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Presentation

Through the document below, the contracting parties, S.C. ______ S.R.L. as the Beneficiary and
S.C. ______ S.R.L. as the Supplier, will express their consent to conclude the contract regarding
the acquisition of products and services. This Contract establishes the general and specific
conditions under which the contractual relationship between the two entities will take place.
Contract Purpose
The purpose of this Contract is to regulate the relations between the two companies regarding the
acquisition of products and services. The document serves as the legal foundation for the
collaboration between the two parties, defining their respective rights and obligations, as well as
the manner in which commercial transactions will be conducted.
Overview of the Involved Parties
By signing the contract, the contracting parties confirm their understanding and acceptance of the
provisions stated in the document, committing to strictly adhere to all agreed clauses and
conditions. Through the collaboration between S.C. X S.R.L. and S.C. Y S.R.L., the contracting
parties bring a substantial wealth of knowledge and experience to their relationship, ensuring a
solid framework for the efficient implementation of activities outlined in this contract.
Object of the Contract - Supply of Products/Services
The Supplier undertakes to provide the Beneficiary with a specified range of products/services,
according to the technical specifications and quantities agreed upon by the parties. The Supplier
commits to delivering services according to the requirements and specifications detailed in
Annex 1 of the contract. The deadlines, methods of execution, and criteria for evaluating the
quality of services are clearly specified in the contract.
Orders will be transmitted by the Beneficiary to the Supplier in writing, through communication
means agreed upon by the parties. The Supplier is obligated to confirm the receipt of orders and
provide an estimate of delivery times. The Beneficiary has the right to cancel or modify an order
before the start of the production or delivery process, provided a written notification is sent to the
Supplier. After the commencement of the production or delivery process, any changes or
cancellations will require the written agreement of both parties and may involve additional costs,
depending on the stage of work.
The contract establishes the terms and conditions for the supply of products and/or services by
the Supplier to the Beneficiary, based on orders issued by the latter. The procurement process is
carried out through orders that include details such as type, quantity, quality, price, delivery date,
and location. The Supplier accepts or refuses the order within two business days. Orders can be
canceled by the Beneficiary under certain conditions.
The contract has a specified duration, and provisions regarding confidentiality, warranty,
liability, and indemnities remain in effect even after its termination. Prices are fixed and can be
mutually agreed upon during the contract period. The Supplier is responsible for paying
applicable taxes. Payment is made within 60 days of receiving the invoice.
The packaging, shipping, and delivery of products are regulated, including sanctions for delays.
The Supplier provides guarantees for products and services and grants the Beneficiary the right
to return non-compliant products. The contract also covers the post-warranty period, as well as
methods for repairing or replacing products.
The parties are responsible for environmental protection, and the Supplier commits not to violate
applicable laws or regulations regarding the supplied products. The contract includes clauses
related to confidentiality, copyright, and force majeure.
There are also provisions regarding contract termination, the relationship between parties, the
protection of the Supplier's personnel, and the latter is responsible for the safety of its own staff.

CONTRACT FOR THE PURCHASE OF PRODUCTS AND SERVICES


No.___________ from the date of _________________

CHAPTER 1 - THE CONTRACTING PARTIES

1.1. Contracting parties


This Contract was concluded today __________________ (“Effective date”) between:

(i) S.C. ______S.R.L.

S.C. ______ S.R.L. with headquarters in Bucharest, Str. ______, registered in the Bucharest
Trade Register under no. ______, Tax registration code RO ______, shared capital of 800.000
RON, bank account with IBAN RO______opened at bank ______, phone number: ______,E-
mail: ______, legally represented by Mr. X – Administrator, as a beneficiary ( called in the
following "beneficiary")

and
(ii) S.C. ______ S.R.L.
S.C. ______S.R.L. with headquarters in Bucharest, Str______, Registered in the Bucharest
Trade Register under Fiscal Registration Code No. ______ , capital social 80.000 Euro, bank
account with IBAN EU______ opened at________, phone number______________,
fax____________Email_____________, legally represented as a SUPPLIER ( named in the
following “ SUPPLIER”) on the other hand.

