General terms of sale

General terms and conditions of sale

I. DEFINITIONS:

1. Seller – Przedsiębiorstwo Wielobranżowe AUTOS Sp. z o. o. with its registered office in Solec Kujawski at ul. Unii Europejskiej 2B, 86-050 Solec Kujawski, KRS 0000021284. The Seller may act independently or through its representatives or agents. In case of any doubts regarding the scope of a given representative's or agent's authorization, the content of the power of attorney document or agency agreement shall be decisive.
2. Buyer – a natural person, legal person, organizational unit without legal personality, placing an order or purchasing Goods or Services of the Seller,
3. Parties – Seller and Buyer,
4. Goods – movable items offered for sale by the Seller,
5. Services – services provided by the Seller, in particular in the scope of delivery of Goods,
6. GTC – this document – General Terms and Conditions of Sale of the Seller,
7. Incoterms – means the rules announced by the International Chamber of Commerce in Paris regarding the delivery of goods under international conditions (2010).

II. GENERAL RULES:

1. These General Terms and Conditions of Sale issued by the Seller apply to the sale of Goods and Services in all forms and modes of sale, unless separate terms and conditions result from individual sales agreements concluded by the Parties, or from other regulations and contract templates used by the Seller, in particular from the AUTOS Online Store Regulations.
2. These General Terms and Conditions constitute general contract terms within the meaning of Article 384 et seq. of the Civil Code. They constitute an integral part of contracts concluded by the Seller and are binding on both Parties unless the Parties expressly agree to different provisions.
3. The General Terms and Conditions are available on the website of PW AUTOS sp. z o. o. at the following address: https://autos.com.pl/pl/ogolne-warunki-sprzedazy, or by displaying/making publicly available at the Seller's Branches.

III. CONCLUSION OF THE AGREEMENT:

1. Information, price lists, and other advertising and sales materials addressed to an unspecified recipient do not constitute an offer, but merely an invitation to negotiate or an invitation for recipients of Goods or Services to submit offers. This applies in particular to materials presented on websites and in the AUTOS Online Store.
2. The Seller's offer is a letter from the Seller addressed to an individual recipient, or an electronic message marked "offer" sent from an address with the "autos.com.pl" domain, indicating the quantity and type of Goods or Services that the Seller can deliver under a given contract, the price, delivery or service date, and the place of delivery or service, as well as the offer's validity period, provided it expresses the Seller's explicit and direct intention to enter into a contract with the offer recipient. The above applies accordingly to contracts concluded through the AUTOS Online Store, where the Order Confirmation and a change in the Order status to "Confirmed Pending" or "Back Order" indicate the Seller's acceptance of the offer submitted by the recipient of the Goods or Services via a New Order.
3. The binding period of an offer submitted by the Seller is defined by its content. The offer may be accepted by the recipient of the Goods or Services only without reservation. Subject to the further provisions of these General Terms and Conditions, and any other provisions of the AUTOS Online Store Regulations, the contract is concluded upon signature of the contract by the last Party, or upon acceptance by the Seller of the Buyer's order submitted in writing, by fax, or by email, as evidenced by a return letter, fax, or email from the Seller, containing the minimum elements of the contract, i.e., the quantity and type of Goods or Services that the Seller undertakes to deliver under the contract, the price, the delivery or service date, and the place of delivery or service, provided this occurs before the expiry of the binding period of the offer submitted by the Seller.
4. Any reservations or modifications to the offer submitted by the Seller made by the recipient of the Goods or Services shall be deemed to be a new offer.
5. The Buyer places orders at the Seller's registered office in Solec Kujawski, or at one of the Seller's branches nationwide, in writing, by fax or email, or via the AUTOS Online Store. The minimum order content includes:
   • the name and code of the Goods or Services used by the Seller,
   • quantity of Goods,
   • proposed delivery date,
   • place (exact address) of delivery.
6. In addition, if the Buyer has not provided this data before, the order should also include the full name (company) of the Buyer, the exact address of the company's registered office, correspondence address, telephone number, fax number, e-mail address, details of persons authorized to act on behalf of the Buyer, the number under which the Buyer is registered in the business register or the KRS number, as well as the NIP and REGON numbers.
7. In addition to the regulations contained in the General Terms and Conditions, the Seller allows the possibility of concluding individual contracts and reserves the right to accept orders in part and to reject them in whole or in part without giving any reason.
8. Persons involved in the sale of the Seller's goods are not authorized to release the Seller from the requirement to confirm acceptance of the order in the form, within the time and manner specified in the General Terms and Conditions, to agree on terms of different content, or to provide a guarantee regarding the properties of the Goods or Services.

