1. INTRODUCTORY PROVISIONS
1.1. These General Terms and Conditions
(hereinafter the “GTC") are issued by the LPCUT s.r.o. Company, Reg No.:
03959384, with registered office at Horní 198, 744 01 Frenštát pod Radhoštěm,
registered in the Commercial Register administered by the Regional Court in
Ostrava, Section C, File No. 61933. (hereinafter the “Seller").
1.2. These GTC regulate all supplier-customer
relations, rights and duties arising from sales contracts concluded between the
Seller and its business partners, who are not in the position of consumers
within the meaning of legal regulations (hereinafter the "Buyers").
1.3. These GTC apply to all products offered by
the Seller (hereinafter the “Goods“). The Goods may be ordered from the Seller
by completing the order form fully and delivering it (hereinafter the “Order“).
1.4. These GTC comply with the provisions of
Section 1751 of Act No. 89/2012 Sb. Civil Code, as amended (hereinafter the
“NCC") and form an integral element of each sales contract.
2. SALES CONTRACT
2.1. The Buyer orders Goods from the Seller by
placing an Order, the Order is binding for the Buyer and irrevocable by the
Buyer.
2.2. In the event that the Order does not contain
all the required prerequisites, particularly specification of data about the
Buyer and information about the ordered Goods, including their quantity, the
Seller is entitled, but not required, to ask the Buyer to correct or supplement
such an Order. If such an Order is not corrected or supplemented by the Buyer
within the time limit specified by the Seller, it is considered never to have
been placed.
2.3. The Seller’s business offer specifying the
offered Goods, including their prices, is an offer within the meaning of the
provisions of Section 1723 of the NCC. The sales contract is concluded between
the Seller and the Buyer with binding effect, i.e. it is accepted by the Buyer
at the moment the Order is delivered to the Seller.
2.4. If the Buyer is interested in concluding a
sales contract it delivers the Order to the Seller:
a) By sending it in physical form to the
address: Bartošky 2081, 74401 Frenštát pod Radhoštěm,
Czech Republic
b) By sending it in scanned form to the
e-mail address: info@pro-metal.cz
c) By sending it in electronic form to the
e-mail address: info@pro-metal.cz
d) By telephone using the telephone number: +420 544 144 577
e) By personally handing it over at the
Seller’s registered office
2.5. After delivery of the Order according to item
2.4 of the GTC, the Seller sends confirmation of acceptance of the Order to the
Buyer, to its e-mail address specified in the Order, if the Buyer provides one.
This confirmation is of an informational nature only.
2.6. On the basis of the concluded sales contract
the Seller undertakes to hand over the Goods to the Buyer and enable it to
acquire ownership rights to the Goods, and the Buyer undertakes to accept the
Goods and pay the sales price to the Seller.
3. PRICE OF GOODS, PAYMENT TERMS
3.1. Unless arranged otherwise in writing
between the Seller and the Buyer, the sales price of the Goods according to the
sales contract is arranged in the value specified in the Seller’s price list
for the Goods, which is valid at the time the Order is placed by the
Buyer.
3.2. The sales price specified in the price list
does not include the relevant VAT and potential costs for transport and
delivery of the Goods to the delivery address specified by the Buyer in the
Order.
3.3. The Buyer pays the sales price to the Seller,
together with potential costs for transport and delivery of the Goods, after
delivery of the Goods, on the basis of a final invoice issued by the Seller and
sent together with the Goods, or possibly personally handed over if the Goods are
accepted by the Buyer personally, by cashless payment by bank transfer to the
Seller’s bank account specified in the invoice. The final invoice is due
payable within 30 days from the day it is issued by the Seller and the Buyer is
aware of and agrees that the Buyer’s obligation to pay the arranged sales
price, including potential costs for transport and delivery of the Goods, is
fulfilled at the time the relevant amount is credited to the Seller’s account.
3.4. In the event that the Buyer delays in paying the
Seller the sales price or potential costs for transport and delivery of the
Goods, the Buyer is required to pay the Seller a contractual fine in the value
of 0.1% (in words: zero point one per cent) of the owed amount per day, for
each commenced day of delay. Neither the arrangements regarding the contractual
fine, or its payment by the Buyer, affects the Seller’s right to compensation
of damages in full.
4. DELIVERY AND TRANSPORT TERMS
4.1. The Seller executes potential transport
and delivery of the Goods by means of a mail order service, to the delivery
address specified by the Buyer in the Order (hereinafter the “Delivery
address”), which may also be the address of a third party that is different to
the Buyer (hereinafter the “Recipient”). If the Buyer expresses the will to
have the Goods delivered to a Recipient in the Order, it simultaneously
authorises the Recipient to accept the Goods from the Seller on behalf and to
the account of the Buyer, all actions taken by the Recipient when accepting the
Goods (e.g. execution of a record of damages) are therefore considered the
actions of the Buyer.
4.2. The price for transport of the Goods is fully
within the competence of the shipping company. The information necessary to
calculate the price of transport is – postcode, weight of the parcel and its
dimensions. The Seller recommends consultation of the price by calling the
telephone number , +420 544 144 577 or sending an e-mail to the e-mail address info@pro-metal.cz, before placing an order.
4.3. The Goods shall be prepared for collection or
sent to the delivery address usually within 2 days from the date of conclusion
of the sales contract.
4.4. The Buyer undertakes to duly accept the Goods
on delivery.
