The success and satisfaction of both parties, the company and its contractors, depend on transparent terms of cooperation. All orders will be processed after the necessary formalities, including the signing of an agreement. We encourage you to review the terms of service provided by our company, as outlined below.
1. The General Sales Conditions (referred to as "GSC") apply to all sales agreements of meat, meat products, and other food products (referred to collectively as "Goods") concluded between WeTrade Poland Spółka z ograniczoną odpowiedzialnością (Limited Liability Company), with its registered seat in Warsaw (referred to as the "Seller"), and its customers (referred to as the "Buyer") who purchase the Goods for business purposes, regardless of the Buyer's location or country of origin.
2. The Seller is not bound by any provisions stated in the Buyer's general terms and conditions unless they have been confirmed in writing by the Seller.
1. To enter into the Agreement, the Buyer and the Seller engage in negotiations to agree on the main terms and conditions of the future sales agreement. These negotiations can be conducted through various forms of communication, such as email, fax, telephone, or written correspondence. Unless otherwise agreed, the purpose of the negotiations is to determine the content of the future Sales Agreement.
2. Once the negotiations are completed and the Parties have reached a consensus on the main terms and conditions of the agreement, the Seller will prepare a sales agreement (referred to as the "Sales Agreement"), sign it, and send it to the Buyer for their signature via email or fax.
3. The Sales Agreement will include all the terms and conditions agreed upon during the negotiations, including the identification of the Parties involved, the subject matter of the agreement, the delivery method of the Goods, the sales price (both per unit and total), additional fees for services like transportation and/or insurance, payment terms, payment method, and other necessary information for the proper execution of the Agreement.
4. Unless stated otherwise in point 5, the Sales Agreement will be considered concluded on the date when the Buyer delivers the signed Sales Agreement to the Seller. The Buyer must send the signed Sales Agreement to the Seller via email or fax within 24 hours from the moment it was delivered by the Seller, as mentioned in Art. 2 (2).
5. If the Buyer fails to deliver the signed Sales Agreement to the Seller within the specified 24-hour period, it will be deemed that the Parties concluded the Sales Agreement on the expiration date of the aforementioned period. To avoid any ambiguity, in the circumstances described in point 1, the Sales Agreement constitutes an offer under the provisions of the Polish Civil Code and can only be accepted by the Buyer without any stipulations.
6. The Sales Agreement must be signed by individuals duly authorized to make legally binding statements on behalf of the Buyer.
7. The Seller's registered office is the place where the Sales Agreement is considered concluded.
8. By signing the Sales Agreement, the Buyer acknowledges that they have read and accepted the content of the GSC. Upon acceptance by the Buyer, the GSC becomes an integral part of the Sales Agreement.
9. The Seller has the right to verify the authenticity of signatures and authorizations of representatives who sign all documents related to the conclusion and execution of the Sales Agreement. The Buyer is obligated to facilitate the verification of signatures and authorizations upon the Seller's request within 24 hours of receiving such a request. Failure to respond to the Seller's request will be considered confirmation by the Buyer of the authenticity of the signatures and authorizations of the individuals specified in point 9.
10. The Seller may fulfill its obligations under the Sales Agreement through third parties or subcontractors. This provision also applies to the Seller's right to fulfill its obligations through its statutory representatives.
11. The date and time of signing the Sales Agreement will be determined based on the official date and time in Poland (winter time: UTC+01:00 - CET, Central European Time, or summer time: UTC+02:00 - CEST, Central European Summer Time, depending on the season). The same rules apply to determine the date of Goods delivery, their receipt by the Buyer, and other dates related to the performance of the Sales Agreement.
1. The Goods will be delivered in accordance with the provisions agreed upon by the Parties and stated in the Sales Agreement.
2. Any references in the Sales Agreement to trade terms such as Ex Works, FCA, etc. refer to the latest version of Incoterms issued by the International Chamber of Commerce in Paris, which are binding at the time of concluding the Sales Agreement.
3. The delivery of Goods will be carried out in accordance with the Incoterms specified in the Sales Agreement. The risk of accidental loss or damage to the Goods will occur in accordance with the Incoterms specified in the Sales Agreement. Upon delivery, the benefits and responsibilities associated with the Goods are transferred to the Buyer.
