1. Subject of General Terms

These General Terms and Conditions govern the business relationship between THEMELIA d.o.o. (hereinafter referred to as the Seller) and customers of goods and products from the Seller’s sales range (hereinafter referred to as the goods). These General Terms and Conditions apply to all relationships between the Seller and customers unless otherwise agreed upon in writing. In case the customer has general terms and conditions that deviate from these General Terms and Conditions, the contracting parties mutually agree to apply these General Terms and Conditions unless otherwise agreed upon.

2. Sales Range

The Seller may introduce new goods into the product range or withdraw certain goods from the sales program without prior notice, but is obligated to supply goods for which an order has already been confirmed.

3. Offers and Orders

To accept an offer and confirm an order, it is necessary to make a 50% advance payment, and the customer must pay the remaining agreed price to the Seller no later than 3 days before the delivery and installation of the goods.

4. Price

The Seller considers the prices from the currently valid price list in their offers and quotations. All prices are valid ex works (FCA) the Seller’s warehouse unless otherwise stated in the offer. Delivery within the City of Zagreb is included in the price if the offer value exceeds EUR 265.00 (including VAT).

5. Definition of Working Day

“A working day” means the period from 8:00 a.m. to 4:00 p.m., every day of the week from Monday to Friday (logistics, procurement).

6. Delivery Deadlines

The indicative delivery deadlines are stated in the offer or quotation of the Seller. The delivery deadline is mutually agreed upon by the Seller and the customer for each specific order. The Seller undertakes to deliver the ordered goods as soon as possible, depending on the availability of the goods in the manufacturer’s warehouse and the production of the ordered goods. Agreed delivery deadlines are approximate and not binding for the Seller. In any case, delivery conditions are considered suspended in circumstances beyond the Seller’s control.

7. Payment Terms

The customer is obligated to pay a 50% deposit as a condition for accepting the offer, and the remaining amount no later than three days before the delivery of the goods. Payment is considered made only when the funds deposited by the customer are visible in the Seller’s account. If the customer fails to pay their obligations within the agreed timeframe, the Seller has the right to immediately suspend further delivery of goods to the customer until the customer settles their due obligations.

8. Goods Pickup

The customer is obliged to immediately take over the goods upon notification of their availability. In case of delays in picking up the goods, the customer is responsible for paying the storage costs to the Seller, in addition to any other rights they may have. If partial deliveries are possible, the Seller has the right to execute such deliveries at their own discretion. Each partial delivery is treated as a separate transaction, and the Seller has the right to charge for it separately. The obligation and delivery deadlines will be suspended as long as the customer delays payment or fails to perform any action necessary for the fulfillment of the business order. Any changes to the order by the customer may lead to changes in the initially agreed delivery deadlines. In the case of pickup at the seller’s headquarters, the customer must inspect the goods, in terms of quantity and quality, before loading them onto the transport vehicle. The customer must notify the pickup at least 2 days before the scheduled date. If the customer fails to pick up the goods within 14 days from the notification of readiness for pickup, the Seller has the right to cancel the order and keep the deposit as compensation for damages incurred. In such cases, the customer loses the right to the ordered goods and any claims related to the order.

9. Right of Ownership

The goods remain the property of the Seller until the Customer fulfils all of their obligations, regardless of their nature. In the event that the Customer acts contrary to the Order Confirmation or the concluded agreement, especially in the case of delayed payment, the Seller has the right to repossess the goods. This action does not constitute a waiver of the contract by the Seller unless expressly stated in writing.

10. Complaints and Returns

The customer is obligated to inspect the goods upon receipt. In case of visible defects, damages, or discrepancies between the delivered goods and the order, the customer must immediately report it to the Seller. The complaint must be submitted in writing within 8 days from the receipt of the goods, accompanied by relevant documentation and evidence. If the complaint is justified and made within the specified deadline, the Seller will, at their discretion, either replace the defective goods or refund the purchase price.

11. Warranty and Liability

The Seller provides a warranty for the sold goods in accordance with the warranty terms specified by the manufacturer. The warranty period begins on the day of delivery to the customer. The warranty does not cover defects and damages resulting from improper handling, use, or storage of the goods. The Seller is not liable for any direct or indirect damages caused by the use of the goods. The liability of the Seller is limited to the purchase price of the goods.

12. Personal Data Protection

The Seller collects and processes personal data of customers in accordance with applicable data protection laws. The customer’s personal data is used solely for the purpose of fulfilling the contractual obligations between the Seller and the customer.

13. Applicable Law and Jurisdiction

These General Terms and Conditions are governed by Croatian law. Any disputes arising from or in connection with these General Terms and Conditions shall be subject to the exclusive jurisdiction of the competent courts in Croatia.

14. Final Provisions

Any amendments or additions to these General Terms and Conditions must be made in writing. If any provision of these General Terms and Conditions is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.