IV. PRICES:

1. All prices of Goods or Services are net prices, to which VAT must be added in accordance with the regulations and rules in force at the time of issuing the invoice by the Seller.
2. The unit price includes the cost of loading the Goods onto the means of transport at the Seller's point of sale or at the plant/warehouse of its cooperating suppliers. Unless otherwise agreed, any additional delivery terms for Goods purchased under these General Terms and Conditions will be determined in accordance with Incoterms 2010, using the EXW formula, unless the Parties have agreed otherwise in an individually concluded agreement.
3. The price of the Goods is determined by the Seller individually for a given Buyer and separately for each concluded contract, unless the Parties have agreed on fixed commercial terms, sales limits, discount levels, rebates, etc. through individual negotiations.
4. The Seller reserves the right to grant any discounts and rebates on the Goods and Services sold.
5. The Seller is entitled to unilaterally adjust the prices of the Goods, without the need to file a lawsuit, taking into account additional costs, surcharges, charges, taxes, etc. resulting from mandatory legal provisions, the effects of which occurred after the conclusion of the contract. In the case of long-term orders with a delivery period longer than 90 days, the Seller is also entitled to change the prices of the Goods in the event of a change in prices offered by the Seller's suppliers. In the latter case, the Seller will notify the Buyer of the price change in writing or by email. The Buyer will be entitled to cancel the order/withdraw from the contract within three days of receiving the above-mentioned information. Otherwise, the price change will take effect and be binding on the Parties without the need to submit any additional declarations or complete any other formalities.

