Terms & Conditions
Terms & Conditions
1. General terms and condition
1.1. The General terms and conditions apply for all deals between “Desis International” and its Clients – traders and legal entities, concerning provided by “Desis International” Products, unless otherwise stated in a written contract.
1.2. Client’s trade conditions shall not be considered applicable to “Desis International”.
1.3. In the meaning of the hereby stated General terms and conditions, products are: goods – including packing materials (pallets, containers, boxes) and services, supplied by “Desis International”. Deliveries, in the same signification is: trade of goods and services, with respect to stocks exchange.
1.4. The General terms and conditions are available as early as: a) sending an offer by “Desis International”; b) Client’s request for Products; c) making an individual agreement, not excluding the General terms and conditions; d) other relevant situation. To avoid any discrepancies it is accepted that the General terms and conditions are applicable at the latest at the Product’s delivery.
1.5. In case that any clauses of the General terms and conditions become entirely or partially void, their void will not concern the other conditions’ verity and their binding power. The parties will negotiate, in good will, the conditions of every void clause, and if not coming to agreement, the clause will be replaced with a relevant legal standard.
1.6. “Desis International” may waive a right only when that is stated in a dully signed written document, clearly stating the right that “Desis International” is declining.
2. Offers and requests
2.1. The offers of “Desis International” are binding until the end of their term. The Client is prohibited disclosing his offer to third parties. All verbal reservations, including those between the Client/Client’s employees and “Desis International” employees, shall be considered valid after written confirmation by “Desis International”.
2.2. Sent Client’s request to “Desis International” has binding force and has the power of a contract between the parties, if: it is penned, with the specific Product type and the quantity; and it is in written form confirmed by “Desis International” or accomplished according to the request.
3.1. The delivered quantity of goods is defined according to the confirmed by “Desis International” Request. “Desis International” has the right to make partial supplies and/or to make no supplies in case that there’s not enough quantity of the Product on stock, in order to meet Client’s needs.
3.2. If the loading of the Products and/or the transportation to the destination and/or the unloading are organized by “Desis International”, the Client is due to pay all related costs. In case that the arrangement includes transportation to the destination and the costs are paid by “Desis International”, the price offered by “Desis International” does not include the unloading costs.
3.3. The risk of accidental perishing or damaging of the Products, as well as the risk of any costs, that may arise in relation with the Products, including the cost for their storage, will be turned payable by the Client, at the moment of their delivery to the Client , courier, carrier or forwarder, for delivery to the Client. The delivery will be confirmed by bilateral note of transportation, hand-over protocol or other equal in meaning written document, as the delivery is to an authorized by the Client person that can accept the Products; the delivery to the courier, carrier or forwarder is proved by the relevant transport document.
3.4. Acceptance of Products by the Client, courier, carrier or forwarder, declares the Client’s confirmation for the quantity, the package and the loading. The Client agrees that “Desis International” does not have responsibility to insure the Products, including making a transport insurance.
3.5. It is Client’s duty to cooperate in every possible way to “Desis International” about the delivery, and also informing accordingly on circumstances that may cause any obstacles. The Products must be unloaded by the Client immediately after the arrival, with the necessary care, according to the given instructions. If appraises “Desis International” may cooperate when unmounting. If for the unloading is used “Desis International” equipment, “Desis International” will invoice the Client for all the costs related with the delayed unloading if it may occur.
3.6. Usage of the Products by the Client is at his own risk. “Desis International” shall not be kept responsible for the appropriateness of the delivered Products to the Client’s intention of using them, nor for any damage, of any kind, that may be caused by the Products’ usage in general understanding. The Client has to check the Products’ compliance to the intention of usage.
3.7. At the delivery of the Products “Desis International” gives to the Client documents attesting the accordance of the Products with the legal requirements (certificates, CE Declarations, operation manuals and other related documents).
3.8. “Desis International” makes the delivery in the terms, confirmed in a written document. Every other time periods are defined according to the particular conditions (including transportation specifics, routes, ways of transfer etc.) and should be considered as fulfilled, as long the Products departure from the place of dispatch in a time frame that considering the current conditions is sufficient to deliver on site.
3.9. “Desis International” shall not be kept responsible for not binding to the rules of the general terms, caused by force-major situations (unavoidable forces, accidents or other circumstances beyond the control of “Desis International”) including obstacles or difficulties in working with subcontractors of the industrial or transportation branch etc. In case of force-major situations the Client cannot decline or cancel the delayed delivery. If due to force-major situations, any of the deliveries is delayed more that 2 (two) months after the defined term, “Desis International” has the right by its sole discretion immediately after the end of the term or later on to terminate the contract or to decline specific deliveries with a note of immediate action. In a force-major situation, causing the delay, if any of the deliveries is prolonged by more that 2 (two) months after the defined term, the Client has the right of giving “Desis International” reasonable deadline for that, after which in case the delivery has not been made, has the right to decline and/or to terminate the contract with notice of immediate action.
3.10. he ownership is transferred to the Client after payment of all the bills due by the Client, with respect to its business relations with “Desis International”. The Client doesn’t have the right to decline payment of accepted Products, while offering return of the Products to “Desis International”.
4. Prices and payment
4.1. The Client shall pay to “Desis International” the deliveries according to the Price list valid in the day of inquiry confirmation, respectively – the invoice issue. The relevant actual price is confirmed via invoice issued by “Desis International”. The Client agrees that “Desis International” may increase unilateral the declared prices of the Products, as the change enters into force immediately after the notification, as notifications would be considered and the publication in the official internet web page http://desis.bg . Inquiries before the date of price change, if it is increasing, will be made according to the prices before the rising. In case the Client does not agree with the increase he has the right to terminate the trade relationships for the buying (delivery) of the Products with “Desis International” with two weeks prior notice, as in this situation the inquiries made before the date the notice ends will be processed and due to payment.
