Terms and Conditions

 

corporeal.xyz Kft.–  General Contractual Terms of
Entrepreneurship

General Contractual
Terms (hereinafter: “GCT”)

THESE GCT SHALL EXCLUSIVELY BE GOVERNING AND
APPLICABLE FOR THOSE CONTRACTUAL RELATIONSHIPS IN WHICH corporeal.xyz Kft.,
AS ENTREPRENEUR, UNDERTAKES THE OBLIGATION TO PERFORM 3D PRINTING SERVICES, AS WELL AS INSTALLING 3d PRINTED PRODUCTS.

  1. Entrepreneur
    1. corporeal.xyz Kft. (seat: 2030 Érd, Luc utca 3.,
      address: 1095 Budapest, Hídépítő utca 8-10., Company registration number: Cg.13-09-200613, Tax number: 26399764-2-13, e-mail address: xyz@corporeal.xyz, managing director: Mészáros Katalin); as entrepreneur (hereinafter:
      “Entrepreneur”)
  2. Principal
    1. The natural person or legal entity commissioning
      the Entrepreneur to manufacture 3D printed products, to create or edit 3D
      models, post-processing 3D printed products and/or installing 3D printed products
      as principal (hereinafter: “Principal”)

Entrepreneur
and Principal may also be mentioned jointly as parties (hereinafter: “Parties”).

  • Recitals
    • Principal shall hand Entrepreneur over (in
      person, via e-mail or by post) ad hoc order of the scope of the order, i.e. the
      3D printed products to be manufactured, as well as other related or independent
      tasks and services in an order-specific document also containing technical
      specification (hereinafter: “Order”).
    • These GCT form inseparable attachments to the
      Orders.
  • Price Offer
    • Entrepreneur undertakes that it shall send
      Principal in writing (in person, via e-mail or by post) its detailed
      entrepreneurial price offer within 10 working days reckoned from taking over
      the price request of the Principal (hereinafter: “Price Offer”).
  • Submission of Order
    • In the event of accepting the Price Offer, Principal
      shall send the Entrepreneur a written Order (in person, via e-mail or by post).
      In his Order, the Principal shall be obliged to refer to the project number
      indicated in the Price Offer, which Entrepreneur shall be obliged to indicate
      on all further documents issued for the Principal.
  • Confirmation of Order
    • Within 10 working days reckoned from the receipt of the Order, the Entrepreneur
      shall send the Principal a confirmation, which includes the quantity of the 3D
      printed product, the data related to the implementation of the 3D printed product,
      the operations necessary based on the technology, the delivery date, the
      necessary post-productions, the price of the product, other emerging costs.
    • The Order shall be valid only if it is confirmed by the Entrepreneur. Entrepreneur
      shall accept the Order only if it contains the expression “I accept the price
      offer” or equivalent therewith. The Order shall be valid even if it does not
      contain the data of the Principal or if it has not been submitted by the person
      entitled to represent the Principal as per the company register. By confirming
      the Order, a unique contract shall enter into by and between the Parties,
      namely on the terms set forth in the Price Offer.
    • The Entrepreneur accepts the Order on behalf of the Principal from the
      person entitled to represent the Principal or the person who can be regarded as
      such under the Civil Code. Pursuant to Section 6:18 (2) of the Civil Code,
      however, Entrepreneur shall regard as representative also the person of whom,
      based on his actions and conduct, it can be groundedly assumed that he is
      entitled to make legal declarations on behalf of the represented person. In
      case the confirmation of accepting the Price Offer (Order) arrives from the e-mail
      address where the Entrepreneur has sent the Price Offer, we shall consider the
      unique entrepreneurship contract as concluded and effective in each case.
    • By submitting the Order to the Entrepreneur, Principal acknowledges that
      it has become familiar with the content of the GCT, has explicitly accepted and
      acknowledged as mandatory on himself the provisions set forth therein.
    • In case Parties intend to deviate from the GCT, they may do so in a
      separate written agreement, in lack of such, the provisions of the GCT shall be
      applicable.
  • Content of Order – Technical
    Specification

     

