Terms of service
TERMS & CONDITIONS FOR THE NAGO E-SHOP
1. DEFINITIONS AND INTERPRETATION
1.1. Words and phrases listed below shall be interpreted as follows:
1.1.1. „we”, „us”, „CLTHS”, „Nago” shall mean CLTHS spolka akcyjna with its registered seat in Warsaw, a joint stock company incorporated under the laws of Poland, with its address at: Stępińska 22/30 street, 00-739 Warsaw, with a Polish tax identification number (“NIP”) 1132976572, registered in the register of entrepreneurs held by the District Court for Warsaw under the KRS number 0000735885, with a share capital of PLN 301,000, contributed in full,
1.1.2. “Price” shall mean the total net Product price (i.e. one that includes VAT), as listed in the Shop while the Order is being placed,
1.1.3. “business day” shall mean any day other than a Saturday, Sunday or a statutory holiday in Poland,
1.1.4. “Account” shall mean the part of the Shop IT infrastructure that has been allocated to a given Registered User, which allows such User to conclude Sales Contracts as a Buyer,
1.1.5. “Delivery Costs” shall mean the costs of the delivery of the Product to the Buyer with the use of the delivery method picked in the Sales Contract,
1.1.6. “Buyer” shall mean any User who concludes a Sales Contract with us,
1.1.7. “third parties’ rights” shall mean any rights, irrespective of how they came into being (i.e. irrespective of whether they follow from contract or statute, judicial or administrative decision) and irrespective of the law that governs them, such as copyrights, trademark rights, utility model rights, personal rights or the right of ownership that are attributable to any entity other than the entity that is mentioned herein as being obliged not to infringe third parties’ rights,
1.1.8. “Product” shall mean any ware or service available in the Shop,
1.1.9. “Terms” shall mean these Terms and Conditions together with all their appendices,
1.1.10. “Shop” shall mean the www.en.nago.com website, through which Users may register Accounts, view our goods and conclude Sales Contracts with us,
1.1.11. “Account Maintenance Contract” shall mean the agreement between us and any Registered User, based on which such User is granted access to their Account,
1.1.12. “Sales Contract” shall mean the agreement concluded between us and the User (Buyer), based on which, we are obliged to transfer the ownership of a given Product to the Buyer and the Buyer is obliged to pay the Price and Delivery Costs (if applicable); the full text of the Sales Contract is included in an appendix hereto,
1.1.13. “ESA” shall mean the Polish Electronic Services Act of 18 July 2002,
1.1.14. “Unregistered User” shall mean any person using the Shop, who has not concluded an Account Maintenance Agreement with us, as well as a Registered User who concludes a Sales Contract without logging in to the Account
1.1.15. “Registered User” shall mean any person for whom an Account is maintained in the Shop following the conclusion of an Account Maintenance Agreement,
1.1.16. “Order” shall mean a declaration of will to conclude a Sales Contract, made by the Buyer according to §1 of Appendix 1 hereto.
1.2. Any reference contained herein to clauses (paragraphs, “§”) of a higher tier shall also include clauses of the lower tier (e.g. a reference to §1.1 shall also include §1.1.14).
1.3. The phrase “including”, “such as”, “in particular” or any other similar phrase shall be interpreted so that any list that follows such phrase will not be considered as exhaustive.
1.4. Any reference to acts of law (statutes) shall be interpreted so that it pertains to those acts in their most current wording.
2. INTRODUCTION
2.1. Based on these Terms we provide services consisting in Account maintenance and enabling the conclusion of Sales Contracts, also to Unregistered Users.
2.2. CLTHS is the service provider within the meaning of ESA for the services described under §2.1.
2.3. In order to register an Account and use the services mentioned under §2.1 an Internet connection, a web browser that allows for websites to be viewed on a computer or other electronic device and an e-mail address are required.
2.4. The Shop as an entirety as well as its specific elements, as well as any rights thereto belong to CLTHS or third parties, whose materials we are authorized to make available as a part of the services we provide. Users are obliged not to infringe any rights – either belonging to us or to third parties – mentioned in this §2.4.
