Terms of Business

GENERAL TERMS OF BUSINESS

TRADING COMPANY EUROTRADE D.O.O.

1. Information about the trading company:

Eurotrade d.o.o., a limited liability company for trade and import-export

OIB: 31138585832

Email address: eurotrade@eurotrade.hr

Headquarters: Via Spinè 16, Rovinj - Rovigno (City of Rovinj - Rovigno)

Registered in the court register: Pazin Commercial Court under number Tt-95/2647-2 as of 23.12.1989.

MBS: 040014223

IBAN:

• OTP : HR7424070001100047688
• IKB: HR4823800061170004570

Share capital: €1,844,860 paid in full

Board members: Asima Hrelja, Aron Hrelja, Sonja Božac

2. General provisions

Owner of all rights to the websites https://www.eurotrade.hr , https://b2b.eurotrade.hr is a trading company Eurotrade d.o.o.

Eurotrade d.o.o. provides an online sales service in its own name and for its own account.

In addition to the above, Eurotrade d.o.o. also offers a sales service to legal entities via electronic pošte, phone call or in-person ordering.

Seller is:

Eurotrade d.o.o., Spinè Street - Via Spinè 16, Rovinj - Rovigno (City of Rovinj - Rovigno), OIB: 31138585832, which via Internet store, electronic pošte, phone call or in-person ordering sells products to the Customer.

The customer of the product is:

a legal entity that purchases products via the online store, electronic pošte, or a phone call addressed to the Seller's Commercial Department, in such a way that the Seller receives an order to purchase a single and/or group of the Seller's products.

These General Terms and Conditions regulate the relations between the Customer, a legal entity, and the Seller, and with respect to the purchase of goods, delivery, prices and payment, višu silu, changed circumstances, business secrecy and data protection, product warranties and insurance, material defects of the products, commercial warranty and court dispute resolution. The contract for the sale of goods between the Customer and the Seller is concluded at the moment of receipt of the Seller's confirmation of the order to the Customer's e-mail address. The purchase and delivery of the goods can be carried out in Europe.

For legal entities as buyers and for natural persons who enter into a legal transaction or operate in the market within their commercial, business, craft, or professional activity, the relevant provisions of the Law on Obligations and the Law on Electronic Commerce apply.

These General Terms and Conditions are published on the pages www.eurotrade.hr , https://b2b.eurotrade.hr The customer has the option and is authorized to store or print the General Terms on their own computer system.

Downloading, printing, and viewing materials and content on the listed pages is possible only for personal use. It is prohibited to publicly display, transmit, publish, modify, reproduce, distribute, participate in the transfer or sale, create copies, upload, and any other type of use of the entire content of the website or any part of it and the selection and alignment of their content, without the written permission of Eurotrade d.o.o. and other holders of copyright and other intellectual property rights.

All photographs, images, videos, biographical data of individuals and/or other materials appearing on the website are exclusively the property of Eurotrade d.o.o. Copyright and other intellectual property rights in all materials on the website belong to Eurotrade d.o.o. All rights reserved. Permission is given to entities to use these materials solely for promotional, editorial, and informational purposes of publication in newspapers, magazines, and electronic media. Other uses of materials from the website are not permitted. Also, use of any material from the website in connection with selling or offering for sale products or services of any kind is not permitted. The defined permission and the manner of using the website must not be transferred, subcontracted or assigned and any intended and attempted transfer, subcontracting or assignment will be considered void. By using materials from the website, media users undertake to fully comply with the restrictions and terms set forth herein.

By purchasing products through the Online Store, placing an order via email, by phone, or in person, it is deemed that the user has read, acknowledged, and therefore accepted these General Terms as an integral part of the purchase agreement. The Seller is authorized, without prior notice, to change the contents of these General Terms.

Customers are required to provide accurate, valid, and complete personal data when filling out the registration form, and any contrary action authorizes the Seller to deny such a user access to or to withhold all or part of the services offered by the Online Store.

The Seller shall not be liable for damage that may occur to devices used to access the Online Store and the data stored on those devices when using the Online Store if such damage results from unlawful acts of third parties, computer viruses, etc., and other cases for which the Seller is not responsible. The Seller is also exempt from liability in the event of circumstances that prevent the use of the Online Store.

