Terms and Conditions for European Subcontracting Network


  1. General: These terms and conditions set out the basis upon which we make this website available to you. Please read these Terms carefully before using www.subcontracteu.com or any of its subdomains or blog (collectively, the Platform) and the services, features or products offered by European Subcontracting Network (hereafter the Service). By using, interacting or transacting through our website, you are hereby agreeing and accepting all terms and conditions and policies set forth herein regarding European Subcontracting Network (EUROPEAN SUBCONTRACTING NETWORK) and you are representing that you are legally allowed to access, use and/or transact via EUROPEAN SUBCONTRACTING NETWORK and make legal use of the information, goods or services offered by EUROPEAN SUBCONTRACTING NETWORK.
  2. Definitions
    “Buyer” or “Customer” a person or corporate entity who access, uses or purchases services, products and /or goods from European Subcontracting Network or its subcontractors.
    “We”, “Our” or “Us” refers the European Subcontracting Network and its Website or services offered therein.
    “Subcontractor” refers to person or corporate entity that uses ESN Service to manage their business and find, reach and manage potential buyers or customers.
    “Service” refers to the collection, hosting, exchange, promotion and advertising of subcontractor information and related products, goods and services by European Subcontracting Network and incudes the eBid auction service.
    “You” or “Your” refers to the person who uses or access EUROPEAN SUBCONTRACTING NETWORK services.
  3. Company Information: EUROPEAN SUBCONTRACTING NETWORK is a company owned and operated by ESN Ltd and registered in Varna, Bulgaria, 36 Feliks Kanitz str. with company registration number UIC 204768412 and having its registered officer at 36 Feliks Kanitz str., 9009 Varna, Bulgaria - (hereafter “EUROPEAN SUBCONTRACTING NETWORK”, the “Company”, “We” , “Our” or “Us”. If you have any questions please email us at [email protected] or write to us at 36 Feliks Kanitz str., 9009 Varna, Bulgaria.
    1. EUROPEAN SUBCONTRACTING NETWORK is a medium that offers the Platform and Services for Subcontractors/suppliers to promote their businesses. General contractors and/or buyers from various industries around the globe can meet with European subcontractor and/or suppliers and exchange information and conclude contracts primarily with each other and in relation to offering and purchasing of contractor services and products.
  4. Acceptance of the Terms
    EUROPEAN SUBCONTRACTING NETWORK’s Service is offered on a condition of unqualified acceptance of all the Terms and Conditions set forth herein as well as our Privacy Policy which is incorporated by reference into this Agreement. These Terms constitute a binding legal agreement between you and EUROPEAN SUBCONTRACTING NETWORK regarding your use and access of the European Subcontracting Network’s service. By using or accessing the Service, you agree to have read these Terms, policies and notices referenced herein and agree to fully comply with them. If you do agree with these Terms, you must not use the Service. By accepting these Terms of Use, you also accept that EUROPEAN SUBCONTRACTING NETWORK is not a party to any communication, transaction or any other arrangement between users. Whilst EUROPEAN SUBCONTRACTING NETWORK facilitates communication, interaction and/or transactions between users, including buyers and /or subcontractors, EUROPEAN SUBCONTRACTING NETWORK is not an agent, representative, broker or partner of any user.
  5. Scope of Services. Subject to the terms and conditions set forth herein, EUROPEAN SUBCONTRACTING NETWORK agrees to provide the subcontractor with access to the Platform and Services through which the subcontractor may offer certain products or services for purchase by other users (customers or buyers) of the Service.
  6. Access and Registration:
    1. Most of EUROPEAN SUBCONTRACTING NETWORK’S services are provided for free. However, users may be required to register and/or pay to use certain features or services of the Website. In general, ESN’s subcontracting service shall be available for subcontractors from European countries. However, buyers from all jurisdictions and countries around the globe are eligible to use the Service in accordance with terms set forth herein.
