GENERAL TERMS AND CONDITIONS
OF THE COMPANY ITALINOX, SPOL. S R.O.
Registered in the Czech Republic, Říčany – Jažlovice, Zděbradská Street 58/59, ZIP: 251 01
Company ID: 453 06 591
Registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert No. 7900

  1. Article

BASIC PROVISIONS

  • These General Terms and Conditions (hereinafter referred to as “GTC”) govern all relationships between ITALINOX, spol. s r.o., registered in the Czech Republic, Říčany – Jažlovice, Zděbradská Street 58/59, ZIP: 251 01, Company ID: 453 06 591, registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert No. 7900 (hereinafter referred to as the “Seller”), on one side, and the Buyer on the other side, arising in connection with the conclusion of a purchase contract between them.
  • The Seller primarily operates a wholesale business with metallurgical materials.
    The Buyer is any natural or legal person who enters into negotiations with the Seller (hereinafter referred to as the “Buyer”), and shall present the following documents:
  • If the Buyer is a natural person, they shall present the original or a notarized copy of the relevant trade license, or the original or notarized copy of the relevant extract from the Commercial Register (if registered), and the original or notarized copy of the VAT registration certificate. In the case of a long-term contractual relationship, the Buyer is obliged to update these documents regularly.
  • If the Buyer is a legal entity, they shall present the original or a notarized copy of the current extract from the Commercial Register and the original or notarized copy of the VAT registration certificate. In the case of a long-term contractual relationship, the Buyer is obliged to update these documents regularly. Additionally, the Buyer shall present authorization for the individual representing the legal entity, unless the acting person is a statutory body or its member.
  1. Article

PROTECTION OF INDUSTRIAL AND COPYRIGHT RIGHTS

  • The purchase of any goods by the Buyer from the Seller does not grant the Buyer any rights to use the Seller’s registered trademarks, trade names, company logos, or patents, nor those of other companies, unless otherwise agreed in writing by a separate contract.

 

  1. Article

PURCHASE CONTRACT

  • A purchase contract is also deemed concluded upon confirmation of the Buyer’s order by the Seller or upon acceptance of the Seller’s delivery note by the Buyer or by the carrier responsible for transporting the goods to the Buyer. These General Terms and Conditions (GTC) apply to such purchase contracts as well.
  • 2. The order confirmation is prepared and signed by an authorized representative of the Seller and includes precise identification of both the Seller and the Buyer (e.g., business name, registered office, company ID, commercial register entry), the subject of delivery, purchase price, delivery terms, reference to the GTC, date and place of the Buyer’s signature, and date and place of the Seller’s signature. Withdrawal from such a concluded purchase contract is not permitted unless otherwise agreed in the order.
  • 3. The delivery note is a written confirmation of the handover and acceptance of goods, prepared by the Seller or a person authorized by the Seller. It includes precise identification of both the Seller and the Buyer (e.g., business name, registered office, company ID, commercial register entry), the place and date of delivery or acceptance, the subject of delivery, and the indicative purchase price. Furthermore, the delivery note shall include identification of the person who handed over the goods, the person who accepted the goods (including their identification, e.g., ID card number), identification of the vehicle used to transport the goods (e.g., license plate or registration number), and a reference to the GTC.
  • The order confirmation or delivery note shall be issued based on the Buyer’s order (contract proposal) submitted to the Seller in person, by phone, by mail, or by email.
  • If the Buyer arranges transportation of the goods through a carrier of their choice, the carrier’s signature confirming receipt of the goods shall replace the Buyer’s signature. By accepting these GTC, the contracting parties expressly agree to this arrangement.
  • 6. If both an order and a delivery note are issued and discrepancies arise between the confirmed order and the accepted delivery note regarding the quantity or quality of the goods, the content of the accepted delivery note shall prevail. The contracting parties expressly agree to this.
  • 7. If the order confirmation specified in point 3.2 or the delivery note specified in point 3.3 does not contain one of the described elements, this shall not affect the validity of the concluded purchase contract.

 

  1. Article

PRICE AND PAYMENT TERMS

  • The Seller provides current prices in the offer for the relevant period, exclusively excluding VAT and transportation costs (hereinafter referred to as the “Price List”). The current Price List is available at each of the Seller’s business premises.
  • The Seller reserves the right to change the price of the goods, especially in the event of changes in the price of the goods or the materials used on relevant markets, without prior notice to the Buyer. By accepting these General Terms and Conditions, the Buyer expressly agrees to this.
  • Each invoiced amount for the goods is payable immediately in cash, unless a different due date or the possibility of bank transfer is explicitly stated on the tax document. If payment by bank transfer is allowed, the payment is considered settled on the day the amount is credited to the Seller’s account.
  • If the Buyer is late with any payment, the Seller is entitled to charge the Buyer: a late payment interest of 0.05% per day of the outstanding amount, and a one-time fee of CZK 1,000 for each reminder sent, unless otherwise agreed in writing.
  • This does not affect the Seller’s right to claim compensation for any actual and demonstrable damages caused by the Buyer’s delay.
  • The Seller is also entitled to demand reimbursement of all additional costs incurred in connection with the enforcement of its claim against the Buyer after the due date, such as court fees, legal representation costs.
  1. Article

