General Terms and Conditions
Purpose and subject of these Terms
These Terms are issued by Streamnet Zrt. as Contractor, with the purpose of laying down the terms and conditions of the ongoing cooperation between Streamnet Zrt. and its Customers in a consolidated form. Therefore, all transactions concluded between the parties under the scope of these Terms shall be subject to these Terms without exception.
Prices
The prices are always valid according to the offer sent by the Contractor, together with the notes of the Contractor.
Orders and confirmations
The Contractor shall inform the Customer of the basic terms and conditions of the business in an offer. The Contractor has the right to specify in the offer how long the offer will remain valid. If the Contractor does so, the Contractor shall be bound by its offer until the final date specified, provided that orders have been received by the Contractor by the final date specified. The Contractor reserves the right to amend both the technical content and the prices included in the offer if circumstances out of the Supplier’s scope of interest require so before the completion of the contract. Such circumstance shall mean, in particular, a change in the exchange rates exceeding 1.5 percent or any change in the manufacturer’s product scale or prices after the disclosure of the offer. In the case of a model change executed by the manufacturer, the Contractor reserves the right to perform by supplying the model produced either before or after such change.
By placing an order, the Customer accepts the Contractor’s offer. If the Customer has made changes to the Contractor’s offer in the order, the Customer’s changes shall only become part of the contract if the Contractor accepts them by confirming the change. Failing this, no contract will be concluded between the parties. The Customer’s orders shall become binding on the Contractor upon confirmation issued by the Contractor, with the content of the order number referred to in the confirmation, and in the event of any discrepancy between the offer and the confirmation, the confirmation shall prevail. The order confirmation issued by the Contractor shall constitute a contract between the parties. If the Customer decides to cancel the contract unilaterally for any reason after the conclusion thereof, the Contractor shall be entitled to retention money amounting to 10 percent of the total amount of the purchase order (supplies, equipment and services if there is any), in addition to compensation for all damages incurred by the Contractor in connection with the proper performance.
1. Deadline for delivery
The deadline for delivery is the deadline specified in the confirmation issued by the Contractor on the basis of the offer.
The deadline for delivery binds the Contractor to deliver within the period specified in the confirmation. Liability for any delay in taking delivery of the goods and the legal consequences thereof shall be borne by the party to whom such delay is attributable. If the Contractor needs additional information from the Customer for the performance of the order, the Customer shall provide the requested information within 2 working days of the Contractor’s written request. Any delay will result in the deadline for delivery being extended in proportion to the delay. The Contractor shall not be liable for delays in delivery and performance caused by force majeure. Following prior notification, the Contractor shall be entitled to make partial deliveries, and the Customer shall be obliged to accept partial deliveries.
2. Acceptance of goods
For goods ordered, the place of acceptance of the goods is the place specified in the confirmation. The Contractor shall notify the Customer of the delivery of the ordered goods no later than the expiry of the deadline for delivery. The exact time of delivery shall be agreed between the Customer and the Contractor’s representative. The Customer shall make the delivery of the goods possible within 8 (eight) days at the latest after the Contractor’s notification of arrival of the goods and shall duly inform the Contractor in writing of the name of its agent authorised to accept the goods by the time of the delivery and acceptance. Should the Customer fail to comply with the above obligation, the Contractor may lawfully perform for an employee located at the Customer’s premises. It shall not constitute a delay on the part of the Contractor if, despite notification of the arrival of the goods before the expiry of the delivery deadline, the delivery does not take place for reasons attributable to the Customer.
Upon supply of the ordered products, the Customer or the person authorised by the Customer shall certify the acceptance of the goods on a delivery and acceptance protocol bearing the Customer’s company stamp and the signature of the authorised person. The delivery and acceptance protocol shall be drawn up in two copies, of which 1 (one) copy shall be for the Customer and 1 (one) copy for the Contractor. The protocol shall duly certify that the goods have been delivered to the Customer and that the Contractor is entitled to issue an invoice.