    2. To access ESN services, users will need to sign up and register for an account by providing personal or company information including names, logos, contact details, website or physical address and other information we may require for the purposes of accessing or using the service. When you create an account with EUROPEAN SUBCONTRACTING NETWORK, you consent to receive updates, information or newsletter from us. You may unsubscribe from our mailing service at any time by clicking on the unsubscribe link included in the emails you receive from us. You agree to provide accurate, current and complete information. Maintaining security and confidentiality of your account is your own responsibility and we are not responsible for any unlawful or unauthorized access to your account or any loss or damage in connection thereto. You must notify us promptly if you think your login information has been compromised or no longer confidential. You shall not impersonate any user or unlawfully access anyone’s account.
  7. Sub-contractor Listing Information: To access the Platform and Service, Subcontractor shall provide certain additional information including contractor’s listing, hypertext links to the subcontractor’s website, geographical regions serviced by the subcontractor and other information relating to the contractor’s deals, services, goods or products (Listing Information) so as to enable EUROPEAN SUBCONTRACTING NETWORK to host such information on its platform and to enable buyers to connect with the Subcontractor regarding purchase contracts. Subcontractor agrees to submit such Listing Information.in accordance with form and specifications as required by EUROPEAN SUBCONTRACTING NETWORK and/or specific purchase contracts.
     
    1. Updating Listing Information: It is the subcontractor’s responsibility to create, maintain and update Listing information and Content on regular basis so as to ensure accuracy, completeness and reliability of such information. EUROPEAN SUBCONTRACTING NETWORK has the right, but not a duty, to: (a) screen and review Listing Information and Content as EUROPEAN SUBCONTRACTING NETWORK deem necessary so as to ensure that its safe and appropriate and complies with these Terms and Conditions and applicable laws; (b) disclose any information in compliance with any legal obligation, enforcement of a lawful court order, prevention, investigation, detection and prosecution of criminal offenses, obtaining legal advice or in connection with legal proceedings against EUROPEAN SUBCONTRACTING NETWORK, exercising or defending any rights, enforce these Terms and conditions as well as for the protection of the rights of other users.
       
  8. Transactions with Buyers/Customers
    1. Registration. Buyers must register with the Service in order to be able to see and communicate with listed subcontractors and use the eBid system, access or purchase the offers, services or products made available by subcontractors.
    2. Offers: Through the Platform and Services, the subcontractor may list, offer or otherwise furnish services and products. Any arrangement, communication or transaction between subcontractor and a buyer/customer is exclusively between subcontractors any such Buyer/Customer. EUROPEAN SUBCONTRACTING NETWORK does not endorse, approve or recommend any subcontractor’s products or services. In addition, EUROPEAN SUBCONTRACTING NETWORK reserves the right and discretion to or not list, advertise or otherwise deal with services and products of any other subcontractor, whether or not competitive or similar to those provided by the subcontractor.
    3. Subcontractor responsibilities. EUROPEAN SUBCONTRACTING NETWORK takes no responsibility whatsoever for information or content supplied through the Platform or Services that is made available by third parties including Buyers. It is the subcontractor’s responsibility to make sure that information obtained or accessed herein is suitable for them. Subcontractor shall be solely responsible for any obligation to pay fees or other payment to any third parties, including employees, agents or suppliers of subcontractor. Subcontractors shall have sole responsibility to ensure that their employees or agents comply with these Terms including having appropriate corporate authority to act on their behalf under these Terms and Conditions. Subcontractor shall also be responsible for addressing their customer’s enquiries.
    4. Relationship with Buyers or Customers. If a buyer permits a subcontractor to access buyer’s personal information for use with the Service, subcontractor and buyer shall be solely liable for any disclosure, use or misuse of such information resulting from such access for the resolution of any dispute arising therefrom. European Subcontracting Network may, in the ordinary course of business, charge the buyer fees for access, ordering, tracking and managing purchase of subcontractor products or services.