    • The Principal shall be obliged to provide Entrepreneur
      with all information necessary to perform the Order. Thus, it is especially
      important that the name of the digital graphic file and/or the name of the 3D
      model, and its other characteristics, as well as the exact location of storing
      the graphic file and the file of the 3D model (folder/drive/media/server) are
      given.
    • In relation to the ordered 3D printed product,
      it is mandatory to register exactly and unequivocally the name of the work, the
      ordered quantity (piece), and the surface and size of the product, furthermore
      it is necessary to register the selected colour codes and all other criteria
      related to the ordered 3D printed product that the Principal considers
      necessary for the production of the 3D printed product in the expected manner
      and quality.
    • The Principal shall specify by works the details
      of the post-production (sanding, consolidating, painting, varnishing, mounting,
      sewing, installation, packaging, etc.). It is important that the preparation
      / delivery deadline, delivery place
      of the ordered 3D printed product and nomination
      of party organizing the delivery
      is handled with high priority.
    • The Entrepreneur assumes as default that the Principal is aware of the expectable printing
      features of the 3D printed product ordered by him and the technology procedures
      applied to produce it. In the Order, the mode of technology implementation
      shall be unequivocally specified (the outdoors / indoors quality expected from
      the ordered 3D printed product and the applied technology), of the content of
      which the Principal shall demand the full information if it is necessary for
      the Principal.
    • All damage originating from omitting those set
      forth in Point 7.4. shall be borne by the Principal.
  • Performance
    • Entrepreneur shall work from the digital
      documentation handed over by the Principal or accepted by the Principal (hereinafter: “Digital
      documentation”).
    • Principal shall hand the Entrepreneur over the Digital
      documentation necessary for making the 3D printed product together with the
      Order. Handing the Digital documentation over shall take place in the format of
      digital file, which contains all the necessary information for the production
      of the 3D printed product (e.g. 3D model, colour-code, 3D visualisations etc.) If
      the Principal cannot provide the necessary Digital documentation simultaneously
      with the Order, he shall hand it over to the Entrepreneur until the elapse of
      the deadline specified in the Order the latest; exceeding the specified
      deadline shall automatically result in the frustration of performing the Order,
      for which no liability of any kind shall burden the Entrepreneur. Minimum 24
      hours of time interval is necessary to be ensured between the start time of
      manufacturing the work and the final deadline of submitting the Digital
      documentation.
    • The Entrepreneur shall commence the repeated
      performance of the Order frustrated due to the Digital documentation submitted
      in delay only after accepting a new performance deadline agreed mutually by the
      Principal and the Entrepreneur and indicated in the Order.
    • Determining the suitability for 3D printing of
      the Digital documentation, as well as all other materials handed over by the Principal to Entrepreneur for preparing the 3D
      printed product ordered by the Principal shall be the task of
      the Entrepreneur. In the event of the unsuitability of the Digital
      documentation, the Entrepreneur shall be entitled to refuse the Order of the Principal.
    • In case Entrepreneur is unable to satisfy the
      Order for any reason, it shall be obliged to communicate this fact towards the
      Principal in writing (in person and via e-mail) within five working days
      reckoned from the receipt of the Order.
    • In case the digital materials handed over by the
      Principal are not adequate and Principal intends to have them corrected by the Entrepreneur,
      the costs emerging in connection with this shall also be borne by the Principal.
      Entrepreneur shall not be obliged to confirm the Order unless the costs of correcting
      the digital materials is agreed by the Parties in writing.
    • During the performance of the Order, the Entrepreneur
      shall be entitled to avail subcontractors and/or performance accessories, furthermore may provide intermediary service.
    • The place of quantity and quality takeover shall
      be the seat – business location of the Principal specified in the Order if
      delivery is organized by the Entrepreneur with its own or leased means of
      transport for shipping fee, otherwise the place of takeover shall be: 1095 Budapest, Hídépítő
      u. 8-10, Hungary.
    • In case the Principal does not take the goods
      over within 5 working days reckoned from reporting the completion by the Entrepreneur,
      the Entrepreneur shall be entitled to invoice the entire purchase price and all
      occurred storage (depending on the size of the ordered goods, HUF
