Terms and Conditions
General Terms and Conditions of Sale of Alukun Ltd.
1. Exclusive validity of these conditions
1.1 All orders and delivery transactions of Alukun Ltd., Serdika Str. 2B, 3. Stock, Office 1 BG - 8000 Burgas (from now on referred to as „Alukun“), shall be based exclusively on the following General Terms and Conditions of Sale (from now on referred to as „GTC“) and the provisions of the respective individual contract.
1.2 A contract concluded based on these terms and conditions shall establish their validity for all further (delivery) transactions with the customer within the scope of ongoing business relations, even if Alukun does not expressly refer to them in the future. This shall apply even if the customer became aware of these Terms and Conditions after the first contract was concluded between the parties.
1.3 Deviating agreements, in particular contradictory terms and conditions of business of the customer, require the express written consent of Alukun to be valid and must be confirmed in writing by Alukun separately for each contract. Such terms and conditions of the customer shall not bind Alukun even if Alukun does not expressly object to them or delivers to the customer without reservation in the knowledge of such terms and conditions.
1.1.1 Alukun shall be entitled to amend these General Terms and Conditions within a reasonable notice period. Alukun shall notify the customer in writing of amendments to these GTC at the latest two months before they take effect. Alukun shall draw the customer's attention to this effect of approval in its notification of the amendment to these GTCs. The customer shall be deemed to have consented to the amended modifications.
2. Consent to data processing
By submitting his legal transaction application under Section 3.2, the customer gives his consent for his data, particularly; his name and company logo, to be displayed on the Alukun website and brochures to acquire new customers. This voluntary consent is limited to the duration of the business relationship and may be revoked by the customer at any time. The data processing shall remain lawful until the revocation is declared.
3. Offers; conclusion of the contract; conclusion of the contract via the Alukun online shop; order of validity
3.1 Any offers made by Alukun shall not be binding unless they have been designated or confirmed in writing by Alukun as binding. Drawings, illustrations and dimensions, weights, or other performance data shall only be binding if this has been expressed in writing.
3.2 As long as the customer places an order in writing or by telephone, this is a binding legal transaction. As an offer from Alukun precedes the customer’s order, the customer shall comply with this offer in his order. Alukun may cancel the customer's demand at any point in time.
3.3 Contracts with Alukun shall come into existence upon acceptance by Alukun of the customer's written or telephone order in the form of a written order confirmation, but no later than when Alukun provides the service.
3.4 In connection with orders placed via the Alukun online shop:
The presentation of the products by Alukun in the Alukun online shop is always non-binding.
By clicking on the "Order Now" button during the payment process, the customer transmits his order, which is a binding legal transaction to Alukun.
The confirmation of receipt email sent automatically immediately after receipt of the customer's order by Alukun does not constitute acceptance of the customer's order by Alukun; it does not, therefore, form a contract between the customer and Alukun.
The contract between Alukun and the customer shall only exist when the customer's order is accepted by Alukun's shipping confirmation email, but no later than when Alukun provides the service. Alukun may receive the customer's order via the online shop within seven (7) working days of receiving the order.
3.5 Unless otherwise regulated in the individual contract, the following order of precedence shall apply in the event of contradictory provisions:
- the individual contract, including any additional agreements made,
- these GTCs,
To the extent available, the technical specifications of Alukun, in
particular the main dimensions of the delivery item,
- the essential elements of the Alukun offer (e.g., price, quantity).
3.6 Alukun reserves the property rights and copyrights to the documents referred to in clause 3.1.
4. Obligations and duties of the customer
4.1 The customer shall ensure that all necessary provision and cooperation services are provided in good time to the required extent and free of charge to Alukun. If the customer fails to provide a required cooperation service, fails to do so in good time, or fails to provide it in the agreed manner, the consequences arising and resulting from there (e.g., delays, additional expenditure) shall be borne solely by the customer.
4.2 It is the customer's responsibility to check the delivered goods for their suitability for their intended use before processing or working them, even if samples of the goods were provided beforehand.