  9. Ownership and Intellectual Property Rights:
    1. This Website’s service descriptions, logos, icons, trademarks, service markings, whether in separate or collective form, are intellectual property of the European Subcontracting Network. Nothing herein contained on this Website is to be construed as permitting, endorsing or authorizing any right or permission to use and or duplicate any intellectual property pertaining to EUROPEAN SUBCONTRACTING NETWORK and/or this Website without express consent, in writing, of the EUROPEAN SUBCONTRACTING NETWORK.
    2. All content posted on the Service by subcontractor including without limitation text, information, data, photographs, audio, video, posts, comments, scripts, graphics, software and other interactive content created, generated, shared or otherwise supplied by subcontractor through or via the Services (User content) shall be the property of respective subcontractor and subcontractor shall be solely responsible for such content.
    3. Business information provided by subcontractors shall be visible for other register users of the Service. Subcontractor agrees that other users of the Service including but not limited to Buyers or ESN’s customers may access and use such information as permitted and regulated by ESN. Subcontractor also agrees that the access and use of such information is subject to our Privacy Policy.
    4. License to User Content. Notwithstanding the provisions of clause 8.2 above, subcontractor hereby grants to ESN a worldwide, non-exclusive, transferable, irrevocable and royalty-free license to use, utilize, distribute, print, copy, display, modify, transmit or otherwise make use of user content for the purpose of developing and providing the Service, promoting and advertising the subcontractor’s products and services or otherwise in relation to ESN’s services.
  10. Payments:
    1. EUROPEAN SUBCONTRACTING NETWORK use Mypos and standard bank transfer to process payments for products and services offered through this Website. This payment option to EUROPEAN SUBCONTRACTING NETWORK allows for immediate payment and order processing and security for your personal information. All sales are final as regards digital products or services delivered through the Website.
    2. Billing Information. Subcontractors must provide complete and accurate billing and contact information to ESN and inform ESN promptly of any change in such information. If subcontractor pays with Mypos or bank transfer, subcontractor agree to provide ESN with such financial or credit card information which may be necessary for the purpose of authorizing ESN to charge the applicable account so as to collect payment due under this Agreement.
    3. Invoicing: ESN will send invoices through the Service. Unless paid by other applicable payment methods, subcontractor shall pay all invoices within 3 days of the date of the particular invoice. ESN reserve shall have the right to charge interest on delayed payments at the rate of 0.1% per day of the unpaid balance or, if the payment is more than 30 days past, the highest amount permitted by law per month. Subcontractor agrees that the collection of any unpaid charges shall be effected at the subcontractor’s expense.
    4. Payment Dispute. If subcontractor disputes any charges on any invoice, it shall notify ESN within 5 days of receipt of such invoice disputing the said charges reasonably and bona fide and work together with ESN to resolve the matter in which case ESN will waive its right to charge interest as stipulated in cause 9.3 of this Agreement. If the contractor does not communicate a dispute within the prescribed above, it shall be deemed to have constructively accepted the charges and invoice for late payments.
    5. Taxes: ESN’s fees do not include taxes, dues and duties or equivalent governmental levies, including for instance value-added tax, sales tax or withholding tax applicable in any jurisdiction. Subcontractor and/or buyer shall be responsible for payment of all taxes related to subcontractor’s payments and/or sale of products and services.
       
  11. ESN’s eBid System
    1. ESN offers an electronic bidding system (eBid) in which Premium buyers can generate bids and Premium and Gold subcontractors can submit offers to Active eBids. To generate an eBid, premium buyers must fulfill the form available at: https://subcontracteu.com/index.php?route=ebids&action=add and provide the following information: Name of the tender as well as description of the subject of the tender; Name of the auction shall appear on the eBid Auction  list.  The description of the auction shall be formulated in clear, simple and accurate language. ESN Ltd is not a party to any negotiations or eventual transaction and does not participate in the payments between parties.
