Terms and conditions

 

• Terms and conditions of purchase
• Terms and conditions of sale
• Instructions for consumers

 

Terms and conditions of purchase

General terms and condition of the purchase of wares and services by TALPA Ltd., residing in Trutnovská 301, 542 42 Pilníkov

Effective since 1st January 2016

 

These general terms and conditions apply to the purchase of products and services by TALPA Ltd. Pilníkov (purchaser) from other natural of legal person (seller). The terms and conditions delineate in detail the entitlements and obligations of both sides.

 

I. Delivery terms:

• The seller confirms the draft contract (order) proposed by the purchaser in three days‘ time since the delivery of the proposal. Any implementation of proposal changes by the seller does not count for contract formation. It stands for a new proposal, even in the case of new clauses and divergences that do not substantinaly change the terms of the contract.
• By concluding a contract (making an order), the seller makes a commitment to deliver the goods in the quantity, quality, design, at an arranged price and meeting the deadlines arranged by the contract and in compliance with the General Terms and Conditions.
• By concluding a contract, he purchaser makes a commitment to accept delivery of the ordered and duly delivered goods and to pay the purchase price.
• The purchaser pays only for the items mentioned in the contract (offer). The enactment 89/2012 Coll. ACT does not apply.
• The seller makes a commintment to hand over complete documentation proposed by the purchaser, particularty the bill of delivery including the offer number.
• The seller states that the goods meet the quality demands presented by the purchaser, as well as the legal norm requirements, particularty the ČSN EN 13698-1. The seller submits also Certificate of Conformity and all relevant documents and certificates.
• In case of partial deliveries, only the latest delivery is considered as fulfilled deadline.

 

II. Warranty terms and conditions:

• The seller si obliged to deliver the goods that meet particular legal and technical requirements. The quality must match the arranged purpose and practical application of the goods.
• In case that the seller fails to comply with the contract parameters (assortment of goods, quality, proportions, deadline, price), the purchaser is entitled to reject the delivery or to present a claim for compensation or price reduction. If the deadline is not met, the purchaser cam make a price reduction claim in the sum of 0.25 % of the purchase price for each day delayed.
• The purchaser is not obliged to inspect the goods while accepting the delivery. The purchaser is entitled to inspect the goods anytime during the production process and to make a complaint in two months‘ time since the delivery if the flaws are distinguishable (visible with a unaided eye). Both sides therefore agree to exclude particular paragraphs from the Civil code, namely § 2103, 2104, 2105, 2011 and 2112. As to the covert flaws, legal adjustment is fully applicable.
• If complaint is claimed, the purchaser makes a Complaint protocol. The seller makes a commitment to make a written statement to the complaint up to three days after receiving the protocol. Otherwise the complaint is automatically authorized. In case of an authorized complaint, the seller makes a commitment to take the goods back on his own expenses, return the whole sum (purchase price) to the purchaser, pay the charge of complaint and the 500 CZK handling charge and other potential expenses related to the complaint.

 

III. Price conditions and terms of payment:

• The purchase price does not include VAT and DDP – the company premises od the purchaser in Pilníkov. The price is assessed in a mutual agreement.
• Payment is determined by an invoice – a taxation document that has to meet the requirements regarding value added tax, as stated in Act No. 235/2004 Coll. (paragraph 29).
• The seller is obliged to supplement the invoice with a copy of a bill of delivery confirmed by the purchaser.
• The purchaser is entitled to return an incomplete invoice back to the seller before due date. New or corrected invoice means also the beginning of a new payback period.
• The seller is entitled to make an invoice no sooned than the goods are delivered without any flaws. The seller is obliged to make an invoice by 15 days‘ time since the goods were delivered.
• Unless stated otherwise, the due date is determined to be 60 days since the invoice was made. If the due date is wrongly stated, the purchaser is not obliged to meet the date.
• The purchaser does not fall into arrears if the sum was deducted from purchaser’s bank account by the due date.
• In case the purchaser fails to make a paiment for an impeccable invoice by due date, the seller is entitled to charge a delay fee of 0,01 % of the sum of arrears for every day after due date.

 

IV. Withdrawal from the contract

• Apart from unsuspectible contitions and incidents, the purchaser is entitled to withdraw from the contract due to substantial breach of contract by the seller, particularly: * Delivery delayed more than 10 deys past the determined deadline. * The delivery of defective goods, if these defects are not eliminated in determined term.
  
• Both contracting parties make a commitment to maintain confidentiality regarding all mutual deals.
• All contracting parties‘ rights and duties which follow the contract of purchase (including these General terms and conditions) conform to the legal code of the Czech Republic.
• The contracting parties agree that any disputes concerning the contract are to be addressed by the local court of common pleas.

 

  

Terms and conditions of sale

General terms and condition for sale of goods by TALPA Ltd., residing in Trutnovská 301, 542 42 Pilníkov

Effective since 1st January 2016

 

These general terms and conditions apply to the sale of goods made by TALPA Ltd. Pilníkov (seller) to other natural of legal person (purchaser). The terms and conditions delineate in detail the entitlements and obligations of both sides.