V. DELIVERY TERMS:

1. If the subject of the contract is the provision of the Goods delivery service, the delivery period specified in the Seller's offer, contract, order confirmation or schedule agreed by the Parties shall commence only when the Buyer provides the Seller with all documents and information necessary for the proper execution of the delivery, in particular when the Buyer provides the Seller with all the necessary technical data, the exact place of delivery, delivery dates, hours in which the delivery can be made, the person authorized to accept the goods, the contact number at which the Buyer can be informed about unforeseen obstacles during transport that affect the delivery date, etc., and if payment has been agreed before delivery, also when the Buyer has made the agreed prepayments in full.
2. The place of delivery is the place indicated by the Buyer, which must meet at least the following minimum conditions: hardened terrain and free access, enabling transport by truck or delivery vehicle appropriate to the quantity and type of Goods ordered.
3. Confirmation of the release of Goods is made on the Goods Release Note, the waybill, the CMR document, or other documents required by the Seller. Confirmation of the release of Goods on the Buyer's part is made only by the employee personally authorized to accept them. In the absence of authorization, presented no later than before the commencement of unloading the Goods, the presumption of possession will be effective, resulting from the mere fact of signing the Goods Release Note or the actual act of accepting the Goods into the Buyer's account.
4. The Buyer who collects the Goods using their own transport or through a carrier is responsible for properly securing the load. Any loss, destruction, or damage incurred during transport is not the responsibility of the Seller. In such a case, the Seller is responsible for documented deficiencies in quantity and quality of the Goods at the time of their receipt by the Buyer or the carrier acting on their behalf.
5. If the Seller delivers the Goods to a location designated by the Buyer, the Buyer is obligated to accept the Goods in terms of quality and quantity immediately after transportation and unloading. Depending on the order placed, delivery of the Goods may be made in two ways:
   • with unloading,
   • without unloading (in such a case, the Buyer must provide all necessary means to enable efficient unloading of the vehicle).
6. The Buyer is obligated to ensure that a person authorized to receive the Goods is present at the designated delivery location (this also applies to the Buyer's drivers in the event of pickup using the Buyer's own transport). If no person with the required authorization is available at the location designated by the Buyer, the Seller has the right to release the Goods to any person who agrees to accept them on behalf of and for the account of the Buyer, at the Buyer's expense and risk. In such a situation, the Buyer bears the risk associated with the release of the Goods, provided that the Goods are released at the time and place of delivery specified in the contract.
7. In the event of force majeure or other unforeseeable, extraordinary circumstances beyond the Seller's control, such as those indicated in point IX of these GTC, the Seller reserves the right – if the above circumstances make it impossible to deliver on time – to postpone the delivery date or to provide another service by the duration of the obstacle and by an appropriate period necessary to resume deliveries or to provide another service.
8. Upon delivery of the Goods by the Buyer, the Goods must be inspected for quality and quantity. The Buyer is obligated to immediately report any visible defects or faults in the Goods or their packaging, on a CMR document or consignment note, and additionally, no later than 3 business days from the delivery date, in writing or by email to the Seller's registered office address or to the address of the Seller's branch handling the order, along with photographic documentation.
9. Goods accepted by the Buyer without reservations are deemed free from apparent defects. Acceptance of Goods on the Seller's delivery document constitutes the Buyer's forfeiture of any claims related to quantity shortages or apparent defects or faults in the delivered Goods.
10. Long-term orders, particularly back orders, remain valid despite the delivery deadline being exceeded for reasons beyond the Seller's control, particularly supplier delays and other external factors. In such cases, the Seller will inform the Buyer of the change in delivery deadline in writing, by email, or via a message generated in the Buyer's account in the AUTOS Online Store, unless the Parties agree to cancel the order. The Seller is entitled to invoice and pay for Goods not delivered to the Buyer in accordance with the agreed deadline/schedule, for reasons beyond the Seller's control. Regardless of the above, if the delivery deadline is exceeded for reasons beyond the Buyer's control, the Seller may cancel the order/withdraw from the contract within 90 days of the unsuccessful expiry of the delivery deadline.

VI. TRANSFER OF RISK:

1. The risk of accidental loss or damage to the Goods is transferred to the Buyer at the time of their delivery to the Buyer or to the person authorized to collect the Goods, including the person responsible for transport, in particular the carrier, driver, etc.
2. In the event of a delay in the delivery/shipment of the Goods for reasons attributable to the Buyer, the risk of loss or damage to the delivery item passes when the goods are ready for delivery/shipment.

