing an Order or as a result of any other arrangements made by the Buyer and the Seller, the Seller will direct an Order Confirmation to the Buyer. The Contract is concluded in the event of written or email acceptance by the Buyer of the Order Confirmation. The Seller should attach a link to the website containing the text of these GTC to this type of Order Confirmation. The Order Confirmation does not result in the conclusion of the Contract if it has not been accepted by the Buyer in accordance with these GTC, including the Seller excludes the possibility of accepting the offer contained in the Order Confirmation through lack of response within any deadline.
3. In the Order Confirmation, the Seller may make any changes to the Order, depending in particular on the types of Goods currently available in the Seller's offer. The Seller reserves the right that the offer contained in the Order Confirmation may be accepted by the Buyer only without any reservations.
4. The contents of these GTC bind the Buyer without the need for the Buyer to make separate declarations regarding their acceptance or approval after the Seller sends the Order Confirmation to the Buyer. The Contract may be amended or supplemented only in written or documentary form, on pain of invalidity.
5. The Seller reserves the right to refuse or decline to perform any Order without giving a reason, in particular if the performance of the Order is contrary to applicable law or the Seller's interests or if the Buyer has not paid in full the amounts due under any previously concluded Contract with the Seller. The Buyer may accept the Order Confirmation by sending the Seller a confirmation signed by him by email. He may also reply to the message containing the Order Confirmation with "I accept", "I confirm", "OK" or in another similar manner, which will constitute acceptance by him of the Contract in accordance with the Order Confirmation. In this case, the Seller, the Contract concluded in accordance with the Order Confirmation is binding, the Seller performs the Contract in accordance with the conditions described in the GTC and this means that the Buyer also accepted the GTC.
6. In response to a written request from the Buyer, it is possible to modify the already concluded Contract, provided that the changes are accepted by the Seller in writing. In the event that the previous performance of the Contract involved incurring any costs by the Seller, the Buyer will be charged with these costs in full, and will also be charged with all additional costs related to the modification of the original Contract, and the Seller will provide him with information about the amount of such costs.
7. The deadline for performance referred to in the Order is not treated as an essential provision of the Contract and in the Order Confirmation a different performance deadline may be specified, which is binding on the Buyer. In any case, the performance deadline should be treated as indicative and the Seller will inform the Buyer before this deadline of the final deadline for performance of the Order if it is to change in relation to the Contract. The Parties exclude liability of the Seller for damages caused by failure to meet such a performance deadline, with the exception of damages caused by the Seller intentionally.
8. The quantity of ordered Goods specified in the Order Confirmation may differ from the quantity of Goods actually delivered to the Buyer and in such a situation the Buyer is obliged to pay only for the Goods actually delivered to him. The Parties exclude the liability of the Seller for damages caused by failure to deliver the quantity of Goods indicated in the Order Confirmation, with the exception of damages caused by the Seller intentionally.
9. The value of the order stated in the Order Confirmation includes only the value of the ordered Goods. It does not include the costs of special transport security, costs of additional packaging which was not included in the Order Confirmation, downtime not resulting from reasons on the Seller's side, provision of access to the unloading area, etc. These additional costs will be presented to the Buyer after their occurrence and included on the sales invoice or after their incurrence a separate invoice will be issued by the Seller.
10. The Buyer declares that any person conducting correspondence by email from the Buyer's email accounts is a person authorized to make declarations of intent on his behalf and for his account, including, to conclude the Contract, its amendments and supplements and to grant a power of attorney for receipt of Goods.