4.3 The assembly or installation is carried out by the customer unless expressly agreed in writing with the customer. In doing so, the customer must follow the assembly or installation instructions supplied. The customer must have any necessary connections of products to the public electricity network carried out by an authorized specialist.
4.4 If in an individual contract with the customer, Alukun has exceptionally undertaken to carry out assembly or installation, the customer shall ensure that any necessary preliminary or construction work has progressed to such an extent that Alukun can carry out the assembly or installation without hindrance at the assembly time agreed with Alukun. This shall include, in particular, that the necessary supply lines for water, wastewater, scaffolding, and electricity are installed by the customer at the intended location of the equipment to be assembled or installed.
If openings in the customer's buildings prove to be too small for the procurement of the necessary assembly parts, assembly plant, or lifting equipment, all costs incurred or to be incurred as a result, in particular for the necessary enlargement of the required opening or the dismantling of parts as well as for downtimes or downtimes caused or arising as a result thereof, shall be borne by the customer. This shall not apply to the extent that Alukun is responsible for the incurrence of such costs.
The customer shall also be obliged to provide Alukun with electricity, water, heating, lighting, and lockable rooms required for the storage of the installation tools brought along by Alukun free of charge for the duration of the installation work. The same shall apply to any scaffolding and lifting equipment required to transport heavy objects as part of the installation work.
4.5 The customer shall be obliged to make the data stored on his systems available to Alukun so that Alukun can reproduce them without considerable effort. The customer's data carriers must be flawless in content and technical specifications; in particular, they must be free of malware, viruses, etc. If this is not the case, the customer shall compensate Alukun for all damage arising from these data carriers and indemnify Alukun to this extent against all claims by third parties unless the cause does not lie within the customer's sphere of control and organization.
4.6 The customer shall ensure that Alukun has access to the customer's valid data, particularly the address.
5. Delivery and delivery time; right of withdrawal for special orders; force majeure; partial delivery; delivery abroad and confirmation of receipt; subcontractors; Alukun's right of exploitation in respect of returned goods
5.1 As long as the customer fails to comply with his obligations to cooperate and to provide materials, such as, in particular, the provision of goods for processing or treatment, drawings and information material on the goods to be manufactured, etc., any delay in delivery by Alukun shall be excluded.
5.2 Any delay in delivery on the part of Alukun shall also be excluded if Alukun itself is not supplied correctly or on time by its suppliers.
5.3 The Customer shall be obliged to collect or have collected the goods made available for delivery. Upon collection, the customer shall be obliged to pay all transport costs and other costs which may have been incurred since the goods were made available by Alukun (e.g., costs for storage beyond the agreed delivery time).
5.4 If the customer wishes to have the goods shipped, this shall be exclusively at the customer's expense and risk (see also clause 7.1) to the last address (curb) notified by the customer. Alukun shall not be obliged to unload the goods. By declaring to Alukun, the customer may choose whether the shipment is insured or uninsured.
5. The type, manner, and extent of packaging shall be at the discretion of Alukun.
5.6 Any delivery and performance dates stated shall only be binding if they have been designated or confirmed as binding by Alukun.
If an expected delivery date is exceeded by more than two weeks, the customer shall be entitled to set Alukun a reasonable period of grace for delivery.
If Alukun fails to deliver within the grace period, the customer shall be entitled to withdraw from the contract. The withdrawal must be declared in writing.
5.7 If, in the event of a delay in delivery by Alukun, the customer chooses compensation instead of, or in addition to withdrawal from the contract, the extent of Alukun's liability shall be determined following clause
5.8 In the case of contracts involving goods with unique dimensions or other special features which are not part of Alukun's standard range, the customer may have a special right of withdrawal following the following provision: the customer may withdraw from the contract at any time until receipt of confirmation of receipt of payment by Alukun; the withdrawal must be declared in writing. Alukun reserves the right to charge the customer a cancellation fee of 45 % (forty-five percent) of the gross order value or, if payment has already been made, withhold the refund amount.