    2. Types of Auctions: ESN offers two types of tenders: Open eBid Auction and Sealed eBid Auction
       
      1. Sealed eBid auction:
        Sealed eBids are active auctions which are only visible for the buyer creating the bid as well as website administrator. All Premium and Gold plan subcontractors can place offers on sealed eBids. Offers placed by Premium or Gold subcontractor will only be visible to that particular subcontractor and not to other subcontractors. Subcontractors can be modifying their offers at any time before deadline of the auction. After the expiration of the auction deadline, a listing of all bidders and their respective offers will be visible to the other subcontractors who participated in the auction.  Companies that have not submitted bids will not be able to see the bids.
         
      2. Open eBid auction:
         
        In Open eBids, offers made by participating subcontractors and their respective bids for the auction will be visible to the buyer who generated the auction, the website administrator as well as other subcontractors who have submitted offers to that auction. At an open bid auction, subcontractors may modify their offers an unlimited number of times before the deadline.
         
    3. Access to eBids:
      The names and details of all active eBids will be visible on the Active eBids Auctions Page available at: (https://subcontracteu.com/index.php?route=ebids&action=index). Only registered users will have access to view eBids and only registered subcontractors on Premium or Gold plans will be able to submit offers to the bids.
    4. eBids details: All eBids must include clear and sufficient details including, where applicable, the following:
      1. the name of the item, product or service that is the subject of the auction;
      2. the quantity of the item, product or service that is the subject of the auction;
      3. the exact name of the material from which the item will be made;
      4. the product or service being the subject of the auction; 
      5. the kind of machines and / or equipment necessary for the production/ manufacturing of item, product or service subject to auction if the buyer has specific requirements (the "subcontractor" will need to own the machines required by the buyer).
      6. Terms of delivery - against incoterms 2017;
      7. Details of certificates that the buyer require subcontractors to possess
      8.  Deadline for delivery;
      9. The auction deadline (until when the auction will be active on the site and available for submitting offers).
    5. Cancelation policy (Updating eBids) Buyers will not be allowed to change the terms of an already active auction. If the need for modification is inevitable, the active auction must be terminated, by submitting an application to the Administrator via email at [email protected]. An application to terminate an active eBid must clearly state the reasons for termination of the eBid.  . Where an active eBid is terminated, all subcontractors who submitted offers to the bid subject of termination will be notified of the termination by the Administrator. When an active eBid is terminated, buyers will be allowed to generate a new auction.
    6. Managing eBids: After the expiry of the auction deadline specified by the Buyer, the Buyer shall make a ranking and select up to three (3) subcontractors participating in the tender which best meet the requirements and conditions of the bid.  The subcontractor ranked number one (1) wins the auction and the other two subcontractors are reserve. Where buyer fails to conclude a deal with the subcontractor ranked as number one, Buyer is obligated to work to negotiate a deal with one of the reserved subcontractors. The purpose for ranking of subcontractors is to enable Buyer to negotiate a deal at the given auction.
       
    7. Auctions and Participation - Rights and obligations:  
      Auctions can only be generated by registered Premium buyers and only registered subcontractors with paid Premium or Gold Access subscriptions have the right to submit offers. Subcontractor can submit offers by providing the following information (top - down as shown in bidding form):
      1. Where Buyer requires subcontractors to demonstrate certification, the Subcontractor must indicate whether or not they hold the relevant certificates,
      2. period for which they will produce and deliver the item, the product or service, taking into account the delivery terms specified by the Buyer.
      3. The terms of delivery are relative to incoterms 2017;
      4. Specify the payment terms;
      5.  Information on the final cost of the item, product or service, taking into consideration terms of delivery specified by Buyer.
    8. Subcontractors will have the right and opportunity to amend their offers, until the expiry of the auction time specified by the Buyer. Changes or modifications to the offer shall be made by the user manually, via the “EDIT MY OFFER” button on user’s dashboard.
    9. The Buyer is required to contact the three (3) subcontractors who participated in the auction, which best meet its conditions and try to make a deal with one of them. ESN LTD is not a party in the negotiations and the final trading contracts, if any, and does not participate in payments between companies.
