General Terms and Conditions
of Sovainterier s.r.o., with registered office at Křižíkova 53/52a, Karlín, 186 00 Prague 8,
ID number: 099 96 842,
VAT number: CZ09996842,
entered in the commercial register at the Municipal Court in Prague under file number C 345182 (hereinafter referred to as the “Company”)
1. DEFINITION OF SOME TERMS
- The company is a legal entity that acts as part of its business activity and whose business is the production and sale of the Goods specified below.
- A customer is a natural or legal person who is interested in purchasing Goods manufactured by the Company and concludes a contract with the Company in accordance with Article 3 of these terms and conditions.
- Consumer means a natural person, if it is not an entrepreneur, as defined in paragraph 4 of this article of the terms and conditions.
- Entrepreneur means a natural or legal person who is an entrepreneur and when concluding the contract it is clear from the circumstances that the purchase relates to his business activity. An entrepreneur is a person who independently performs a gainful activity on his own account and responsibility in a trade or similar manner with the intention of doing so consistently in order to achieve profit. An entrepreneur is also considered to be any person who concludes contracts related to his own business, production or similar activity or in the independent performance of his profession, or a person who acts on behalf of or on behalf of an entrepreneur.
- Contract means a work contract concluded between the Company and the Customer, the subject of which is the Company’s obligation to manufacture the ordered Goods for the Customer and the Customer’s obligation to pay the agreed price for the Goods.
- Goods means any product that is custom-made by the Company for a specific Customer, or that has been customized for the Customer.
- Custom production means individualized production based on a proposal drawn up by the Company or a third party, if the Customer has agreed to this proposal by concluding the Contract.
2. GENERAL PROVISIONS
- The subject of these general terms and conditions (hereinafter referred to as “GTC”) in the sense of § 1751 of the Civil Code is the regulation of mutual rights and obligations between the Company and the Customer arising on the basis of a contract for work concluded between the Company and the Customer for the purpose of manufacturing Goods in the form of Custom Production .
- The General Terms and Conditions define and specify the rights and obligations of the Company and the Customer. The provisions of these General Terms and Conditions are an integral part of the Agreement. Provisions deviating from the GTC can be negotiated in the Contract, whereby the deviating provisions of the Contract take precedence over the provisions of the GTC.
- In the case of a consumer, relations not regulated by these terms and conditions are governed by Act No. 89/2012 Coll., the Civil Code, as amended (hereinafter referred to as “the Civil Code”) and Act No. 634/1992 Coll., On Consumer Protection, as amended ( hereinafter referred to as the “Consumer Protection Act”).
- In the case of an entrepreneur, the relations are governed by the unmodified VOP OZ, while in accordance with § 2158, paragraph 1 of the OZ, the combined provisions of § 2158 to § 2174 of the OZ do not apply.
- By concluding the Agreement, the Customer confirms that he has familiarized himself with these General Terms and Conditions, that he is aware of their content and that he agrees with them.
- The wording of the General Terms and Conditions may be changed or supplemented by the Company. This provision does not affect the rights and obligations arising during the period of validity of the previous version of the General Terms and Conditions.
- The procedure for concluding a Contract for Custom Production is governed by the following rules:
- The Customer contacts the Company via a web form or another means of communication (for example, by phone or e-mail) and tells the Company what type of Custom Production he is interested in.
- The Company will design the Goods, or use the documents and specifications provided by the Customer for the design.
- The company will issue a draft order to the Customer, which will contain at least:
- description of the offered Goods;
- price of the Goods including VAT;
- required deposit amount;
- approximate time of delivery of Goods;
- method of delivery of Goods.
- The customer expressly agrees that exceeding the approximate delivery time of the Goods by less than 45 days is considered a material breach of the Contract.
- The contract is considered to be concluded within the scope of the specifications stated in the draft order at the moment of its signing by the buyer, or by written consent to the content of the order (e-mail is sufficient), or by payment of the specified deposit.
- Before paying the deposit, the Customer is entitled to request changes to the order. However, if these changes require additional actions from the Company (for example, new orientation, new processing of the drawing or design, etc.), the change may be charged by the Company. The Company is obliged to inform the Customer about such a fact before implementing these changes.
- The Customer acknowledges that after payment of the deposit, the production of the Goods has already begun, and therefore the Customer no longer has the right to request changes to the order. Possible changes can only be made after prior agreement with the Company and with a possible impact on the price of the Goods.
- By confirming the order, the Customer declares that it is fully already entitled and capable of entering into an Agreement with the Company.
