General Terms and Conditions of Services by Techbud Kosztorysy Sp. z o. o. of 19 October 2015.
I. Scope
1. Unless it is stipulated otherwise in the agreement concluded between the parties in writing, these General Terms and Conditions (hereinafter referred to as “GTC”) shall regulate the rights and obligations of the parties of the agreements for the execution of the cost estimates, bills of quantities, STWiOR or value engineering (hereinafter referred to as “Orders”) concluded by Techbud Kosztorysy Sp. z o. o., ul. Szałasa 9/19, 03-180 Warszawa, Tax Identification Number: 1182112862, REGON: 362486982 KRS: 0000575160 (hereinafter referred to as “Contractor”) with his clients who are not consumers within the meaning of the Art. 221 of the Civil Code (hereinafter referred to as “Contracting Authority”).
2. In the event of discrepancies between the contents of the concluded written agreement with the provisions of GTC, the provisions of the agreement shall prevail.
II. Offers
The Contractor’s offers shall be valid – unless the contents of the submitted offer states otherwise – for a period of 30 days from the date of their submission.
III. The rules for procurement
The Agreement for the execution of the Order may be entered into:
a. Upon the acceptance by the Contracting Authority of the offer submitted by the Contractor, in the manner of sending back the offer signed therein to the Contractor;
b. Upon the acceptance by the Contractor of the offer submitted by the Contracting Authority;
c. Upon the establishment by the Contractor and Contracting Authority of all significant provisions of the order in the form of an exchange of correspondence via e-mail or in writing.
IV. Execution of the order
1. The execution of the Order shall take place within the period specified in the offer, upon the confirmation of the acceptance of the offer submitted by the Contracting Authority or within the period established by the parties in correspondence by e-mail or in a written form. If the date of execution of the Order is not established in the manner specified in the preceding sentence, the time period for execution will not be less than two weeks from the day of submission by the Contracting Authority to the Contractor, for completion of the executive project of the investment and information necessary to execute the Order.
2. Unless the parties have agreed otherwise, the Contractor shall submit the order to the Contracting Authority in an electronic form in the format *.ath, executed in the Norma, EXCEL or PDF software, to the e-mail address indicated by the Contracting Authority.
V. Receipt of the order
1. The order shall be deemed as accepted by the Contracting Authority without reserve at the end of the third day – counted from the day of submission of the order by the Contractor.
2. Within 3 days from the receipt of the Order, the Contracting Authority shall report to the Contractor the observed defects which prevent the use of the order. In such case the Contractor, after considering the observations of the Contracting Authority, shall indicate the deadline of removal of the observed defects. The procedure of the order’s defects removal will automatically extend the term of the implementation of the order by the time necessary to remove the defects. After the removal of the defects the provisions of point 5.1. shall be applied accordingly.
VI. Remuneration
1. The remuneration for the execution of the Order shall be payable within the period specified in the VAT invoice. The Contracting Authority accepts that the VAT invoices shall be transferred in an electronic form.
2. If in the course of the execution of the object of the order it does become necessary to perform works which were not included in the executive project, which is the basis for the calculation of the remuneration, the parties shall establish additional remuneration for the Contractor.
3. If the remuneration of the Contractor is to be paid in instalments, in case of delayed payment of remuneration or any part thereof by the Contracting Authority, the Contractor shall be entitled to suspend the execution of work until the settlement of these claims, and the period of execution of the order shall be proportionally prolonged.
4. Until the Contracting Authority pays the full amount of the remuneration to the Contractor, the ownership right to the order remains with the Contractor.
VII. Principles of parties’ cooperation
1. The Contractor undertakes to execute the order with due diligence, in accordance with the best knowledge and agreed works schedule.
2. The parties are obliged to practice mutual cooperation during the implementation of the order. The Contracting Authority is obliged to submit to the Contractor in a timely manner the information necessary to execute the order. The Contractor is entitled to a proper postponing of the date of the execution of works, informing the Contracting Authority about this, unless the delay of the Contracting Authority in the completion of its duties influenced the preservation of the works deadline.
3. For the purpose of on-going cooperation under the performance of the order, the parties may appoint their coordinators.
4. The Contractor shall immediately inform the Contracting Authority about the observed irregularities in the implementation of the order as well as the concerns arising from its implementation.
5. The Contractor shall not be responsible for a failure to meet the deadlines of the order, if this failure arises from external circumstances on which the Contractor had no influence or which the Contractor could not prevent, in particular, if they are a result of actions or omissions of the Contracting Authority or are caused by vis major involving the external events, impossible to predict and prevent.
6. In every case in which the Contractor shall be held responsible, the responsibility shall be limited to the liability for the actual damages, and the entire responsibility of the Contractor for the execution of the object of the order shall not exceed the total amount of the remuneration paid by the Contracting Authority.
VIII. Withdrawal and termination of the order
1. The Contracting Authority is entitled to withdraw from the placed order in the following cases:
a. If the Contractor, for the reasons not attributed to it, does not commence the execution of the order within two weeks from the submission of complete executive project and the information necessary to perform the order within the following fourteen days;
b. If the Contractor interrupts the performance of work for the reasons attributed to it for the period longer than fourteen days, within fourteen days after ineffective expiry of appointed additional period for the commencement of works.
2. The Contractor is entitled to withdraw from the execution of the order if:
a. The Contracting Authority fails to submit the executive project and information necessary to perform the order within fourteen days from the day of ineffective expiry of the period specified by the Contractor;
b. The cooperation of the Contracting Authority is necessary to execute the order, and it fails to cooperate, within fourteen days after the ineffective expiry of the specified additional period.
3. Each of the Parties is entitled to terminate the concluded agreement due to non-performance or improper performance of obligations by the other party, after prior summoning the violating party to terminate the infringement within the specified period of thirty days from the day of the receipt of the summon.
4. In the event of withdrawal or termination of the agreement for the reasons specified in points 8.2 or 8.3 above, The Contracting Authority is obliged to pay the Contractor for the work performed to date and cover the damages incurred by the Contractor due to the withdrawal or termination of the agreement.
IX. Confidentiality
1. Confidential information is classified as all information disclosed by any of the parties to the other party under the agreement or in relation to its performance, which the party has taken efforts to keep confidential, as well as conditions for cooperation between parties.
2. Each party shall make a considerable effort to maintain confidentiality of the confidential Information disclosed to it by the other Party and to use them solely for the purpose of proper fulfilment of obligations arising from the agreement over the period of cooperation of the parties, however, not shorter than for the period of 5 years from the day of conclusion of the agreement..
X. Final provisions
1. In the matters not regulated above, the provisions of the Civil Code shall be applicable.
2. In case of any disputes arising from the concluded agreement, related to its performance or associated with it, the parties will act in good faith in order to resolve the dispute through conciliation. If resolving the dispute amicably shall be impossible, a court competent to resolve the dispute shall be the general court of jurisdiction in respect to the Contractor’s registered office.