§3. PRICE AND PAYMENT TERMS

1. The price for Goods is determined each time in the Order Confirmation.
2. Prices quoted by the Seller are always net prices, to which value added tax will be added according to the rates in effect on the date of invoice issuance.
3. The Buyer undertakes to pay the price resulting from the invoice together with VAT within the payment deadline specified on the invoice. All payments must be made without any deductions or offsets. In the event of delay in payment, the Seller is entitled to charge statutory interest for each day of delay.
4. The payment date is the day the payment is posted to the Seller's bank account provided on the invoice.
5. The Seller has the right to suspend the performance of concluded Contracts in the event of delays in payment, until the Buyer settles all outstanding liabilities together with interest. If for reasons on the Buyer's side, delivery was not performed on time as indicated in the Order Confirmation, the Seller will perform the delivery on a new deadline, after the causes preventing delivery on the Buyer's side cease.
6. If the Parties do not agree otherwise, payment for the ordered Goods is made without deductions and offsets of mutual claims.
7. Filing a complaint does not release the Buyer from the obligation to make payment for the Goods within the agreed deadline.
8. The Buyer authorizes the Seller to issue VAT invoices without the signature of the person authorized to receive them on behalf of the Buyer and to deliver invoices electronically to the email address indicated by the Buyer (in the Order or at a later stage).
9. The cost of loading Goods is borne by the Seller, and the cost of unloading by the Buyer, in particular the Buyer is responsible for all costs caused by unloading delay despite notification from the Seller, regardless of what delivery terms were agreed.
10. The Seller has the right to issue an invoice at the moment of delivery of Goods to the Buyer i.e. at the moment when:
    • Goods are delivered directly to the Buyer or a person indicated by him - delivery occurs at the moment of loading the Goods onto the transport vehicle of the Buyer or a person indicated by the Buyer
    • Goods are left in a place indicated by the Buyer (e.g. the Buyer asks for Goods to be left for some time in the Seller's warehouse) - delivery occurs at the moment the Goods are left in an agreed manner at the disposal of the Buyer
    • Goods are sent to the Buyer by the Seller through a carrier, courier, post, etc. - delivery of Goods occurs at the moment of delivery of the Goods to an entity obliged to deliver it.
11. Transfer of ownership of purchased Goods to the Buyer occurs at the moment of payment of the price of Goods together with any interest for delay. The Buyer declares that he cannot sell the Goods before settling all liabilities for the Goods to the Seller.

§4. WITHDRAWAL FROM THE CONTRACT

1. Withdrawal of an offer contained in the Order Confirmation by the Seller is permitted before its acceptance by the Buyer. After such an offer is accepted by the Buyer, and before Contract performance, termination of the Contract is permitted only in exceptional situations, after prior written arrangement of the Contract termination conditions with the Seller. The Seller reserves the right to charge the Buyer for actual costs incurred up to the moment of Contract termination (and the Seller reserves that these costs often amount to even 30% of the Contract value).
2. The Seller may withdraw from the Contract if any of the following cases occurs:
   • The Buyer refuses to accept the Goods or does not accept the Goods within the deadline;
   • The Buyer's financial situation deteriorates or grounds for commencing bankruptcy or restructuring proceedings arise in the Buyer's enterprise, the Buyer will cease its business or an order for seizure of the Buyer's assets will be issued. The Buyer is obliged to immediately notify the Seller in writing of the occurrence of the above circumstances;
   • The Buyer does not pay outstanding liabilities to the Seller on time;
   • For reasons beyond the Seller's control, relating to the entity from which the Seller purchases Goods, the Seller will not be able to perform the Contract on time in whole or in part.
3. Withdrawal from the Contract in the event of occurrence of circumstances mentioned in the above point may be performed within 45 days from the moment the cause justifying withdrawal occurs, but no later than within 270 days from the day of conclusion of the Contract. The statement of withdrawal from the Contract must be in written or email form together with the reason for withdrawal. The Seller is entitled to withdraw from the Contract in whole or in part, at his own discretion. In the event the Seller exercises the right to withdraw from the Contract, the Seller bears no liability for non-performance of the Contract. After withdrawing from the Contract for reasons on the Buyer's side, the Seller is entitled to claim damages from the Buyer for damage suffered by the Seller due to the withdrawal.
4. In the event the Buyer sold Goods purchased by him under the Contract to a third party, from which the Seller withdrew, the Buyer is obliged to receive compensation in the amount of the price the Buyer received for the sold Goods.
5. The Parties, to the fullest extent permitted by law, exclude the Buyer's rights to withdraw from the Contract arising from applicable law. Notwithstanding this, in the event the Buyer withdraws from the Contract, the Parties jointly declare that withdrawal from the Contract will concern only the unperformed part of the Contract, that is, it will concern only the remainder of unfulfilled performance.
6. If the impossibility of performance by the Seller resulted from force majeure, the Buyer has no right to claim for damages arising from non-performance or untimely performance of the Contract.