VII. PAYMENT TERMS:

1. Payment for the Goods and Services will be made immediately after the Seller issues the invoice, within the time specified therein, or in accordance with separately agreed payment terms by the Parties.
2. The Parties consider the date of payment to be the date of receipt of funds in the Seller's account (the date of crediting his account).
3. The Seller may require the Buyer to pay an advance payment (advance payment) in the amount agreed in the detailed contract, as an appropriate amount or an appropriate percentage of the order value, before the date of delivery, within the time agreed in the detailed contract.
4. In the event of late payment, the Seller is entitled to charge statutory interest for delay in commercial transactions, regardless of the right to suspend delivery.
5. After the due date for any of the Buyer's obligations, the Seller has the right to suspend the delivery of any Goods to the Buyer or the provision of any Services to the Buyer, and all monetary obligations of the Buyer to the Seller become immediately due, regardless of previously agreed payment deadlines. Suspension of deliveries or the Seller's exercise of other rights provided for in these General Terms and Conditions in the event of the Buyer's default in payment deprives the Buyer of the ability to pursue any claims for non-performance or improper performance of the contract, in particular claims for damages resulting to the Buyer from the suspension of deliveries, the declaration of due and payable status of all the Seller's receivables against the Buyer, or the Seller's exercise of other rights referred to in these General Terms and Conditions.
6. The Buyer who makes regular purchases from the Seller may be granted trade credit, i.e. deferment of the Buyer's payment deadlines for the purchased Goods or Services, on terms and in amounts individually agreed by the Parties.
7. The granting of trade credit to the Buyer may be conditional upon the delivery of the required documents to the Seller, in particular:
   • a current certificate of no arrears in the payment of public law liabilities,
   • declarations that there are no bankruptcy, restructuring, liquidation or any other proceedings with similar premises or effects underway,
   • no payment arrears from the Buyer to the Seller,
   • The Buyer providing/ensuring security for payment of the Seller's receivables in a form previously approved in writing by the Seller. The final decision regarding the method and amount of security, or waiving the security requirement, rests with the Seller.
8. The Seller may refuse to conclude a contract or to accept/confirm or execute an order if the trade credit granted to the Buyer is exceeded.
9. In the event of late payment, the Seller is entitled to claim, in addition to the principal amount and statutory interest for delay in commercial transactions, other incidental costs, in particular court costs, enforcement costs, legal representation costs, and all costs related to the collection of this amount, including at the pre-litigation stage.
10. At the Seller's request, particularly if the Buyer applies for trade credit, the Buyer will provide the Seller with a bank or insurance guarantee from a recognized credit or insurance institution, or other appropriate security selected by the Seller (e.g., blank promissory note, surety, etc.), securing the Seller's claims for payment of the price/remuneration for the Goods or Services. The Seller is entitled to request such security at any time, at its sole discretion. Until the Buyer provides such security, the Seller may suspend the conclusion of the contract, acceptance/confirmation of the order, or execution of the order without any obligation to the Buyer.
11. If the Seller becomes aware of any circumstances/indications indicating a loss of financial liquidity on the part of the Buyer or a lack of creditworthiness, in particular if bills of exchange or checks issued by the Buyer cannot be redeemed, or the Buyer delays in making any payments, etc., the Seller may, at its sole discretion and option, refrain from fulfilling placed but unfulfilled orders or make their fulfillment conditional on the Buyer submitting certain security or on the Buyer paying the price/remuneration in advance, before previously agreed payment dates. In such a case, the Seller's payment claims become due upon the expiry of the deadline set by the Seller to the Buyer in writing, under penalty of suspension of order fulfillment. In the event of an ineffective expiry of the aforementioned deadline, the Seller may, at its sole discretion, withdraw from the order/agreement, or from any agreements entered into with the Buyer, in whole or in part, without separate notice. The Buyer shall not be entitled to any claims against the Seller in this respect. The Seller may exercise the right of withdrawal referred to above within 90 days from the date on which the Seller learned of the basis for withdrawal from the order/agreement.
12. If the Seller exercises the right of withdrawal referred to above, the Buyer will reimburse the Seller for all costs previously incurred by the Seller in concluding and performing the contract. This does not affect the Seller's right to pursue further claims for damages.
13. The Seller has the right to transfer any receivables owed to the Buyer by the Seller to any third party, in particular a bank (factor) – without the need to obtain separate consent from the Buyer. If the Seller exercises this right, the Buyer will be notified in writing of the transfer of the receivable and the obligation to repay the debt to the account of the assignee/factor specified in the letter. Any security for claims obtained by the Seller from the Buyer will remain valid and effective in such case and may be transferred to the assignee/factor – without the need to obtain separate consent from the Buyer.
14. The Buyer agrees to immediately notify the Seller in writing of any change in its registered office or delivery address, including its email address and fax number, if provided to the Seller. Failure to notify the Seller will result in deliveries made to the addresses and numbers indicated in orders or signed agreements being deemed effective.

VIII. RESERVATION OF OWNERSHIP:

1. Until full payment for the Goods, they remain the exclusive property of the Seller.
2. In the event of a delay in payment, the Seller may submit a written request to the Buyer, or to any other current (as of the date the return request is sent) holder/disposer of the Goods, for the return of any delivered but unpaid Goods. The Buyer is obligated, at their own expense and risk, to return all unpaid Goods to the Seller, to the location specified by the Seller, no later than 7 days from the date of receipt of the return request.

