Terms & conditions of sale

Effective from:

Introduction

These Terms apply together with the Privacy Policy, Privacy Policy (GDPR), Terms of Website Use, Cookie Policy, Shipping & Delivery Policy and Refund & Return Policy. When placing an Order through the Site, the Buyer will be asked to tick a box confirming that they have read and accept these Terms. Ticking the box and placing an Order means acceptance of these Terms.
Seller: MUZEL Sp. z o.o., ul. Skandynawska 5, Modła Królewska, 62-571 Stare Miasto, Poland, KRS 0000573546, NIP/VAT PL 6652999493, REGON 362405877. Email: shop@muzel.pl. Telephone: +48 63 242 68 03. Website: www.muzel.pl.

1. Definitions

• “Contract” means a legally binding agreement formed under clause 3.
• “Buyer” means a natural person, legal person, or organisational unit without legal personality to which separate legislation grants legal capacity, purchasing Goods from MUZEL.
• “Consumer” means a Buyer who is a natural person purchasing from MUZEL for purposes not directly connected with that person’s business or professional activity.
• “Entrepreneur” means a Buyer purchasing in connection with that Buyer’s business or professional activity.
• “Order Acknowledgement” means an email from MUZEL confirming receipt of an Order; it does not constitute acceptance of the Order or formation of a Contract.
• “Despatch Confirmation” means an email from MUZEL confirming that Goods have been despatched.
• “Delivery” means delivery of Goods in accordance with clause 6.
• “Goods” means the products supplied under a Contract.
• “Order” means an order placed through the Site or otherwise in writing.
• “Quotation” means a written commercial offer or price quotation provided to the Buyer by MUZEL.
• “Price” means the price presented to the Buyer on the Site or in a Quotation. For a Buyer who is not a Consumer, it may be a net price including delivery costs and other charges connected with fulfilment of the Order, excluding VAT.
• “Total Amount Payable” means the total price presented before an Order is placed, including VAT and all mandatory charges. For a Consumer, the Total Amount Payable is clearly presented before the Consumer is bound by an Order.
• “Site” means the website at www.muzel.pl.

2. Scope & Entire Agreement

• These Terms govern MUZEL’s sale of professional packaging, including Wirehoods, Bag-in-Box bags, Super Pouch bags, cartons intended for Bag-in-Box bags, and related accessories. Where the Buyer is a Consumer, mandatory consumer-protection law applies. Where applicable law grants consumer protection to an individual carrying on a business in relation to a particular Contract, that protection is also preserved.
• These Terms, together with documents expressly referred to in them, constitute the entire agreement between the parties for the relevant Contract. Nothing limits liability for fraud or rights that cannot be excluded under applicable law.
• Images and descriptions on the Site are illustrative. Delivered Goods may differ in minor respects, such as colour shade or finish, provided that this does not materially affect conformity with the relevant product description published on the Site, technical documentation made available, or terms individually agreed.

3. Orders & Contract Formation

• The Order process allows the Buyer to check and amend errors before submission. The Buyer is responsible for ensuring that the Order is complete and accurate.
• After an Order is placed, the Buyer will receive an Order Acknowledgement; this is not acceptance of the Order.
• Acceptance occurs when MUZEL sends a Despatch Confirmation or despatches the Goods, whichever occurs first. At that point a Contract is formed.
• If MUZEL is unable to supply Goods, it will notify the Buyer and refund any amounts paid for unavailable Goods.

4. Prices, Taxes & Currency

• Prices may be shown in PLN or EUR. For a Buyer who is not a Consumer, the Price may be shown as a net price.
• Before a Consumer is bound by an Order, MUZEL clearly states the Total Amount Payable, including VAT and all mandatory charges, including delivery where it is charged.
• VAT is calculated under applicable tax rules, taking into account in particular the delivery country and the Buyer’s tax status.
• Prices are fixed upon acceptance; obvious errors may be corrected before acceptance.
• MUZEL does not quote or transact in Russian roubles (RUB).

5. Payment

• For online-store orders, payment is due in full before despatch using the payment methods available at checkout, including payment card processed through Stripe, PayPal or bank transfer against a pro-forma invoice.
• For custom or made-to-order Goods, including film, print or fitted components, payments for new Buyers may be staged as 50% on Order and 50% before despatch unless otherwise agreed in writing.
• MUZEL does not charge Consumers an additional fee for payment by card. Charges connected with other payment methods may be agreed in advance only where permitted by law and clearly stated before payment.
• Title to the Goods passes to the Buyer only upon MUZEL’s receipt of cleared payment in full. MUZEL may suspend despatch until payment clears.

6. Delivery, Title & Risk

• Delivery cost is shown on the Site, at checkout or in a Quotation. For a Consumer, it is included in the Total Amount Payable before the Order is placed; for a Buyer who is not a Consumer, cost arrangements follow the Price or Quotation. An estimated despatch date is shown on the Site or in the Order Acknowledgement. After Goods are handed to the carrier, MUZEL may send tracking or estimated delivery information by email where available. Unless a different delivery time is expressly agreed with a Consumer, MUZEL delivers the Goods without undue delay and no later than 30 days after the Contract is formed, subject to mandatory law.
• Delivery is available only to European Union countries available at checkout or stated in the Quotation. Deliveries to certain destinations may take longer.
• For a Consumer, the risk of accidental loss of or damage to Goods passes when the Consumer, or a person designated by the Consumer, takes physical possession of the Goods. Where the Consumer independently selects a carrier not offered by MUZEL, risk passes when Goods are handed to that carrier. For other Buyers, risk passes on Delivery. Title passes only upon MUZEL’s receipt of cleared payment in full.
• For deliveries requiring special access, unloading or pre-booked time slots, the Buyer must ensure suitable receiving conditions.