      The creation of the auction does not obligate the Buyer to purchase from or enter into an agreement with subcontractors involved in the bidding. Buyer is obligated however to contact the three (3) subcontractors participating in the tender that best meets its conditions for the purpose of negotiating  entering into a transaction on the given auction. ESN shall not be involved in any negotiations or the final agreement between the parties.  ESN Ltd shall not charge fees and/or commission for any transaction concluded between the parties.
    10. Parties shall negotiate the terms of the deal on the terms and conditions of the auction generated by the buyer and the offers submitted by subcontractor. ESN Ltd does not control or verify information submitted by the parties and shall not accept liability for incorrect and /or misleading information contained in eBids or offers submitted buy buyers and subcontractors, respectively.  ESN is not an agent, intermediary, partner, representative or joint venture of the parties and will not accept liability for loss or damages related to any aspect of the negotiations and final agreement between the Buyer and Subcontractor. ESN Ltd offers a platform where parties negotiate freely on their own terms. To ensure integrity and significance of our system we only require parties to communicate and negotiate with selected subcontractors who submitted offers to their bids and nothing in these Terms shall be interpreted as imposing on the Buyer an obligation to purchase or conclude an agreement with a subcontractor.
  12. Confidentiality: EUROPEAN SUBCONTRACTING NETWORK does not sell, rent, disclose or share personal or company information to third parties for any purpose. The collection and/or dissemination of personal or company information is strictly procured and utilised for internal use among EUROPEAN SUBCONTRACTING NETWORK personnel including for customer support, service provision and fulfilment and/or payment processing. EUROPEAN SUBCONTRACTING NETWORK believes in personal right of privacy and shall not share or disclose confidential personal or company data without lawful justification.
  13. Termination of this Agreement: We reserve the right to sever and/or terminate this Agreement, in whole or in part, with or without cause, at any time without prior notice to any user or client. All terms and conditions herein regarding our services and products, goods or services are provided “at will” and/or “as is” basis.
  14. Warranties
    EUROPEAN SUBCONTRACTING NETWORK and Subcontractors or Suppliers warrants, represents and undertakes to the other that it has the company authority to enter into this Agreement and perform its obligations under this Agreement.
    1. Subcontractors and suppliers warrants, represents and undertakes that products, goods or services linked or provided through EUROPEAN SUBCONTRACTING NETWORK’s website do not:
      1. prejudice or damage EUROPEAN SUBCONTRACTING NETWORK or otherwise bring it into disrepute;
      2. deceive, defame or offend;
      3. infringe intellectual propriety rights of any third party;
      4. contain a virus, malware, or other computer application or code which is harmful, contaminating, disruptive or destructive;
      5. Violate data protection and privacy laws and regulations.
  15. Limitation of Liability: EUROPEAN SUBCONTRACTING NETWORK and its directors, officers, employees, agents, vendors, and/or suppliers shall not be liable for any damages, losses and/or liabilities suffered or sustained by you be it direct, punitive, incidental, special, or consequential damages, including without limitation, damages for loss of data, profits or business opportunity arising out of or in any way connected with this Agreement, whether based on contract, tort, negligence or otherwise. The limitations on direct and indirect, punitive, incidental, special, or consequential damages are independent of one another and any other limitations set forth in the Agreement. Nothing in the foregoing shall be construed as excluding or limiting EUROPEAN SUBCONTRACTING NETWORK’s liability caused by its negligence.
  16. Indemnification: The Suppliers/subcontractors agree to indemnify and hold EUROPEAN SUBCONTRACTING NETWORK and its directors, officers, agents, employees, vendors, and service providers, harmless against any claims, liability and expenses, including reasonable attorneys’ fees, whether in contract, tort, negligence or otherwise that it or any of them may incur as the result of or in connection with any breach or alleged breach by the suppliers or subcontractors of its warranties, representations and/or under takings in Paragraph 10 above or any other terms and conditions of this Agreement.