IX. FORCE MAJEURE:

In the event of circumstances that could not have been foreseen at the time of confirmation/acceptance of the order or conclusion of the agreement, such as failure to deliver by the Seller's sub-suppliers, any disruptions in the operation of the Seller's plant caused by fire, water or other similar circumstances, failure of production equipment and machines, strike, interruption of utility supplies, in particular electricity, tele-informatic services, etc., lack of transport, road accidents and collisions, actions of public authorities, etc., the Seller is released from its obligations arising from confirmed/accepted orders or concluded agreements, and from these General Terms and Conditions, for the entire duration of such circumstances, and during the additional time necessary to resume the delivery of Goods or the provision of Services, and shall not bear any negative legal consequences in this respect.

X. INTELLECTUAL PROPERTY:

The Seller reserves all intellectual property rights to documentation, drawings, calculations, technical calculations, consultative studies, and other documents provided or made available to the Buyer by the Seller for the purpose of placing, accepting/confirming an order, concluding a contract, or performing the same. They are intended solely for purposes related to the conclusion and performance of the contract and may not be reproduced or made available to third parties, in whole or in part, without the prior written consent of the Seller, nor may they be used by the Buyer for purposes unrelated to the conclusion or performance of the contract with the Seller.

XI. QUALITY GUARANTEE, SELLER'S LIABILITY:

1. The Seller may provide the Buyer with its own quality guarantee for the Goods, which can only be confirmed by the AUTOS Warranty Card issued to the Buyer along with the Goods by PW AUTOS. Failure by the Seller to provide a quality guarantee does not deprive the Buyer of the right to benefit from the quality guarantee provided by the manufacturer or another entity (importer, Seller's supplier, etc.) – hereinafter collectively referred to as the "Manufacturer."
2. If the Buyer is issued an AUTOS Warranty Card, the Seller will be responsible for the quality of the Goods solely under the terms of the quality guarantee provided by the Seller. In such a case, the Seller's liability under the warranty will be excluded in its entirety, to the extent permitted by applicable law.
3. If the Buyer is not issued an AUTOS Warranty Card, the Seller will be liable for the quality of the Goods solely under the warranty, subject to modifications to the provisions of Article 556 et seq. 7 of the Civil Code in a manner analogous to that indicated in Section XI, Item 4 – Item 21 of these General Terms and Conditions, unless such a change would be legally inadmissible. The Seller's liability under the warranty for defects in goods is limited in such a way that the Buyer is only entitled to demand removal of the defect by repairing it within a reasonable time, unless the Seller decides otherwise. The Buyer's other rights are excluded, even in the event of ineffective or untimely repair. The Buyer bears the costs of delivering and collecting the goods from the Seller and may not demand repair at the location where the goods are located. Furthermore, the Buyer is not entitled to claim repair of any other damages arising from the defect, and the Seller's liability is limited to the value of the purchased goods according to the selling price prevailing at the Seller's at the time of sale to the Buyer. If the Buyer is a consumer, limitation or exclusion of liability under the warranty is only permissible in cases specified in specific provisions.
4. If the Seller provides a quality guarantee, the terms and conditions set forth in these General Terms and Conditions will apply, unless the AUTOS Warranty Card expressly states otherwise. In the event of any discrepancies between these General Terms and Conditions and the AUTOS Warranty Card, the terms or conditions more favorable to the Seller will apply.
5. If the Goods are covered by a quality guarantee granted by the Manufacturer, the Buyer will first be obliged to submit/notify a complaint/defect under the guarantee regime granted by the Manufacturer, under the terms and within the time limits specified therein, in particular if he received a guarantee card or other equivalent document issued by the Manufacturer of the Goods together with the Goods.
6. The Seller, to the extent possible, will provide the Buyer with a warranty card issued by the Manufacturer along with the Goods and may act as an intermediary in forwarding the complaint or the Goods concerned to the Manufacturer or PW AUTOS – at the Buyer's expense and risk. Under the quality guarantee provided by the Manufacturer of the Goods, the Seller will not be burdened with any obligations, risks, costs, or liabilities in this respect, unless otherwise expressly stated in the agreement concluded with the Buyer.