 

I. Delivery terms:

• The goods are considered to be delivered when the purchaser takes the delivery either at sellers‘ premises, at the named place of destination as proposed by the purchaser, or at purchaser’s premises. The purchaser gains all priprietary rights after the bill (purchase price) is settled.
• In case both parties agree that the purchaser takes the delivery on seller’s premises, the purchaser is obliged to collect the ordered goods in three days‘ time after having been called upon by the the seller to do so. If the purchaser fails to take the delivery in the proposed way, the seller is entitled to transport the goods to purchaser’s premises at purchaser’s own expenses.
• The seller is entitled to deliver the goods before the arranged date and the purchaser is obliged to take the delivery.
• The seller is obliged to deliver the ordered goods only if he receives the confirmed order – the contract of purchase – at least four work days before the date of delivery.
  The seller cannot be called to account for a delayed delivery if the delay is caused by external causes that cannot be affected by the seller, e.g. strikes, traffic closures, war, wildfire etc… the seller is however obliget to inform the purchaser about these hold-ups and to arrange a new date of delivery.
• The quality of the delivered goods meets all the requirements set by valid norms and regulations.

 

II. Warranty terms and conditions:

• While taking the delivery of the goods, the purchaser is obliged to check the goods to make sure the quantity complies with the order and that it suffered no damage during the transport.
• If any damage is discovered or he quantity does not comply with the order, the purchaser is obliged to mention all facts in the transportation form. If the purchares finds any deficiencies in the quality of the delivered good, he is obliged to make a written complaint no longer that 3 days after the detection of the flaws.
• The purchaser can use a prescribed form to make a written complaint.
• The purchaser will supplement the complain with photodocumentation of the detected flaws or with a sample of the damaged product.

 

III. Price conditions and terms of payment

• The purchase price does not include VAT and EXW Pilníkov. The price is set by mutual agreement.
• The purchaser is obliged to pay the purchase price according to the invoice made by the seller in two weeks time after the invoice has been sent. The first deal (a new customer) is to be realized only after the payment is settled in advance.
• By payment date, it is meant that the charged sum is to be credited to seller’s bank account, meaning also taht the invoice is considered to be settled.
• In case the payments for previous deliveries were not fully settled in due time, the seller is entitled to deny receiving any more orders and/or back out of the contract of purchase, even when the contrant of purchase has already been concluded.
  In case he fails to settle the payment in due time, the purchaser is obliged to pay interest of 0,05% of the sum of arrears for every day of the delay.
• Any delay in payment is considered to be a significant breach of contract, giving the seller the right to cancel the contract.

 

IV. Consumer relationships:

• This article applies only to those business relationships, where the purchaser is also the consumer.
• In case a consumer dispute arises between the seller and the purchaser regarding a contract of purchaseor a contract of service, and this dispute cannot be solved by mutual agreement, the consumer is entitled to file a motion to extrajudicial solving with assistance of The Czech Trade Inspection Authority (CTIA): Štěpánská 15,120 00 Praha 2, adr@coi.cz, www.adr.coi.cz.
• In case the consumer’s contract is concluded remotely or outside the seller’s business premises, the consumer is entitled to withdraw from the contract without explanation or without the penatly. The deadline for this this 14 days after the contract has been concluded. In case the consumer is not informed about the possibility to withdraw from the contract, the deadline is postponed to one year and 14 days. The withdrawal can be delivered in person, by postal service, by a courier or by any other means negotiated between teh two parties that can guarantee a timely and safe delivery. A special form can be also used; the nessesities being determined by a legal regualtion.
• The seller is responsible for proper and timely fulfillment of all duties determined by to contract. The seller’s duty is considered to be fulfilled on time provided that all deadlines set by legal regulations or common business conventions are met. The seller is responsible for any damage done by violation if his legal duties set by the contract or other relevant legal regulations. The seller is likewise responsible for all potential flaws regarding the delivered products. Al lis set by regulations § 2099, § 2158 and Civil code.

 

V. Other and closing agreements:

• Both sider of the contract make a commitment to keep in secret any information regarding mutual deals.
• All rights and duties between the contracting parties, which arise from the contract of purchase including there Terms and Conditions, follow the Legal Code of the Czech Republic.
• These aforementioned provisions are valid unless stated otherwise in the specific contract of purchase.
  The contracting parties agree that any disputes concerning the contract are to be addressed by the local court of common pleas.

 

Instructions for consumers

In case a consumer’s dispute arises between the seller and the consumer concerning contract of purchase or conract of service, and the dispure cannot be solved by mutual agreement, the consumer can file a motion to out-of-court settlement to the Central Inspectorate of the Czech Trade Inspection:

Štěpánská 15,

120 00 Praha 2,

adr@coi.cz,

www.adr.coi.cz.