  17. External Links: EUROPEAN SUBCONTRACTING NETWORK shall develop links incorporating products, goods and or services offered by subcontractors in accordance with our linking policy and supply them in such way as may be required by subcontractors for their written approval. When you submit a link to our website, we may review it to make sure it complies with our linking policy. EUROPEAN SUBCONTRACTING NETWORK shall implement the links and place them on the relevant section of the Website. While EUROPEAN SUBCONTRACTING NETWORK takes reasonable care and skill to review links, we do not monitor, endorse or approve products or services made available on the linked sites. EUROPEAN SUBCONTRACTING NETWORK will not be liable for the Content of any third party websites. If you access or use third party sites via external links on or from our Website, you do so at your own risk and liability and we assume no responsibility whatsoever for any loss or damage caused or alleged to be caused in connection with the use of external links.
  18. Waiver: No provision contained in these Terms shall be deemed to have been nullified or waived by reason of any failure to enforce the same, irrespective of the number of violations or breaches which may occur.
  19. Prices: Prices, fees and rates are out in the Price section as amended from time to time. Prices are exclusive of VAT or other applicable sales taxes that may be payable by the User in addition.
  20. Warranty Disclaimer: EUROPEAN SUBCONTRACTING NETWORK or its authorized agents do not offer or make claims of warranties or representations be it express or implied in law regarding this website or EUROPEAN SUBCONTRACTING NETWORK. This warranty disclaimer also applies to any external or peripheral links, information, materials and/or resources accessed, obtained or provided through or via this Website. Parties agree and acknowledge that ESN does not and has not capacity to control, review or guarantee the accuracy, completeness and/or reliability of any information exchanged between subcontractor and buyers, including without limitation information in any transaction or documents in connection with any transaction completed through the Service. ESN does not warrant, represent or guarantee the availability, reliability or legality of subcontractor goods and services and is not a party to any agreement, terms or conditions on which such goods or services are offered, vended or supplied.
  21. Force Majure: EUROPEAN SUBCONTRACTING NETWORK shall not be liable or be obligated to fulfil obligations which due to circumstances beyond control of either party, including but not limited to Acts of God, warfare, cyberattacks, political uprising, terrorism, riot, civil unrest, earthquake, floods or any other natural and man-made disaster occurring outside of parties control, causes the termination of this Agreement and which could not have been reasonably foreseen at the start of the Agreement.
  22. Modification: EUROPEAN SUBCONTRACTING NETWORK may at any time and without notice, modify, suspend, or discontinue any part of this Agreement. Changes to this Agreement shall be effective when posted on the Website. Users are advised to review these Terms regularly.
  23. Entire Agreement: You agree that this Agreement shall apply to the exclusion of all other terms, including any terms and conditions used by the subcontractor, and supersede all previous oral and written terms, representations, guarantees, understandings or arrangements. No changes may be made to the Agreement without the prior written agreement of EUROPEAN SUBCONTRACTING NETWORK.
  24. Governing law: You agree that the laws of Bulgaria will govern all matters relating to or arising out of this Agreement and those laws will apply without regard to principles of conflict of laws. Parties hereby agree and submit to the exclusive jurisdiction and venue of the appropriate courts in Varna, Bulgaria with respect to such matters; provided, however, that nothing in this clause shall limit the rights of EUROPEAN SUBCONTRACTING NETWORK (or its affiliates, assignors and successors) to bring proceedings in any other court of competent jurisdiction if such proceedings are required to preserve EUROPEAN SUBCONTRACTING NETWORK’s rights.
  25. Privacy: European Subcontracting Network is committed to protection of your personal information. Your information’s availability depends on your interaction and engagement with the Website and/or services. Please read our Privacy Policy to understand how we collect and process personal data and our commitment to respect our users’ privacy.
  26. Copyright Notice: EUROPEAN SUBCONTRACTING NETWORK own this website and retains all ownership and rights to all content regarding products, goods and/or services, intellectual property materials, and/or texts displayed on the Website.
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