§5. LIABILITY

1. The risk of loss or damage to Goods transfers from the Seller to the Buyer at the moment of delivery of Goods to the Buyer.
2. The Seller's liability for non-performance or improper performance of the Contract is limited solely to actual damage resulting from intentional fault remaining in the normal, foreseeable and direct consequence of the Seller's action or omission and is limited to the net value of the Contract. In no case does it include indirect damages, damages in the form of lost profits, processing costs and production losses. Any further liability of the Seller, with the reservation of imperatively applicable law, is excluded.
3. The Seller is not liable for any damage caused to the Buyer, including damage arising from untimely performance of the Contract resulting from failure to deliver or perform services on time by the Seller's supplier or subcontractor, except for damage which the Seller or persons by whom he performs his obligations caused to the Buyer intentionally.
4. The Seller is not liable for non-performance of obligations arising from the Contract, including their non-performance on time in the event of force majeure, which the Parties consider any external event of an extraordinary nature that could not be foreseen or prevented, and in particular: natural disasters, fires, strikes, government import and export bans, wars and other causes beyond the control of the Parties. The Party in a force majeure situation is obliged to immediately inform the other Party of the occurrence of force majeure, but this does not constitute a condition for the exclusion of liability of such party in accordance with the preceding sentence.
5. To the extent permitted by law, the Seller is not liable for technological consequences of Goods use (in particular, cutting/processing difficulties, increased tool wear, cracking, deformations, non-conformity of punching/bending effect, reduced process efficiency, downtime), as well as for indirect and consequential damages, including lost profits, demounting/remounting costs, disposal, production withdrawal and claims by the Buyer's contractors. The Buyer bears exclusive risk of selecting Goods for the application, technological process and parameters required in his production.
6. To the extent that the Seller does not expressly reserve such properties, goods sold by it in second grade/overrolled cannot be treated as construction products, suitable for use in construction work, to the extent corresponding to their performance properties and intended use, or as meeting any standards for this type of products. The use of such Goods in construction work is performed at the full risk of the Buyer.
7. Insofar as the Order Confirmation or Contract do not expressly provide otherwise, the Parties agree that the permissible tolerance of parameters, including the thickness of all Goods sold by the Seller in second grade/overrolled, is at the level of ±30% relative to the nominal values indicated in the Order Confirmation and relative to the values appropriate for the given type of Goods. Delivery within this tolerance constitutes proper performance of the Contract and does not constitute the basis for any claims of the Buyer, including claims for replacement, price reduction, compensation, refund or withdrawal.
8. All data regarding the parameters, properties, and applications of Goods marked as second grade / over-rolled (including in particular: thickness, dimensions, hardness, plasticity, strength, chemical composition, weldability, susceptibility to cutting/processing, and suitability for stamping/bending), derived from catalogs, technical sheets, certificates, standards, manufacturer markings, mill information, or commercial information, are indicative and do not constitute a guarantee of properties or agreement on the characteristics of the Goods. The Buyer acknowledges and accepts that for such Goods, deviations in parameters, dimensions (including thickness), shape, surface, and mechanical and functional properties beyond the tolerances typical for full-grade goods are permissible, including beyond the tolerances indicated in section 7 above, as well as that the grade/type designation may be approximate, and material parameters may differ from the typical ranges for full-grade material of the first grade of this type confirmed by a quality certificate 3.1 from the manufacturer’s mill/type, provided that it is permissible for the Seller to use extended ranges of parameters for the given grade/type. The zinc coating in Goods marked as second grade may also deviate from the specified parameters. Within the limits permitted by law, the Seller shall not be liable for any non-compliance of such Goods' parameters with the parameters that this grade/type of Goods should have, for differences between the parameters declared by the manufacturer/mill and the actual parameters, for the fulfillment by these Goods of any expectations of the Buyer, or for their suitability for a specific purpose, for a particular technological process, or for further processing, and the Buyer bears the sole risk of using such Goods for a given purpose..
9. The Seller reserves that with respect to Goods marked as second grade/overrolled, they may be sold by him using other grade/type designations than those given to these Goods by their manufacturers. In accordance with section 8 above, due to the nature of second grade/overrolled Goods, the Seller does not guarantee that these types of Goods have parameters consistent with designations given by manufacturers, nor with designations given by the Seller.
10. The Buyer acknowledges that the Seller also has Goods without a specified grade and then the Seller determines the parameters of such Goods according to his best knowledge. The Buyer has the opportunity before concluding the Contract to verify the Goods at the Seller's registered office. All reservations and exclusions of liability and warranty conditions specified in these GTC for second-grade Goods apply to this type of Goods.

