1. Basic provisions

1.1 These General Terms and Conditions of Business (hereinafter referred to as "GTC") are issued by OX Point a.s. , with its registered office at Prague 4, Štětkova 1638/18, Postal Code 140 00, ID No. 09752251, a company registered in the Commercial Register maintained by the Municipal Court in Prague, Section B, Insert 25847, contact telephone 227 072 699, contact email info@oxpoint.eu. These GTC regulate the supplier-subscriber relations in the area of sale of goods and services between OX Point a.s. (hereinafter referred to as "Seller") and its customers (hereinafter referred to as "Buyers") for direct sales based on buyers' inquiries (not via e-shop).

1.2 These General Terms and Conditions are valid for the relations concluded between the Buyer and the Seller, i.e. for individual partial purchase contracts or contracts for work concluded between the Seller and the Buyer (hereinafter also referred to as "contract" or "contracts"), from the date of their announcement, provided that these General Terms and Conditions shall cease to be effective. Contracts concluded under the previous GTC shall be governed by the previous GTC.

1.3 If additional or conflicting terms and conditions are expressly defined in the contract, such provisions shall prevail over the provisions of the GTC with which they conflict.

1.4 The General Terms and Conditions and other similar terms and conditions of the Buyer, in particular the Buyer's Purchase Conditions, are not part of the Contract, even if the Seller accepts payment from the Buyer and makes delivery of the Goods.

1.5 The Buyer shall be responsible for updating all of its data in the event of a change, in particular for updating the contact persons authorised to order and collect the goods. In the event that the Seller is not notified of the change and the goods are collected by a person who has already lost their authorisation, the Buyer bears all risks, i.e. the Buyer is obliged to pay the value of the goods collected and the goods collected are deemed to have been collected and purchased by the Buyer.

1.6 Součástí VOP jsou zejména Podmínky ochrany osobních údajů Podmínky ochrany osobních údajů, licenční ujednání (pro případy dodávek, jejichž součástí je podlicence k software) a další dokumenty, na které VOP odkazují.

2. Inquiry, offer and conclusion of contract

2.1 The Buyer shall send the Seller an enquiry for relevant goods from the Seller's range, including in particular the Buyer's identification, email address and telephone number and, where applicable, a specification of the services the Buyer requires. in writing or by e-mail or by telephone.

2.2 If the Buyer enquires by telephone, the Seller shall be entitled to require the enquiry to be sent in writing . This can also be done by e-mail.

2.3 Following the Buyer's enquiry, the Seller will make an offer to the Buyer, which will generally contain the following elements:

• the name and registered office of the Buyer (or name and place of business for natural persons) or name and address for non-business persons,
• the registration number and tax identification number of the entrepreneur,
• email address and telephone number
• a product code that uniquely identifies the object of the offer (numerical designation of the products by type, as indicated in the seller's price list), a specifying verbal description,
• specification of any services required,
• the quantity of products requested, the method of transport and the exact place of delivery,
• the price and its due date,
• the expected delivery date,
• a reference to the Seller's GTC,
• the method of transportation, and
• any other circumstances.

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2.4 The Contract is concluded by the Buyer's acceptance of the Seller's offer in writing (postal delivery) or by e-mail, which the Buyer sends to the Seller without undue delay, no later than 3 working days from the date of receipt of the offer. If the buyer does not accept the offer without reservation within this period, the contract is not concluded and the seller's offer is terminated. The offer cannot be accepted with reservations or suggestions for completion.

The contract shall also be deemed to be concluded at the moment of signing of the contract by both parties.

The final, complete and binding description of the goods and services to be supplied by the Seller shall be set out/confirmed by the Seller in the contract and its annexes, including the relevant additional clauses.