If the Contractor is responsible for the installation of the ordered products at the place of destination, the Customer shall provide the necessary infrastructure (230 V, internet, LAN endpoints, intranet, etc.) and the location. If the installation site is not available to the Contractor at a time agreed in writing in advance by the Customer and the Contractor, the Contractor shall be entitled to invoice the Customer for the costs of travel and labour incurred. If the installation involves demolition work, the architectural restoration (restoration of plasterboard, fitted carpet, concrete floor, etc.) is the responsibility of the Customer.
Following the performance of its contractual obligations, the Contractor shall send to the Customer a report on completion of both the service and the supplies. The delivery and acceptance procedure shall be carried out within 3 working days thereafter. The Customer shall be entitled to make a claim against the Contractor for any deficiencies noted by the Customer by listing them in the delivery and acceptance protocol.
3. Payment
The Contractor shall be entitled to issue the invoice on the basis of the delivery and acceptance protocol certifying the performance of the contract. The Customer shall pay the invoice amount by the final date specified in the invoice issued by the Contractor.
To finance the supplies and equipment the Contractor is entitled to issue its partial invoice. Regarding the partial invoice the Contractor offers the following opportunities (Option A and Option B) to the Customer. The Customer is entitled to declare its choice in the Order. In case the Customer does not declare its choice between option A and option B, the Constructor will be entitled to choose and inform the Customer about the chosen option in the Confirmation.
Option A
The Contractor issues a call for advance payment for the 50% of the gross contracted price together with the Confirmation. The Contractor issues the advance invoice for the advance payment received in accordance with the Accounting Act. The outstanding part of the contracted price shall be invoiced in the final invoice by the Contractor and the final invoice includes the settlement of the advanced payment.
Option B
The Contractor issues its first partial invoice when 50% of the contracted supplies and eqiupment (50% is based on the total contracted price) had been shipped to Contractor. First partial invoice contains 50% of the total contracted price. The Contractor issues its second partial invoice of the outstanding 50% of the contracted price when Contractor shipped the outstanding part of supplies and equipment to the Customer. In case the Contractor renders other services apart from purchasing supplies and equipment to the Customer, Contractor issues its invoice of services once the ordered services had been rendered by the Contractor.
Payment by the Customer shall be deemed performed if and when the full amount is credited to the Contractor’s bank account or paid into the Contractor’s petty cash. Until the full payment of the invoice of supplies and equipment (first and second partial invoice in case of Option B), the delivered supplies shall remain the property of the Contractor.
Upon payment, the Customer must provide the number of the invoice that has been paid.
If the execution works following the delivery cannot be completed by original deadline specified in the contract due to the Customer’s request or delay, the Contractor shall be entitled to partial performance and issue an invoice corresponding to the stage of completion.
If the Customer owes the Contractor, the Contractor shall be entitled, notwithstanding the Customer’s instructions to the contrary, to set off payments first against previous debts, including first against interest and the costs. The Customer is not entitled to set-off pursuant to Section 6:49 of the Civil Code.
4. Warranty
The parties shall settle their warranty rights and obligations in respect of the goods, products and services covered by these Terms in accordance with the provisions of the relevant laws in force at the time and the confirmation issued by the Contractor. The warranty period shall commence upon delivery and acceptance of the relevant product by the Customer or the Customer’s agent. If the Contractor incorporates any supplies or equipment provided by the Customer (or another Contractor appointed by the Customer) into the delivered system, the Contractor shall not be under any warranty or guarantee obligation in respect of such supplies or equipment, and the Customer shall be responsible for ensuring their proper functioning, subject to the Contractor’s professional performance.
5. Customer details and notification obligations
The Customer shall provide the Contractor with its exact company details. If there is a change in the Customer’s company details or in any significant factors affecting its management, the Customer shall inform the Contractor in writing thereof. The Customer acknowledges that, on the basis of changes in its details, the Contractor is entitled to withdraw from the performance of orders placed by the Customer, in whole or in part, or to revoke the Customer’s payment deferral, if such changes have a significant negative impact on its creditworthiness.
6. Consequences of breach of contract
Delay in payment
If the Customer’s payment delay exceeds five (5) calendar days (i.e., the amount of the invoice is not credited on the Contractor’s bank account within a five-day grace period after the due date of the invoice). In the event of late payment, the Contractor shall be entitled to default interest and collection fee in accordance with the Civil Code.