7. The Manufacturer's decision to accept or reject a complaint submitted by the Buyer is not binding on the Seller, provided that the Seller may base its decision on the Manufacturer's justification for the decision or on the results of tests conducted by the Manufacturer or commissioned by the Manufacturer. The Seller will be entitled to reject the complaint under its quality guarantee, without the need for a substantive review, if it is determined that the Buyer has not exhausted the quality guarantee provided by the Manufacturer.
8. The Buyer may acquire any rights or claims under the Seller's quality guarantee provided by the Seller provided that full payment for the Goods or Services is made by the deadline specified on the invoice. This means, in particular, that the Buyer may not withhold payment of the price for the Goods or the fee for the Service in connection with a submitted complaint, or make payment conditional on the complaint being accepted or on the removal of a defect. If a complaint is submitted before the deadline for payment of the price for the Goods or the fee for the Service, the Seller will be entitled to suspend the complaint procedure until the Buyer has paid 100% of the price or fee. If the Buyer is granted trade credit for a period longer than 3 months from the date of delivery of the Goods, the Buyer's submission of a complaint under the Seller's quality guarantee will result in the immediate payment of the Seller's claim for payment of the price for the Goods or the fee for the Service related to the Goods. In such a case, the Buyer will be obligated to pay 100% of the price or fee no later than 14 days from the date of filing the complaint.
9. Under the quality guarantee provided by the Seller, the Seller undertakes to remedy defects in the Goods free of charge, either by repairing them or replacing them with new, defect-free ones, at the Seller's discretion. The Seller may waive the obligation to remedy the defect if, in the Seller's opinion, the cost of remedying it is excessively high. In such a case, the Seller may withdraw from the contract with the Buyer, refunding the price paid by the Buyer, after deducting any benefits the Buyer derived from using the Goods in the period before the defect occurred. For the purposes of the above provision, the Parties assume that the full depreciation period for the Goods will be three years, and the value of the Buyer's benefits will be determined proportionally to the period the Buyer used the Goods (or could have used them) before notifying the Seller of the defect.
10. If the Seller grants a guarantee, the quality guarantee period for the Goods will be 12 months from the date of their delivery to the Buyer (first), unless the Seller stipulates a different quality guarantee period in the AUTOS Warranty Card issued to the Buyer, but in any case not longer than the quality guarantee period granted by the Manufacturer.
11. The Buyer will be entitled to make any claims under the quality guarantee granted by the Seller only if he has previously examined the Goods and immediately notified the Seller of all detected (apparent) defects, no later than within 7 days from the date of delivery of the Goods.
12. The Seller shall be released from liability under the quality guarantee if the Buyer was aware of the defect at the time of purchase or delivery of the Goods or should have been aware of it, in particular if he is a professional.
13. If defects are found in the Goods, in order to benefit from the quality guarantee provided by the Seller, the Buyer will be obliged to:
    a) refrain from using, assembling, commissioning, configuring, etc. the Goods. If the Buyer proceeds with the assembly, commissioning, configuration, use, etc. of the Goods with previously identified defects, the Seller will not be liable for the costs associated with the dismantling, disassembly, reassembly, commissioning, configuration, etc. of the Goods, nor for any damages incurred by the Buyer in this respect,
    b) immediately, no later than within 7 days from the date of discovery of the defect, inform the Seller about its discovery in writing or by e-mail to the address ihd.b2b@autos.com.pl , in particular by sending the Complaint Notification form, the template of which is available on the Seller's website or at the Seller's Branch Office,
    c) securing the Goods against destruction,
    d) cooperate with the Seller in explaining the causes of defects,
    e) deliver the Goods complained about to the Seller, or other entities acting on its behalf, for the purpose of examining the Goods and determining the validity of the complaint. In the case of purchases made through the Seller's Branches, the Buyer will deliver the Goods to the Branch through which they purchased the Goods, at their own expense and risk. The Seller does not accept cash-on-delivery shipments. The Buyer will deliver the Goods in their original packaging or in other equivalent packaging ensuring their safe transport and storage.
    f) provide the Seller with proof of purchase of the Goods, as well as proof of exhaustion of the quality guarantee provided by the Manufacturer.