The Seller is not responsible for errors, inaccuracies, or other shortcomings of information on its website, as well as for any delay or interruption in the transmission of information to users, or for any claims or losses arising from that. The Seller will not be liable for any claims or losses of third parties, including lost profits and intangible damages.

The customer agrees in writing within 3 days to notify the Seller of all changes relating to: the company name, address, OIB, all changes to the signature card, company seal, persons authorized to represent, changes to the bank account, and the phone number.

3. Purchase of goods

Online shopping can be completed only if the Customer logs in at the designated place. The products that can be purchased are listed on the website, and for each displayed product the data about the product specification and price is provided. The selection of the desired product is performed by saving it to the cart by clicking the link „Add to cart“.

All orders received by the system by 12:00 on business days will be processed the same day.

The unit price is rounded for display, but the actual rounding is performed only at the end, što guarantee an accurate price and not leave room for the customer to be shortchanged.

Order statuses.

• In progress. -> order has been created by the B2B system.
• Reserved. -> the order has been received and quantities reserved
• Under review -> the quantity does not match the available quantity and intervention by the sales representative is required (you will be contacted)
• Closed -> the order has been processed and handed over for delivery (delivered)
• Cancelled -> the order has been cancelled

Orders are also placed via email to Eurotrade's Commercial Department, by telephone, or in person at the field service or in the office.

The seller guarantees that the commercial packaging is original, unopened, and is accompanied by the appropriate quality.

Each delivered item must contain a barcode, or catalog number that enables the Customer to correctly enter the item and may include accompanying documentation in Croatian (declaration, certificate, warranty card, user instructions) in accordance with Croatian regulations.

Each item with a limited shelf life must contain either a production date with its shelf life or the date until which it can be used.

All product photos are symbolic and do not reflect the product's properties.

There may be minor deviations from the displayed photographs or descriptions of our products. The seller is not responsible for any technical faults and pricing errors, as well as other typographical or photographic mistakes and omissions.

In the event of a price error for a product ordered by the Customer, or errors in the technical description or product photograph, the product will not be sold at the incorrectly stated price, and the Customer has the right to terminate the contract.

The date on the invoice governs the establishment of the debtor–creditor relationship.

If there are visible defects in the delivered goods, the debtor–creditor relationship arises on the date of final receipt of defect-free goods.

4. Delivery

We deliver the ordered goods via courier services or through our own delivery network.

Paid orders of selected products can be picked up in person at our Zagreb Business Unit.

The seller will notify the Customer when the order is ready for pickup at our Business Unit. The pickup deadline is 5 days.

After the 5-day period has expired, it is deemed that the Customer has withdrawn from it, and the sales contract is terminated.

When collecting the order, the Customer must possess a personal identity card or another identification document, and the representative of the legal entity must stamp and seal the legal entity to certify the dispatch note. Without presenting a personal identification document or the legal entity's seal, the goods will not be delivered.

If delivery of the purchased goods is not possible to the address specified by the Buyer due to the Buyer not being at the indicated address at the time, the costs of the next delivery, as well as all other possible costs arising from unsuccessful delivery, shall be borne by the Buyer.

The product is considered delivered when the recipient signs the written acknowledgment of receipt and delivers it to the Seller or hands it to the delivery service. 

The delivery cost for goods is borne by the Buyer if the order value is below the limit set by the Seller.

For delivery, unless otherwise regulated by the Agreement, the delivery price is determined based on the value of the total daily orders.

The shipping price for oversized palletized goods to the end customer will be calculated according to bids from logistics companies, which will be communicated with our item offers.

The delivery timeframe depends on external logistics services. Most parcel shipments are delivered within 1-2 business days, and pallet shipments within 2-3 business days.

Customers agree that the delivery date is the date on which the Buyer received the goods without defects.

The Buyer undertakes to count the received goods during unloading and inspect their contents, and if the contents correspond to the accompanying document, to sign and certify the Seller's delivery note on which the goods were delivered.

If the received goods do not fully match the accompanying document, an on-site record will be prepared and signed by representatives of both parties in cases where the Seller carries out the delivery himself. When the goods are delivered by an external logistics company, the Buyer must prepare an on-site record with an employee of the external logistics company and report the amount of undelivered goods directly to the Seller within 24 hours.