If the delay in payment exceeds 15 (fifteen) days, the Contractor shall be entitled to suspend the delivery of goods and services to the Customer, and in case of a delay in payment exceeding 30 (thirty) days, the Contractor shall be entitled to cancel the contract.
Late delivery by the Contractor, Default on the part of the Contractor
If the Contractor fails to deliver the ordered and confirmed goods to the Customer by the deadline stated in the confirmation for reasons attributable to the Contractor, the Contractor shall have a grace period of 5 (five) calendar days to make up for the delivery. If the Contractor fails to deliver the goods to the Customer after the expiry of the above deadline, the Contractor shall, upon the Customer’s written request, provide the Customer with another product functionally identical to the ordered goods for the period of the delay.
Delay in acceptance of goods by the Customer, Default on the part of the Customer
If, within 8 (eight) days after the Contractor’s notification of the arrival of the goods, the acceptance of the goods is delayed for reasons attributable to the Customer, the Customer shall be entitled to remove the obstacle to acceptance and take delivery of the goods within an additional grace period of 5 (five) calendar days. After the expiry of the grace period, the Contractor shall be entitled to charge a penalty of half (0.5) per cent per day of the contract value of the delayed goods. The Contractor shall not be entitled to withdraw from its obligation to deliver until a delay in acceptance not exceeding thirty (30) calendar days after the original delivery date. In the event of a delay exceeding thirty (30) calendar days, the Contractor shall be entitled to withdraw from its obligation to deliver and to charge a penalty for default. The maximum rate of penalty for default and penalty for delay that may be charged are both fifteen (15) percent, but only either the penalty for default or the penalty for delay can be charged on a single item. In the event of delay or default on the part of the Customer, the Contractor shall be entitled to claim damages from the Customer in excess of the penalty, but the Contractor shall not be entitled to claim damages for loss of profit.
If the Contractor and the Customer have concluded a contract in addition to or in combination with the supply contract, the performance of which requires the performance of the supply contract, a default which is based on the Customer’s breach of contract shall not be considered a breach of contract by the Contractor.
7. Termination of these Terms
These Terms shall terminate:
by mutual agreement;
by immediate termination.
The Terms may be terminated by either party in writing with immediate effect if the other party is in breach of a material obligation under the contract and fails to remedy the breach within a reasonable grace period set in writing.
Scope of these Terms
These Terms are issued by the Contractor with effect from x April 2017. The Terms shall enter into force and be binding on the Customer upon its acceptance thereof. These Terms shall apply to all future business relations between the parties from the date of their entry into force until withdrawn by the Contractor and notified in writing to the Customer. The Contractor shall be entitled to withdraw the Terms at any time or to replace them with new Terms but shall notify the Customer in writing thereof by sending the new Terms. These Terms shall remain in force for orders already placed by the Customer prior to the communication of the withdrawal to the Customer, their performance and delivery season.
The Contractor reserves the right to update or modify the provisions of these Terms, but the scope of the modification shall not apply to orders already placed and contracts already concluded.
The Contractor shall make these Terms and any amendments thereto available to everyone on its website (www.streamnet.hu). By signing its order, the Customer acknowledges that it has read, understood, and accepted these terms and conditions and undertakes to adhere to them.
FINAL PROVISIONS
For the purposes of these Terms, communication by registered post or in the form of a signed (legible and printable) document attached to a confirmed fax or confirmed electronic mail shall be deemed to be a credible written communication or notification.
If any provision of these Terms is declared invalid or if any provision of these Terms is no longer applicable, the remaining provisions of these Terms shall remain in full force and effect. In such a case, the provision which has been declared invalid or otherwise inapplicable shall be deemed to be modified in such a way as to enable the parties to achieve their intentions and the economic and legal objectives which the parties intended to achieve by the invalid or inapplicable provision.
Budapest, 1 April 2017
Consolidated version with amendments effective from 1 June 2012.
Streamnet Zrt.
Supplier