2.5 The Buyer shall be fully bound by the confirmation of the Seller's offer.

2.6 The Buyer shall receive information via e-mail about the registration of the Seller's offer confirmation.

2.7 The Seller reserves the right to cancel the confirmed offer or part thereof at any time, in particular in the following cases: the goods are no longer produced or delivered or are unavailable, or if the price has changed significantly and the Buyer does not accept the price change. If this situation arises, the Seller will contact the Buyer immediately to agree on a further course of action. If the buyer has already paid part or all of the purchase price, it will be transferred back to the buyer's account as soon as possible, but no later than 10 working days.

2.8 The Buyer agrees to the issue and delivery of commercial documents (including tax documents) also electronically, to the email address specified in the Buyer's order.

2.9 By sending the confirmation of the Seller's offer, the Buyer confirms that he/she has read and agrees with the wording of these GTC.

2.10 By concluding the contract, the Seller undertakes to hand over the purchased products to the Buyer and to enable the Buyer to acquire ownership of the product, and the Buyer undertakes to accept the product and to pay the Seller its price; if the offer includes a service, the Seller undertakes to provide it and the Buyer undertakes to pay the agreed fee for it.

2.11 The presentation of the products on www.oxpoint.cz is for informational and illustrative purposes only and the Seller is not obliged to enter into a purchase contract in respect of these products. Section 1732 (2) of the Civil Code shall not apply.

2.12 The Buyer agrees to the use of remote means of communication for the conclusion of the contract. Costs incurred by the Buyer in the use of means of distance communication in connection with the conclusion of the contract shall be borne by the Buyer.

3. Price and payment terms

3.1 The price shall be specified by the Seller in the offer sent to the Buyer pursuant to Article 2.3 of the GTC, unless otherwise agreed in the contract. In the event of displaying an obviously unrealistic (highly unmarketable) price (due to e.g. a system error), the Seller reserves the right to cancel the offer/contract and to inform the Buyer of the cancellation without any claim of the Buyer (except for the claim for refund of the purchase price already paid).

3.2 Upon confirmation of the Seller's offer by the Buyer, the Seller is entitled, but not obliged, to issue a confirmation of the conclusion of the contract.

3.3 The confirmed offer of the Seller by the Buyer shall be considered binding between the parties and the partial purchase contract or the contract for work shall be concluded.

3.4 In exceptional cases, the Seller may change the delivery date specified in the offer - in this case, the Seller is obliged to inform the Buyer of this circumstance within 7 days of the Buyer's confirmation of the offer.

3.5 The price for the goods and any costs associated with the delivery of the goods may be paid by the Buyer to the Seller in advance on the basis of the sent payment terms or by online transfer or credit card (or according to the current conditions and options specified when ordering the goods); in these cases, the invoice is sent additionally together with the delivery of the goods or subsequently thereafter.

3.6 If the Buyer fails to pay the invoice or part of the invoice when due, the Seller shall be entitled to (i) suspend performance under the Sub-Contract until the invoice is paid (with a pro rata extension of the delivery period), or (ii) withdraw from the Sub-Contract, and (iii) block all further deliveries of the Goods to the Buyer. The Buyer shall pay the purchase price for the ordered goods properly and on time by the due date. In the event that the Buyer fails to fulfil this obligation, the Parties have agreed a contractual penalty of 0.1% of the total purchase price of the ordered goods for each day of delay up to and including the date of payment. The Buyer is obliged to pay the contractual penalty to the Seller within 3 working days of receipt of a written demand for payment of the contractual penalty. Payment of the contractual penalty shall not exclude or limit the Seller's right to compensation for damages in its full amount, nor reduce the amount of the claim for damages, nor extinguish the Buyer's contractual or legal obligations.