§6. GOODS DELIVERY

1. Unless otherwise agreed, delivery will be performed by pickup of Goods by the Buyer at the place indicated by the Seller in the Order Confirmation after notification by the Seller of Goods readiness for pickup (EXW Incoterms). The Buyer is responsible for insuring Goods regardless of whether transport is performed by the Seller, Buyer or a carrier.
2. If the offer contained in the Order Confirmation is accepted and the Parties agree that delivery will take place at a place other than the Seller's registered office, delivery will be performed by the Seller by delivering the Goods to that place. The Seller reserves the right to charge for transport, insurance and other costs related to Goods requiring expedition or special risk.
3. The Seller reserves the right to perform delivery in batches, and these GTC apply with appropriate changes to each batch delivery. The Seller has the right to issue an invoice for each batch delivered by the Buyer in accordance with the provisions of these GTC.
4. The Buyer is obliged to inspect the Goods at the moment of receipt in terms of quantity, quality and conformity with the Contract, for patent defects. In the event of objections regarding the above-mentioned Goods characteristics, a discrepancy report must be immediately drawn up, i.e. at the moment of Goods receipt, in which comments and objections will be noted. The protocol will be drawn up with the participation of the person receiving the goods on behalf of the Buyer. It is accepted that in the absence of a discrepancy report, the Goods were received without objections. The person receiving the Goods is obliged to confirm receipt of the Goods in writing with their signature, thereby confirming the fact that the Seller has fulfilled its performance.
5. Unqualified acknowledgment of the Goods receipt document (WZ) confirms the conformity of Goods with the Contract.
6. Any certificates, certificates of conformity or other documents attached to the Goods by its manufacturer and indicating the quality of Goods, its parameters and technical properties do not constitute confirmation by the Seller of the data contained therein. Such certificates and quality certificates are attached only to first-grade Goods and only upon the Buyer's request.
7. In the case of Goods defined as second grade/overrolled, the Seller does not guarantee that they will have parameters and technical properties resulting from the technical documentation attached to them by their manufacturer.
8. The Seller specifies the deadline for Contract performance in accordance with these GTC. The Seller is entitled to suspend the performance of the Contract at the specified deadline if the Buyer has not paid in full any previous Contract concluded with the Seller, until the Buyer settles all liabilities arising from all previous Contracts concluded with the Seller. This right also applies to situations in which the Buyer paid in advance all or part of the liabilities under the performance of the given Contract.
9. In the event that the Buyer does not collect the Goods within the period specified in accordance with the General Terms and Conditions of Sale and Delivery, or if, after being notified by the Seller of the intention to ship the Goods, the Buyer does not confirm readiness to receive them within the period specified by the Seller, the Seller shall be entitled, at its discretion, to:
