Purchase and Sale Contract

Purchase and Sale Contract

Granitop’s General Terms and Conditions of Contract and Sale

GENERAL PROVISIONS

– Quotation: Quotations apply for 60 days as of the date thereof.

– Price: Depending on the contract partner, prices may be VAT inclusive or exclusive. Feel free to contact us should this be unclear in the relevant quotation.

– Product information: Instructions presented in the product information concerning the product and handling thereof must be strictly complied with. Furthermore, the buyer is also required to comply with other requirements set by the seller. Samples or photos of stone materials handed over or shown only indicate the approximate structure, colour and surface treatment of the material. Actual products may differ from samples. Therefore, any stones delivered cannot be presumed to match the sample or photo in every respect.

– Terms and conditions of delivery, time of delivery and other conditions: The time of delivery is set out in the quotation and we make it our priority to deliver within this period of time. The time of delivery may be affected by our suppliers and sub-contractors. If a delivery or parts thereof are up to six weeks late, we are unfortunately unable to compensate for any damage caused by the delay. A delay is understood to mean that the seller is unable to fill an order. If the buyer cannot accept a delivery, this is not construed as a delay and the buyer is required to settle the final invoice. If delayed delivery affects the planned hours of work of other contractors, the seller is not required to compensate for any damage caused thereby. If a delivery is over six weeks late, the buyer is entitled to a compensation only if a special written agreement to that effect has been made. If a delivery is over four weeks late, the buyer has the right to cancel the contract/order. The goods are freely sold at the seller’s warehouse as unprepacked goods. Under a special agreement the seller undertakes to arrange on behalf of the buyer the transport of and insurance for the goods.

– Liability for defects and warranty: Should it appear that delivered goods are defective and the seller is liable, the seller is required to exchange, repair or rework the delivered goods free of charge within a reasonable period of time; however, Granitop is not required to pay any kind of compensation due to the defect. If the seller is required to eliminate a defect concerning which the buyer has submitted a written complaint describing the defect in the delivered goods, the time of discovery thereof and the desired solution, the buyer nevertheless has the right, after notifying the seller, to eliminate the defect at the seller’s expense or claim a deduction from the purchase price if the seller has not responded to the complaint in writing within 10 days as of the date of submission thereof. Complaints concerning delivered quantities shall be submitted within eight days after the acceptance of the goods. Complaints concerning the quality of the goods, tolerances and so on shall be submitted promptly after the discovery of the relevant defect. If such a complaint is not submitted despite the fact that the buyer has discovered a defect or if the buyer has forgotten to check the existence of defects, the buyer forfeits the right to claim compensation for the defect. The seller’s liability is limited to the obligation to eliminate defects which are reported within two years after the acceptance of the goods.

If Granitop has been tasked with removing old worktops, windowsills or other structures preventing the installation of worktops, Granitop’s liability for any damage arising in the course thereof is limited.

– Force majeure: If the delivery of goods is prevented, complicated or delayed by the below circumstances considered as force majeure, the seller is released from all liability and has, at the seller’s own discretion, the right to cancel the contract in full or in part or to postpone the delivery compared to the time of delivery set out in the contract for a period of time depending on the relevant circumstances. Reasons for being released from the performance of obligations include, inter alia, the following: difficulties in finding manpower, fire, water scarcity, power outage, breakdown of equipment or other disturbances on the railway, in ports or other transport hubs, delay of ships or other means of transport, appeals during production which could understandably not have been foreseen; non-existent, incorrect or late delivery of parts, half-finished products, raw materials, energy or other from the seller’s supplier or the supplier’s sub-supplier or any other conditions which the seller cannot affect and which affect the seller’s ability to fulfil the seller’s delivery obligations. If the seller fails to promptly notify the buyer of the occurrence of such circumstances, the seller has no right to be released from the performance of the seller’s obligations. If the buyer cannot accept the times of delivery proposed in such a manner, the buyer has the right to cancel the contract with immediate effect, except if the manufacture of goods has been postponed for such a long time that the seller cannot use the goods for the purpose of an order to be filled in the near future or later.

– Terms of payment: 30–100% of the order amount shall be paid when the customer places an order (prepayment); the money shall be transferred to our bank account or paid by means of a payment card; no cash is accepted. The final invoice shall be settled after the acceptance or installation of the ordered goods. Unless agreed otherwise, our contractual customers are required to settle the invoice after its receipt within five days as of the invoice date. In case of delayed payment a fine for delay of 12% per day is claimed. Even if a complaint has been submitted, the agreed deadlines shall be met. Delivered goods remain in the ownership of the seller until the seller has received full payment. If goods are delivered to a third party (seller of kitchen equipment/construction company or other), Granitop remains the owner of the products until the customer has paid the purchase price in full. If the customer goes bankrupt or refuses to pay for the goods (even in case a challenge is filed), Granitop has the right to reclaim the delivered goods from the consignee.

– The right of withdrawal: The right of retraction does not apply to products that are custom-made according to the dimensions and/or other requests specified by the buyer. Custom-made products are all products that the seller has to process in any way in order to adapt the raw material to the specifications of the buyer. If a written agreement is concluded between the buyer and the seller for the return of the ordered products, all costs of returning the goods shall be paid by the buyer, unless agreed otherwise.

– Challenge procedure: Any and all challenges in connection with this contract shall be settled in a court of arbitration under the legislation on arbitration applicable in Estonia. Nevertheless, the seller has the right to file an action with a court of first instance in order to collect a claim which has fallen due.

