General Terms of Business
Range
Article 1. (1) The present general conditions apply to all contracts by and between „DF Bulgaria” Ltd and its clients. A departure from these general conditions is permissible only under an explicit written agreement between the parties.
(2) Proposals (offers) of clients which depart from the present general conditions are not binding for „DF Bulgaria” Ltd but in case of explicit written consent regarding them.
Definitions
Article 2. According to the meaning of these general conditions:
1. „Contract” is every contract which „DF Bulgaria” Ltd concludes with its clients as for example a sale-trade contract, a contract for manufacture, a contract for services etc.
2. „Claim” is every claim of our clients originating out of obligations under a contract which are not precisely executed by „DF Bulgaria” Ltd.
3. „User” is every individual who enters into a contract for purposes which are not within the scope of the trade or professional activity proceeded by him/her.
4. „Clients” are all people which are interested and/or concluded a contract with „DF Bulgaria” Ltd as far as this contract is within the scope of their trade or professional activity.
Conclusion of a contract
Article 3. (1) The contract is regarded as a concluded one when „DF Bulgaria” Ltd accepts the proposal (offer) in a written or oral form. The proposal which the client addresses to „DF Bulgaria” Ltd has to bind it for a period which is not shorter than 10 days reckoned from the date of its submission to „DF Bulgaria” Ltd.
(2) The confirmation of the proposal (order) of the client or its execution on behalf of „DF Bulgaria” Ltd is equal to acceptance.
(3) If the client does not agree with the contents of the acceptance he immediately has to make objections about it before „DF Bulgaria” Ltd.
Prices, payment, security
Article 4. (1) As far as something else is not stipulated, the prices offered by „DF Bulgaria” Ltd are F.O.B. our store. This clause does not influence on the place of delivery. The prices do not include also expenses for packing and transport.
(2) In case that the client wishes to get additional services (for example an installation) or insurance of the delivery , he owes relevant additional payment.
(3) If regarding the execution of a delivery or a part of it, it is stipulated that it is going to be executed in more than four months’ time after the conclusion of the contract and if regarding its execution a firm price is not contracted, then the price is defined according to the price lists of „DF Bulgaria” Ltd valid as of the date of the execution of the delivery.
(4) In case that „DF Bulgaria” Ltd is obliged to execute its duties under a contact before the client has executed his ones „DF Bulgaria” Ltd has the right to require the client to submit a just demand.
(5) If something else is not stipulated all payments to „DF Bulgaria” Ltd have to be proceeded through a bank at the account of the company without expenses for fees and commissions on behalf of „DF Bulgaria” Ltd.
(6) Bills of exchange, promissory notes and checks are accepted as an exception as they have to include also all expenses regarding the payment of the amounts due.
(7) In case that payment of the price by instalments is stipulated, the whole of the remaining amount which is not paid is regarded as immediately demanded in case the client delays the payment of a demanded instalment more than 14 days, stops the payments or the client is declared bankrupt.
(8) Deductions on behalf of the client are admissible only in the presence of irrefutable and exigible obligations of „DF Bulgaria” Ltd.
(9) The client may exercise the right for detaining on things which he has received under the same contractual grounds.
Terms for execution, dispatch
Article 5. (1) The terms for execution defined by „DF Bulgaria” Ltd are tentative as far as it is not specifically indicated that they are “fixed”.
(2) The terms for execution for „DF Bulgaria” Ltd shall be in force after three working days as of the sending of the notice for acceptance of the offer. In case that the beginning of the execution premises submission of documents or materials on behalf of the client or the proceeding of advanced payment or the submission of security, then the term for execution is in force after three working days as of the execution of the indicated activities on behalf of the client.
(3) The client has the right to address an invitation for execution to „DF Bulgaria” Ltd not earlier than the expiration of 4 weeks after the expiry of the term which is not explicitly indicated as a fixed one as he gives an appropriate term for execution which can not be shorter than 10 working days. After the expiration of this term „DF Bulgaria” Ltd falls into delay.
(4) The term for execution on behalf of „DF Bulgaria” Ltd is regarded as kept if up to its expiry the commodity is given to a speditor under an obligation for delivery to a premise of the client or when a notice that the commodity may be received in all other cases is sent to the client.
(5) In case that by client’s wish the commodity is sent to him by means of a carrier, „DF Bulgaria” Ltd has the right but not the obligation to insure the cargo against risks regarding the transportation.
Partial deliveries
Article 6. (1) In case that „DF Bulgaria” Ltd does not have in stock all goods which are ordered, it has the right to execute the delivery in parts.
(2) In case that it is contacted that the client shall receive a part of the goods within a term set by him, then every separate delivery is regarded as an individual contract and is within the scope of these general conditions.
(3) The client is obliged to receive on behalf of „DF Bulgaria” Ltd all goods which are ordered within the contractual terms.