- The customer agrees to use remote means of communication (especially e-mail) when concluding the Contract (especially in connection with order confirmation). The costs incurred by the Customer when using means of communication at a distance in connection with the conclusion of the Agreement (costs of Internet connection, costs of telephone calls, etc.) are covered by the Customer himself.
- In more complex cases of custom production, a different procedure may be chosen based on the agreement of the Company and the Customer, if such a procedure is more suitable for the given type of custom production.
4. DELIVERY OF GOODS
- The performance of the Contract is terminated by handing over/delivery of the Goods in accordance with the Customer’s chosen form of delivery.
- The goods are considered to have been delivered: a. by carrying out assembly at the place designated by the Customer; b. by personal collection at the Company’s premises.
- When the Goods are handed over, a handover protocol is drawn up between the participants. The handover protocol must contain at least: a. specification of the delivered Goods; b. recording of any defects and unfinished business, including the date of their removal; c. the Customer’s declaration that he is taking over the Goods; d. signature of the Customer (the Customer’s representative) and the Company’s representative; e. where necessary, also Instructions for the use and maintenance of the Goods.
- The customer acknowledges that ownership of the Goods will only pass to him upon payment of the full price of the Goods. The risk of damage to the Goods passes from the Company to the Customer at the moment of signing the handover protocol according to the previous paragraph.
- If the Customer, in cases where he has chosen personal collection as the method of delivery of the Goods, does not take delivery of the Goods within 10 calendar days from the date of sending the request for collection, and if he does not do so even within an additional reasonable period determined by the Company, the Company is entitled to charge him all costs incurred for the storage of this Goods in the amount of CZK 150/piece per day, from the first day after the expiration of the replacement period. Goods, for the purposes of this paragraph, means each individual part/item of the Contract.
- If the Goods are not collected by the Customer within an additional reasonable period for acceptance, which must not be shorter than five days, the Company is entitled to use the Goods for resale and to use the entire purchase price to cover the costs incurred related to the storage and resale of the Goods.
5. PRICE OF GOODS, PAYMENT TERMS
- By concluding the Contract, the Customer is obliged to pay the price of the ordered Goods.
- The prices of the Goods are set individually based on the Customer’s requirements. The customer will always be informed of the total price, including VAT, at the latest in the order processed by the Company. The order will include a precise description of the Goods, which are part of the proposed price. If this is not expressly stated in the order, it is considered that the delivery and assembly of the Goods is included in the price stated on the order.
- The customer is obliged to pay a deposit in the amount specified in the order, and the Company will issue a deposit invoice for this purpose. The Customer acknowledges that the production of the Goods will only begin at the moment of depositing the entire deposit to the Company’s bank account. The final invoice (for an additional fee) will be issued by the Company immediately after the handover of the Goods based on the handover protocol.
- If the Company has an obligation to return the purchase price to the Customer, or other monetary payment provided by the Customer of the Company in connection with the Agreement, the Company is entitled to offset against this the promissory notes owed to the Customer, which it incurred against the Customer on the basis of the Agreement, which relates to the returned monetary payment.
- By concluding the Agreement, the Customer confirms that, in accordance with § 26, paragraph 3 of Act No. 235/2004 Coll., on Value Added Tax, as amended (hereinafter referred to as the “VAT Act”), he agrees to the sending of tax documents issued by the Company in in electronic form to your e-mail address that you provided to the Company.
6. WITHDRAWAL FROM CONTRACT
- The consumer acknowledges that according to §1837 letter d) OZ cannot be withdrawn from a contract, the subject of which is Goods that have been modified according to the wishes of the Customer or for his person, and therefore no Contract that is governed by these GTC can be withdrawn without giving a reason.
- The Contract may be withdrawn only for the reasons specified in § 2002 of the Civil Code.
7. RIGHTS FROM DEFECTIVE PERFORMANCE
- In accordance with § 2161 of the Civil Code, the Company is responsible to the Customer that the Goods are free of defects upon acceptance. In particular, the Company is responsible to the Customer that at the time the Customer took over the Goods, a. the Goods have the properties that the Customer and the Company have agreed upon, and in the absence of an agreement, such properties that the Company has described or that the Customer expected with regard to the nature of the Goods and on the basis of the advertising carried out by them, b. the Goods are suitable for the purpose that the Company states for its use or for which an item of this type is usually used, c. The quality or design of the goods corresponds to the contracted sample or model, if the quality or design was determined according to the contracted sample or model, d. the goods are in the appropriate quantity, measure or weight e. they comply with the requirements of legal regulations.