4. In cases where it is justified by the Seller's important interest or the technological process, the delivery may be made in installments with the written consent of the Buyer. In the case of partial deliveries, the Seller has the right to issue separate invoices for each partial delivery.
5. The Seller will only insure the Goods if expressly specified in the Sales Agreement, according to the terms and conditions specified therein.
6. The Buyer is obliged to timely collect the ordered Goods. If the Buyer fails to collect the Goods due to reasons beyond the control of the Seller, the Seller has the right to sell the Goods to any third party of its choice, after:
- 5 (five) hours from the scheduled collection time by the Buyer, in the case of fresh Goods;
- 2 (two) days from the scheduled collection time by the Buyer, in the case of frozen Goods.
7. The Buyer will bear all costs and expenses resulting from the failure to collect the ordered Goods within the agreed timeframe, as specified in Art. 3 (6).
8. The Seller's right to sell the Goods as mentioned in Art. 3 (6) does not waive other rights of the Seller under the provisions of the law.
9. If the Sales Agreement does not include provisions regarding the detailed specification, quality, packaging, or other characteristic elements of the Goods purchased by the Buyer, it is understood that the Buyer has left the specification of these elements to the discretion of the Seller, and fully accepts the choices made by the Seller. The Seller will make every effort to ensure that the Goods are packed in a manner appropriate to the agreed method of transportation.
1. The Price will be stated in the currency agreed upon by the Parties.
2. Unless otherwise agreed in the Sales Agreement, the Price does not include taxes, customs duties, or any other levies.
3. The Price must be paid through a bank transfer to the Seller's designated bank account, within the timeframe specified in the Sales Agreement.
4. The payment will be considered made on the date when the Seller's bank account is credited with the corresponding payment amount specified in the invoice.
5. The Buyer confirms that no deductions or discounts will be applied to the Price, except for situations where the Buyer is entitled to a reduction in the Price due to Goods defects, subject to compliance with the conditions specified in the Agreement related to complaints.
6. For additional services not covered in the Sales Agreement but mutually agreed upon with the Buyer and/or necessary for the proper execution of the Sales Agreement, the Seller is entitled to receive a reasonable fee corresponding to the work performed and reimbursement of all related expenses.
7. In the event of a delay in payment, the Seller has the right to charge the Buyer statutory interest. The interest will be calculated from the day following the payment deadline specified in the Sales Agreement until the date of actual payment.
8. If the Seller has any claims arising from the conclusion and/or execution of the Sales Agreement, the Seller reserves the right to set off any potential counterclaims from the Buyer or withhold the Goods until all payments owed to the Seller under the Sales Agreement are settled by the Buyer.
9. If the Seller grants a credit limit to the Buyer, the cooperation between the Parties can only proceed within that limit. If the Buyer exceeds the credit limit or if the Seller's insurer cancels the limit, the Buyer will be required to make a payment for the ordered goods in full, amounting to 100 percent of their value."
1. The Buyer must promptly and directly inspect the purchased Goods for any defects, both in terms of quantity and quality, upon their arrival at the destination specified in the Sales Agreement.
