General Terms & Conditions for BIOBUILDS

Last updated on: 03.06.2024

This document sets forth the general terms and conditions ("Terms and Conditions") applicable to the website “biobuilds.com” and to the sale of the Prefabricated Module "MODULAR" ("Product") by BIOBUILDS S.R.L. ("Seller") to clients ("Buyer"), through the website or based on the offers sent. By partial or full payment of an offer, the Buyer fully and unconditionally accepts these Terms and Conditions.

I. Information About the Seller

  • Name: BIOBUILDS S.R.L.

  • Registered Office: Tăuții-Măgherăuș, Str. 66 nr. 16, Maramureș County, Romania

  • Trade Register Number: J24/300/2012

  • Tax Identification Number (C.U.I.): RO30040678

  • IBAN Account: RO02 BACX 0000 0013 7985 7000 (Unicredit Bank)

  • Legal Representative: Muste Alin, Administrator

  • Website: www.biobuilds.com

II. Definitions

  • Seller: BIOBUILDS S.R.L.

  • Buyer: Any individual or legal entity purchasing the Product.

  • Product: The prefabricated module "MODULAR," according to the technical specifications, degree of finishing, and options chosen by the Buyer.

  • Degree of Finishing: The level of completion of the Product upon delivery, ranging from a basic structure to fully finished ("turnkey"), as agreed between the parties and specified in the offer.

  • Contract: The agreement between the Seller and the Buyer, consisting of these Terms and Conditions, the accepted offer, and the order confirmation.

  • Additional Works: Any finishing, installations, or modifications carried out on the Product after delivery by the Buyer or third parties engaged by the Buyer.

  • Equipment and Additional Services: Equipment, products, or services provided by third parties and incorporated into the Product, which are not part of its structure or construction.

  • Force Majeure: An external, unforeseeable, invincible, and unavoidable event that completely or partially prevents the execution of the Contract.

  • Order Date: The date on which the Buyer makes the advance payment.

  • Order Price: The amount paid by the Buyer when placing the order, representing the advance or full payment of the Product.

III. Object of the Contract

3.1. The Object of the Contract is the sale and purchase of the Product, according to the technical specifications, degree of finishing, and options chosen by the Buyer, detailed in the accepted offer. The degree of finishing may vary based on the Buyer's preferences, from a basic structure to fully finished, as agreed between the parties.

3.2. Any subsequent modifications to the initial specifications or options will be made only with the Seller's written consent and may involve additional costs and extended deadlines.

3.3. Contract Documentation includes:

  • Product Configuration: A detailed description of the ordered Product, including technical specifications, degree of finishing, and price.

  • Final Invoice: Provided before delivery, it includes the final price, taxes, and applicable fees.

  • Terms and Conditions: This document, which takes effect from the Order Date.

3.4. Product Updates and Improvements

The Seller reserves the right to make improvements to the Product without prior notice to the Buyer, provided that these do not negatively affect the agreed specifications, functionality, or value of the Product.

IV. Ordering Process

4.1. Placing the Order

The Buyer places the order by accepting the offer sent by the Seller and making the advance payment according to the conditions in the offer.

4.2. Order Confirmation

The Seller confirms the order in writing within a maximum of 2 working days from receiving the advance payment.

4.3. Order Modifications

Any request to modify the order after the Order Date may affect the price and delivery time and will be subject to a new written agreement between the parties.

V. Price and Payment Conditions

5.1. Product Price

The price is specified in the offer and is expressed in EURO, excluding VAT, unless otherwise specified. The price varies depending on the chosen configuration, degree of finishing, and selected options.

5.2. Payment Conditions

Payments are made in advance or according to the payment schedule specified in the offer. Invoices are issued in EURO or another currency, at the EURO purchase exchange rate of Unicredit Bank S.A. on the day the invoice is issued.

5.3. Payment Methods

Payments can be made by bank transfer to the Seller's IBAN account or through other methods agreed upon in writing by the parties.

5.4. Non-Payment

In case of non-payment by the due dates, the Seller has the right to suspend production and/or terminate the Contract after a written notice and a grace period of 15 calendar days. The Seller has the right to retain the amounts paid as damages and to claim additional compensation for any losses incurred.