5.9 For the duration of the existence of unforeseeable circumstances which were caused from outside by forces of nature or by the actions of third parties and which could not have been avoided even by extreme care („force majeure“), such as the impossibility of obtaining raw materials and means of transport, Alukun shall be exempt from the obligation to deliver in the event of operational disruptions, strikes and lockouts, fire and natural disasters, blockades, war and other military conflicts, mobilization, civil unrest, and terrorist attacks, epidemics and pandemics, government measures and decisions by authorities, seizure, and embargo.
Any agreed delivery periods shall be extended by the duration of the circumstances of force majeure, but by a maximum of six (6) months. If the cases of force majeure end within this period, the customer may only refuse delivery if acceptance of the delivery has become unreasonable for him after this period. If the circumstances of force majeure end after the expiry of six (6) months, this shall be deemed a definitive impediment to performance; the customer shall be entitled to withdraw from the contract. The same shall apply if and as soon as it is evident that the circumstances of force majeure will be permanent.
5.10 Unless otherwise expressly agreed in writing with the customer, Alukun shall be entitled to make partial deliveries or render partial services if (i) the partial delivery is usable for the customer within the scope of the contractual purpose, (ii) delivery of the remaining ordered goods is ensured and (iii) the customer does not incur any significant additional work or costs as a result.
5.11 If at the customer's request and the customer's expense, Alukun delivers or dispatches the goods to a place outside Germany, the customer shall notify Alukun, without being requested to do so, within five (5) working days of receipt of the goods at the place of destination, of a confirmation of receipt or comparable alternative documentation in written form as proof of dispatch or shipment abroad. Suppose the customer fails to provide such evidence. In that case, he shall be liable in his internal relationship with Alukun to the extent that Alukun must pay VAT on the delivery unless Alukun is at fault.
The preceding shall apply mutatis mutandis in cases where the customer, at his request and expense, collects the goods himself from Alukun for subsequent permanent storage outside Germany.
Alukun reserves the right to demand a deposit from the customer in the amount of the calculated value-added tax on the invoice amount in question as proof of dispatch or shipment abroad by the customer until the customer confirms receipt or comparable alternative documentation in writing. Alukun shall return the deposit to the customer immediately after receipt and verification of the confirmation of receipt or any similar alternative documentation in written form as proof of dispatch or shipment abroad.
5.12 Alukun shall be entitled to provide the services by subcontracting to third parties (subcontractors) unless this is contrary to the legitimate interests of the customer. Alukun shall not be liable for the performance of subcontractors.
5.13 If Alukun accepts goods from the customer, for example, to carry out an inspection or repair, and if the customer refuses to accept the goods again after inspection or repair, or if the customer announces that he will not retake the goods, Alukun shall be entitled to sell the goods after giving prior written notice of the sale and setting a reasonable deadline for the customer to collect the goods. Alukun shall pay the customer the proceeds of the sale less any storage costs and other costs incurred by Alukun.
6. Prices; minimum order value; terms of payment; objection to the invoice; crediting
6.1 The agreed prices are set out in the individual contract and always exclude statutory value-added tax, shipping costs, freight, customs, import, additional charges, and in some cases, packaging.
6.2 The costs incurred for an installation or assembly agreed upon in an individual case and expenses incurred in connection with any necessary trades are also not included in the price unless the parties have agreed otherwise in writing.
6.3 Unless indicated in individual cases, Alukun shall only accept orders with a minimum order value of EUR 30 plus the statutory VAT.
6.4 Unless expressly agreed between the parties, in particular, payment in advance, invoices from Alukun shall be due immediately upon receipt and shall be paid within 14 days without any deductions. They shall be paid to the account indicated on the invoice and in EUR. The timeliness of the payment shall be determined by the receipt of the total payment amount in one of Alukun's business accounts. Alukun shall be entitled to charge interest on arrears at nine (9) percentage points above the base rate in the event of late payment.
