General contracting conditions
1. – Scope of application– These general contracting conditions will be applicable to any contract between ABEIRO DE REHABILITACIÓN S.L. hereinafter “the Company” within its activity, that is, construction, rehabilitation, housing reforms, interiors of premises and housing, minor work and any other with which hereinafter referred to as “the Client” or the “supplier” or “contracts” or “subcontracts”.
These general contracting conditions may only be modified by written agreement between the parties, so the clauses or conditions that appear, printed or handwritten, in the orders, budgets, letters or other documents issued by the Client will be invalid in this regard. .
The modification by ABEIRO DE REHABILITACIÓN S.L. of these general contracting conditions will not affect contracts already perfected. These general contracting conditions are public and are communicated to clients by post, email, telephone communication, FAX or other means that the Seller chooses, and it will not be necessary to communicate them to clients, suppliers and subcontractors every time a contract is made, it will suffice to communicate them once since they are the same for all operations unless otherwise agreed in writing.
In any case, and so that the Client cannot allege the lack of communication of the same, they are available at the Company’s offices located at San Roque, 33, bajo, 15704, Santiago de Compostela, at the URL: https://www.abeiroderehabilitacion.com and in the Registry of Movable Property of A Coruña in the “Registry of General Contracting Conditions” section under the name “General Contracting Conditions ABEIRO DE REHABILITACIÓN S.L.”
2. – CONDITIONS OF SALE/RENTAL OR ASSIGNMENT
2.1- Budget- The Client has the right to receive a written and detailed budget of the service that he contracts. The validity of the same will be 3 months from the date of its preparation. The Company will have the right to vary the total cost of the budget when the market prices of the elements used in the provision of the service vary.
The Client is responsible for the veracity of the measurements and data provided to the Company for all purposes. When the measures indicated by the Client are incorrect and therefore there is a variation in the type of service provided, the Client will assume all expenses derived from the modification of the type of service.
The Company will not receive any remuneration for preparing the budget as long as the service is provided by ABEIRO DE REHABILITACIÓN S.L. However, if the client, once the budget has been made, decides to withdraw from the budgeted services, he must pay the necessary working hours for the preparation of said budget, and pay the rest of the expenses incurred for the preparation of the same.
If the Client places the order directly and does not request the elaboration of a budget, it is understood that he renounces the realization of the same.
In this way, the Company may carry out the requested order when the Client has given his consent by accepting the estimate by email, telephone or SMS or has renounced the preparation of the same when placing the order directly.
2.2.- Tiempo y lugar de entrega- El plazo de entrega será el que expresamente hubiera sido pactado entre las partes.
The documentation that accredits the provision of the service, the corresponding contract, final work certificate, or any other document issued by the Company.
The delivery time will be extended:
- When the requirements expressed by the client are not met.
- When the client provides the Company with inaccurate data.
- When there are reasons beyond the will and control of the Company that prevent compliance with the delivery date, especially those causes caused by third parties outside the Company or due to weather conditions.
- When the Client changes the original order or is late in its contractual obligations, especially those related to the delivery of the documents necessary to carry out the operation or the agreed payments.
Likewise, the Client will be obliged to allow the provision of services and especially the following:
- Accessibility for the means of transport necessary to deliver the merchandise, the Client being responsible for the damage that any Company machinery may cause as a result of not having its facilities or land duly enabled for its transit.
- Freedom of transit through the facilities for the workers of the Company and of the subcontractors that are in charge of carrying out the agreed work, to the extent necessary.
- A place to carry out the agreed work.
- License and permits that are necessary to carry out the services.
- Area enabled to carry out the agreed work.
- Waste containers.
• Safety and health plan. Security study.
2.3.-Price – All prices must be considered net in the agreed currency, without any deduction of any kind, unless otherwise agreed and will be agreed by the parties.
The prices do not include taxes, fees or other charges, both of a general and special nature, unless otherwise agreed in writing, taking into account the applicable Incoterms and/or the conditions of delivery of the goods. .
2.4.-Method of payment -Unless there is a written agreement to the contrary, payment must be made in cash without any discount, and without deduction, compensation or withholding being allowed. The invoice will be at sight, and will be paid within a maximum period of 5 days from its submission.
In the event that payment dates have been agreed, these must be met by the Client even if delivery is delayed due to issues beyond the control of the Company. If the Company deems it appropriate, it may request the guarantees it deems necessary to ensure due compliance with the Client’s contractual obligations, and in the meantime may suspend deliveries. The Client shall bear the attorney’s fees and arbitration costs.