4.5. The Buyer is required to duly inspect
the delivered parcel before accepting it and the parcel must be opened in front
of the forwarder. Particularly any evident physical damage to the external
packaging must be inspected, but other damage, which can be derived from the
actual nature of the parcel, must also be examined. If the parcel cannot be
opened and the Buyer is not certain, this must be specified on the transport
document – accepted with reservations. If damage is found, the Buyer is
required to execute a record of damage with the person handing the parcel over
(usually the driver) and to refuse to accept the parcel. It is appropriate to
give a detailed description of the damage and take photographs. If the parcel
is accepted and hidden damage is subsequently found, the Buyer is required to
notify the Seller of this fact on the day following the day on which the parcel
was accepted at the latest. All documentation, including photographs, may be
sent by e-mail to : info@pro-metal.cz In the event of failure to apply
acceptance with reservation (in the form of a record of damage) or acceptance
of the parcel without reservations, such notification will be disregarded.
4.6. Ownership rights to the Goods are transferred
the Buyer at the time of full payment of the purchase price of the Goods. The
risk of damages to the item is transferred to the Buyer at the time of
acceptance of the Goods.
4.7. The Buyer is aware that the Seller is
entitled to refrain from delivering the ordered Goods to the Buyer in
exceptional cases, despite a sales contract being concluded, particularly in
the event of technical problems suffered by the Seller, or the unavailability
of goods, etc. In such exceptional cases the Seller is entitled to
unilaterally withdraw from the sales contract and must immediately notify the Buyer
of this.
5. RIGHTS ON THE BASIS OF DEFECTIVE
PERFORMANCE
5.1. Unless stipulated below otherwise, the
Seller’s and the Buyer’s rights and duties concerning rights arising from
defective performance, are governed by the relevant provisions of the NCC.
5.2. The Seller is liable to the Buyer for
the fact that the Goods do not have any defects on acceptance, the Seller is
particularly liable to the Buyer for delivery of Goods in the arranged
quantity, quality and design.
5.3. The Buyer has the following rights in the
event of defective performance:
a) the right to removal of the defect by
delivery of new, defect-free Goods or delivery of missing Goods; or
b) the right to an appropriate discount on
the sales price.
5.4. The Buyer is entitled to claim its rights
on the basis of defective performance in writing to the Seller. Claims made
using any other method are disregarded. In relation to claims, communication by
means of e-mail is not considered a claim made in writing.
6. WITHDRAWAL FROM THE SALES CONTRACT, OTHERS
6.1. The Seller is entitled to withdraw from
a concluded sales contract in each of the following cases, in addition to cases
specified in other locations in these GTC:
a) The Buyer delays in payment of the
purchase price by any period
b) The Buyer enters into liquidation without
a legal successor
c) An insolvency proceeding is initiated
against the Buyer
d) A proceeding for enforcement of a money
judgement has been initiated against the Buyer
6.2. In the case of due withdrawal from the sales
contract, the sales contract is voided and the Contracting parties to the sales
contract return each other’s mutual performance, if such performance has been
provided.
6.3. The Seller’s obligation to compensate the
Buyer for incurred damages and also the Buyer’s right to compensation of
damages against the Seller is limited, in the maximum extent permitted by the
law of the Czech Republic, to a maximum amount equalling the sales price of the
Goods in relation to which the Buyer incurred the damages in question as a
result of placing an order for these Goods or their delivery by the Seller.
7. FINAL PROVISIONS
7.1. The GTC may be unilaterally amended by
the Seller, whereas amendment of the GTC comes into effect on the date these
are published on the Seller’s website at www.pro-metal.cz. However, amendment
of the GTC dos not affect the rights and duties established on the basis of the
previous, unamended wording of the GTC, while these were valid and effective.
7.2. If any of the provisions of these GTC and/or
the sales contract become invalid, ineffective or unenforceable, such effect
shall only apply to the affected provision and only in the extent of such
invalidity, ineffectiveness or unenforceability, without this having any effect
on the validity, effect or enforceability of the remaining provisions of these
GTC and/or the sales contract,
7.3. These GTC and the sales contracts are
exclusively governed by the law of the Czech Republic and shall be interpreted
exclusively according to the law of the Czech Republic. The Contracting parties
explicitly preclude application of the UN Convention on Contracts for the
International Sale of Goods and also application of all other arrangements that
could lead, even partially, to application of a law other than the law of the
Czech Republic. Relations that are not explicitly and/or differently regulated
in these GTC and/or the sales contract, shall be governed by the general legal
regulations of the Czech Republic within the boundaries of its jurisdiction, particularly
the NCC; however acceptance of an offer with an attachment or deviation within
the meaning of Section 1740(3) is precluded. The Buyer hereby assumes the risk
of changes of circumstances within the meaning of Section 1765(2) of the NCC.
7.4. All potential disputes between the Seller and
the Buyer arising from these GTC and the sales contracts and disputes related
to these, which the Seller and the Buyer are unable to resolve amicably, shall
be judged conclusively before the Arbitration Court under the Chamber of
Commerce of the Czech Republic and the Agrarian Chamber of the Czech Republic,
jurisdiction in Ostrava, according to its rules by a single arbitrator
appointed by the chairman of the Arbitration Court.
7.5. By sending an Order to the Seller the Buyer
declares that it has duly read these GTC, considers them comprehensible,
acceptable and appropriate in their entirety, that is understands the language
they are written in, understands the content of these GTC and agrees to
conclusion of a contract with the Seller under the terms set out herein.
7.6. By acceptance of these GTC the Buyer agrees
to their application to all other sales contracts concluded between the Seller
and the Buyer in the future, until the time a new wording of the Seller’s GTC comes
into effect.
These GTC are valid
and effective from 1st January 2020
For more information, do not hesitate to contact us
For more information, do not hesitate to contact us
For more information, do not hesitate to contact us