   • Indications in writing or by email of a new shipping date, or
   • Storage of Goods at the sole expense and risk of the Buyer and charging the Buyer with storage costs at a flat rate of 3% of the gross value of the stored Goods according to the price in the concluded Agreement for each commenced month of storage, starting from the first day after the original collection date, or
   • Designating the Goods for scrapping and demanding payment from the Buyer of a price reduced by the value of the scrap, about which information will be communicated to the Buyer by the Seller – in the event that the Buyer's delay in collecting the Goods exceeds 30 days from the original collection date, or
   • The sale of Goods to another client and charging the Buyer with the difference between the price received from that client and the price agreed for the Goods in the Agreement with the Buyer.
10. The Seller reserves that the weight of the delivered Goods may differ for a given item indicated in the Order Confirmation by +/-20% relative to the quantities specified in the Contract, due to the quantity tolerance provided by manufacturers. Delivery of Goods within the above tolerance is considered proper performance of the Contract by the Seller, and the Buyer is obliged to accept the Goods and pay for the actually delivered quantity.
11. In the case of sales settled according to actual weight, the weight measurement according to the scale readings indicated in the WZ document is taken for settlement, and in this case the Contract is also considered performed if the criteria described in the preceding sentence are met,
12. The absence of authorized persons preventing the Seller from delivering the subject of the Contract within the agreed deadline is treated as delivery of Goods without defects, in accordance with the concluded Contract. In the same way, the unjustified refusal to accept the Goods by the Buyer is treated. In such cases the Seller is exempted from liability for damages to the Buyer and may charge the Buyer with the cost of additional transport, storage, additional loading and unloading.
13. The buyer undertakes to:
    • immediate email or telephone notification to the Seller of any factual and legal circumstances that may affect the performance of the Agreement,
    • ensuring appropriate, safe, and hygienic unloading conditions and a person responsible for receiving the subject of the Agreement at the place of delivery throughout the entire period of waiting for the execution of the Agreement.
    • Ensuring the appropriate condition of access roads, unimpeded and uninterrupted entry and exit to the place of delivery of the Goods. In the case of time, zone, or weight restrictions on truck traffic, the Buyer is obliged to provide the Seller with permits for trucks to enter the zone subject to the restriction. If the Buyer fails to fulfill the above obligation, the Seller shall not be responsible for delays in the performance of the Agreement, and the Buyer shall bear the resulting costs, including the costs of such transportation, as well as additional loading and unloading.