2.5.-Accrual of late payment interest and compensation for collection costs- With effect from the agreed payment date, the Client must pay late payment interest according to Law 15/2010, which establishes measures to combat late payment in commercial operations, which are set with the acceptance of these general contracting conditions in the legal maximum allowed. If the Client falls behind in a payment or the provision of an agreed guarantee, all pending collections at that time, due or not, will be considered liquid and payable. In addition to the accrual of these interests when the Client incurs in default, the Company will have the right to claim from the Client the collection costs referred to in Law 15/2010.
2.6.-Acceptance of the provision of the service or delivery of merchandise.
Purchase and sale.- The document of reception of merchandise or provision of service that is going to be delivered to the Client’s address or another place designated by him, must be signed by him or another authorized person, in the case of absence of these, The Client, upon accepting these conditions, will consider valid the signature of another person who, being in these premises, receives the merchandise and signs the acceptance thereof, having to identify himself upon delivery with his name and National Identity Document.
At the time of delivery, the Client will verify the provision of the service, in terms of quality and quantity, within a maximum period of 2 days from the provision of the service.
The Company grants the Client a period of 7 days from the availability of the service to reliably communicate the hidden flaws or defects of the services provided.
The Company reserves the right to use products in the provision of services other than those agreed upon, provided that they are similar in characteristics to those agreed upon and of equal or superior quality.
The parties expressly agree that the reception of the work by the CLIENT will take place within 7 calendar days after being notified of the final work certificate. After this period, it will be understood that the work has been tacitly accepted and delivered, unfolding its effects from the date of notification of the final certificate of work. Once the term has expired, the COMPANY may issue the corresponding invoice and the CLIENT may not oppose payment or make reservations. Reservations submitted on time will never allow an amount greater than the originally budgeted amount to be retained for the element or part on which the reported defects fall.
Rental or transfer of use. – It is understood that the material subject to a rental contract or transfer of use is accepted at the signing of the lease or transfer contract on the date it is made available.
The lessee or transferee will receive the object of the rental or transfer contract in perfect conditions of conservation and operation, indicating the instructions for its handling and facilitating the technical, legal and safety precautions necessary for its normal use and is obliged to return it in the same condition received, at which time the natural wear and tear that arises will be taken into account, but not when there has been negligence on the part of the lessee or assignee, causing breakdowns.
Due to the fact that the material is handled by the personnel of the lessee or assignee, the latter is responsible for any failure due to improper use, as well as for the damages caused and third parties that are affected by any loss caused by the misuse of the material. due to the negligence of its handler.
The material is the property of the lessor or assignor and may not be sublet or loaned to third parties without the express permission of the lessor or assignor. Likewise, the identifying signs or brand of the lessor or transferor may not be replaced or hidden. Failure to comply with this obligation by the lessee or assignee will exempt the lessor or assignor from all liability in the event of a breakdown.
Material rented or transferred that is not returned, whether due to theft or robbery or any cause that makes it unusable, will be considered as the sale of new material and will be invoiced at the market price. It is the obligation of the lessee or transferee to file a complaint with the data.
Both the transfer of the material, as well as its return at the end of the term of rental or assignment of use, will be borne by the lessee or assignee, as well as the expenses that may arise from unloading or loading the equipment described, assembly or disassembly of the same.
As a consequence, the transport will be carried out under the sole responsibility of the lessee or assignee.
The lessee or assignee of any machinery or material must have subscribed during the term of the rental contract or assignment of use a civil liability insurance, of which they will provide proof to the lessor or assignor.
The location, and installation, will be carried out by the lessee or assignee under their responsibility and in accordance with current legal/administrative regulations.
In addition, for the use of certain machinery and materials, you must have the qualification or specific training.
The Company will respond in accordance with the Law in force at all times. In those cases in which the responsibility of ABEIRO DE REHABILITACION S.L. and this derives or is linked to products acquired to carry out its activity, the responsibility and guarantee will be transferred to the Supplier. The guarantee of the materials will be provided by their manufacturers from the moment of purchase.
All deficiencies beyond its control are excluded from the guarantee and responsibility of the Company, especially if it is the result of inadequate maintenance, climatology or poor installation when this was not carried out by the Company.
If the Client alleges that a guarantee, in accordance with the technical specifications of the merchandise, is not achieved, the guarantee will only be valid if the Company has the opportunity to verify that the guaranteed parameters are not achieved.
The guarantee by the Company is subject to timely compliance with the payment conditions agreed with the Client.