The Buyer agrees to inform the Seller in writing of any visible defects within 24 hours of receiving the delivered goods.

If the Customer does not inform us of any visible defects in the goods, it will be deemed that there are no visible defects.

If there are visible defects on the goods, or if the delivered goods do not fully conform to the accompanying document, the Customer may return the portion of the shipment relating to the defective goods, and the Seller will, in the shortest possible time and by written notice to the Customer, remedy the defects and deliver defect-free goods to the Customer.

The parties agree that the Customer cannot return delivered goods that could not be resold, unless otherwise agreed in writing with the Customer.

Returned products must be unused, undamaged, and in the original packaging.

Otherwise, returns of such goods are not permitted.

The Customer is responsible for any reduction in the value of the goods resulting from handling, except for that which was necessary to determine the nature, characteristics, and functionality of the product.

5. Prices and payment

Prices of items are determined in the Seller's price list.

All prices are shown in euros excluding VAT. VAT is listed on the invoice issued by the Seller to the Customer.

Delivery and other service charges are also shown on the invoice excluding VAT.

The customer must bear the direct costs of any potential return of goods, unless it is due to the Seller's fault.

If market conditions change during the term of the Agreement with the Customer, the Seller reserves the right to unilaterally change prices, discounts, payment terms, and other terms of sale of the goods.

Price changes will apply from the moment the Seller changes the price in its price list.

The Customer undertakes to pay all invoices for delivered goods within the period stated in the payment terms on the invoice.

The Customer undertakes to provide the Seller with an invoice specification for each payment settled, no later than the payment date. The Customer agrees that if it fails to provide the invoice settlement specification by the payment date, the Seller will determine the order of settlement, with the oldest due invoices being closed first.

The Customer agrees to pay the statutory late payment interest for any delays in meeting its financial obligations on invoices for delivered goods.

The Customer undertakes to pay statutory late interest within 8 days from the invoice date. If the Customer does not pay the statutory late interest within 8 days, the Seller reserves the right to collect using payment security instruments.

If the Customer has overdue, unpaid invoices, the Seller reserves the right to suspend the delivery of goods until the debts are settled.

The Seller reserves the unconditional right to unilaterally and without notice change brands and item types, commercial prices, and terms.

The Customer reserves the unconditional right to reject the Seller's offer, or to refrain from entering into any individual sales transaction if any change to the brand and type of article, commercial terms, and/or price no longer suits.

The Buyer and the Seller may enter into an individual sale transaction based on the Seller's special offer. In such a case, it is considered that the Buyer has accepted the commercial terms of the Seller's offer.

The sale of goods is carried out in accordance with the applicable price list on the day of the order.

During the term of this Agreement, the Buyer may participate in promotions organized by the Seller.

These promotions may be tied to the quantity of one or more items that must be purchased or to the value of goods that must be purchased in order to qualify for a predefined bonus for a specific promotion.

For a quantity-based bonus on one or more items, the Buyer will earn it if they purchase the specified quantity of items within a defined period (if they deem that the defined quantity can be reasonably brought to market within a reasonable timeframe).

If a target value is defined, the Buyer will earn the bonus if within a defined period they purchase a certain value of specified items, assortments, or the like.

The Buyer may participate in promotions organized by Vendors (i.e., sell-out promotions) where, during a defined period, special prices are offered for certain models whose sales the Vendor wishes to increase.

6. Force Majeure

The contracting parties agree on how, in the event of force majeure (including pandemics or epidemics resulting in disruptions to transport/supply or border closures and inability to import goods, strikes at supplier or transport/logistics companies, wartime, or natural disasters), the Seller is not obligated to perform obligations arising from the Agreement with the Buyer.

In the event of force majeure, the Seller shall promptly notify the Buyer of the occurrence of force majeure that prevents the performance of contractual obligations. 

Upon the termination of these circumstances constituting force majeure, the Seller undertakes to inform the Buyer of the termination of force majeure and to indicate the approximate timelines for resuming the performance of the contractual obligations.

The Seller is entitled to terminate this Contract in the event of force majeure, irrespective of other provisions that govern termination.

