General Terms and Conditions of Sales

1. General information
   1. ML Sp. z o.o. based in Gronów Górny (hereinafter ‘Stella Green’) reserves the right to change these Terms and Conditions of Sale and Delivery (hereinafter ‘Terms and Conditions’) at any time. Customers and users will be informed about the change of the Terms and Conditions in current offers. By placing an order, the Customer declares that he has read and accepts these Terms and Conditions.
   2. Offers and orders will be subject to the Terms and Conditions in force at the time of ordering. The Terms and Conditions are published on the Stella Green website.
   3. Exceptions to these Terms and Conditions will only be valid if accepted in writing by both parties.
   4. Written form as referred to in these Terms and Conditions means: a message sent by e-mail and a document delivered in original on paper.
2. Documents and technical information
   1. All collections, descriptions, drawings and other technical documents relating to the products or their manufacture transferred by one party to the other party before or after the sale of the products shall remain the property of the transferring party.
   2. Collections, drawings, descriptions, technical documentation or other technical information received by one of the parties may not be used for purposes other than those for which they were transmitted without the consent of the transmitting party.
   3. ML ensures full confidentiality and protection of the data provided.
3. Validity of price and term offer
   1. The offer presented by Stella Green, remains valid for a period of 7 days, unless otherwise stated in the offer.
   2. The offer presented by Stella Green can only be accepted without reservations.
   3. The Customer’s acceptance of an offer subject to any variation requires a new offer from Stella Green.
4. Taking and processing orders
   1. The Customer’s order becomes binding on the Customer once it has been submitted in writing to Stella Green.
   2. Orders should be placed:
      • By post to the following address: ML Sp. z o.o., 7 Berylowa St., 82-300 Gronowo Górne
      • by e-mail to: bok@stellagreen.pl
   3. The order should include:
      • the full name and business address of the customer,
      • VAT number,
      • the name of the person authorised to place orders on behalf of the customer,
      • quantity and range of product to be ordered,
      • deadline for completion of the order,
      • address and delivery terms,
      • the name and telephone number of the person responsible for collecting the product,
      • additional customer requirements.
   4. An order does not become binding on Stella Green until a written confirmation of acceptance of the order for processing has been sent.
   5. A change to the order during the course of execution will be agreed in writing between the parties in each case. Changes to the order may affect the date and terms of its execution.
   6. If possible, Stella Green will make changes to the order notified in writing by the Customer (e.g. change of product, quantity, method of fulfilment). Otherwise, Stella Green is entitled to carry out the order in accordance with the originally agreed terms.
   7. In the event that changes need to be made at the request of Stella Green, the changes will be accepted in writing by the Client. The Client acknowledges that changes requested by either party may affect the date/conditions for the execution of the order and no claim will be made in respect of this.
   8. The Customer may cancel the order. Stella Green will then charge the Customer for the costs incurred up to the date of cancellation, the total amount of which will depend on the progress of the order.
   9. Re-orders or orders made from Stella Green’s permanent range require a quantity and expected lead time.
   10. Failure to provide the information set out in para. 4.3. may affect the conditions of performance of the contract.
   11. Stella Green stipulates that the lead time begins to run from the date on which any discrepancies/uncertainties relating to the design submitted with the order by the Customer are clarified.
5. Delivery
   1. Stella Green will make every effort to deliver the ordered product to the ordering party in a timely and safe manner.
   2. A single-use transport packaging for safe delivery is included in the product price. Other forms of packaging must be agreed in the offer.
   3. The cost of shipping will be added to the invoice unless otherwise agreed between the parties.
   4. If Stella Green determines that it is not possible to deliver the products on the agreed delivery date or if it considers that there may be a delay, Stella Green will notify the Customer in writing, stating the reason for the delay and, if possible, the planned delivery date.
   5. If delivery is delayed due to force majeure or due to any acts and circumstances for which Stella Green is not at fault or acts and circumstances caused by the Customer, the delivery period will be extended by the time required under the circumstances.
   6. In no event will Stella Green be held liable for any delay or failure to deliver for the reasons set out in paragraph 5.4.
   7. If the Customer does not collect the product by the agreed date for reasons not attributable to Stella Green, it is assumed that the product has been collected in accordance with the order. Alternatively, Stella Green may in such a case charge the Customer for the storage of the product not collected on time, in the amount of PLN 200 per day of delay.
6. Prices and exchange rate regulation
   1. The price of the product is the price communicated to the Customer by Stella Green in the written quotation and/or in the confirmation of acceptance of the order for fulfilment.
   2. Prices are expressed in net terms. Prices will be increased by VAT, calculated in accordance with the legal provisions applicable in this respect.
   3. The currency used for the sale of products is the currency provided in the written offer or otherwise communicated by Stella Green in writing.
   4. The customer shall make payment in the currency communicated to him in the offer or invoice.
7. Term of payment
   1. The payment term shall be specified in the offer, unless otherwise agreed in writing between the parties.
   2. Stella Green will be entitled to claim statutory interest in the event of late payment.
   3. The submission of objections, comments or complaints by the Customer and their handling by Stella Green does not suspend the payment period.
8. Claims
   1. The customer should immediately check the condition of the products on delivery.
   2. Quantity complaints can be made no later than 3 working days after receipt of the consignment.
   3. To be considered, a complaint must be submitted in writing, including a description of the defect and photographs.
   4. If the complaint is accepted and acknowledged by Stella Green, then Stella Green reserves the right in the first instance to supply the Customer with the missing products as soon as possible.
   5. Stella Green’s liability under warranty for physical and legal defects in the product is excluded.
9. Damages and contractual penalties
   1. Stella Green shall not be liable for any damage resulting from failure to meet the delivery date, loss of profit or indirect loss resulting from failure to deliver the relevant product within the given time limit.
   2. In particular, Stella Green shall not be liable for damages caused by the product being taken out of service or for consequential or indirect damages, including lost profits, caused by a product defect.
   3. Stella Green is only liable to the Customer for damage caused intentionally.
   4. The total aggregate liability of Stella Green in connection with the sale of the product, shall not exceed the price paid or payable for the product.
10. Force Majeure
    1. The parties consider force majeure to be extraordinary circumstances of an external nature that could not have been foreseen, such as war, fire, transport accidents, difficulties at customs and border crossings, strikes, riots etc.
    2. Circumstances beyond the control of the parties, whether they occur before or after the order is accepted for fulfilment, shall entitle an extension of the order fulfilment period.
11. Right law
    1. Orders executed by Stella Green are governed by Polish law.
    2. The competent court for legal disputes is the court having jurisdiction in the city of Gdańsk.
12. Final provisions
    1. Unless otherwise agreed by the Parties in writing, the Customer’s ability to set off its claims under the Contract with Stella Green against Stella Green’s claims and any other claims the Parties may have against each other is excluded.
    2. If any provision or provisions of these Terms would be invalid or unenforceable under Polish law, this shall in no way affect the validity or enforceability of the remaining provisions contained in the Terms.

Warranty terms and conditions

We know that sometimes complaints are inevitable. That’s why we have drawn up clear guarantee terms and conditions that clearly specify when your complaint will be accepted, in which cases it will be rejected and what the guarantee does not cover.