5.5. Price Adjustment

The purchase price may be recalculated if there are increases in material or labor costs exceeding 5% compared to the date of the offer, regardless of the reason. The Seller will notify the Buyer in writing, who has 10 working days to accept or refuse the new price. In case of refusal, the Seller may terminate the Contract without penalties, refunding the amounts paid by the Buyer, minus the expenses incurred up to that point.

5.6. Reservation of Ownership

Ownership of the Product transfers to the Buyer only after full payment of the price. Until that time, the Product remains the property of the Seller.

VI. Delivery of the Product

6.1. Delivery Time

The Product will be prepared for delivery within the term agreed in the offer or established later by written agreement between the parties.

6.2. Delivery Conditions

Delivery is made according to Incoterms 2020, EXW (Ex Works) at the Seller's premises, unless otherwise specified in the offer. If the Buyer also purchases transportation, the Seller will handle the transport and will provide an estimated price in the offer, with the final transport cost, including all related expenses, communicated before delivery and to be paid before the delivery of the Product.

6.3. Delivery Notification

The Seller will inform the Buyer at least 14 working days before the estimated delivery date. If the Buyer does not issue a postponement request within this period, it is considered that they accept the delivery under their obligations.

6.4. Transfer of Risks

Risks are transferred to the Buyer upon loading the Product onto the means of transport or upon delivery, upon signing the delivery-receipt protocol.

6.5. Buyer's Obligations upon Delivery

  • Preparation of Transport: Provide an appropriate means of transport and, if necessary, equipment required for unloading and handling the Product.

  • Preparation of the Location: Prepare the land and foundation according to the technical specifications provided by the Seller.

  • Access and Safety: Ensure free access and safety conditions for delivery and assembly, including the supply of electricity and other necessary utilities.

  • Authorizations: Obtain all necessary authorizations for transport, installation, and, if applicable, temporary blockage of public access ways.

  • Additional Works: Carry out any additional works necessary for the completion and use of the Product, using qualified personnel and compliant materials.

  • Compliance with Local Legislation: Be responsible for obtaining all necessary permits and approvals and for ensuring compliance with local legislation.

6.6. Delays on the Buyer's Part

If the Buyer fails to fulfill their obligations and delivery is delayed, the Seller has the right to charge additional fees for storage and handling, calculated from the scheduled delivery date until the actual delivery date or until order cancellation, for a maximum period of 30 days. After this period, the Seller may terminate the Contract, retaining 30% of the total order value and claiming additional compensation for any losses incurred.

6.7. Delays on the Seller's Part

If delivery is delayed due to the Seller's fault, they will immediately notify the Buyer, offering a new delivery date. If the delay exceeds 30 days, the Buyer has the right to terminate the Contract and recover the amounts paid, without being entitled to other compensations.

6.8. Product Acceptance

The Buyer is obliged to inspect the Product upon delivery and report any non-conformities. Depending on the degree of finishing, the Buyer will verify the conformity of the Product with the agreed specifications, including the stage of the works performed. Any visible defect must be reported in writing within 5 days of delivery. After this term, the Product is considered accepted without objections. Acceptance of the Product does not affect the Buyer's right to claim hidden defects discovered later, within the warranty period.

6.9. Force Majeure

The Seller is not liable for delays or non-performance caused by force majeure events, according to section XI.

6.10. Compliance with Local Regulations

The Seller is not responsible for the compliance of the Product or additional works with local construction, urban planning, or environmental regulations applicable at the place of installation. The Buyer is solely responsible for obtaining all necessary permits and approvals and for ensuring compliance with local legislation, including for any additional works carried out. The Seller is not liable for any damages, fines, or other legal consequences resulting from the Buyer's non-compliance with these regulations.

VII. Obligations of the Parties

7.1. Seller's Obligations

  • Production and Delivery: Produce and deliver the Product according to the agreed specifications and within the established deadlines.

  • Documentation and Instructions: Provide the Buyer with all documents related to the Product (user manual, warranty certificate) and necessary instructions for installation and use.

  • Warranty: Grant the warranty according to section VIII.

  • Communication: Inform the Buyer about the production status and any delays or issues encountered.

7.2. Buyer's Obligations

  • Payment: Make payments according to the conditions established in the Contract.

  • Preparation for Delivery: Fulfill obligations regarding the preparation of transport and location, as specified in section VI.