DELIVERY TERMS

  • The Seller is obliged to deliver the goods ordered by the Buyer in accordance with the purchase contract. The Seller’s obligation is fulfilled at the moment the goods are handed over to the Buyer or to the first carrier, if transportation is arranged by either party. Delivery is confirmed by the acceptance of the delivery note and any related documents necessary for using the goods.
  • Unless otherwise stated in these General Terms and Conditions or related contractual documents, the Seller may require the Buyer to accept the goods no later than ten (10) days from the date the Seller sends a delivery notification. This notification may be made by phone, mail, or email. If the Buyer fails to accept the goods within this period, the Seller may:
  • store the goods at the Buyer’s expense and risk, charge a contractual penalty of CZK 50,000, payable immediately and no later than five (5) days after being claimed, withhold the goods until the penalty is paid, suspend any further deliveries.
  • The Seller’s right to claim damages is not affected by the payment of the contractual penalty.
  • If the Buyer does not accept the goods within thirty (30) days from the date they were prepared for shipment, the Seller may sell the goods in a in an appropriate manner without further notice. The Seller may then claim compensation for damages, the contractual penalty, reasonable costs related to storage and sale.
  • If the Buyer has already paid for the goods, the Seller may retain the withhold the above amounts and return the remaining proceeds to the Buyer within thirty (30) days of the sale.
  • Upon delivery, the Buyer shall immediately inspect the shipment with the carrier or an authorized person. This includes checking the number of packages, the integrity of seals, and any damage to the packaging. Any defects shall be reported to the Seller without delay, no later than the next business day. The Buyer shall also prepare a written report with the carrier detailing the defects, take photographic documentation,
  • retain both the report and photos until the issue is resolved. If no report is submitted to the Seller by the next business day, it is presumed that the goods were delivered without defects.
  • The Buyer may specify the method of transport in the order. Based on mutual agreement, the following delivery methods are possible personal pickup at the Seller’s premises, delivery by mail or courier to the address provided in the order, delivery by the Seller under conditions agreed in advance.
  • If the Buyer does not specify a delivery method, the Seller may choose one without prior approval.
  • If the Seller delays delivery by more than sixty (60) days, the Buyer may withdraw from the contract after giving written notice and allowing a grace period of at least fifteen (15) days for the Seller to fulfil its obligations.
  • Let me know if you’d like the next section on complaints and claims translated too—it’s quite relevant if you’re reviewing the full terms.
  1. Article 6

COMPLAINTS

  • Complaints are governed by this complaints procedure.
  • The Seller guarantees that the goods delivered are, at the time of acceptance by the Buyer, in accordance with the purchase contract and related contractual documents, and free from defects.
  • The Buyer shall inspect the goods immediately upon delivery and report any material or non-material defects in writing to the Seller without undue delay, no later than the next business day. Any hidden defects shall also be reported in writing without undue delay, and no later than the next business day after their discovery.
  • If the goods are not in conformity with the purchase contract at the time of acceptance by the Buyer or their authorized representative, the Seller is obliged to rectify the issue free of charge and as soon as possible. The method of resolution is solely at the discretion of the Seller.
  • The Seller is responsible for defects that the goods have at the time of acceptance by the Buyer or their authorized representative.
  • For any complaint, the Buyer shall present the relevant proof of purchase issued by the Seller, along with a detailed description of the defect.
  • The Seller is obliged to properly investigate the complaint and decide on the next steps as soon as possible.
  • The Seller may claim reimbursement from the Buyer for costs incurred in handling an unjustified complaint, particularly if:
  • the complaint is submitted without the necessary documentation and the Buyer fails to provide it even after a reasonable additional period,
  • the defect claimed by the Buyer is not confirmed during inspection or testing,
  • the defect was caused by improper handling of the goods by the Buyer.
  1. Article

OWNERSHIP AND LIABILITY FOR DAMAGES

  • Ownership rights to the goods transfer from the Seller to the Buyer only upon full payment of the purchase price, including any applicable contractual penalties, late payment interest, and other fees the Buyer has committed to pay under these General Terms and Conditions or related contractual documents.
  • If the Buyer is in default on any due payment and has not yet acquired ownership of the goods, the Seller is entitled to demand the return of the goods at any time. For this purpose, the Seller may enter any premises where the goods are located.
  • Liability for damage to the goods passes from the Seller to the Buyer at the moment the goods are accepted by the Buyer or their authorized representative—typically the carrier—or upon handover to the first carrier when the goods are dispatched.
  • Would you like me to finish off with the final section on legal provisions and dispute resolution? It wraps everything up neatly.
  1. Article

FINAL PROVISIONS

  • These General Terms and Conditions (GTC) are effective from September 1, 2025.
  • Depending on changes in applicable legal regulations or the Seller’s business policy, the Seller reserves the right to amend the GTC without the Buyer’s consent. The amended GTC apply to orders submitted by the Buyer to the Seller only after their publication at the Seller’s premises or on the Seller’s website.
  • Any differing provisions in the purchase contract between the Seller and the Buyer take precedence over the provisions of these GTC.
  • All rights and obligations arising from the purchase contract and related contractual documents transfer to the legal successors of both contracting parties. The parties agree to inform each other in writing without undue delay about any legal succession. The Buyer may transfer their rights and allow the assumption of obligations arising from the purchase contract and related documents only with the prior written consent of the Seller.
  • Any amendment to the purchase contract is valid only in written form and after being signed by both parties, unless explicitly stated otherwise in writing.
  • Legal relations between the Seller and the Buyer not expressly governed by these GTC or the purchase contract shall be governed by Czech law, specifically Act No. 89/2012 Coll., the Civil Code, and other applicable legal regulations, excluding the provisions of the UN Convention on Contracts for the International Sale of Goods. Neither party shall be considered the weaker party in relation to the other.
  • The parties agree that any disputes which cannot be resolved amicably within 20 days of arising shall be subject to the exclusive jurisdiction of the Municipal Court in Brno.
  • The Buyer declares that they have read these GTC, understood their content, and consider them an integral part of the contractual arrangements with the Seller.