ABEIRO REHABILITATION S.L. will not be responsible for material damage caused during transport if these services are provided by a third party.
After the sale, the Company is not responsible for manifest defects or defects that were visible on the date of formalization of the contract with the Client, in any of its products.
As regards claims relating to the use, sale or distribution of the products sold or delivered, individually or in combination with other products, or any other claim relating to the contract, the Customer’s rights and the Company’s liability shall be appropriate to the circumstances. particulars of the case.
The Client will never have the right to return the accepted products or whose term to report defects has elapsed.
The Company’s liability will never exceed the value of the affected merchandise at the time of sale.
2.8.-Limit of liability- Unless otherwise agreed, the liability of ABEIRO DE REHABILITACIÓN S.L. will never exceed the value of the contracted budget.
The Company is released from all liability above that maximum, even if it has been caused by its own negligence or breach of obligations ABEIRO DE REHABILITACIÓN S.L. will face any damages and losses caused to people and goods in the execution of their work, provided that in it and with respect to such damages, IMPUTABILITY, GUILT AND RESPONSIBILITY are given.
2.9.-Insurance- The benefit and risk of the object of the contract will pass to the Client once it is made available to the same in the place agreed in the contract.
2.10-Client Default- In case of total or partial default, or lack of punctual or adequate compliance with any of the Client’s obligations, as well as, in the event of declaration of insolvency proceedings, liquidation or dissolution of his Company, ABEIRO OF REHABILITATION S.L. You will have the right to notify the total or partial termination of the contract or the suspension of its execution in whole or in part.
This will be done by notification without the need for further warning of breach or judicial intervention, and without the Company being liable for damages, without prejudice to any other rights that the Company may have.
As soon as any of the aforementioned circumstances occur, all payment claims, due or not, refinancing fees or any other obligation that the Company has towards the Client will become due and payable immediately.
The exchange documents or, failing that, any other formal payment document stipulated for the payment of the contractual obligations contracted between both companies must be sent to the Company at the time the invoice is issued. The delay in delivery is considered as contractual breach.
The Company may pass on to the Client the extra costs, against charges and penalties that are imposed as a result of any breach on its part.
2.11-Retention of ownership- The Company will continue to be the owner of all material or products supplied until the full receipt of the agreed payments, being able to withdraw them in the event of the first breach by the Client, without the need for the Client’s consent.
2.12.-Compensation- The Company has the right to compensate any sum owed by the Client (understood as all the companies that are part of the same group as the Buyer), against any sum payable to the Client.
3.- PURCHASE CONDITIONS
3.1.- The Supplier undertakes to deliver the goods and products that are the object of the purchase and to provide services in accordance with the provisions of the Order and the applicable laws and regulations.
3.2.- The Supplier must deliver all the documentation that is required by the Client in the Order, in time, form and quantity, as well as any other information or document, of any kind, that is necessary in accordance with the current applicable regulations. to purchase.
3.3.- The Supplier must comply with whatever provisions are in force at all times, especially those of a Labor, Social Security or Fiscal nature, as well as those related to the Environment, Safety and Health, Prevention of Occupational Risks and will be obliged to prove their compliance in the form and deadlines established by the Company.
Likewise, the Supplier must comply with the regulations and internal practices of the Company that are applicable by reason of the Order.
3.4.-The Supplier guarantees:
That all the goods or products object of the purchase are their full property, of first use, made with materials or products of the required quality and that they comply with the safety and environmental requirements, meet the specified quality and, where appropriate, are fit for use.
That the goods or products object of the purchase are free of any charges or encumbrances or other real rights, seizures, obstacles or conditions on them and that the Supplier or the goods or products are not subject to any restriction on the free transmission of the themselves.
That the goods or products comply with the specifications agreed upon by the parties, as well as comply with all the conditions established in the Order and that they are free from any defects, visible or hidden, whether due to materials, workmanship, design or manufacturing.
That it has the intellectual or industrial property rights in relation to the goods or products that are the object of the purchase or supply or, where appropriate, that it has the appropriate licenses for its manufacture or sale, being on its own the expenses and costs that are derived from them.
They will be borne by the Supplier within the warranty period and the Supplier will be obliged to carry out all repair, amendment, reconstruction, replacement, rectification and correction of deficiencies in the goods or products that are the object of the purchase.
The Company may pass on to the supplier the extra costs, against charges and penalties that are imposed as a result of any breach on its part. You must comply with specific environmental measures and guarantee the quality of the materials you work with.