6.5 If payment in advance has not been agreed with the customer in individual cases, and if the customer is in default of payment in respect of deliveries already made by Alukun, Alukun shall also be entitled, at its discretion, either to withhold the delivery(s) not yet made until the customer has made an advance payment for them or to withdraw from the contract for the delivery(s) not yet made after setting a reasonable period of grace.
6.6 For each direct debit not honored or returned, the customer shall reimburse Alukun for the costs incurred, including the fees of collecting the outstanding payment, to the extent that the customer is responsible for the event giving rise to the charges.
6.7 Complaints concerning the amount of the price/remuneration charged by Alukun to the customer shall be addressed to Alukun immediately upon receipt of the invoice. Alukun must receive complaints within eight weeks of receipt of the invoice by the customer. Failure to object in good time shall be deemed to constitute approval of the invoice in terms of the amount. The customer's statutory claims in the event of complaints after the deadline shall remain unaffected.
6.8 If Alukun has granted the customer a period of payment exceeding that agreed in clause 6.4 in respect of delivery, and if, after the conclusion ion the f the contract, justified doubts arise as to the customer's solvency or creditworthiness, or if such circumstances already existing at the time of conclusion of the agreement only become known at a later date, Alukun shall be entitled to revoke any periods of payment granted and to demand either advance payment or the provision of security before delivery.
6.9 Notwithstanding any contrary provisions on the customer’s part, Alukun shall be entitled to settle payments against the customer's older debts first. Suppose costs and interest have already been incurred. In that case, Alukun shall be allowed to set off the payment against the charges, then against the claim, and finally, against the top performance. Alukun shall inform the customer of the nature of the set-off. Alukun shall notify the customer of the heart of the set-off.
7 Transfer of risk; inspection for transport damage
7.1 Unless otherwise agreed in writing, and irrespective of any commercial clause decided upon between the parties, the risk of accidental destruction and loss, and deterioration shall pass to the customer as soon as the consignment has been handed over to the person carrying out the transport or has left the business premises of Alukun for dispatch or (self-)collection.
7.2 The customer shall examine the external condition of the delivery immediately after its arrival, complain to the transport person about any transport damage, secure evidence thereof, and notify Alukun and the transport person directly by telephone and in writing. If delivered to a different address, the customer shall be obliged to ensure that the inspection for any transport damage is carried out under these provisions. Section 7.1 (duty to examine and give notice of defects) shall remain unaffected.
7.3 If dispatch cannot be effected within the agreed delivery period through no fault of Alukun, the risk of accidental loss of the goods shall pass to the customer upon expiry of the delivery date specified in clause 5.4.
8. Duty to examine; warranty; service offer return; return of goods from forwarding agents; limitation periods
8.1 If the customer is a merchant, the customer shall inspect the Goods immediately upon receipt and notify Alukun in writing without delay of any apparent defects identifiable upon proper inspection, including any transport damage (cf. Section 7.2). Flaws that could not be detected even upon valid, immediate assessment shall be notified to Alukun in writing immediately upon detection. Failure to observe the period for notification of defects shall exclude the customer's rights regarding material defects.
The same applies to complaints due to wrong deliveries and quantity deviations.
8.2 Minor deviations in the dimensions and design do not entitle the customer to make a complaint. Any variations within the scope of the relevant quality guidelines known to the customer shall be deemed under the contract.
8.3 Unless otherwise expressly agreed with the customer in individual cases - e.g., within the framework of a "full guarantee" - Alukun shall grant subsequent performance for (if applicable: duly notified) defects of the delivery item at its discretion in the form of delivery of a new, defect-free item (subsequent delivery) or the condition of repair (elimination of defects), unless the mandatory provisions on the sale of consumer goods apply. If the subsequent performance fails - i.e., three (3) attempts at the next version are unsuccessful -the customer may, at his discretion, reduce the contractually agreed price or withdraw from the contract. In addition, the customer shall only be entitled to claims for damages within Section 9.