(4) In case of delay on behalf of the client according to a contract which stipulates partial deliveries to pay a duty exceeding the equivalence of 1 000 (one thousand) euro, for more than 4 weeks „DF Bulgaria” Ltd has the right to execute an immediate delivery of all quantities of goods which the client has the right to receive as the client is obliged to pay the whole amount of all goods which are ordered.
Receiving of a commodity. A departure regarding quantity (partial execution)
Article 7. (1) The client is obliged to receive a commodity which has to be delivered by „DF Bulgaria” Ltd within 14 days reckoned from the receiving of the notice that it is at his disposal and may be received. Inessential defects can not be a reason for non-acceptance of a commodity.
(2) The admissible departure regarding quantity is within the range of ± 3 %, as the price of the delivery is corrected respectively.
Keeping ownership
Article 8. (1) Under delivery of goods, regardless of the grounds, „DF Bulgaria” Ltd keeps its ownership over them up to the payment of the total amount of the amount due on behalf of the client in accordance with Article 205 out of the Law for obligations and contracts. If the commodity is a part of a common order the property right is transferred after payment of the whole amount of the price of the whole order.
(2) This clause is not applied in cases when the commodity is a non-substantial component of other commodity.
(3) The client is obliged to inform his creditors about the keeping of ownership over the goods received from „DF Bulgaria” Ltd , otherwise he owes compensation to „DF Bulgaria” Ltd.
(4) The client is obliged to inform immediately „DF Bulgaria” Ltd about all violations or taken measures regarding security or forced execution on the goods according to Paragraph 1 and to give it all documents and to give its support with regard to any necessary cooperation needed for defence of its rights.
(5) In the event of rising of risks according to Paragraph 1 or in case of ceasing of payments on behalf of the client „DF Bulgaria” Ltd has the right to visit client’s premises where the goods are located, to mark them as its property or to take them back and to undertake other measures necessary for their safe storing at client’s expense. The client is obliged to provide „DF Bulgaria” Ltd with the necessary access for the execution of these rights and to give its support regarding any necessary cooperation.
(6) In case of termination of the contract through client’s fault „DF Bulgaria” Ltd has the right to get back or to sell to third parties the goods according to Paragraph 1 as the selling price due on behalf of the client is to be decreased through the amount (according to the contract) of the goods which are taken back or sold by „DF Bulgaria” Ltd.
(7) The client has the right to manufacture or process the goods according to Paragraph 1 within the scope of its economic activity. He has no right to set up securities regarding these goods. The client gives his irrevocable consent that in case of non-execution of its obligations to „DF Bulgaria” Ltd, he shall transfer to „DF Bulgaria” Ltd all his claims regarding third parties which have received the goods according to Paragraph 1 in initial, manufactured or processed form. Upon request the client is obliged immediately to inform „DF Bulgaria” Ltd about the identity and the addresses of the individuals who have received these goods.
(8) The client performs the manufacture and procession of the goods according to Paragraph 1 on behalf of „DF Bulgaria” Ltd but at his expense. In the event of mixing the commodity with another one which belongs to a third party „DF Bulgaria” Ltd becomes a co owner along with the third party of the new commodity in accordance with the proportion of the value of its commodity compared to the end product calculated up to the moment of the manufacture. If the client gains the ownership over the new commodity, then this does reflect on the co owner’s part of „DF Bulgaria” Ltd as the client is obliged to store the commodity at his own expense.
Responsibility
Article 9. (1) At the event of unintentional non-execution of our contractual obligations, the responsibility of „DF Bulgaria” Ltd is limited to the foreseeable for a good trader and typical for the particular type of contract or designation of the commodity damages, which are a direct and immediate consequence of non-execution.
(2) The claims according to Paragraph 1 are paid off as of the expiry of one year reckoned from the delivery of the commodity. The prescription is in force as of the moment in which the commodity is given to the client, to a shipping agent or a carrier or as of the moment in which the client gets into a state of delay of the creditor.
(3) „DF Bulgaria” Ltd is not responsible for non-execution which is a result of a slight negligence performed on behalf of its subcontractors or representatives.
(4) The above mentioned limitations of the responsibility does not refer to damages caused by faulty products as well as damages caused by death or a physical injury.
Force majeure
Article 10. Force majeure, strikes and other forms of protests of workers, protest actions of citizens, delayed deliveries of subcontractors or suppliers as well as other unforeseeable and unpreventable events set free “DF Bulgaria” Ltd as well as its co contractors from the obligation for execution for the period during which these events last. This also applies to the period during which the co contractor in question has already fallen in delay except for the case when it is caused intentionally or because of a rude negligence on his behalf. The parties are obliged to inform each other as soon as possible for the circumstances which have occurred and to adjust their relations to them according to the principles of good faith.