14. The Complaint Notification, referred to in point 13(b) above, should include a detailed description of the defect, the date and circumstances of its discovery, and information confirming the product defect, in particular a printout from the diagnostics confirming the defectiveness of the goods complained about. The Buyer will attach photos of the defective Goods or photos of the defective component of the Goods to the complaint. The Seller will be entitled to reject the complaint without the need for substantive consideration in the event of non-fulfilment or improper fulfilment by the Buyer of the notification obligations referred to in the first sentence above.
15. The Seller will review the complaint promptly. The complaint review period begins no earlier than the Buyer has fulfilled all obligations referred to in sections 13 and 14 above. The Seller may extend the complaint review period in justified cases, in particular if its assessment requires testing, seeking the opinion of the Manufacturer or an expert, or shipping the goods abroad. After reviewing the complaint, the Seller will immediately inform the Buyer of the outcome.

16. The Seller's liability under the quality guarantee may only cover defects resulting from causes inherent in the Goods as of the date of delivery of the Goods to the Buyer. The quality guarantee granted by the Seller will not cover defects in Goods resulting, in particular, from: a) improper installation, commissioning, configuration, use, etc. of the Goods, or use inconsistent with the instructions or the normal purpose of the Goods and their properties; b) use of inappropriate materials and devices for installation, commissioning, configuration, etc. of the Goods; c) inconsistency, incompatibility, etc. of the Goods with other devices; d) improper securing, transport, unloading, or storage of the purchased Goods, unless the Seller assumed liability in this respect at the stage of concluding the contract for the given Goods; e) natural disasters or other unforeseeable random events.
17. The Seller is also not liable for:
    • wear and tear of the Goods (normal or excessive),
    • circumstances for which the Buyer or third parties independent of the Seller are responsible,
    • defects resulting from omission or improper, and in particular untimely, performance of activities related to the ongoing operation of the Goods, in particular their protection, maintenance, service and cleaning,
    • defects resulting from external factors, in particular mechanical damage, damage caused by the action of unacceptable chemicals, etc.,
    • defects of which the Buyer was aware at the time of concluding the contract,
    • defects which the Buyer did not report to the Seller within the deadlines referred to in point XI item 11 or in point 13 letter b) of the General Sales Conditions,
    • consequential defects resulting from a delay in notifying the Seller about other defects,
    • defects resulting from repairs carried out by the Buyer himself or by third parties acting on behalf of the Buyer, without the prior written consent of the Seller,
    • defects in IT or electronic elements or components, in particular software, drivers, etc.
18. If the complaint is accepted, in whole or in part, the Seller will remove the recognized defects immediately, within the shortest possible time, taking into account the technical and organizational possibilities of removing the defects, including the logistic conditions and principles of cooperation with Manufacturers or service recipients of the Seller.
19. If the Buyer does not collect the shipment containing the Goods or the Goods subject to a complaint (repaired, or replaced with new ones, or in an unchanged state if the complaint was not accepted), or refuses to collect them, and despite an additional call for collection within 7 days from the date of delivery of the call to the Buyer (actual or according to the date of the first notification of the call for collection), this will be tantamount to the Buyer granting the Seller an irrevocable and unconditional authorization to leave the Goods unattended, to store the Goods at the Buyer's expense and risk, or to destroy the Goods at the Buyer's expense and risk - at the Seller's discretion.
20. Submitting a complaint constitutes the Buyer's irrevocable and unconditional consent to the Seller, or a third party acting on their behalf, performing destructive testing, if necessary to resolve the complaint. The Seller is not liable for any damages resulting from the need to perform destructive testing.
21. Under the quality guarantee, the Seller is not obligated to and does not incur the costs of delivery, collection, return, assembly, or disassembly of the Goods. These obligations and costs are the sole responsibility of the Buyer. If the Buyer submits an unjustified complaint, the Seller may charge the Buyer for all costs incurred in connection with its submission or processing.
22. Any liability of the Seller arising from the conclusion, performance, non-performance, or improper performance of the contract, as well as from tortious acts, is limited to actual and direct damages, and its upper limit is in each case the price received by the Seller for the Goods or the remuneration for the Service to which the Buyer's complaint relates, or any other allegations or reservations of the Buyer. The Seller's liability for lost profits or indirect damages is completely excluded; in particular, it does not cover damage caused by the Goods to other items owned by the Buyer or third parties, as well as personal injuries. The limitation of the Seller's liability does not cover liability for damages caused by willful misconduct or the Seller's recourse liability within the meaning of the Civil Code if the Buyer is a consumer.