4.2. All increase on the expenses related with the fulfillment of the contract that may come after its concluding (including transportation costs, customs fees, taxes and other public claims) will be paid by the Client.
4.3. The payment must be made immediately after the invoice issue, unless there is other agreement. In case there is another period of payment it will be marked in the invoice. The payment is first for the expenses, then for the forfeit and last for the principal. If the reason for the payment is not clearly stated, the duties will be paid in the order of arising.
4.4. When applicable, “Desis International” invoices costs of transportation and loading/unloading, separately or on a distinguished row, and the Client pays immediately, without deduction, with VAT, independently of the price paying conditions.
4.5. The deals in foreign currency, which are not invoiced in BGN, are paid according to the Bulgarian National Bank’s general exchange rate, the day the invoice is issued.
5. Disadvantages and warranty terms
5.1. The Products are with 24 (twenty four) months warranty term. Claims by the Client for deficiencies and other failures can be made in a written manner during receiving of the Products. Otherwise the Products will be considered as accepted. In case of timely, correct and reasonable statement of failures, “Desis International” may: replace the damaged Products, complete the delivery with the missing Products, compensate the Client for the damages or make a discount of the Products’ price. If the Technical department of “Desis International” after checking, determines that the parts are not damaged or there is no reason the warranty request to be accepted, it will inform the Client. An invoice will be issued to the Client for the claimed parts. If the detail can be fixed/recovered “Desis International” will issue an invoice for the repair work and will sell the detail later on. Out of the warranty scope are: parts subject of normal wear and tear, those that are subject of premature exhausting due to the material nature or way of using; damages due to inappropriate storage, improper or negligence in manipulation or usage, wrong installation or exploitation, overuse, abnormal installation, irregular temperature conditions, defective construction works, chemical, electro-mechanic or electric force; exploitation, manipulation and maintenance, made wrong and not according to “Desis International” instructions; repair works, changes and settings made without “Desis International” permission; using spare parts other than those from “Desis International”.
5.2. Claims for defects, that due to their nature cannot be found during regular checkup, can be laid in written manner, immediately after they are found, but no later than 15 (fifteen) days after accepting the delivery of the Products. Claims should be made with the current proofs or other related documents. For the failing both parties sign protocol of findings, as if there is any conflict, will be hired independent expert/expert group. In case of deficiencies found, “Desis International” may at its own discretion: replace the damaged Products, reimburse the Client for the deficiencies or make a discount from the Products’ price.
5.3. Deficiencies’ claims for certain Products or services delivery does not grant Client the right to decline next request for Product delivery with the same or other legal relationship. “Desis International” does not take responsibility for defects that may be removed with minor Client’s effort.
5.4. In case of faulty Products replacement “Desis International” set up a reasonable time to take or is due to take care of the Products, subject to the claims. If “Desis International” does not comply with this term, the Client may, on its own initiative, return the Products to the dispatch point in the country. The costs from the delivery to dispatch point in the country will be covered by “Desis International”.
6.1. “Desis International” is responsible only for damages caused by intentional or crude negligence, in violation of essential contract obligation.
6.2. “Desis International” is not under obligation of liability about failure of courier, carrier, forwarder or their subcontractors, independently whether directly hired. The responsibility on subcontractors is limited to wisely choose them.
6.3. “Desis International” is not responsible for delayed or causeless denial of accepting Products by the Client. In this case “Desis International” has the right to decline entirely or partially deliveries related to the concerned contract and to other relationships with the Client and/or to terminate the contract without prior notice. In case of delayed or causeless denial of accepting the Products, Client is not to be considered free of due to pay. The Client shall pay all the costs that came out of the causeless delay and/or denial for accepting the Products, including but not vast the costs for their storage and transportation.
6.4. The Client does not have the right to offset his receivables with “Desis International” receivables, unless they are confirmed in the Court and expressly accepted by “Desis International”.
6.5. In case of payment delay, the Client owes to “Desis International” annual 20% (twenty percent) forfeit from the unpaid obligation. This does not deprives “Desis International” from the right to claim the real damage, surpassing the forfeit’s value. The Client is obliged to pay all the costs, related to extrajudicial and/or judicial payment collection. Payment in cash will not be considered as made until it is not at “Desis International” disposal. In case of payment delay “Desis International” has the right to terminate with notice of immediate action all the Client’s preferences, if there are any, including discounts, differed payment and others.
6.6. In case of payment delay by the Client or if “Desis International” becomes aware about circumstances that casts doubts on the Client’s financial condition, “Desis International” has the right with notice of immediate action to declare the whole Client’s debt subject to execution and in sole discretion: to terminate trade relationships with the Client about Products’ delivery; or to decline entirely or partially delivery for the Client related to the relevant contract and other legal relationship, as well as to demand payment in advance for the deliveries.
7. Other regulations
7.1. In parties’ relationship termination regulated by these General terms and conditions, the contract shall be considered terminated future in time and not reflecting requested/delivered Products before the cancellation.
7.2. Written form, as mentioned in these General terms and conditions, includes the document exchange related to the Products’ delivery between “Desis International” and the Client via e-mail.
7.3. All legal disputes will be arranged by the Court of competent jurisdiction it city of Sofia.
7.4. For all matters unsettled in these General term and conditions Bulgarian civil and trade legislation shall be applicable.