2.5. Any use of the Shop or any of its elements that is unlawful or contravenes good morals or infringes third parties’ rights is forbidden. It is also forbidden to copy, modify, multiplicate and to disseminate in any form the Shop or any of its elements, unless expressly allowed by law. If you need information on how to gain our consent to use specific materials used in the Shop please contact us at shop@nago.com.
2.6. Our websites may contain hyperlinks, graphics, sounds, videos or other types of presentations that may contain references to third parties’ websites. Any use of such websites (including wares and services thus provided) is not a part of the services we render, and the conditions of such use are determined by appropriate third parties. We may only be held liable for the results of using such websites and their contents only insofar as they are maintained by us, and for the remaining part only insofar as such liability follows from mandatory provisions of law.
2.7. While using the Account or the Shop it may be required that the User provides certain data (such as personal data, payment data, etc.). We recommend to our Users that they exercise due care while using the Account and the Shop, which includes using Account login data, so that they are not made available to third parties (also as a result of them being saved on the device used by third parties). In particular the password that allows access to the Account should not be made available to third parties.
3. REGISTRATION – CONCLUSION OF THE ACCOUNT MAINTENANCE CONTRACT
3.1. A natural person with full capacity to perform legal transactions, a legal entity or an entity that is granted legal capacity by law may conclude an Account Maintenance Contract with us. Natural persons who do not have full capacity to perform legal transactions may conclude Account Maintenance Contracts insofar as it is allowable under applicable law.
3.2. The conclusion of the Account Maintenance Contract is performed through submission of a registration form available at the Shop. It is only possible to submit the form if all fields thereof listed as mandatory have been filled in and these Terms have been accepted. In order to submit a registration form you need to click the appropriate button showing on that form.
3.3. Submission of data listed in the registration form is voluntary, however failure to submit data listed as mandatory will render the conclusion of an Account Maintenance Contract impossible.
3.4. Through the conclusion of an Account Maintenance Contract, the User represents and warrants to us that all submitted data is true and accurate.
3.5. Through the conclusion of an Account Maintenance Contract, the User represents and warrants that they acquainted themselves with these Terms, accepts them as a whole and assumes the obligation to:
3.5.1. use the Shop in accordance with applicable law (which includes the obligation not to place any contents that would be contrary to the law in the Shop) and the provisions hereof and, without infringing any third parties’ rights or good morals, which also includes using the Shop in a manner that does not infringe our rights to the Shop or its elements and does not have an adverse effect on its functioning,
3.5.2. to keep the Account access password confidential,
3.5.3. to abstain from publishing in the shop any contents (including texts, graphics or videos) that are contrary to the law, these Provision, third parties’ rights or good morals (insofar as the Shop allows for contents to be published), as well as any marketing or advertising contents,
3.5.4. to ensure that all data provided by the User (including the User’s e-mail address) is true and accurate, and should that data be subject to any change, to promptly inform us of this change so that we can properly update it,
3.5.5. to conclude and perform Sales Contracts in accordance with applicable law, the provisions of these Terms and good morals, without infringing third parties’ rights.
3.6. We may send the User – to the e-mail addresses provided – e-mail messages pertaining to the Account Maintenance Contract or Sales Contracts that they concluded; if personal data protection law or our privacy policy requires that – for a given type of messages – additional actions be taken (such as the User making a statement, e.g. granting us a consent), all such messages will be sent only after those additional actions have been taken.
3.7. Having acquainted themselves with these Terms, the User acknowledges that:
3.7.1. the procedure for conclusion of an Account Maintenance Contract involves actions listed in these Terms, including those in §3,
3.7.2. confirmation of a User’s registration is a confirmation of the conclusion of an Account Maintenance Contract,
3.7.3. the contents of the Account Maintenance Contract is stored by us on the servers where the Shop is maintained,
3.7.4. the User has access to the Account Maintenance Contract within the Shop – when entering into it the User should download and store on their own device a .pdf file containing these Terms, as made available by us,
3.7.5. if the User finds out that, at the conclusion of the Account Maintenance Contract, inaccurate or misleading data was provided they should promptly correct this data via the Account, and if – for any reason – that is not possible, they should notify us so that we may correct the data; however if such a situation causes doubt on our part that need clarifying, we reserve the right to make the correction only after those have been clarified,
3.7.6. the Account Maintenance Contract may be concluded in the language, in which these Terms have been accepted by the User.