7. Inspection, Claims & Returns (RMA)

• The Buyer should inspect Goods on Delivery. Transport damage or shortages should be reported without undue delay, preferably within 48 hours, with photographs and carrier notes where available. This does not limit mandatory Consumer rights.
• Quality or defect issues should be reported as soon as reasonably possible, with batch numbers, photographs and a brief description of filling, product and storage conditions. Affected Goods or samples should be retained for investigation. This does not limit rights arising from mandatory law.
• To facilitate return handling, please contact us in writing in advance and, where issued, quote the RMA number. An RMA is an organisational requirement only for discretionary returns by Buyers who are not Consumers. Returns should be sent to: MUZEL Sp. z o.o., ul. Skandynawska 5, Modła Królewska, 62-571 Stare Miasto, Poland. The RMA requirement does not limit a Consumer’s statutory right to withdraw from the Contract or make a complaint.
• A Consumer may withdraw from a distance Contract within 14 days after taking possession of the Goods, without giving any reason, subject to exceptions under mandatory law. A withdrawal notice may be sent to shop@muzel.pl. The Consumer should return Goods without undue delay and no later than 14 days after withdrawal.
• The Consumer bears the direct cost of returning Goods after withdrawal where the Consumer was informed of this before the Contract was concluded. This does not apply to Goods that are defective, non-conforming or sent by MUZEL in error. Where lack of conformity is confirmed, MUZEL bears the costs required by mandatory law.
• In particular, a Consumer has no right of withdrawal in respect of non-prefabricated Goods made to the Consumer’s specification or clearly personalised for the Consumer, subject to other statutory exceptions.
• For a Buyer who is not a Consumer, change-of-mind returns of unopened and undamaged stock Goods may be accepted at MUZEL’s discretion within 14 days, subject to inspection and a 15% restocking fee. The Buyer bears return shipping and insurance unless the Goods are confirmed faulty.

8. Conformity of Goods & Claims

MUZEL confirms that, on Delivery, Goods will materially conform to the relevant product description published on the Site, technical documentation made available, and terms individually agreed.
In relation to a Consumer, MUZEL is liable for lack of conformity of Goods with the Contract on the terms required by mandatory law. Consumer rights remain unaffected.
For a Buyer who is not a Consumer, where a defect is confirmed, MUZEL may, subject to mandatory law and the Contract, replace the Goods or issue a corrective invoice or credit note.
MUZEL is not responsible for issues arising from improper filling, product incompatibility with the packaging, improper storage, misuse or alteration of Goods, unless MUZEL is responsible for the particular issue. Performance depends on the filling process, product and handling; the Buyer is responsible for validating suitability for the intended use.

9. Compliance & Certifications

For relevant Goods, certificates and Declarations of Compliance may be available on request.

10. Liability

To the fullest extent permitted by law, in relation to a Buyer who is not a Consumer: (a) MUZEL’s total liability for any claim is limited to the total amount actually paid by the Buyer for the Goods to which the claim relates; and (b) MUZEL excludes indirect or consequential losses, including loss of profit, production or goodwill. Nothing limits liability that cannot be excluded under applicable law.
In relation to Consumers, MUZEL remains liable to the extent required by mandatory law.

11. Late Payment by an Entrepreneur

If any amount due from a Buyer acting as an Entrepreneur is overdue, MUZEL may charge statutory interest for delay in commercial transactions from the due date until payment in full, together with compensation for debt-recovery costs and reasonable recovery costs, in accordance with applicable Polish law.

12. Intellectual Property

All intellectual-property rights in the Site, brand materials, specifications, drawings and samples remain with MUZEL or its licensors. No licence is granted except the right to use the Goods as intended.

13. Termination

In relation to a Buyer who is not a Consumer, MUZEL may terminate or suspend a Contract on written notice if the Buyer materially breaches it and fails to remedy the breach within 14 days of notice, or if the Buyer becomes insolvent or enters restructuring, bankruptcy or similar proceedings. Termination does not affect accrued rights.

14. Force Majeure

To the extent permitted by law, MUZEL is not liable for delays or failure to perform caused by events beyond its reasonable control, including but not limited to acts of God, strikes, fire, flood, power failures, transport issues or shortages of materials.

15. Assignment

A Buyer who is not a Consumer may not assign, transfer or sub-contract any rights or obligations under a Contract without MUZEL’s prior written consent.

16. Waiver

No failure or delay by MUZEL to exercise any right under a Contract constitutes a waiver of that right.

17. Severability

If any provision is found invalid or unenforceable, it is deemed modified to the minimum extent necessary to make it valid and enforceable, and the remainder remains in full force.

18. Third-Party Rights

Unless mandatory law provides otherwise, no person other than the parties is entitled to enforce any right under the Contract.

19. Governing Law & Jurisdiction

These Terms and Contracts are governed by Polish law. For a Consumer, the choice of Polish law does not deprive the Consumer of protection afforded by mandatory provisions of the law of the country of the Consumer’s habitual residence. Court jurisdiction is determined in accordance with mandatory law.

20. Changes

MUZEL may update these Terms from time to time; the version published when the Order is placed applies to that Order.

21. Personal Data Protection

• MUZEL’s Privacy Policy sets out the rules for processing personal data, including purposes and lawful bases, recipients, retention periods and the rights of data subjects.
• Contact for personal-data protection matters: a.severyn@muzel.eu. For Orders, deliveries, returns and complaints: shop@muzel.pl.