      2,000-10,000/day + VAT) and other costs towards the Principal. Principal explicitly
      declares that he accepts those specified in this subpoint, he has been
      separately informed of it by Entrepreneur and it becomes inseparable part of
      the Entrepreneurship contract.
    • By taking the 3D printed product over, the Principal
      acknowledges that the 3D printed product possesses the quality specified in the
      contract, furthermore that he is aware of the technical characteristics of the
      ordered 3D printed product.
    • In case the 3D printed product possesses such
      hidden defect upon completion that the Principal could not identified upon
      takeover, he shall be obliged to communicate his claim within the shortest time
      allowed by the circumstances but within maximum 8 days following the completion
      towards the Entrepreneur in writing (handed over in person, via e-mail or by
      post). The Entrepreneur shall be entitled to check the quality claim
      communicated by the Principal, therefore, in case the Principal files quality
      claim, he shall be obliged to preserve the 3D printed product in the status in
      which he has taken it over on the place of performance and to store it in an
      adequate place. Moreover, Principal shall be obliged to provide the
      Entrepreneur with the 3D printed product and ensure instant access to the
      storage place. Based on accepted quality claim, the Entrepreneur shall be
      obliged to repair or re-manufacture the defective 3D printed product within 30
      days.
  • Installation
    • Principal shall be entitled to submit an order for
      installing 3D printed products (hereinafter: “Ordering installation”) as well
      towards the Entrepreneur. In the event of Ordering installation, Principal shall be
      obliged to specify the data related to the installation by product types – the
      number, size of the products to be installed, the location and period of the
      installation; handing the listed data over to the Entrepreneur shall take place
      in writing (in person or via e-mail). The Entrepreneur shall declare on undertaking the performance of the
      installation, furthermore, on what conditions can it performed compared to
      those requested by the Principal within 3 working days reckoned from Ordering
      installation. In case installing the products is performed by the Entrepreneur,
      issuing the acknowledgement of performance related to the installation service and
      the invoice shall take place after certifying the installation of the 3D
      printed products (visual inspection, minutes or photo), as well as following
      the presentation of the contracts related to the installation surfaces.
    • The Entrepreneur may refuse the order related to
      the installation.
    • In case the Principal performs / has the
      installation performed, the Principal shall be exclusively liable for the damage
      emerging in connection with the unprofessional and/or unauthorized installation.
    • Simultaneously with taking these GCT over, Principal
      declares that he has received the information in connection with the
      professional installation of the ordered 3D printed products.
    • In the event of the 3D printed products handed
      over to Principal in adequate quality, if the 3D printed products lose their
      commercial value as a result of the defective installation performed / having
      performed by the Principal, the Entrepreneur shall not undertake any liability
      for the damage originating therefrom.
    • In case the Entrepreneur refuses the
      commissioning related to the installation or could perform it under other
      conditions that are not adequate for the Principal and, for this reason, the Principal commission
      a third party with the installation, i.e. the installation is not performed by
      the Entrepreneur, establishing the liability of the Entrepreneur is excluded in
      connection with the defective installation and the commercial devaluation of
      the 3D printed product and related to the damage emerging therefrom at the Principal.
    • Damage emerging in relation with the
      installation, or the delay thereof for which neither Party is responsible – especially
      in the event of occurring force majeure, event out of the sphere of interest of
      the Parties – shall be borne by the Principal.
    • In the event of installation, it is the liability of Principal to
      inspect the place of installation of the ordered 3D printed product, to
      evaluate the suitability thereof as per the effective legal regulations, Entrepreneur
      shall not warrant the suitability for the proper usage of the surface purposed
      for the installation. Entrepreneur shall not be liable for the conduct of third
      persons in connection with the surface purposed for the installation, as well
      as shall not be liable for damage occurring therein – for causes beyond it.
    • Entrepreneur shall not be liable for damage or profit lost occurred not
      in the ordered 3D printed product that occurred at the Principal in relation
      with the defective performance.