4. ACCOUNT MAINTENANCE CONTRACT
4.1. Subject matter of the Contract
Based on an Account Maintenance Contract a Registered User gains access to the Account, through which they may conclude Sales Contracts under these Terms.
4.2. Use of the Shop
4.2.1. A Registered User may conclude Sales Contracts with us in respect of Product or Products they choose, with the use of the Account. The contents of the Sales Contract are contained in and appendix hereto and the procedure for its conclusion is described therein. The Account facilitates the conclusion of the Sales Contract, i.a. through retention of some User data that is necessary for its conclusion.
4.2.2. The Account is also a service that allows the Registered User access to information on how they were using the Shop. If storage of data within the account is subject to personal data protection law or our privacy policy, then such data shall be stored – and, in consequence, made available to the Registered User within the Account – only insofar as that law and regulations allow for it.
4.2.3. If we are to return any amount of money paid by the User in relation to the Sales Contract any such payment shall be made to the bank account of the User, from which we received the payment in the first place, unless that User informs us of a different bank account number, to which this return should be made.
4.2.4. In certain situations, including those where special characteristics of a Product require this, we may make the conclusion of Sales Contract for that Product dependent on the User submitting a statement or statements in certain respects – in such a situation those statements will be given in the Shop or the notifications we send after an Order has been placed.
4.2.5. The functioning of the shop may be affected by technical maintenance or malfunction breaks. We use our best efforts so that these breaks are as short as possible.
4.3. New functionalities
We reserve the right, but do not assume the obligation, to introduce modifications in the functioning of the Shop, in particular to introduce new functionalities thereof. Any amendments and additions to these Terms, insofar as they are necessary, will be implemented in accordance with the procedure set out in §7.
4.4. Termination of the Account Maintenance Contract
4.4.1. We may terminate the Account Maintenance Contract by giving you a 7-calendar days prior notice.
4.4.2. If the User acts contrary to the law, these Terms, infringes third parties’ rights or good morals or if it turn out that any of the representations and warranties made by the User were untrue or misleading, we will be entitled to terminate the Account Maintenance Contract with immediate effect. Second sentence of §4.4.3 is to be applied accordingly.
4.4.3. The User may terminate the Account Maintenance Contract at all times with immediate effect; in such a case the Account will be closed and the Account Maintenance Contract will be terminated at the time of this termination. It may, however, happen that the User still has access to the Account, despite the termination (we use our best efforts to ensure that this happens immediately after we have received the request to terminate the Contract, however for technical or organizational reasons, it may take up to 7 days for the Account to become unavailable); in such a case, if the User uses the Account, any legal relations between us and such User will be treated in the same manner as if the Account Maintenance Contract is still in force.
4.4.4. Termination of the Account Maintenance Contract shall have no effect on any concluded Sales Contract or any obligations arising thereunder.
4.4.5. A declaration of will to terminate the Account Maintenance Contract, be it with immediate effect or a notice period, shall be made in writing or by e-mail (and is otherwise void), with the use of the following data:
4.4.5.1. for CLTHS – to the e-mail address shop@nago.com, and if it is made in writing, then to our address given in §1.1.1,
4.4.5.2. for the User – to the e-mail or physical address provided at the conclusion of the Account Maintenance Contract.
4.4.6. The User’s declaration of will to terminate the Account Maintenance Contract may also be submitted with the use of the Account’s deletion tool available in the Account.
5. USE OF THE SHOP BY UNREGISTERED USERS
5.1. If the Shop allows for a given Product to be subject to a Sales Contract without registration, then each Unregistered User may conclude such as a Sales Contract without the need to conclude an Account Maintenance Contract.
5.2. When an Unregistered User concludes a Sales Contract with us, we also conclude a one-time contract enabling the user to conclude the Sales Contract, to which the provisions of these Terms shall apply accordingly, with this exception, that as result of concluding this one-time contract, no Account will be created and it will only be in force for as long as it is necessary to conclude the Sales Contract.