1.2. Definition of parts


S.C. ______ S.R.L. and Supplier are hereinafter sometimes referred to as "Parts", when referring
to one of the companies, or "Parts" when referring to both.

CAP.2.- SUBJECT OF THE CONTRACT

2.1. Subject of the contract


2.1.1. The object of the contract is the supply of products/services by the Supplier, based on the
Beneficiary's order, against the price agreed by the contracting parties.
2.1.2. As a result of this Contract, the Beneficiary can periodically order products and/or services
from those provided by the Supplier, and the Supplier will provide the respective products and/or
services to the beneficiary company, according to the clauses and conditions established by this
Contract.

2.2. Orders
2.2.1. The purchase of products/services will be made through a purchase order ("Order"). Each
Order will be subject to the terms and conditions of this Agreement.
2.2.2. The order represents the firm intention to purchase the products/services and which will
stipulate the type, quantity, quality, price, date and place of delivery, as well as any other
important information for the beneficiary in achieving the object of the contract.
2.2.3. The acceptance of the order represents the supplier's explicit confirmation of the order
placed by the beneficiary.
2.2.4. The Supplier will be able to send the Beneficiary a notification in regarding the acceptance
or refusal of the Order within two (2) working days from the date of transmission of the Order. If
the Supplier does not send such a notification, the order is considered accepted after the two (2)
working day deadline, mentioned above.
2.2.5. Any change in the scope of the Order must be agreed upon in writing by both contracting
parties.
2.2.6. The beneficiary has no obligation regarding the products/services delivered without an
Order.
2.2.7. An Order can be cancelled, totally or partially, by the Beneficiary as follows:
- at any time prior to its acceptance by the Supplier;
- if a case of Major Force lasts for more than fifteen (15) consecutive days;
- if the Supplier fails or only partially succeeds (i) in complying with the terms and conditions of
this Contract, or (ii) comply with the specific instructions in an Order accepted by the Supplier
(including, but not limited to, non-compliance with a scheduled delivery of the Products
regardless of whether the non-compliance has already occurred or was only announced by the
Supplier).
2.3. Priority order
2.3.1. In case of conflict or incompatibility between any Order and Contract, the Order will
prevail.

CAP.3. THE CONTRACT DURATION

3.1. Contract period


3.1.1. The contract will produce effects starting from the date of its signing by both parties and
will be valid, producing effects, for ________________, with the exception of the case in which
it is terminated in accordance with this Agreement.
3.1.2. The stipulations regarding confidentiality, guarantee, liability and compensation will
remain in full force and will produce effects even after the date of completion of the Contract.

CAP.4. PRICE/TAXES

4.1. Prices
4.1.1. The Beneficiary will pay the Supplier the applicable prices stipulated in Annex 1 and the
Order.
4.1.2. The prices will be firm throughout the duration of this Contract.
4.1.3. If the prices for the requested products/services are not found in the annex, they will be
established in writing, by common agreement between the contracting parties.
4.2. Taxes
4.2.1. The Supplier will pay all applicable taxes (profit/income tax/social insurance contributions
and other similar taxes) in connection with the Contract.
4.2.2. The prices in this Contract will represent the total and final payment owed by the
Beneficiary to the Supplier.

4.3. Payment of the price


4.3.1. Payment is made by the Beneficiary company within sixty (60) days from the date of
receipt of the invoice by the Beneficiary company, by Payment Order.
4.3.2. The Supplier and the Beneficiary have established that the issuance, transmission and
payment of the Supplier's invoices shall be done according to the method chosen by the
Suppliers in the annex "Issue, transmission and payment of invoices", an integral part of this
Contract.
4.3.2. If the price is agreed in EURO, the payment will be made in LEI, at the BNR exchange
rate from the date of invoicing. In order to avoid any problem related to the subsequent
interpretation, the euro-leu exchange rate communicated by the BNR at 13:00 on the day before
the reference day will be applied.
4.3.3. The payments made by the Beneficiary company do not represent the acceptance of the
Products/Services or a waiver of the rights that the Beneficiary company may have through this
contract in relation to defective or non-compliant products in terms of quality or quantity or
inadequate Services.