  • Use of the Product: Use the Product according to the instructions provided and not modify it without the Seller's written consent.

  • Authorizations and Compliance: Obtain all necessary permits and ensure compliance with local legislation.

  • Confidentiality: Comply with the confidentiality obligations outlined in section IX.

  • Additional Works: Perform necessary additional works using qualified personnel and compliant materials.

  • Qualified Personnel: Employ qualified personnel for carrying out additional works.

  • Legislative Compliance: Ensure compliance with all applicable regulations regarding occupational safety and environmental protection during finishing works.

  • Notification of Modifications: Notify the Seller if intending to make significant structural or technical modifications.

VIII. Warranties and Liability

8.1. Conformity Warranty

The Seller guarantees that the Product will meet the agreed technical specifications for a period of 24 months from the delivery date for individual customers and 12 months for commercial use. This warranty covers components and workmanship provided by the Seller up to the point of delivery.

8.2. Warranty for Equipment and Additional Services

Warranties for equipment, products, and additional services incorporated into the Product, but not part of its structure or construction, are transferred directly to the Buyer. The Seller does not offer any additional warranty for these elements beyond transferring the manufacturers' warranties.

8.3. Limitations of Warranty

The warranty does not cover:

  • Defects caused by improper use or negligence by the Buyer.

  • Unauthorized interventions or modifications to the Product.

  • Damage caused by external factors (fires, floods, earthquakes, etc.).

  • Normal wear and tear under typical usage conditions.

  • Defects resulting from additional works carried out by the Buyer or third parties, including non-compliance with instructions or specifications provided by the Seller.

  • Defects or damages arising from using incompatible or inferior quality materials in additional works.

8.4. Complaint Procedure

The Buyer must notify the Seller in writing of any defect covered by the warranty within 5 working days of discovery, with a detailed description and supporting documentation (see Annex for complaint format).

8.5. Remedy of Defects

If the complaint is justified, the Seller will remedy the defect or replace the defective component within a reasonable time, without additional costs to the Buyer.

8.6. Limitation of Liability

The Seller's total liability to the Buyer is limited to the total value of the Contract. The Seller will not be liable for indirect losses, loss of profit, or damages resulting from the use of the Product, including due to additional works carried out by the Buyer or third parties.

8.7. Limitations Regarding Minor Aesthetic Defects

The Buyer understands and accepts that natural materials, such as wood used in the Product's structure, may exhibit inherent variations and imperfections. These may include minor aesthetic defects in finishes, slight deformations, or dimensional variations of walls and floors over large surfaces. Such minor aesthetic imperfections or deformations do not affect the quality, safety, or structural integrity of the Product and do not influence its functionality for its intended normal use. The warranty provided by the Seller does not cover these minor aesthetic defects or deformations resulting from the natural characteristics of the materials used. These aspects will not be considered non-conformities and will not entitle the Buyer to remedies, replacements, or compensations.

8.8. Warranty Claim Procedure

8.8.1. Notification of Defects

The Buyer is obliged to notify the Seller in writing about any defect covered by the warranty within a maximum of 5 working days from discovery, providing a detailed description and relevant photographic documentation.

8.8.2. Right to Inspection

The Seller has the right to inspect the Product before accepting any warranty claim. The Buyer must allow access to the Seller's representatives for inspection within a maximum of 5 working days from the request. Unjustified refusal or delay in granting access may lead to the rejection of the warranty claim.

8.8.3. Costs for Unfounded Claims

If, following the inspection, the claim is found not to be covered by the warranty, the Buyer will bear the following costs:

  • Travel Fee: 1.5 EUR/km, calculated round trip from the Seller's premises.

  • Inspection Fee: 75 EUR/hour per technician.

  • Accommodation Costs: For the technical team, if applicable.

These costs will be invoiced in RON at the BNR exchange rate on the day the invoice is issued and must be paid within 5 working days.

8.9. Specific Exclusions

The Seller is not responsible for:

  • Changes in foundation or land conditions after delivery.

  • Damage caused by extreme weather events.

  • Defects resulting from assembly performed by unauthorized third parties.

  • Normal wear of consumable components.

  • Defects resulting from additional works carried out by the Buyer or third parties that affect the structural integrity or functionality of the Product.

  • Damage caused by using non-compliant or inferior quality materials or equipment in additional works.