Quality
Article 11. (1) The quality of a commodity is defined, as far as something else is not contracted, through its description provided by „DF Bulgaria” Ltd or the relevant manufacturer. Public announcements or advertisements of the manufacturer or „DF Bulgaria” Ltd are not authoritative in the event of an assessment of the quality of the goods.
(2) „DF Bulgaria” Ltd gives guarantee for goods only in cases when it is explicitly indicated that such a guarantee is given or if out of the respective text it is unambiguously clear that such a guarantee is given.
(3) The data given by „DF Bulgaria” Ltd regarding catalogues, prospects or something of the same kind are usual for the branch approximate data except for the cases when the company explicitly indicates that it regards itself as bound by them.
(4) At the event of data announced by „DF Bulgaria” Ltd regarding the quality of the products, the German standards out of the series DIN 24041 and the following ones are applied including admissible departures.
(5) „DF Bulgaria” Ltd has the obligation to give goods without a trace of lubricating materials and/or rust if it is explicitly contracted.
(6) „DF Bulgaria” Ltd has no obligation to check the quality of the raw materials, materials, half-ready products and details. The obligation for checking, if the same ones are suitable for the production of the end product, is born by the client. The client accepts loss of material as a result of the procession up to 5 %. In case that the poor quality of raw materials, materials, half-ready products and details results in non-suitability for use of end products, he has the obligation to pay „DF Bulgaria” Ltd a remuneration for the work performed. If as a result of the poor quality damages are caused to „DF Bulgaria” Ltd or to third parties, the client is obliged to compensate them respectively to replace „DF Bulgaria” Ltd concerning the actions at law regarding claims for indemnification laid by third parties to it.
Claims on behalf of the client
Article 12. (1) Regarding obvious defects the client is obliged to lay a written claim within a term of two weeks reckoned from the date of the delivery as he gives opportunity to „DF Bulgaria” Ltd to proceed an inspection of the products. In the event of expiry of the indicated term the right for claim is paid off except for the cases when „DF Bulgaria” Ltd has given an explicit longer guarantee or in case of intentional actions on its behalf. After finding the defect the client is obliged to give opportunity to „DF Bulgaria” Ltd to eliminate it. The burden of proof that the obvious defect existed at the delivery of the product and that the term according to s. 1 is kept is born by the client.
(2) At the presence of hidden defects which are revealed after giving of the product the client is obliged to inform „DF Bulgaria” Ltd immediately after their revelation and to give it opportunity to inspect the faulty products. In case that the faulty products are processed, manufactured or changed in some other way before their inspection on behalf of „DF Bulgaria” Ltd or if the defects are eliminated by third parties, the right for a claim of the client is paid off.
(3) The defect is eliminated through repairing of the faulty product. At the discretion of „DF Bulgaria” Ltd, the elimination may also be proceeded by means of a free exchange of the product with a new one.
(4) If the client has defined a term for „DF Bulgaria” Ltd for elimination of the defect which can not be shorter than 15 working days and the defect is not eliminated , then under written request on behalf of „DF Bulgaria” Ltd he has to state within a term of two weeks if he terminates the contract or he insists on real execution. If the file is not submitted in time, the claim for real execution is paid off in case „DF Bulgaria” Ltd has explicitly informed the client about that.
(5) The termination of the contract and the claim for damages are admissible only in cases when the non-execution of the obligations of „DF Bulgaria” Ltd is inessential and the real execution does not correspond to its interest.
Prescription
Article 13. (1) The claims related to the responsibility for faults except for these ones for compensation on behalf of the client are paid off by means of expiry of 12 months reckoned from the date of the delivery of the product excluding the cases of intentional actions on behalf of „DF Bulgaria” Ltd. On the date of delivery the delay of the client to receive the commodity or its transfer to a carrier or a shipping agent is equalized.
(2) In case of repairing the commodity, the term for prescription is not prolonged regarding the period for repairing.
Regress claims
Article 14. If a product delivered by us is given later on to a user, then the seller has regress claims against „DF Bulgaria” Ltd according to Article 116 of the Law on consumer protection.
Place of execution
Article 15. A place of execution of all obligations, as far as something else is not contracted, is the hall of „DF Bulgaria” Ltd in town Dragoman.
Jurisdiction
Article 16. All disputes related to the validity and execution of the contracts between „DF Bulgaria” Ltd and the clients are within the jurisdiction of the competent court in Sofia city.
Applicable law
Article 17. The law of the Republic of Bulgaria is applied to the legal relation which is settled by means of the present general conditions.
Validity
Article 18. In case that any of the regulations of the present general conditions is announced for invalid, it does not affect the validity of other regulations or to the general conditions as a whole. The invalid regulation is replaced by the norms of the law.
GENERAL CONDITIONS
OF „DF BULGARIA”