4.4. Payment refusal


4.4.1. Payment can be refused by the Beneficiary only if:
(i) in the reasonable opinion of the Beneficiary company, the Products have defects or do not
comply with the requirements of the order,
or
(ii) the Beneficiary company disputes the accuracy of the invoice sent, in this case the parties
must make all possible efforts to resolve their dispute as soon as possible amicably.

4.5. Compensation
4.5.1. The Beneficiary Company can compensate any amount owed by the Beneficiary company
to the Supplier by any amount owed by the Supplier to the Beneficiary company.

4.6. Discounts
4.6.1. If applicable, any discount for advance payment can be mutually agreed upon in the Order.

4.7. Penalties
4.7.1. Each day of delay in payment by the Beneficiary, beyond the term established by the
Contract, is sanctioned with penalties of 0.05% per day of delay, applied to the amount of the
unpaid invoice issued by the Supplier.0

CAP.5. PACKAGING/SHIPPING/ DELIVERY/PENALTIES FOR DELAYED DELIVERY


5.1. Packaging and marking of products
5.1.1. Unless otherwise specified, all Products must be packed, marked, prepared and delivered
in accordance with the applicable regulations, in compliance with the agreed model and design
conditions.
5.1.2. Transport is carried out using agreed and accepted carriers, who will ensure the protection
of the delivered products..
5.1.3. The Supplier undertakes to implement adequate protection to ensure the safe arrival of the
Products at the final destination, as well as for storage and protection against weather conditions
that may affect their quality.

5.2. Delivery of Products/Services


5.2.1. All deliveries must be made during normal working hours, between 9:00 AM – 6:00 PM,
on the scheduled delivery dates, unless otherwise agreed with the Beneficiary company, at the
location specified in Annex 2 and the Order.
5.2.2. The price includes transportation.
5.2.3. The Supplier undertakes to provide the Beneficiary with a sample of the product subject to
the order within ______ days from the date of receiving the Order. The sample can be kept by
the Beneficiary for comparison with the produced product. The Supplier will not commence
production until receiving written confirmation from the Beneficiary, expressed in any of the
methods provided in Article 12.3 of the contract.
5.2.4. Partial deliveries of Products/Services are not accepted without prior authorization from
the Beneficiary company.

5.3. Late Delivery Penalties


5.3.1. Each day of delay in the delivery of goods or the provision of services beyond the agreed
deadline is subject to a penalty of 0.05% per day of delay, calculated from the cumulative
amount of undelivered goods or unfinished work at that time.

CAP.6. WARRANTY/POST WARRANTY

6.1. Warranties
6.1.1. The Supplier grants a warranty to the Beneficiary company and their clients as follows:
- ____ years for Products;
- ____ years for the provided Services.
6.1.2. If the Supplier is not the manufacturer of the Products covered by the contract, they will
provide the Beneficiary company with a warranty that cannot be less than the warranty provided
by the manufacturer.
6.1.3. For hidden or apparent defects, the Supplier will provide the warranty required by law and
by the manufacturer for each delivered product that does not conform to the agreed sample at the
launch of the Order.
6.1.4. The Supplier guarantees that:
(i) The Product conforms to applicable specifications and is marketable, free from defects in
workmanship, materials, production, and design, in accordance with its intended purpose, and is
new (unless otherwise agreed upon by the Beneficiary company);
(ii) The Product is certified (if applicable) and complies with applicable laws (including, but not
limited to, environmental and safety laws, rules, and regulations).

6.2. Returnare Produse


6.2.1. In case it is discovered that the Products delivered in accordance with this Contract do not
meet the granted warranty and are not in conformity with the presentation and usage manual, the
beneficiary company may return them to the Supplier.

6.3. Repair/Replacement
6.3.1. If the Products are not manufactured in accordance with the contractual provisions, the
Beneficiary Company has the right to request the repair or replacement of the Products.
6.3.2. The repair or replacement of the Products takes place as soon as possible but no later than
2 working days from the date of notification sent by the beneficiary company.
6.3.3. Any repaired or replaced Products must be guaranteed to the same extent as the originally
supplied Products, with the supplier being obligated to ensure product maintenance through
accredited service units.