3.7 In the case of a business venture, if the Buyer is in default in the payment of any invoice for more than 14 days, the Seller has the right to decide by unilateral notice to cancel (cancellation means, the Seller shall have the option to unilaterally change the due date of all invoices issued by it to the Buyer and thus set a new due date) of all outstanding obligations of the Buyer to the Seller - the extinguishment shall then be effected by a written unilateral declaration by the Seller of the exercise of this right, with a new due date being set for the Buyer for all extinguished receivables. For the purpose of securing the Buyer's obligations to the Seller, payment of default interest, extension fees, contractual penalties of the Buyer to the Seller, the Seller shall be entitled to make such deliveries conditional upon the delivery of a blank promissory note of the Buyer, payable on sight without prior presentation (without protest), endorsed by the Buyer's statutory body (if the Buyer is a natural person, the note must be endorsed by a third party other than the Buyer).

3.8 If the goods with the specification "personal collection" are not received at the Seller's warehouse within 5 working days of the confirmation of the delivery date, the Seller shall be entitled to send the goods to the Buyer's address specified in the Buyer's order at the Buyer's risk and expense. In the event that the Seller stores the goods ordered and not received, the Buyer shall pay the Seller a storage fee of 1% of the purchase price of the stored goods for each day of storage until the day of receipt.

3.9 The goods shall be the property of the Seller until full payment of the purchase price and any other financial claims of the Seller against the Buyer and the Buyer shall not be entitled to dispose of them in any way, alienate them or encumber them with the rights of third parties. Payment shall be understood as the crediting of the entire invoiced amount to the Seller's account (the set-off of any possible claim of the Buyer against the Seller for the purchase price of the goods is excluded).

3.10 In the case of ordering the delivery of goods with a service (e.g. installation), the Seller reserves the right to charge the Buyer for the costs incurred in the activities necessary to deal with the Buyer's request or demand. These activities include, for example, professional consultation, technical support, inspection or measurement at the place of planned installation, etc. In these cases, the seller may also impose conditions of construction readiness and others (to be included in the offer). The Buyer shall be informed in advance by the Seller of any need to pay for these activities, including the amount of the costs involved.

3.11 Any discounts on the price of the Goods granted by the Seller to the Buyer cannot be combined (unless otherwise expressly stated).

4. Delivery, transport and dispatch conditions

4.1 The Seller shall not be obliged to fulfil the delivery of the Goods until all of the Buyer's legal and contractual obligations arising up to the time of delivery of the Goods or Services have been fulfilled. In particular, the Seller shall be entitled to withhold delivery of the goods or services if the Buyer is in default in payment of the purchase price or any part thereof or if the Buyer has failed to fulfil any contractual obligations of the Buyer which it has been agreed must be fulfilled before delivery of the goods or services.

4.2 The Buyer will be informed of the expected specific time of delivery and other information regarding the delivery of the goods by email or text message. The estimated time of delivery may change depending on the logistical possibilities of the Seller and/or its carriers. In the event that the Seller is in default of delivery for reasons solely attributable to the Seller, the Buyer shall allow the Seller an additional reasonable period of time to fulfil the obligation, but at least 15 working days. If the obligation is not fulfilled even within the additional period (and unless otherwise stated in the GTC), the Buyer is subsequently entitled to withdraw from the partial contract, but only until the delivery of the goods by the Seller. In the event of withdrawal from the contract, the Purchaser shall be refunded the purchase price (excluding accessories) already paid, if any, within ten days, while other claims of the Purchaser in connection with the Seller's delay and/or non-delivery of the goods are expressly excluded and waived by the Purchaser.

4.3 Any special requirements for shipment, transport and insurance of the goods, including customs clearance, must be notified to the Seller well in advance. In the case of a business sale, any duties, import charges, etc., if any, shall be paid and secured by the Buyer.

4.4 The method of transport or collection of the goods shall be specified in the seller's offer, in particular the following transport options are possible:

• personal collection in Pelhřimov at K Silu 2179, 393 01 Pelhřimov - Lhotka.
• transport by forwarding company to the address indicated by the buyer. In this case, the costs are borne by the buyer.
• Transport by company logistics. In this case, the costs are borne by the buyer.

4.5 The cost of transporting the shipment from the seller's warehouse to the buyer shall be borne by the buyer, unless otherwise specified in the offer of the contract. This transport cost is re-invoiced at the same time as the goods. Transportation is therefore at the account and risk of the Buyer.