2. The Buyer must submit written complaints to the Seller regarding any type of defect in the Goods immediately upon their arrival at the destination, but no later than:
2.1. for quantity complaints:
- on the day of arrival of the Goods at the destination - for refrigerated Goods
- within 7 days from the date of arrival of the Goods at the destination - for frozen Goods
2.2. for quality complaints:
- within 24 hours from the end of the day of arrival of the Goods at the destination - for refrigerated Goods
- within 14 days from the date of arrival of the Goods at the destination - for frozen Goods
3. All complaints must be in written form and should include: the specification of the relevant Sales Agreement; a description of the Goods and the value of the defective Goods; a proposed manner of handling the claim; documentation enabling the determination of the state of the Goods and the circumstances that led to the occurrence of defects. A weight loss resulting from the freezing or refrigeration of the Goods shall not be considered a defect, provided that the weight loss does not exceed 1 (one) percent of the initial weight of the Goods. The Buyer can only file complaints related to the weight of the Goods if the objections regarding the Goods are entered into the document confirming the receipt of Goods by the Buyer or by a duly authorized representative, and if the Goods have been weighed by the Buyer or by a duly authorized representative upon their arrival at the destination. If the Buyer fails to comply with the provisions regarding the requirements for lodging complaints, especially if the Buyer fails to notify the Seller of the complaint within the specified timeframes in point 2 and to submit the required documents, the Buyer will lose the right to file complaints and the complaints will not be handled. All quantity and/or quality complaints resulting from transportation must be supported by relevant documents, including documents granting the Seller the right to recourse, such as a protocol prepared together with a representative of the carrier (driver). If the Goods have been sold or processed by the Buyer, or if the Buyer has used the Goods, the Buyer will lose its rights arising from defects (both in terms of quantity and quality). The Buyer is obligated to properly store and handle the Goods in a way that does not spoil or deteriorate their quality. The Seller shall not be liable to the Buyer for any defects in the Goods if the Buyer was aware of the existence of such defects at the time of signing the Sales Agreement. The Seller is obligated to promptly address the complaints, no later than within 14 days from the notification. In the case of complaints related to delivered Goods, the Seller has the right to inspect the Goods at the Buyer's premises. If the Buyer prevents the Seller from examining the Goods, the complaint will be withdrawn. Filing complaints, submitting remarks, or any other reservations does not exempt the Buyer from the obligation to pay the Price for the purchased Goods. Under the warranty, the Buyer is not entitled to demand replacement of the Goods with a new one or to demand the removal of defects in the Goods."
The Seller will be held responsible for damages caused by the non-performance or improper performance of its obligations only if those damages are a result of intentional misconduct.
The Seller will be held responsible for damages resulting from the actions and omissions of the parties it employs to fulfill its obligations, as well as the parties entrusted with the performance of its obligations (including its legal representative), only if those damages are a result of intentional misconduct on their part.
If the Goods are not delivered within the specified time in the Sales Agreement, and it is not due to intentional misconduct by the Seller, it will not be considered a breach of the Sales Agreement. In such cases, the Parties will agree on an additional, reasonable time and place for the delivery of the Goods by the Seller.
1. If an event considered as force majeure, as specified in Article 7(2), occurs after the conclusion of the Sales Agreement, preventing the Seller from fulfilling all or part of its obligations under the Sales Agreement, the Seller will be exempted from the obligation to timely execute the Sales Agreement for the duration of such circumstances. The Seller's obligations will be extended for the period during which the force majeure circumstances persist, provided that the Seller notifies the Buyer of the occurrence of such circumstances within 7 business days from their commencement. This provision does not prevent the Seller from exercising its right to withdraw from the Sales Agreement (in whole or in part) in the event of force majeure circumstances, within 14 days from the commencement of such circumstances.
2. Force majeure circumstances include natural forces such as fires, earthquakes, hurricanes, typhoons, lightning strikes, hail, epidemics; military operations such as war, military actions, rebellions, riots, terrorist acts, revolutions, military coups, strikes, unlawful strikes, lockouts, blockades; acts of national or international authorities, including export or import restrictions, embargoes, currency restrictions, environmental pollution, infectious disease epidemics, infectious disease pandemics, and any resulting restrictions beyond the control of the Seller.
3. From the commencement of force majeure circumstances, the Seller will be released from any liability, including liability for damages, to the Buyer for non-performance of the Sales Agreement by the Seller due to force majeure circumstances. If the Seller withdraws from the Sales Agreement (in whole or in part) due to the occurrence of force majeure circumstances, the Buyer is not entitled to claim reimbursement of incurred costs or seek damages from the Seller.