6.4. Product/Service Acceptance


6.4.1. The acceptance of products/services shall be carried out by representatives designated for
this purpose by both contracting parties, following a thorough qualitative and quantitative
verification.
6.4.2. The received products/services shall be accompanied by the following documents:
- Invoice;
- Shipping notice;
- Conformity documents;
- Warranty;
- Usage instructions;
- Any other documents mutually agreed upon by the parties.
6.4.3. Any non-compliance or quantitative shortage of products/services shall be noted in the
acceptance protocol under the "Objections" section. If the acceptance of products/services is not
possible on the date of the acceptance protocol conclusion, the Beneficiary has the right to notify
the Supplier of any quantitative shortages upon delivery or qualitative defects identified,
compared to the order specifications/layout/approved sample, within 2 working days.
6.4.4. The Supplier, at their own expense, undertakes to cover the quantity shortage of products
and to replace or repair the qualitatively non-compliant products/services, in accordance with the
acceptance protocol or the notice mentioned in Article 6.4.3., within 2 working days from the
date of the Beneficiary's notification.

6.5. Post-Warranty Services


6.5.1. After the expiration of the warranty period, the Supplier undertakes to provide the
Beneficiary with spare parts for the purchased Products/Similar Services for a period of ___
years.
6.5.2. After the expiration of the warranty period, in the event that the production of spare parts
has ceased, the Supplier is obligated to:
a) notify the Beneficiary in advance (with at least 90 day’s notice) to allow them to purchase
the necessary parts; and
b) provide the Beneficiary, upon request and without charge, with the projects, drawings, and
specifications of the spare parts.

CAP.7. RESPONSIBILITIES AND DAMEGES

7.1. Responsabilities and Damages


7.1.1. Ownership and risk of the Products are transferred to the Beneficiary company at the time
and place of delivery.
7.1.2. If any products or part thereof are likely to become the subject of a claim, the Supplier
shall grant the Beneficiary the right to use the product, and the Supplier will be responsible for
any damage or consequence resulting from the use.

CAP.8. CONFIDENTIALITY AND COPYRIGHT

8.1. Confidentiality Clause


8.1.1. The Supplier acknowledges that, during the execution of the Contract or an Order under
the Contract, any information regarding the Beneficiary company disclosed or obtained by the
Supplier as a result of the Contract or an Order under the Contract, is deemed confidential and
the property of the Beneficiary company ("Confidential Information").
8.1.2. Without prejudice to the above, the Contract/terms of the Contract shall be deemed
confidential and the property of the Beneficiary company, and may be used by the Beneficiary
company as he deems appropriate.
8.2. Copyright Clause
8.2.1. The Parties agree that the copyright over the works created by the Beneficiary in
fulfillment of the clauses arising from this Contract shall unconditionally belong to the
Beneficiary.
8.2.2. The Supplier undertakes to use the creative and identifying elements of the Beneficiary
(logos, visual elements, graphics, audio, other materials, etc.) solely for the purpose of fulfilling
the contract and only with the written approval of the Beneficiary.
8.2.3. The acquisition by the Beneficiary of the copyright over the works referred to in the
preceding article occurs from the moment of their creation.
8.2.4. The use of the creative/identifying elements of the Beneficiary by the Supplier without the
written consent of the Beneficiary causes damages to the latter, which can be claimed in court.

CAP.9. FORCE MAJEURE

9.1. Force Majeure


9.1.1. Neither the Supplier nor the Beneficiary shall be held responsible for delays or non-
performance of their obligations under this contract, or any part thereof, if such delay or non-
performance is caused by an unforeseeable event beyond the control of the affected parties and
cannot be made known through the exercise of reasonable efforts, including but not limited to:
natural disasters, actions of civil or military authorities, government orders, wars, fires,
explosions, strikes (unless limited only to the affected party), or epidemics ('Force Majeure').
9.1.2. The affected party is exempt from fulfilling its obligations or a portion thereof for as long
as the Force Majeure event persists and hinders the performance of the respective obligations.