§7. LIABILITY FOR DEFECTS, COMPLAINTS

1. The Parties to the Contract, to the fullest extent permitted by law, exclude the Seller's liability for warranty of defects of the sold goods with respect to Goods marked as Grade II Goods or Overrolled Goods and with respect to all Goods in the scope of differences in parameters of sold Goods, including their thickness. To the extent that warranty is not excluded, the Seller is liable for warranty if a physical defect is found within 14 days from the day the Goods are delivered to the Buyer. The remaining provisions of this paragraph apply only to cases where liability for warranty is not excluded.
2. Grade II / Overrolled Goods may have defects relative to applicable standards and regulations, in particular:
   • exceeded tolerances of dimensions and shapes (width, thickness, straightness, skewness, flatness, edge inclination, twisting, ovality, scythe-like form, waviness, convexity, concavity, kinks, ripples,),
   • lack or incomplete labeling/marking, the Seller is not liable for existing markings/markings,
   • differences in chemical composition, structure and mechanical and performance properties (weldability, hardenability, delivery condition, flow lines, coating suitability),
   • surface finishing (discontinuities, scratches, scratches, cracks, adhesions, linear rolling, physical and production defects, peeling zinc, corrosion, passivation traces, material oiling level),
   • lack of inspection documents,
   • lack of grade classification.
3. The Buyer, during receipt of Goods, is obliged to examine them. Any quantity claims and quality claims regarding patent defects during Goods receipt or delivery may be submitted to the Seller by the Buyer only and exclusively during receipt or delivery of Goods and immediately after. Reporting a defect during receipt or delivery of Goods requires that the Buyer place an annotation on the WZ document.
4. About hidden defects of Goods, i.e., defects which the Buyer could not detect by exercising utmost diligence during receipt or delivery, the Buyer will notify the Seller no later than 7 days from the day the defect is discovered.
5. A complaint requires providing data that allows unambiguous identification of the origin of the Goods from the Seller, quantity, reason for the complaint (description of the defect), invoice number and date, WZ document, address of the Goods storage location and presentation of documents justifying the claims including a photo of the tag, sticker, pendant and photos documenting the defects of each complained Goods.
6. A complaint may be delivered:
   • by electronic mail to: jaroslaw.a@darko-steel.pl
   • by registered letter to the company's registered office,
   • delivered in person to the company's registered office
7. The Seller will consider the complaint as quickly as possible taking into account its other obligations, but no later than 30 days after receipt thereof, with the reservation that the deadline for complaint consideration may be extended by the time of waiting for the results of Goods examination and obtaining information or documents from the manufacturer, which the Seller will inform the Buyer before the deadline for complaint consideration, indicating a new deadline for its consideration.
8. Non-compliance with complaint deadlines, form or content described in section 3 - 6 entitles the Seller to reject the complaint due to loss of warranty rights.
9. The Buyer is obliged to properly secure the complained Goods including against destruction and corrosion or other surface defects, and furthermore allow the Seller to inspect the complained Goods in a manner allowing unambiguous identification of the Goods, sampling and performance of technical tests and ensure all conditions necessary to conduct inspections and determine the validity of the complaint, under the penalty of loss of warranty rights.
10. Any tests of Goods before filing a complaint are borne by the Buyer. In the event of Goods testing by the Seller after a complaint is filed, the Buyer will reimburse the Seller for the costs incurred, in the event that the tests show lack of product defects (i.e., lack of its conformity with the Contract and these GTC).
11. In the event of an unfounded complaint, all costs of its verification including the costs of the Seller's employees and their travel will be borne by the Buyer.
12. In the event a complaint is deemed justified, the Seller may within the agreed timeline deliver the missing Goods or perform replacement/repair of defective Goods, withdraw from the Contract or refund an appropriate portion of the remuneration to the Buyer. The Seller makes the decision in this regard having regard to the type of established Goods defect.
13. Return of defective Goods takes place in the place where the defective Goods are located, indicated in the complaint submitted to the Seller. The Buyer is obliged to prepare defective Goods for loading and receipt by the Seller at his own expense, load defective Goods and unload Goods delivered in their place. In the event the returned Goods are damaged, soiled, covered with rust or other surface defects that arose after sale, or are not subject to unambiguous identification, the Seller may refuse to accept them. In this situation, the Buyer loses warranty rights and the Seller may withdraw the previously accepted complaint or maintain the complaint acceptance while charging the Buyer with the costs associated with the removal of the defects mentioned above.
14. The Seller has the right to suspend the Buyer's warranty claims until the Buyer settles all outstanding liabilities.
15. The Seller is not liable for non-performance or improper performance of the Contract in the event that:
    • The Buyer knew of a Goods defect at the time of its delivery or could notice it at the time of delivery by exercising appropriate diligence,
    • Resale of the Goods or repair of the Goods occurred without agreement with the Seller,
    • Installation, assembly, processing of Goods occurred in any manner,
    • Goods defects resulted from improper storage including inadequate protection against corrosion, erosion or creation of other surface defects

In such cases warranty is excluded.