- If the Goods do not have the properties specified in the previous paragraph, the Customer may request: a. delivered í new Goods without defects, if this is not unreasonable due to the nature of the defect; b. replacement of such a part, if the defect concerns only a part of the Goods; c. withdrawal from the contract, if it is not possible to proceed according to point a) or b) of this paragraph; d. free removal of the defect, if the defect can be removed without undue delay;
- If the Customer does not use any of his rights according to the previous paragraph, he can request a reasonable discount on the price of the Goods. The Customer has the right to a reasonable discount even if the Company cannot deliver a new item without defects, replace its part or repair the item, as well as in the event that the Company does not remedy the situation in a reasonable time or if the remedy would cause significant difficulties for the Customer.
- If a defect becomes apparent within six months of the acceptance of the Goods by the Customer, it is considered that the item was already defective upon acceptance.
- Rights from defective performance do not belong to the Customer in the case of defects in the Goods that were caused by the transportation of the Goods by the Customer or unprofessional handling or assembly by the Customer. Furthermore, a defect is not any defect that arose as a result of the handling, use or maintenance of the Goods in violation of the instructions for use and maintenance of the Goods, which the Customer received when the Goods were handed over.
- The right from defective performance does not apply to wear and tear of the Goods caused by their usual use, inappropriate use or treatment, the influence of weather conditions, unprofessional handling, intentional damage, or to defects of which the Customer has been notified in writing in the Contract.
- For items sold at a lower price, the Company is not responsible for a defect for which a lower price was negotiated. This defect is always explicitly stated in the description of the Goods and the Customer is made aware of it before purchasing the Goods.
- A defect in the Goods is also not the usual color or structural difference in natural materials, textile and artificial materials (e.g. if there are slight deviations in the pattern of the fabric or in the color tone of furniture materials), lacquered or tiled surfaces, especially in the case of additionally ordered Goods. Differences in dimensions within the tolerance specified in the order are not a defect.
- The Customer is entitled to exercise the right from a defect that occurs in the Goods within twenty-four months of receiving the Goods, either by sending a complaint form on the Company’s website or by e-mail sent to the address email@example.com.
- The company will decide on the Customer’s complaint without undue delay, in complex cases within five working days. This period does not include the time appropriate for the type of Goods required for expert assessment of the defect. The complaint, including the removal of the defect, must be dealt with without undue delay, no later than thirty days from the date of application of the complaint, unless the Company and the Customer agree on a longer period.
- The out-of-court settlement of consumer disputes is the responsibility of the Czech Trade Inspection, with registered office at Štěpánská 567/15, 120 00 Prague 2, IČ 000 20 869, internet address http://www.coi.cz, and then the ODR platform, where the consumer fills in electronic form at the Internet address http://ec.europa.eu/odr.
- The provisions of this Article 7 of the Terms and Conditions apply in full to consumers. For entrepreneurs, this provision of Article 7 of the General Terms and Conditions applies proportionately, while the following deviating conditions are established: a. The customer is entitled to exercise the right from a defect that occurs in the Goods within six months of receiving the Goods. b. The occurrence of a repairable defect or defects is always considered a minor breach of contract and not a substantial breach. c. In the event of a minor breach of the contract, the Customer has the right to the removal of the defect or a reasonable discount from the purchase price, at the option of the Company. d. In the event of a material breach of the contract, the Customer has the right to a reasonable discount from the purchase price or to withdraw from the contract.
8. FINAL PROVISIONS
- These GTC are valid and effective from January 1, 2022.
- All agreements between the Company and the Customer are governed by the legal order of the Czech Republic. If the relationship established by the Agreement contains an international element, then the parties agree that the relationship is governed by the law of the Czech Republic. This does not affect consumer rights arising from generally binding legal regulations.
- In relation to the Customer, the Company is not bound by any codes of conduct in the sense of § 1826 par. 1 letter e) OZ.
- All rights to the Company’s website or other materials, especially copyright to content, including page layout, photos, movies, graphics, trademarks, logos and other content and elements, belong to the Company. It is prohibited to copy, modify or otherwise use the website or other materials of the Company or any part thereof without the consent of the Company.
- The Customer is not entitled to assign his claim against the Company arising from the Agreement to a third party without the Company’s consent.
- In the event that any provision of these GTC is invalid or ineffective for any reason, this fact does not cause the invalidity or ineffectiveness of other parts of the GTC or the Agreement.
- Changes to the GTC are reserved. The amended General Terms and Conditions become effective on the day of their publication on the Spole website qualities.
- The customer hereby assumes the risk of a change in circumstances within the meaning of § 1765 paragraph 2 of the Civil Code.
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