CAP.10. TERMINATION OF THE CONTRACT

10.1. Termination of the Contract


10.1.1. The Contract may terminate:
- upon expiration;
- by mutual agreement, on a date agreed upon by both contracting parties;
- by termination;
- by waiver.
10.1.2. The Contract may be terminated as follows:
(a) Either party may terminate the Contract by sending notice to the other party if a Force
Majeure event (as defined in Chapter 9) lasts for more than fifteen (15) consecutive days.
(b) The Beneficiary may terminate the Contract automatically, without court intervention and
without prior notice (pactum commissorium Grade IV), if:
- the Supplier breaches the obligations under this contract and fails to remedy the breach within
five (5) days of receiving written notice thereof,
or
- the Supplier repeatedly breaches its obligations, or if such a breach cannot be remedied.
10.1.3. Without contradicting the above, the Beneficiary may terminate the Contract at its
discretion by providing a written NOTICE to the Supplier regarding its intention, prior to (30)
thirty days before implementing the intention.
10.1.4. If at the time of termination of the Contract, an Order, or multiple Orders, is or are in
progress, the respective Order(s) will be completed at the prices applicable at the respective
expiration date, and the Contract period will be extended accordingly.

CAP.11. OTHER CLAUSES

11.1. Environment protection


11.1.1. The Supplier agrees, in connection with the supply of the Products, to use all due
diligence to protect the environment, which includes the proper management and disposal of
waste generated during the supply of the Products, in accordance with applicable laws and
regulations, and best industry practices.

11.2. Illegal behavior/unfair competition


11.2.1. The Supplier agrees not to pay, promise to pay, authorize payment, or transfer either
directly or indirectly any money, or other valuables, or to offer any form of incentive to any
employee or representative of the Beneficiary company, or any official of any government body
or institution, or through the involvement of anyone within these entities, or any political party,
to gain any advantages or benefits related to the matters specified in this Agreement.
Additionally, the Supplier shall not influence the ability of the aforementioned individuals to
take or refrain from any action, with the purpose of securing or retaining business related to this
Contract, or to gain any undue advantage or benefit, and/or to obtain or maintain business
through illegal conduct or unfair competition practices.
11.2.2. Any breach of the previous provisions is a serious breach of the Contract.

11.3. Gifts
11.3.1. Employees of the Beneficiary company are prohibited, and the Supplier is notified that
employees of the Beneficiary company are not allowed (i) to accept gifts with a value greater
than the nominal or reasonable amount (the term "gifts with a value greater than the nominal or
reasonable amount" includes, but is not limited to, loans, excessive hospitality, or other
substantial favors) from the Supplier, and/or (ii) to request gifts or favors of any kind and value
from the Supplier..
11.3.2. The Supplier agrees to promptly notify the Beneficiary company of any action or inaction
by any employee or employees of the Beneficiary company that does not comply with the
aforementioned provisions.

11.4. Compliance with legislation


11.4.1. The Supplier declares and warrants that no laws or regulations currently in force
regarding the manufacturing or sale of the Products specified in this Contract and Order are
being violated, and that they will be fully responsible for the consequences of non-compliance.

11.5. Transfer and Subcontracting


11.5.1. Neither parties shall have the right to transfer its contractual rights and obligations under
this Contract to any other parties without the prior consent of the other party, and any such
transfer made without the consent of the other party shall be deemed null.

11.6. Real security rights


11.6.1. The Supplier agrees not to allow any real or security interest in the Products or any
property belonging to the Beneficiary company.

11.7. Relations between the Parties


11.7.1. The relationship between the parties shall be non-exclusive, and either party may,
provided it complies with its obligations regarding confidential information as outlined in this
Contract, enter into similar contracts with other parties.

11.8. Staff protection of Supplier


11.8.1. The Supplier is entirely responsible for the health and safety protection of its own staff at
all times and under any circumstances related to the execution of this contract.

CAP.12. FINAL PROVISIONS

12.1. The legislation governing the contract and competent court:

12.1.1. This Contract shall be governed, interpreted, and construed in accordance with the laws
of Romania.
12.1.2. Any dispute that cannot be resolved amicably shall be submitted for resolution to the
competent judicial authorities.