– Measurements/models:

  • If the customer presents a model for the manufacture of goods, the model shall be of such quality that allows it to be used in manufacture without having to make a new model. The model shall be made of a rigid material, such as plywood, fibreboard, masonite or other. Models made of cardboard, plastic foam, carton or other similar materials are accepted only if the customer is liable for any possible defects that may occur if goods are manufactured using the model.
  • The model shall show which edges will be visible and which tiles will be adjacent.
  • If a groove is to be cut into a stone material, the position and dimensions of the groove shall be set out.
  • Diameters of holes and information on possible faucets, detergent pumps and other similar elements shall be set out.
  • In cases where the customer has presented a model and Granitop is required to install products manufactured according to that model, it is presumed that necessary adjustment measurements are taken into account.
  • In case of measuring/modelling carried out by Granitop, the customer or the customer’s representative shall be present to make decisions on possible configuration details.
  • Measured surfaces shall be free of any tools, temporary structures/worktops and other materials.
  • Expendable materials used by Granitop are included in the price.

If these prerequisites are not met, Granitop reserves the right to discontinue work. Compensation for additional expenses deriving therefrom are claimed from the customer. A revisit costs no less than 50 euros and no more than 250 euros VAT exclusive.

Installation of stone elements:

  • For the purpose of making the calculation of the need for manpower easier or assessing the need for a crane, all basic conditions shall be set out (e.g. number of floors, size of elevator/stairway, difficult terrain in the section of carrying into the building and other factors).
  • Structures supporting the stone elements shall be of such quality that allows the installation of stone tiles. The flatness and curvature may not exceed +/- 3 mm per 5 metres.
  • The customer or a contractor engaged by the customer shall make quality cuts into worktops for sinks, stovetops and so on. Where a sink is to be installed it is usually necessary to cut a few centimetres off the front edge strip and side frame or in some cases to remove the entire front edge strip without the seller having to replace it.
  • Ceramic wall tiles may not be fitted in a way which prevents the installation of stone elements.
  • If stone worktops are combined with worktops made of other materials, the latter worktops shall be installed after the stone elements have been put in place.
  • The customer or the customer’s representative shall be present at the site to approve materials and installation work.
  • Installation of stone elements between walls and/or furniture may sometimes cause minor varnish/paint damages.
  • Expendable materials used by Granitop are included in the price of installation work.

– The following are not included in the price of installation of stone elements:

  • Protective covers for floors. (Safety requirements prohibit the workers from removing their shoes because they carry heavy objects.)
  • Electrical and plumbing work.
  • Fastening of loose objects, for example faucets, sinks and others which are not part of the order.
  • Grouting between adjacent materials and, for example, ceramic tiles, splatter screens and so on.
  • Thorough cleaning.

If these prerequisites are not met, we reserve the right to discontinue work. Compensation for additional expenses deriving therefrom are claimed from the customer. A revisit costs no less than 95 euros and no more than 250 euros VAT exclusive.

– Other observations:

Carrara marble, other marble, sandstone and limestone are delicate and they may be damaged by acid, wine, colourants, high temperature and so on. It may be difficult to fix damaged surfaces. Nothing can be done about polished glossy marble but matt marble usually allows grinding off the damage. Black granite is also partly sensitive to certain substances. It may so happen that various substances leave stain-like marks that sometimes disappear on their own but sometimes persist. Granite is heat tolerant. Composite stone tolerates heat up to 110 degrees, but in other respects composite stone is a sturdy material.

– FAQ – Variability of worktops made of natural stone

Please keep in mind that stone is a material formed by nature which can therefore not be strictly compared to the sample. There may always be bigger or smaller variations which are not subject to complaints.

Most frequent features of natural stone which must be accepted:

  • For example, small air bubbles are very common for light Carrara marble. These often appear as small light dots or holes in the worktop.
  • Small unpolished dots or holes which often appear in polished granite. These defects depend on the variety of granite and light conditions.
  • Small nicks which may sometimes appear as cracks in the stone.
  • Clearly visible stains in fine-grained granite not exceeding the size of the two euro coin.
  • Other colour deviations within one lot of delivery on the condition that various stones are from one and the same shipment.
  • In addition to natural variations, high-quality repairs done by specialists must also be accepted.

– Manufacturing tolerances:

  • Right angle +/- 2%.
  • Curvature +/- 2%.
  • Thickness +/- 2 mm within one and the same delivery lot. The front edges of adjacent tiles shall be ground to the same thickness.
  • Dimension deviations in length +/- 5 mm and in width +/- 2 mm.
  • Dimensions of cuts +/- 3 mm. Location of cuts/faucet holes +/- 3 mm in length and in width.
  • Overlap with load bearing structure +/- 3 mm
  • If a sink is installed on the same level as the worktop (recessed), the allowed deviation of surface heights is +/- 2 mm. No stone panels, tiles or glass panes are ever completely straight. All sink suppliers admit that sinks may not be 100% straight. A 100% straight sink does not exist.
  • If a stovetop is installed on the same level as the worktop (recessed), the dimension deviation is + 0–3 mm. Please take into consideration that most suppliers recommend a soft grout at least 3 mm wide between stone worktop and stovetop’s glass ceramic plate. If the grout is smaller, they give no durability warranty to the glass ceramic plate.

The above deviations apply if the structures bearing the worktop and the walls of the room are straight and the load bearing structures have been installed correctly. If the buyer’s kitchen or another place where stone elements are to be installed are crooked, Granitop has limited options for manufacturing a perfectly fitting stone element and there may be gaps between the stone elements and walls.

If the walls or cupboards are not straight, it may affect the overlap with the load bearing structure and the distances between the central lines of cuts (on the stovetop and sink) in the worktop to the extent of up to 10 mm.

These terms and conditions take effect when the customer has confirmed their order in a format which can be reproduced in writing or has made a prepayment under an invoice.