4.- Obligations of the contracts/subcontractors
They must apply the principles of preventive action contemplated in Law 31/1995, on the Prevention of Occupational Risks.
It must have an Equality Protocol or Equality Plan and an External Complaints Channel based on the legal obligations that apply to it due to its number of workers.
Inform their own personnel of the measures to be adopted in regard to their safety and health, in accordance with the provisions of Royal Decree 1215/1997.
Communicate to the prevention service the hiring of workers especially sensitive to certain risks and minors. Have the necessary training for handling machinery and/or specific materials.
Have taken out civil liability insurance at your own risk, and must provide the Company with proof that the coverage covers the period of provision of the service.
Adapt to the deadlines to which it has agreed to provide the service, being directly responsible for the delay in them, the Company being exonerated in this sense of any responsibility in this regard.
If, during the monitoring carried out by the Company, non-compliance with the obligations of the contract or subcontractor or the agreed quality levels is observed, the contract or subcontractor will be obliged to adopt the necessary corrective measures and, otherwise, may lead to the resolution of the order or contract by the Company and/or to the contracting by third parties to carry out the services, having to pay these to the contract or subcontract.
The Company may pass on to the contracted or subcontracted the extra costs, against charges and penalties that are imposed as a result of any breach on its part. You must comply with specific environmental measures and guarantee the quality of the materials you work with.
5.-Force majeure-“Force majeure” means, for the purposes of this contract, the existence of any contingency, circumstance or cause that is beyond the control of the party that invokes it, including, but not limited to, the following Circumstances: imposition or submission to a law, regulation, decree, order or request of any authority (national, state, regional, provincial or municipal), confiscation, riot, war, riots, fires, floods, earthquakes, storms, explosions, strikes , closures, machinery or factory stoppage, impossibility of obtaining raw materials, equipment, diesel or transportation. If due to Force Majeure either Party cannot fulfill any obligation of this Contract other than payment of the price, said party is exempt from compliance, provided that it notifies the other indicating the beginning and nature of the Force Majeure situation. Elderly. The Party that invokes the Force Majeure must send immediate notification after the end of the cause that motivates it.
The Company will not be liable to the Client for any loss or damage arising from non-compliance or punctual or total non-compliance with its obligations due to Force Majeure. This clause is applicable to the Company and its plant, and to the Client and its plant. Notwithstanding the previous sections of this article, if the Client is affected by Force Majeure, he will not be relieved of any of his obligations to accept and pay for the shipments made prior to the receipt by the Company of the written notification of the Client of the situation of Force Majeure; Nor can the Client invoke the cause of Force Majeure to delay the payment of the amounts due. If there is a cause of Force Majeure, the Company will have the right to distribute, in the manner it deems reasonable, the quantities of useful products among its clients and its own requirements.
6.-Notifications- All notifications, modifications and communications by the Company to the Client will be considered effective for all purposes when they are made by sending postal mail to the address indicated by the Client, sending by email, SMS, mms, fax, WhatsApp, communication by telephone call to the address or number indicated by the Client or, failing that, to the number owned by the Client or their attorneys.
For these purposes, the Client declares that all the information provided by him is true and correct, and undertakes to notify the Company of all changes related to his address, collection data and all types of information necessary for the management and maintenance of the contractual relationship between the Company and the Client.
7.-Separability- These conditions will be considered independent and, if any of them, in whole or in part, is left without effect by the parties by express written agreement or is invalid for any reason, the rest will retain their validity with all their force and effect.
8.- Applicable Law- These General Conditions will be governed and interpreted in accordance with Spanish legislation in matters that are not expressly provided for in them.
Likewise, regarding the law applicable to the operations carried out by ABEIRO DE REHABILITACIÓN S.L. the parties agree through the acceptance of these general contracting conditions, the express submission to the Spanish legal system.
9- Jurisdiction- SPECIAL ARBITRATION CLAUSE
The parties undertake to resolve amicably any disagreement that may arise in the development of this contract.
In the event that an amicable solution is not possible, and litigation is appropriate, the parties, waiving any other jurisdiction, undertake to submit all conflicts, litigation and disagreements arising from the contract, whether in compliance, interpretation or execution, to the Court of the Association for Commercial Arbitration “TAM” in Santiago de Compostela, within the framework of its Regulations, which is entrusted with the administration of the arbitration and the appointment of the arbitrator or arbitral tribunal, forcing itself from now on to comply with the decision As for the law applicable to the dispute, the parties expressly submit to the Spanish legal system through these general contracting conditions.