6. COMPLAINT HANDLING
6.1. Any complaints pertaining to the functioning of the Shop or Sales Contracts should be submitted to the e-mail address: shop@nago.com or in writing to our address given under §1 and should contain the following information: designation of the person making the complaint, the subject matter of the complaint, address or e-mail address together with a description of the cause for complaint.
6.2. We use our best efforts to examine all complaints within 14 business days following their receipt. Our reply to the complaint (in writing or by e-mail) will be sent to the physical or e-mail address of the person making the complaint given in the complaint. If mandatory provisions of law that are applicable in a particular case provide for a shorter deadline to handle a complaint, it will be handled within that shorter deadline.
6.3. All questions and suggestions pertaining to the functioning of the Shop should be submitted by e-mail to shop@nago.com.
7. AMENDMENTS
7.1. If any amendments are made to these Terms, all Registered Users will be informed thereof by an e-mail message. Within the term provided for in such notification (of at least 14 calendar days) from the receipt thereof a Registered User may terminate the Account Maintenance Contract with immediate effect (in which case §4 should be applied, with the exception that even if due to technical or organizational reasons, the Account would not be closed immediately after such a declaration is made, the new wording of these Terms will not be applicable to such a User under any circumstances). If the Registered User does not exercise this right, it will be understood that they accepted the new wording of these Terms after terms provided for in the amendment notification (of at least 14 days has passed).
7.2. An amendment to these Terms may also be introduced so that when a Registered User logs into their Account, they will be presented with an opportunity to acquaint themselves with the new wording of these Terms. If they refuse to accept the amendment, the Account Maintenance Contract will be terminated after 7 days have passed since the refusal (in which case §4 shall be applied), unless that User, accepts the amendment within that deadline. In case of refusal to accept a change to these Terms, the Shop’s functions, to which the amendment pertains may be unavailable to the User or limited to the extent that they are affected by the amendment, unless that would contravene the mandatory provisions of law. Any amendments of these Terms under this §7.2 will be applicable to Registered Users as soon as the accept the new wording of these Terms.
7.3. Any Sales Contracts concluded before these Terms have been amended will be subject to the previous wording thereof, unless mandatory provisions of law require otherwise.
7.4. Any change of our data (such as contact data, register data, information regarding share capital) will not require us to follow the procedure under this §7, unless mandatory provisions of law require that a procedure such as this one (or similar) is followed. Instead of that, Registered Users will be informed by us of such changes, and any correspondence and statements addressed at us with the use of obsolete data, the change of which has not been notified to a Registered User, will be deemed properly delivered to us until the Registered User has been informed by us of such a change and within the next 7 calendar days.
8. FINAL PROVISIONS
8.1. This wording of these Terms has entered into force on 05.04.2021.
8.2. Whenever these Terms or the provisions of law provide that a User should or may contact us, all such contacts should be made via e-mail (unless otherwise provided herein), to our e-mail address provided in these Terms or in the Shop or, if no such address has been provided to the address shop@nago.com.
8.3. We carry out our business under Polish law, as a result of which, insofar as it is allowable, all legal relations following from these Terms and Sales Contracts will be governed by Polish law. However, in certain situation, when the User is a consumer under the laws of European Union, some mandatory provisions of law of the respective Member State other than Poland will be applied irrespective of this §8.3 and the wording of this §8.3 will not contravene that.
8.4. Any jurisdiction matters will be determined by the applicable provisions of European Union law (which i.a. allows consumers to sue and be sued in their respective Member States), and, where that law allows for a choice of jurisdiction to be made, the chosen jurisdiction will be that of Polish courts. Any provisions on jurisdiction other than those following from European Union or Polish law or the law of Member States that is applicable due to European Union law, are hereby, to the furthest extent permissible by law, excluded.
8.5. Appendices to these Terms shall be considered an integral part thereof.
8.5.1. APPENDIX 1 TO THE TERMS FOR THE NAGO E-SHOP – SALES CONTRACT