12.2. Correspondence
12.2.1. The correspondence shall be sent by registered letter with acknowledgment of receipt, by
email, by fax, or delivered in person, to the following addresses:

For SC ______ SRL:


Str. _______,
Phone: _______,
Fax. _______,
Emaill: _______.

For Supplier: SC ______ SRL


Phone: _______,
Fax: _______,
Email: _______.

12.3. Correspondence shall be deemed as received:

(i) Upon delivery to the registry/secretariat,


(ii) Upon receipt if sent by registered mail with acknowledgment of receipt,
(iii) Upon receiving confirmation from the recipients if transmitted by fax,
(iv) Upon receiving an acceptance confirmation via email.

12.4. Change of contract


12.4.1. The contract shall not be modified in any way other than in writing, through an additional
agreement signed by the legal representatives of both parties.

12.5. Contract annexes


12.5.1. I am part of the contract, and annexes 1 and 2, attached to this contract.

12.6. Number of contracts


12.6.1.The parties have drawn up this Contract in two original copies, in the Romanian language,
one for each party.

SUPPLIER
BENEFICIARY

SC ______ SRL
SC ______ SRL

_______
Administrator

_____________________

_______
Administrator

_____________________

_______
CFO

_____________________

_______
CFO

_____________________

............................
...........................

_____________________

_______
Marketing Consultant
_____________________

APPENDIX to Contract No. ………… / dated ………………….


Emiterea, transmiterea si plata facturilor

Concluded between:
S.C.______S.R.L., Romanian legal entity, with its registered office at
………………………………………………………………………………………………………
………………………………, postal code ……………, registered with the Trade Register under
No. ………………………….., fiscal identification code: ……………………, share capital
……………………….. RON, having the bank account
…………………………………………………………. opened at
……………………………………………. represented by Mr./Ms. ……………………………..,
in the capacity of …………………., hereinafter referred to as the Supplier.

and

S.C. ______S.R.L., a Romanian legal entity, with its registered office in Bucharest, _______,
registered with the Trade Register under No. _______, fiscal identification code: _______, share
capital 800,000 RON, having bank accounts _______, opened at _______ bank, and _______
opened at _______ bank, represented by Mr. X in his capacity as CFO, hereinafter referred to as
the Beneficiary.

The parties mutually agree to sign the following addendum to Contract


………../……………………, which establishes the manner in which the Supplier's invoices are
issued, transmitted, and paid by the Beneficiary. This addendum replaces the previous provisions
related to the issuance, transmission, and payment of invoices as stipulated in Contract No.
……………/………………… entered into by the Parties.

Chapter I. Issuance and transmission of invoices by suppliers

Through this aiditonal act, the Supplier opts for the unique method of issuing and sending
invoices to be:

Option 1 - Issuing and sending invoices in electronic format

OR

Option 2 - Issuing and sending invoices in paper format

Option 1 - Issuing and sending invoices in electronic format


1.1 The Supplier shall send the invoices to the Beneficiary in electronic PDF format to the email
address ________, with mandatory copy (CC) to the contact person who placed the order on
behalf of the Beneficiary. The Supplier will send electronic invoices from the following email
addresses:
1. _______