4. If, after the Sales Agreement is made, the Seller's supplier refuses to deliver the Goods that they are obligated to provide under their agreement with the Seller, due to circumstances beyond the Seller's control, the Seller must promptly inform the Buyer about this hindrance and its impact on the execution of the Sales Agreement. Both the Seller and the Buyer will then negotiate and determine a new time and place for the delivery, as long as certain conditions are met. If the Seller is unable to find an alternative supplier within a reasonable timeframe or if engaging with another supplier would result in unforeseen costs for the Seller that were not anticipated when the Sales Agreement was concluded, the Seller has the right to withdraw from the Sales Agreement (partially or entirely) within 14 days from the last working day of the week in which the loading was initially scheduled according to the Sales Agreement. If such withdrawal occurs, the Buyer cannot claim reimbursement of incurred costs or seek damages against the Seller. It is important to clarify that, for the purpose of this paragraph, the supplier refers to the party from whom the Seller purchases the Goods for resale to the Buyer.
5. Furthermore, if there is an increase in public charges imposed by public authorities, transportation rates, or other charges related to the export of Goods between the date of the Sales Agreement and the date of delivery, the Seller has the right to adjust the Price accordingly to account for the equivalent increase in these charges.
6. Without prejudice to the provisions mentioned above, the Seller has the right to withdraw from the Sales Agreement (in whole or in part) within 14 days from its conclusion. If the Seller withdraws from the Sales Agreement (in whole or in part), the Buyer is not entitled to claim reimbursement of incurred costs or seek damages against the Seller.
7. The Seller is also entitled to withdraw from the Sales Agreement (in whole or in part) if a bankruptcy petition has been filed against the Buyer or if the Buyer fails to fulfill its financial obligations. This right of withdrawal arises within 14 days from the Seller's knowledge of the bankruptcy petition or the Buyer's failure to fulfill financial obligations. If the Seller withdraws from the Sales Agreement (in whole or in part) due to these reasons, the Buyer is not entitled to claim reimbursement of incurred costs or seek damages against the Seller.
8. The withdrawal from the Sales Agreement (in whole or in part) must be in writing and can be sent to the Buyer by fax or email.
1. All disputes arising from or in connection with the Sales Agreement shall be subject to Polish jurisdiction and shall be settled by the court with local jurisdiction over the Seller's registered office. These General Sales Conditions (GSC) form an integral part of the Sales Agreement.
2. The Sales Agreement, including these GSC, is governed by Polish law.
3. The United Nations Convention on Contracts for the International Sale of Goods, signed in Vienna on April 11, 1980, does not apply to the Sales Agreement between the Seller and the Buyer.
4. All headings in these GSC are for informational purposes only and should be interpreted accordingly.
If any provision of these GSC is deemed invalid under the law, it will not affect the validity of the remaining provisions, unless it can be concluded that the Parties would not have entered into the Sales Agreement without such invalid provision. In the event that any provision of these GSC is deemed invalid under the law, the Parties shall promptly modify the Agreement to include substitute provisions that have an equivalent or similar objective to the invalid provisions.
1. The parties involved in this Agreement will process personal data as defined by Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data, and the repeal of Directive 95/46/EC (hereinafter referred to as the "GDPR").
2. As Data Controllers, for the purpose of implementing the Sales Agreement, the Parties will share personal data of their employees and associates with each other to the extent necessary for the performance of the Agreement.
3. The Parties confirm that they have implemented appropriate technical and organizational measures to protect personal data from unauthorized disclosure, unlawful acquisition, processing in violation of data protection laws, alteration, loss, damage, or destruction. The Seller's information clause, which fulfills the information obligation under the provisions of the GDPR and is required of the Personal Data Controller, is provided as an Annex to the GTCS and is available on the meatteam.pl website in the GDPR section. The Seller hereby authorizes the Buyer to forward the aforementioned information clause, on behalf of and for the Seller, to the Buyer's employees and associates involved in all matters related to the conclusion, performance, and financial settlement of the Sales Agreement, ensuring that the Seller's information obligation to these individuals is effectively fulfilled. The Buyer undertakes, on behalf of and for the Seller, to provide an information clause on the processing of personal data by the Seller to each of the Buyer's employees and associates involved in all matters related to the conclusion, performance, and financial settlement of the Sales Agreement, ensuring that the Seller's information obligation to these individuals is successfully fulfilled.
These GSC will come into effect on March 1, 2023, and will apply to all Sales Agreements concluded thereafter.