8.4 If Alukun takes back goods after notification of defects, this shall in no case constitute an acknowledgment on the part of Alukun that the returned goods are defective.
8.5 Both for subsequent performance in the case of notices of defects and the context of returns, the place of the following version or business of return shall be announced by Alukun.
8.6 The customer shall be obliged to cooperate in the performance of the subsequent performance or the repossessions mentioned above by making the goods available for this purpose at the address (curb) last notified by him on the date of collection agreed with Alukun. More extensive or bulky goods - so-called forwarding goods - shall be provided by the customer packed and fixed on a pallet. The customer shall provide Alukun with photographs of the goods set on the pallet in good time before the date of collection.
If the customer still has the packaging of the original delivery by Alukun in stock in a reusable condition, the customer shall use it for packaging the goods being shipped.
8.7 The warranty obligation expires if the delivered goods have been changed, processed, or mishandled. The same shall apply if the defect is because the goods have not been professionally connected or adjusted in deviation from clause 4.3.
8.8 Alukun shall assume no warranty for goods the customer has made available to Alukun for processing or treatment. The customer shall not be entitled to any rights in respect of defects in such goods unless the defect is due to processing or treatment by Alukun.
8.9 The limitation period for claims for defects is 3 (Three) months from the transfer of risk unless another statutory period is mandatory or unless the mandatory provisions on the sale of consumer goods apply or unless otherwise expressly agreed with the customer. Furthermore, the above provision shall not apply in cases of Alukun's liability for culpable injury to life, body, or health or circumstances of Alukun's liability for claims for damages based on intent or gross negligence, including intent or gross negligence on the part of Alukun's representatives or vicarious agents.
8.10 Warranty claims arising from contracts with Alukun shall be due exclusively to the customer; they are not assignable. The same shall apply to any warranty claims of the customer.
9. Retention of title
Unless advance payment has been agreed with the customer in individual cases, Alukun shall retain title to the goods until receipt of all costs arising from the business relationship with the customer.
10. Liability; product liability
10.1 Alukun shall be liable under the statutory provisions if the customer asserts claims for damages based on intent or gross negligence, including intent or gross negligence on the part of Alukun's representatives or vicarious agents.
10.2 In the internal relationship with Alukun, the customer shall assume the sole risk as (co-) manufacturer under the Product Liability Act, provided that the cause of the damage was within his sphere of responsibility and organization and he is liable as a manufacturer in the external relationship with the claimant. In the cases mentioned above, the customer shall expressly indemnify Alukun from all possible claims by third parties and shall, if necessary, provide security insofar as its internal responsibility extends to the customer. This shall apply in particular but not exclusively in cases where the customer has supplied Alukun with preliminary products.
The above provision shall not apply in cases where the customer has made goods available to Alukun for processing or treatment.
10.3 Insofar as Alukun's liability for damages is limited, this shall also apply to the personal liability for damages of Alukun's employees, workers, staff, representatives, and vicarious agents.
10.4 Unless otherwise provided above, Alukun shall not be liable.
11.1 Unless a separate confidentiality agreement between the parties to the contract provides otherwise, both parties undertake to maintain confidentiality by this section 11.
11.2 "Confidential Information" for these GTC shall mean any written, electronic, oral, digitally embodied, or other information disclosed by its owner (the person or entity controlling Confidential Information) to the recipient (any person or entity to whom Confidential Information is disclosed) and meeting the following requirements. Confidential Information is defined as follows:
Trade secrets, products, software, source code, know-how, illustrations, drawings, specifications, samples, descriptions, calculations, quality guidelines, quality agreements, inventions, business relations, business strategies, business plans, financial planning, personnel matters, digitally embodied information (data);
Any documents and information subject to technical and organizational secrecy measures are confidential.
Existence and contents of individual contracts between Alukuns and their customers.
Confidential information, in this sense, does not include information that.
Was known or generally accessible to the public before disclosure by the holder or will become usually accessible at a later date without breach of a confidentiality obligation.
