Rules of good cooperation in sales, contracting or delivery made to Noris sp. z o.o. sp.k.
These terms and conditions, hereinafter referred to as the R.G.C., apply to orders placed by NORIS sp. z o.o. sp. k., based in Drawski Młyn, hereinafter referred to as NORIS. Terms and conditions deviating from the following become part of the contract when expressly agreed upon in the contract in written form. NORIS retains the right to change or supplement the R.G.C. in consultation with the seller, contracting party or supplier, hereinafter referred to as the CONTRACTOR.
If the General Terms and Conditions, regulations, instructions or other contractual templates of the Contractor in part or in whole contradict the R.G.C., then the R.G.C.. shall be binding on the parties. No terms and conditions contained in order confirmations, prior offers and other documents issued by the Contractor shall be binding on NORIS if they are in conflict with the Ruls of Good Cooperation, even if not expressly rejected.
If the Contractor does not agree with the Rules of Good Cooperation, then the Contractor is obligated to notify NORIS immediately, prior to execution of the commission/order in writing, by e-mail, SMS or message on Whaatsaap. NORIS reserves the right to withdraw the commission/order in this case. In this case, the Contractor is not entitled to any claims against NORIS.
The services made to NORIS are subject to the legal provisions of Polish law, the rules set forth in the R.G.C. or the contract concluded with the Contractor.
The preferred form for NORIS to make arrangements with the Contractor regarding the services to be rendered to Noris is in writing form; however, such arrangements may also be made by e-mail correspondence, by SMS or by message on Whaatsaap, unless otherwise stipulated in the following section of the R.G.C.
On the other hand, the Agreement for supply, sale or contracting is concluded by NORIS with the Contractor in writing form, and any amendments thereto must be in writing fomr under a penalty of nullity.
Unless otherwise agreed by the parties, commissions or orders must be confirmed by the Contractor within 2 business days counting from the date of the commission or order. If NORIS does not receive confirmation of the commission/order within the aforementioned period, it shall be deemed to have been accepted by the Contractor unqualified.
Contractor shall supply NORIS with goods of the quality specified in the quality specifications and terms and conditions attached to individual commission or purchase orders.
The Contractor undertakes to deliver the ordered goods to the place indicated in the Order.
Each delivery should be accompanied by the issuance to NORIS of a set of delivery documents and a waybill. These documents should obligatorily include the contract number. NORIS may refuse to accept if, due to incompleteness of the delivery documents / waybill, it is impossible or excessively difficult to allocate the delivery to the commission/order. Unless additional arrangements are made, the delivered goods should be packed in a manner that ensures delivery without damage.
The contractor shall be responsible for damages resulting from any delay, loss or damage caused by improper labeling, packaging or identification of the shipment.
The contractor agrees to notify of each delivery early enough. NORIS has the right to refuse to accept non-avisable deliveries.
Delivery dates are the dates specified in the order and mean the date on which Contractor will deliver the goods to the Noris to delivery location indicated in the order.
In the event of failure to deliver the agreed quantity of products or delivery of products of inadequate quality, the Contractor shall pay NORIS a contractual penalty in the amount of 20% of the value of the undelivered or inadequate quality products, unless the non-performance or inadequate performance of the obligation is due to reasons beyond its control.
The same contractual penalty shall be paid by NORIS in the event of failure to collect the agricultural products within the agreed time limit, unless the non-performance or improper performance of the obligation is due to reasons beyond its control.
The parties are entitled to claim compensation in excess of the amount of the contractual penalty.
Notwithstanding the possibility to charge contractual penalties referred to above, in the event that the Contractor fails to deliver the agreed quantity of products or delivers products of inadequate quality or fails to deliver products within the agreed term, the Contractor undertakes to immediately deliver the agreed quantity of products to NORIS or immediately replace the defective products and deliver to NORIS the appropriate quantity of products free from defects.
For the performance of the above obligation, NORIS will set an appropriate deadline for the Contractor in writing form, in an e-mail message, in an SMS message or in a message on Whaatsaap.
Notwithstanding the possibility of the contractual penalties referred to above, in the event that the Contractor does not promptly deliver the agreed quantity of products to NORIS, or does not promptly replace the defective products and does not deliver to NORIS an appropriate quantity of defect-free products, NORIS is entitled to make a substitute purchase of the appropriate quantity of product from another entity, and charge its costs to the Contractor.
If the Contractor delivers a larger quantity than agreed upon, NORIS may refuse to accept it, in which case NORIS may not be charged by the Contractor with the contractual penalties referred to above, or NORIS may accept the larger quantity by concluding an annex to the agreement in writing form, in which the appropriate remuneration to the Contractor for the additional quantity delivered will be determined.
The Contractor shall provide NORIS, at the agreed dates, but at the latest at the time of delivery of the goods, with documentation related to the goods, such as quality specifications, weight specifications, plant certificates, certificates of conformity and other necessary documents for the ordered goods.
NORIS assumes the risk of loss of goods or diminished value of goods only from the time the goods are unloaded at the destination.
Without prior written consent of NORIS, the Contracator is not entitled to transfer to another person, entity the rights and obligations arising from the execution of the order and the concluded contract.
These Rules of Good Cooperation are an integral part of the contract concluded by NORIS and the Contractor.
In matters not regulated by these Rules of Good Cooperation, the relevant provisions of civil law shall apply.
NORIS and the Contractor shall strive to resolve any dispute amicably. If no agreement is reached, the dispute shall be submitted to the resolution of the common court having jurisdiction over the seat of NORIS.