XII. STORAGE COSTS FOR PRODUCTS NOT COLLECTED ON TIME:

1. If the Buyer fails to collect the Goods within the time specified in the order/agreement/schedule, the Seller shall have the right to charge the Buyer for the costs of storing the Goods for the period of delay in collection, based on the average market rates for storing goods applicable during the period of storage of the Goods in the area where they are stored by the Seller.
2. The Seller's above entitlement is not a fee for storage, but rather a lump sum compensation. The Seller is not the custodian of the Goods within the meaning of Article 835 et seq. of the Civil Code, and in particular, the Seller does not assume the risk or responsibility for maintaining the Goods in a non-deteriorated condition.
3. In the case referred to in points 1 and 2 above, the Goods will be released to the Buyer subject to the prior acceptance by the Buyer of a VAT invoice for the storage costs and (jointly) subject to the full payment by the Buyer of the Seller's dues in this respect.

XIII. FINAL PROVISIONS:

1. These General Terms and Conditions are effective from 1 May 2019.
2. By entering into a contract with the Seller, the Buyer expressly or implicitly confirms that they have read these General Terms and Conditions and consent to them. These General Terms and Conditions come into effect if they are provided to the Buyer prior to concluding the contract in one of the ways referred to in Article 384 of the Civil Code, provided that the parties acknowledge that the use of standard contracts in their relationships, or in similar relationships, is customary, and that an accessible and easy way for the Buyer to familiarize themselves with the content of the Seller's General Terms and Conditions is to make them available on the Seller's website https://autos.com.pl/pl/ogolne-warunki-sprzedazy, or to display/make them publicly available at the Seller's Branch.
3. The Seller will be entitled to unilaterally amend these General Sales Conditions. If the General Sales Conditions are an annex to a written agreement, the Buyer will be informed of any changes to their content by delivering to the Buyer written notice of the amendment to the General Sales Conditions, unless the agreement specifies a different form of delivery. In other cases, the Buyer will be informed of any changes to the General Sales Conditions by sending to the Buyer's email address information about the amendment to the General Sales Conditions in electronic form, enabling its storage and reproduction in the ordinary course of business, unless the use of a standard contract is customary in a given type of relationship. In the latter case, both the General Sales Conditions themselves and any amendments thereto are binding even if the Buyer could easily become familiar with them, in particular via the Seller's website https://autos.com.pl/pl/ogolne-warunki-sprzedazy, or information displayed/made publicly available at the Seller's branch. The amendment to the General Terms and Conditions of Sale is effective for the Buyer unless the Buyer terminates the contract concluded by the parties within the next notice period resulting from the concluded continuous contract, and in other cases after the amendment to the General Terms and Conditions of Sale is communicated to the Buyer in accordance with Article 384 of the Civil Code.
4. If the Buyer uses a standard contract, in particular the general terms and conditions of purchase, or other purchase regulations that would be inconsistent with these GTC, the Buyer, upon conclusion of the contract, irrevocably and unconditionally authorizes the Seller to replace the inconsistent provisions of the standard contract used by the Buyer with the appropriate provisions of these GTC.
5. Any transfer of any rights or obligations arising from the contract concluded by the Parties by the Buyer to third parties may only take place with the prior written consent of the Seller, under pain of nullity.
6. The Buyer is responsible for the consequences of providing the Seller with incorrect or incomplete data, which prevents the proper execution of the order. 7. In all disputes, Polish law shall apply.
7. Any disputes arising from the performance of the contract shall be submitted by the Parties to the court having jurisdiction over the Seller's registered office.
8. INCOTERMS 2010 shall be deemed to be an integral part of these GTC unless they are inconsistent with the above provisions.