Is demonstrably already known to the recipient before disclosure and without breach of a confidentiality obligation.
Has been obtained by the recipient without using or referring to confidential information of the holder himself.
Will be made available to the recipient by an authorized third party without breach of a confidentiality obligation.
11.3 The recipient is obliged in each case:
To treat confidential information as strictly confidential and to use it only in connection with the execution of individual contracts concluded under these General Terms and Conditions and their purposes.
To disclose confidential information only to those agents who rely on knowledge of such information for the purpose for which it was provided.
The recipient ensures that their representatives comply with this provision as if they were bound by it.
Confidential information must also be secured against unauthorized access by third parties through appropriate secrecy measures. When processing confidential information, where relevant, the statutory and contractual regulations on secrecy protection and data protection must be observed when processing personal information.
If the recipient is obliged to disclose some or all of the confidential information due to applicable laws, court, or governmental orders, the recipient shall immediately notify the owner thereof (to the extent legally possible and practicable) in writing and shall make all reasonable efforts to keep the scope of the disclosure to a minimum and, if necessary, provide the owner with all practical assistance aimed at obtaining a protective order against disclosure of the Confidential Information or parts thereof.
11.4 Without prejudice, the owner has all property rights, rights of use, and exploitation rights concerning confidential information. The owner reserves the exclusive right to apply for the registration of personal data, if relevant. The Recipient shall not acquire any ownership or, for use for the purposes described above, any other rights to use the confidential information.
11.5 The recipient shall refrain from commercially exploiting or imitating Confidential Information outside the respective purpose of the contract in any way (in particular through so-called "reverse engineering,” see below) and having it exploited or imitated by third parties and applying for industrial property rights - in respective trademarks, designs, patents or utility models - to the Confidential Information.
11.6 The observation, examination, dismantling, or testing of products and objects to obtain business secrets (so-called "reverse engineering"), which the owner has given to the recipient in the course of the cooperation under the contract’s validity, is explicitly prohibited to the recipient.
11.7 The recipient undertakes to obligate any subcontractors and sub-suppliers to the same extent to maintain secrecy.
11.8 The above obligation of secrecy shall survive the termination of the contractual and supply relationship as long as the Confidential Information has not become public.
12. Offsetting; rights of retention
12.1 The customer shall only be entitled to set-off insofar as his claims are undisputed or have been established as final and absolute or insofar as he asserts a breach of a primary obligation of Alukun.
12.2 The customer shall only be entitled to rights of retention insofar as his counterclaim is based on the same legal transaction as the claim of Alukun. Otherwise, the customer shall have no rights to retention.
13. Written form
13.1 There are no verbal collateral agreements to this contract.
13.2 Amendments, supplements, and cancellations of this contract must be made in writing to be effective. This also applies to the amendment of this written form clause itself. It shall not apply to agreements made between the parties after the conclusion of the contract. Amendments to this contract shall be recorded in writing for proof.
13.3 Unless otherwise stipulated in this GTC, text form, e.g., e-mail, shall suffice to comply with the written form.
14. Place of performance; applicable law; place of jurisdiction
14.1 The place of performance shall be the registered office of Alukun.
14.2 The law of Bulgaria shall govern the contractual agreements between Alukun and the customer.
14.3 The exclusive - also international - the place of jurisdiction for all disputes arising from or in connection with this contract shall be the registered office of Alukun, provided that the customer is a merchant, a legal entity under public law, or a special fund under public law. Alukun may also sue the customer at the customer's place of business. The above shall not apply if another - exclusive jurisdiction prescribed by mandatory law - exists.
15. Final provisions
15.1 If individual provisions of these GTC are or become invalid, the validity of the remaining provisions shall not be affected. This shall not apply if adherence to the contract would represent an unreasonable hardship for one of the contracting parties.
15.2 The customer may only transfer the rights and obligations arising from the contract with Alukun to a third party with the prior written consent of Alukun. The customer shall inform Alukun immediately if he intends to transfer rights and obligations under the contract with Alukun.