16. The Seller's liability for warranty is limited in any case to the value of the defective part of the Goods. Apart from the warranty described in these GTC, the Seller does not provide the Buyer with any other warranties and is not liable to the Buyer for Goods defects on any other grounds.
17. In the case of Goods classified as second grade or re-rolled, the Seller's liability under warranty or for improper performance of the obligation is excluded. The Seller does not guarantee the suitability of second-grade Goods for specific purposes, equivalent to that of full-value Goods, in particular their suitability for permanent incorporation into construction objects or their parts. The risk of use of the Goods covered by the Agreement rests solely with the Buyer. Goods sold as non-full-value – second grade and re-rolled – are not subject to return or quality complaints. The parties exclude the Seller's liability for the lack of properties or parameters of Goods classified as second grade or re-rolled, including liability for improper performance of the obligation in terms of quality, unless the Seller deceitfully concealed a defect. Goods are classified as second grade or re-rolled if such information appears in the Confirmed Order upon opening the Order, or in any material concerning such Goods. The receipt of such Goods by the Buyer simultaneously constitutes a statement that the Buyer agrees that the Goods are second-grade/overrun Goods.
18. Quality complaints may be considered only with respect to unprocessed goods. With respect to Goods that have been partially or completely processed, complaints will not be considered.

§8. PERSONAL DATA PROTECTION

In accordance with art. 13 section 1 of the general regulation on personal data protection of 27 April 2016, I inform that:

• The personal data administrator of Buyers and persons acting on behalf of Buyers is Darko Steel Group Sp. z o.o. with its registered office in Sosnowiec ul. Wojska Polskiego 8, 41-208 Sosnowiec, entered in the Register of Entrepreneurs of the National Court Register managed by the Regional Court Katowice – Wschód in Katowice, VIII Commercial Division of the National Court Register under number KRS: 0001081207, NIP: 6443580117 REGON: 527475146, share capital: 100,000 PLN.
• Your personal data will be processed for the purpose of concluding the Contract or undertaking activities before concluding the Contract, and in the case of persons acting on behalf of Buyers - for the purpose of concluding the Contract with the Buyers or undertaking activities before concluding the Contract with the Buyers, which constitutes a justified interest of the data administrator.
• Recipients of your personal data will be state institutions by virtue of law, and also on the basis of concluded contracts - transport companies, banks, payment operators and other entities acting in the performance of sales contracts and employees or associates of the administrator.
• Your personal data will not be transferred to a third country/international organization.
• Your personal data will be stored for the period of the Contract and its performance. After this period, your data may be processed for the purpose of defending against claims or pursuing claims, which constitutes a legally justified interest of the data administrator, as well as for the period indicated by the law for archiving accounting documents.
• You have the right to access the contents of your data and the right to correct them, delete them, restrict processing, the right to data portability, the right to object (within the scope of processing carried out on the basis of a justified legal interest of the data administrator), the right to withdraw consent at any time without affecting the legality of processing (if processing is carried out on the basis of consent), which was done on the basis of consent before its withdrawal;
• You have the right to file a complaint with the PUODO when you believe that the processing of your personal data violates the provisions of the general regulation on personal data protection of 27 April 2016;
• Providing personal data by you is a contractual condition, voluntary, but failure to provide data will make it impossible to conclude the Contract and its performance.
• Your data will not be processed in an automated manner.