8.10. Buyer's Obligations During Warranty Period

The Buyer must use the Product according to the Seller's instructions and those of the manufacturers of materials and equipment included in the Product, and perform necessary maintenance. The Buyer must ensure that any additional works or modifications are executed by qualified personnel and comply with technical specifications and applicable legislation. Non-compliance with these obligations may lead to loss of warranty.

IX. Intellectual Property and Confidentiality

9.1. Intellectual Property

All intellectual property rights over the Product, design, technical specifications, documentation, and promotional materials belong to the Seller. The Buyer has no right to reproduce, distribute, or communicate these materials to third parties without the Seller's written consent.

9.2. Confidentiality

The parties agree to maintain the confidentiality of commercial, technical, and other information obtained within the contractual relationship, both during the Contract and after its termination.

9.3. Use of Trademarks

The Buyer has no right to use the Seller's trademarks, trade names, or other distinctive signs without prior written consent.

9.4. Image Rights

The Seller reserves the right to photograph the Product after installation and use these images for promotional purposes, respecting the Buyer's right to privacy.

X. Protection of Personal Data

10.1. Compliance with GDPR

The Seller processes the Buyer's personal data in accordance with Regulation (EU) 2016/679 (GDPR) and applicable national legislation.

10.2. Purpose of Processing

Data are processed for executing the Contract, commercial communication, and complying with legal obligations.

10.3. Buyer's Rights

The Buyer has rights to access, rectify, erase, restrict processing, data portability, and object, in accordance with the law.

10.4. Privacy Policy

Additional details are available in the Seller's Privacy Policy, accessible on the website and forming an integral part of this Contract.

XI. Force Majeure

11.1. Definition

Force majeure is any external, unforeseeable, invincible, and unavoidable event that completely or partially prevents the execution of contractual obligations.

11.2. Exemption from Liability

Neither party will be liable for non-performance of contractual obligations caused by force majeure.

11.3. Notification

The affected party must notify the other party within 5 calendar days from the occurrence of the event and provide adequate evidence.

11.4. Contract Termination

If the force majeure event lasts more than 60 days, either party may terminate the Contract without the obligation to pay damages.

11.5. Examples of Force Majeure Events

Events considered force majeure include, but are not limited to: significant delays in the supply chain, legislative changes substantially affecting costs, energy or raw material crises, pandemics, wars, embargoes, natural disasters.

XII. Termination of the Contract

12.1. Termination by Default

The Contract may be terminated by default, without court intervention, if one party fails to fulfill essential obligations, with a prior notice of 15 days.

12.2. Effects of Termination

Termination does not affect obligations already due between the parties. The Seller has the right to retain amounts received and claim compensation for any losses incurred.

XIII. Applicable Law and Dispute Resolution

13.1. Applicable Law

This Contract is governed by Romanian law.

13.2. Dispute Resolution

Any dispute will be resolved amicably. If the parties do not reach an agreement within 30 calendar days, the dispute will be submitted to the competent courts in Romania, at the Seller's registered office.

XIV. Final Provisions

14.1. Entire Agreement

This Contract, along with its annexes, constitutes the entire agreement between the parties and replaces any prior understandings, written or verbal.

14.2. Amendments

Any modification of the Contract must be in writing and signed by both parties.

14.3. Assignment

The Buyer may not assign or transfer rights and obligations under the Contract without the Seller's written consent.

14.4. Notices

Notices are valid if sent in writing, via email, fax, courier, or registered mail to the addresses provided by the parties.

14.5. Severability

If any clause of this Contract is declared null or unenforceable, the remaining clauses remain valid and enforceable.

14.6. Language of the Contract

This Contract is drafted in English and governed by Romanian law. In case of translation into another language, the English version prevails.

14.7. Acceptance of Responsibilities by the Buyer

By accepting these Terms and Conditions, the Buyer confirms that they have read, understood, and agree with all provisions of this document, including the responsibilities regarding additional works and their impact on the warranty.

XV. Contact

For any questions or clarifications, please contact us at:

  • Phone: +40 733 880 070

  • Email: sales@biobuilds.com

  • Address: Tăuții-Măgherăuș, Str. 66 nr. 16, Maramureș County

We thank you for your trust and assure you of our full availability to offer you products and services of the highest quality.