2. _______

1.2. The format of the electronically sent invoice to the email address ________ is strictly PDF.
Invoices in other formats (DOC, XLS, JPG, etc.) will not be accepted.
1.3. The Supplier shall mandatory include the project code (Job No) and the contact person who
placed the order on behalf of the Beneficiary on the issued invoice. The Job No will be
communicated to the Supplier by the contact person who placed the order on behalf of the
Beneficiary.
1.4. The absence of the project code (Job No) and the contact person's details on the invoice
issued by the Supplier leads to the non-acceptance and non-registration of the invoice by the
Beneficiary.
1.5. In accordance with Article 329, paragraph 29, of the Fiscal Code, the invoices will be issued
by the Supplier without a signature and stamp.
1.6. The date of receiving the email with the attached invoice at the email address: ________ is
considered the date of receipt of the invoice by the Beneficiary.
1.7. The Beneficiary will not acknowledge invoices sent with a delay exceeding 5 days from the
date of invoice issuance and will request the Supplier to reissue them. The Supplier expressly
acknowledges and accepts this clause.
1.8. Invoices will be sent by the Supplier via email with the "Read-Receipt" option. In the event
that the Supplier does not receive the "Read Receipt" notification email for the PDF invoice
within 5 working days at the email address: ________ of the Beneficiary, the Supplier will
contact the Beneficiary by phone to avoid cases where the invoice has not been received or sent
to the correct email address.
1.9. In case of discrepancies related to the data on the invoice, the Beneficiary undertakes to
contact the Supplier at the email address from which they received the PDF invoice within 5
working days from the date of receiving the electronic invoice and request resolution of the
issue. During the resolution period of discrepancies related to the data on the invoice, the
payment term of the invoice is suspended.
1.10. The Supplier shall send to the email address ________ along with the invoice, a mandatory
scanned copy of the annex to the contract/order sent by the Beneficiary, based on which the
invoice is issued. The invoice and the annex/order are sent electronically in the same email. An
invoice sent without the annex/order will not be accepted by the Beneficiary, who will notify the
Supplier in accordance with Article 1.9.

Option 2 - Issuing and sending paper invoices and paying them


2.1. The Supplier shall send paper-format invoices and shall mandatory include the project code
(Job No.) and the contact person who placed the order on behalf of the Beneficiary on the issued
invoice. The Job No. will be communicated to the Supplier by the contact person who placed the
order on behalf of the Beneficiary.
2.2. The absence of the project code (Job No.) and the contact person's details on the invoice
issued by the Supplier leads to the non-acceptance and non-registration of the invoice by the
Beneficiary.
2.3. In accordance with the Supplier's internal accounting policies and rules, the Supplier may
issue invoices without a signature and stamp, based on Article 329, paragraph 29, of the Fiscal
Code, or may choose to sign and stamp the invoice. In the latter case, the invoice will be
accepted by the Beneficiary only in its original form (for the avoidance of any doubt,
photocopies or scanned copies sent via email will not be accepted if the Supplier has signed and
stamped the invoice and has chosen option 2 – issuing and transmitting invoices on paper).
2.4. The Supplier shall send the paper-format invoice by courier to the attention of the contact
person who placed the order, and the date of receipt of the invoice shall be the date of receiving
the envelope at the Beneficiary's reception (according to the AWB).
2.5. The Beneficiary will not acknowledge invoices sent with a delay exceeding 5 days from the
date of invoice issuance and will return them to the Supplier for reissuance. The Supplier
expressly acknowledges and accepts this clause.
2.6. In case of discrepancies related to the data on the invoice, the Beneficiary undertakes to
contact the Supplier at the email address from which they received the paper-format invoice
within 5 working days from the date of receiving the invoice and request resolution of the issue.
In certain cases (for example, non-compliance with the Fiscal Code requirements regarding the
data provided by the Supplier on the invoice), the Beneficiary may request the reissuance of the
invoices. During the resolution period of discrepancies related to the data on the invoice, the
payment term of the invoice is suspended.
2.7. The Supplier shall send, together with the invoice, a mandatory annex to the contract/order
received from the Beneficiary, based on which the invoice is issued. The invoice and the
annex/order are sent together. An invoice sent without the annex/order will not be accepted by
the Beneficiary, who will notify the Supplier in accordance with Article 2.6.
Chapter II. Payment of invoices
This additional act modifies the conditions for payment of the invoices established by the
contract as follows:
If the due date of the invoice falls on a day other than Friday, the payment of the invoice will be
made on the immediately following Friday without constituting a delay in the execution of the
payment obligation (to avoid confusion, if the due date is on a Friday, the payment will be made
on that day; however, if the due date is on, for example, Tuesday or Thursday, the payment will
be made on the Friday of that week). The Supplier expressly acknowledges and accepts this
clause.
This annex has been signed today, on ........... in 2 original copies, one for each party.

SUPPLIER, BENEFICIARY,

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