  1. Instruction Rights of Principal
    1. During the implementation of the Order, the Entrepreneur
      shall be obliged to act in accordance with the instructions of the Principal. The
      Entrepreneur shall not
      undertake liability for the damage originating from the instructions of the Principal.
    1. The Entrepreneur shall be obliged to promptly
      inform the Principal of all circumstances that jeopardize or hinder any
      efficiency or timely completion of the Order. The Entrepreneur shall be liable
      for the damage originating from omitting the information.
    1. If the Principal gives Digital documentation unsuitable for
      manufacturing or inexpedient or unprofessional instruction, the Entrepreneur
      shall be obliged to warn him. If, however, the Principal upholds his instruction despite the
      warning or does not provide suitable Digital documentation, or demands
      the manufacturing based on the original Digital documentation, the Entrepreneur
      may withdraw from the contract. The Entrepreneur shall not be burdened with
      liability for damage emerging at the Principal or third party originating from
      the withdrawal regulated in this point.
    1. If the Principal still insists on preparing the 3D
      printed product based on the originally provided, unsuitable Digital documentation
      and/or according to the inaccurate instruction, the Entrepreneur shall
      implement the Order at the risk of the Principal, and it shall not undertake
      and kind of liability, the Principal shall be liable for all kind of damage
      originating from the inaccurate instruction.
  2. Representations, Liability
    1. Entrepreneur represents that, pursuant to
      Section 3 (3) of Act XXII of 2014 on advertisement tax, it is not burdened with
      tax payment obligation on the basis of publishing advertisement in the tax year.
    1. Parties stipulate that the colleagues of Entrepreneur
      registering orders and engaged in performing thereof become familiar
      exclusively with the content of the orders in the legal relationship between
      the Entrepreneur and the Principal. This way, they are not aware and cannot
      even know the activity of the Principal, as well other circumstances otherwise
      related to the orders. Entrepreneur does not foresee any other circumstance
      occurring at the Principal than the performance and installation of the ordered
      3D printing service, thus, it cannot be held liable therefor in any manner.
    1. Otherwise, Parties agree to exclude the liability of the Entrepreneur for
      any damaging originating from all profit lost, loss in savings, decrease of
      reputation of Principal that emerged in connection with the products of the Entrepreneur
      at the Principal or third person, even if the Entrepreneur would occurrently be
      aware of the possibility of the occurrence of such damage.
  3. Copyrights
    1. The copyrights to the materials handed over to Entrepreneur
      entitle the Principal.