§9. FINAL PROVISIONS

1. In matters not regulated by the Contract or GTC, the provisions of Polish law shall apply, in particular the Civil Code.
2. All Contracts between the Parties shall be governed by Polish law. The application of the provisions of the United Nations Convention on Contracts for the International Sale of Goods and related international law standards is excluded.
3. The Parties agree that among other things, statements, requests, notices and information provided by electronic mail (e-mail) will be considered delivered from the Buyer to the Seller within the specified deadline if their content was received by the Seller within that deadline, confirmed by a read receipt notification or confirmation of receipt.
4. The Seller and Buyer will strive to settle amicably any disputes arising from the performance of contracts covered by these conditions.
5. In the event of impossibility of amicable settlement of the matter, any disputes arising directly or indirectly from these regulations shall be resolved by common courts competent for the Seller's registered office. The Seller reserves the right to file a lawsuit also to the court competent for the Buyer.
6. The seller is not responsible for the improper or unlawful use by the Buyer of the Goods or the trademarks with which the Goods are marked.
7. The Parties agree that if either Party refuses to accept a document, the document shall be deemed delivered on the day the Party refused to accept it.
8. The provisions of the GTC in no way exclude or limit the rights and claims of the Seller against the Buyer that may arise from the provisions of law, in particular the right to claim damages under general principles.
9. Each Party of the Contract undertakes to immediately notify the other Party in writing, in particular of a change in the data contained in the documents, including:
   • change of registered office address,
   • commencement of bankruptcy or restructuring proceedings, as well as reasons justifying the commencement of such proceedings;
   • change of legal status and name;
   • change in the personal composition of persons authorized to receive goods and services and VAT invoices
   • persons authorized to submit offers under the Order Confirmation and accept such offers
10. In the event of failure to notify the other Party to the Contract of a change in accordance with the previous point, the Party obliged to notify undertakes to cover the other Party with all costs resulting from the Party not notified having outdated information. Simultaneously, it is accepted that lack of information about changes may result in Goods being delivered or services being performed to unauthorized persons, in such case it is accepted that the Goods or services were received by a person acting on behalf of the Party that did not notify of the change in data.
11. The Buyer declares that all Agreements concluded with the Seller are of a professional nature, resulting in particular from the subject of the Buyer's business activity. In the event that the Buyer is a consumer or a natural person concluding an Agreement directly related to their business activity, when it results from the content of this Agreement that it does not have a professional nature for this person, the Buyer should inform the seller of this fact when concluding the Agreement or immediately after becoming aware of this obligation. In the event that the Buyer is a consumer or a natural person concluding an Agreement directly related to their business activity, when it results from the content of this Agreement that it does not have a professional nature for this person, the limitations of the Seller's liability specified in these T&Cs, including limitations of rights under warranty, do not apply to the Agreement, and if the Agreement is concluded at a distance or outside the business premises, to the Buyer

The Buyer declares that all Agreements concluded with the Seller are of a professional nature, resulting in particular from the subject of the Buyer's business activity. In the event that the Buyer is a consumer or a natural person concluding an Agreement directly related to their business activity, when it appears from the content of this Agreement that it does not have a professional nature for that person, the Buyer should notify the Seller of this fact when concluding the Agreement or immediately after becoming aware of this obligation. In the event that the Buyer is a consumer or a natural person concluding an Agreement directly related to their business activity, when it appears from the content of this Agreement that it does not have a professional nature for that person, the limitations of the Seller's liability specified in these General Terms and Conditions of Sale and Delivery, including limitations of rights under warranty, do not apply to the Agreement, and if the Agreement is concluded at a distance or outside the business premises. The Buyer has the right to withdraw from the Agreement within 14 days of concluding it without giving any reason and without incurring any costs. In the event that the Buyer is a consumer or a natural person concluding the Agreement directly related to their business activity, when it is evident from the content of this Agreement that it does not have a professional character for that person, within 14 days of withdrawal, the Buyer should return the Goods to the Seller and, in this case, bears the direct costs of returning the Goods, unless the Agreement was concluded outside the business premises, the Goods were delivered to the Buyer's place of residence, and due to the nature of the Goods, they cannot be returned in the usual way by mail, in which case the Seller is obliged to collect them You have the right, within 14 days of concluding the Agreement, to withdraw from it without giving any reason and without incurring costs. In the event that the Buyer is a consumer or a natural person concluding an Agreement directly related to their business activity, and it follows from the content of this Agreement that it does not have a professional nature for that person, within 14 days of withdrawal the Buyer should return the Goods to the Seller, and in this case bears the direct costs of returning the Goods, unless the Agreement was concluded outside the business premises, the Goods were delivered to the Buyer's place of residence, and due to the nature of the Goods they cannot be sent back in the usual way by mail, in which case the Seller is obliged to collect them.

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