7. Changed circumstances

In the event of circumstances that alter the situation at the time of entering into the Agreement with the Buyer, such as disruptions in the market for the goods subject to the contract, including a cessation of production or a production reduction of more than 30% relative to the level at the time of entering into the Agreement with the Buyer, an increase in transportation/import costs above 15% relative to those existing at the time of entering into the Agreement with the Buyer, an increase in the cost of acquiring the goods from the manufacturer by more than 10% relative to those existing at the time of entering into the Agreement with the Buyer, disruptions in the transport of goods resulting in slowed or hindered importation of goods, and other circumstances that hinder the Seller's ability to fulfill its obligations to the Buyer, the Seller is entitled to terminate the contract irrespective of other provisions of this contract that determine the conditions of termination.

8. Trade secrets and data protection

The Seller and the Buyer undertake to keep all information and data obtained by oral, written, electronic, or any other means during the negotiation of future business, the performance of the contracted work, and after completion of the work as trade and contractual secrets.

Trade and contractual secrets include: business opportunities, financial condition, information on commercial terms and procurement policies, information about and with business partners, the manner of conducting commercial affairs, and all other information and data about the business and operations of the contracting parties.

Disclosing trade and contractual secrets shall be grounds for termination of the contractual relationship, as well as for criminal liability and liability for resulting damages and lost profits.

The obligation to maintain data confidentiality remains in effect without a time limit.

The Seller and the Buyer have the right to list the other contracting party's company on their client reference list.

Customer data collected through the online store and orders placed via email and telephone are protected.

Customer data will be used exclusively for the purpose of concluding and fulfilling contracts and services and for meeting legal obligations. The data may also be used to inform customers about product offers, for business communications, maintaining records of business partners, and assessing mutual cooperation. All customer data is strictly guarded and available only to those authorized to handle it and to those for whom the data is necessary to perform their duties.

All communications relating to the order process and the conclusion of the sales contract between the Seller and the Buyer are carried out via the email and/or telephone number provided by the Buyer during the registration process.  

9. Payment security guarantees.

The seller undertakes to store the payment security instruments it has received in its archives and will not misuse them in any way.

The Seller reserves the right to collect its claims against the Buyer (including interest) using payment security instruments if the Buyer does not settle its obligations on time.

In that case, the Seller has the right to present the payment security instruments for collection and, to satisfy its claim, to take possession of the Buyer’s goods from the warehouse, to the extent necessary to satisfy the Seller's claim. The value of the goods is the wholesale price at which the Buyer purchased the goods.

The Seller undertakes to reduce its claim by the amount of the goods so taken and to prepare the corresponding documentation.

The Buyer undertakes, regardless of the provisions of these General Terms and Conditions, at the Seller's request to provide a list of goods it has in stock (regardless of source) with the wholesale prices.

10. Material defects of the product.

The seller is responsible for material defects of the goods in accordance with the provisions of the law and these general terms of business.

In the event of a material defect in the goods, the provisions governing civil liability for material defects apply to the relations between the Seller and the Buyer.

If, after receiving the item by the Buyer, it becomes apparent that the item has a defect that could not be detected by ordinary inspection at the time of receipt, the Buyer is obliged, under threat of loss of rights, to notify the Seller of that defect without delay. The Seller is not liable for defects that become apparent after six months from the handover of the item. 
 

11. Commercial warranty

For all products for which the Seller provides a commercial warranty, the warranty terms listed in the warranty certificate apply. The Seller warrants that the product used in accordance with the attached instructions and the Commercial Warranty Statement will function properly within the warranty period. In the event of a fault and other possible defects, the Seller undertakes to repair or replace the product within a reasonable time in accordance with the Law on Obligations. The right to use the warranty is granted exclusively upon presentation of the invoice and the Commercial Warranty Statement. The Commercial Warranty Statement is considered valid upon presentation of the invoice.

Defects of the product resulting from improper use and/or failure to follow the instructions are not covered by the warranty. Servicing and the sale of replacement parts for the purchased product are provided through authorized service centers listed in the warranty certificate. You may take the defective device to or send it directly to an authorized service center. If the product is being shipped, it should be properly protected during shipping. If a claim is false and unfounded, the cost of diagnostics and returning the goods from the service is borne by the buyer. 

12. Judicial resolution of disputes

In the event of any dispute, the Seller and the Buyer will settle the matter amicably; if this is not possible, the competent court in Rijeka will have jurisdiction, and the disputes will be resolved in accordance with the applicable laws of the Republic of Croatia.