Entrepreneur
shall not undertake liability for any copyright, property right or inherent
right claim raised by third person in connection with the manufactured 3D
printed product. Principal shall be fully liable for that the Digital
documentation handed over is free from all copyright claim, as well as that it
does not violate the inherent rights of third person in any way. Principal shall
discharge liabilities towards the Entrepreneur in case third persons would
raise claims originating from violation of copyright and/or inherent rights in
connection with the Digital documentation against Entrepreneur.

  1. Remuneration
    1. Entrepreneur shall be entitled to
      entrepreneurship fee for the performance of the Order (hereinafter: “Entrepreneurship
      fee”), the amount of which is the amount specified in the Price Offer. The Entrepreneurship
      fee includes the cost of the Entrepreneur emerging in connection with the
      performance of the Order.
      In excess of the Entrepreneurship fee, Entrepreneur shall be entitled to the
      reimbursement of its other costs occurently emerged in connection with performance
      of the Order.
    1. Following the performance of the Order, Entrepreneur
      shall be entitled to issue and submit to the Principal the invoice of the
      Entrepreneurship fee based on acknowledgement of performance, proof of receipt
      or delivery note. Entrepreneur shall be entitled to issue the invoice of the
      Entrepreneurship fee even in lack of acknowledgement of performance towards Principal in case the ordered 3D printed
      product has been handed over in the ordered quality, quantity and by the
      deadline specified in the Order.
    1. Principal shall be obliged to settle the amount
      indicated in the invoice of the Entrepreneur via bank transfer onto the bank
      account of the Entrepreneur until the elapse of the deadline indicated in the
      invoice.
    1. In the event of delay exceeding 30 days, Entrepreneur
      reserves the right to suspend the performance of its existing contractual
      obligations towards Principal as long as the outstanding amount is settled. Entrepreneur
      shall not have any compensation liability originating from the suspension of
      the performance.
    1. In the event of delayed financial performance of
      Principal, Entrepreneur shall be entitled to charge and enforce the interest
      established based on the currently effective Section 6:155 (1) of Act V of 2013
      on the Civil Code (hereinafter: Civil Code), as well as the flat-rate recovery
      cost pursuant to Section 3 (1) of Act IX of 2016 on the flat-rate recovery cost
      against Principal, which shall be due from the day falling into default.
    1. In the event of delayed payment, Principal shall
      not be entitled to enforce his occurrent warranty rights as per Point 14.
      unless he has not paid towards the Entrepreneur the Entrepreneurship fee, its
      default interest in the extent specified in Point 13.5., as well as the
      flat-rate recovery cost.
    1. Principal accepts that Entrepreneur issues electronic invoice.
  2. Guarantee Terms
    1. In the event of the defective performance of the
      Entrepreneur, it undertakes only and exclusively the re-manufacturing or, if
      possible, repairing the defective 3D printed product; Entrepreneur is not
      obliged to any other monetary compensation or reimbursement.
  3. Termination
    1. Entrepreneur shall be entitled – without being burdened with any kind of
      compensation liability – to rescind the Entrepreneurship contract with
      immediate effect in case a) Principal does not satisfy any of his obligations
      originating from these GCT, as well as other agreement by and between the
      Parties, or violates any right of the Entrepreneur; b) liquidation, execution,
      involuntary cancellation, winding off, bankruptcy or other procedure aimed at
      establishing insolvency is initiated against Principal. In the event of
      immediate effect rescission, all payment liability of the Principal shall
      immediately become due and expired.
  4. Closing Provisions
    1. In cases where these GCT bind the validity of
      the declaration of the Parties to written format, e-mail, as well as postal
      consignment and written document handed over in person shall be regarded as
      written declaration. Entrepreneur accepts the declarations sent to its
      availabilities indicated in Pint 1. of the GCT. The effect of the written
      declaration shall enter into upon delivery. In case the postal consignment has
      been posted regularly, it shall be considered as communicated, delivered to the
      other party on the 5th working days reckoned from the posting even
      if the consignment could not be delivered de facto or the other party has not
      gained knowledge thereof.
    1. Force majeure is all such event that is beyond
      the control of the activities of the Parties (e.g. natural disaster, fire,
      explosion, strike, etc.) and affects the performance of the contract. For the
      purposes of the contract, in particular, malfunctions due to a failure of the
      telecommunications network shall be considered as Major Force. In case of
      occurrence of force majeure, the Parties shall immediately notify each other in
      writing. In such notification, the exact cause of the force majeure and the
      probable effect of the performance of the contract shall be stated. Should the
      Force majeure delay the implementation of the contract by more than 1 (one)
      week, the Parties shall negotiate the necessary modifications to the contract.
      If these negotiations are not successful within 1 (one) week, either Party
      shall have the right to withdraw from the contract. If the Parties withdraw
      from the contract due to force majeure, each Party itself shall bear the damage
      and costs that it may incur in connection with the cessation of the contract.
    1. Entrepreneur reserves the right to amend the GCT.
    1. In matters not regulated in these GCT, the relevant rules of
      the Civil Code shall prevail. The Contracting parties represent that they shall
      cooperate with each other during the performance of the contract, provide each
      other the necessary information, prefer the amicable solution in occurrent
      disputed matters. For the occurrent legal dispute, Parties stipulate the
      jurisdiction of Buda Central District Court.

The Principal acknowledges the provisions of these General Contractual
Terms (GCT) and, by submitting the Order, simultaneously accepts them.

Principal explicitly declares that Entrepreneur
has separately informed him of Points 8.9., 9.4., 9.9., 11.3, 11.4, 12.1, 13.4.,
13.6. and 15. of the GCT, and Principal regards the conditions set forth in
these points as mandatory on himself.

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