4.6 The exact price of the freight charges will be specified in the seller's specific offer.

4.7 It is also possible to collect the goods in person directly from the Seller's warehouse (at a time specified by agreement). The person collecting the goods is obliged to prove his identity with an ID card or other personal document and, in the case of a representative, to prove his authority to collect the goods with a valid power of attorney and to confirm any identification codes sent to him to collect the goods. Upon personal receipt of the delivery at the warehouse, the buyer is obliged to check the condition of the delivery and its compliance with the delivery note.

4.8 The Buyer is obliged to object to any defects in the goods immediately upon receipt and, in the case of latent defects, immediately upon discovering the defects. The Buyer is obliged to check the condition of the goods upon receipt of the consignment. In the event of damage or other obvious defects, the Buyer shall be obliged to draw up a delivery report with reservations with the Seller upon personal collection and in other cases with the carrier, or refuse to accept the consignment. The Seller shall then promptly send such a report, together with a description of the defect in the shipment of goods, to the Seller by e-mail at info@oxpoint.eu. Upon receipt of the delivery delivered by the carrier, the Buyer shall check the information on the delivery note. If the data does not correspond to the facts, the original packaging of the goods is damaged or the original adhesive tape on the packaging is broken, the Buyer shall proceed analogously to the previous provisions of this paragraph.

4.9 The Seller shall fulfil the delivery of the Goods as mutually agreed at the moment of their handover to the carrier in the case of business sales and at the moment of their handover to the Buyer in other cases. The Seller shall not be liable for any delay by the Buyer in taking delivery of the Goods. .

4.10 The Buyer is obliged to check the contents of the consignment according to the enclosed delivery/warranty certificate. If the contents of the consignment do not correspond to the delivery note/order, the Buyer is obliged to indicate on the consignment note or its attachment (or in any other appropriate manner) the differences from the delivery note/order and have this fact confirmed by the carrier. If the carrier refuses to do so, the buyer shall be obliged to reject the delivery as a whole.

4.11 If the goods delivered and the terms of delivery do not correspond to the order, the Buyer is entitled to complete a return protocol (available for download on the Seller's website) and send back complete and undamaged goods to be delivered to the Seller within 5 working days at the latest.

4.12 If the goods are not returned within the time limit and/or are returned damaged, the Seller reserves the right not to accept the goods or to charge the damages incurred and a cancellation fee of 5% of the price of the returned goods.

4.13 In the event of the Buyer's delay in taking delivery or in the event of the Buyer's breach of any obligation to co-operate, the Seller shall be entitled to claim compensation for any damages incurred, including any extra costs. In this case, the risk of accidental destruction or accidental damage to the object of delivery shall pass to the Buyer at the latest at the moment at which the Buyer is in default in taking delivery or providing cooperation.

4.14 In the case of a business sale, the Buyer is obliged to take out insurance against any kind of hazard. The Seller shall not be liable in the event of the Buyer's failure to comply with the above obligation, and in particular shall not be liable for damages arising from the transport of the goods.

4.15 The Buyer is contractually obliged to take over the goods properly and if the Seller stores the ordered and untaken over goods, the Buyer is obliged to pay the Seller a storage fee of 1% of the purchase price of the stored goods for each day of storage until the day of taking over.

4.16 By taking the goods from the Seller, the Buyer expressly agrees to the applicable version of these GTC at the time of taking the goods. The current version of the GTC are available on the Seller's website - www.oxpoint.cz.

4.17 The subject of the Seller's delivery is exclusively the goods (or services) explicitly specified in the contract (order). The Seller does not guarantee any follow-up services or synergies or possibilities of use of the goods (in particular the connection of individual products with carriers).

5. Deterioration of financial conditions, delay in acceptance of delivery by the Buyer

5.1 If the Seller becomes aware of a deterioration in the Buyer's financial and financial situation, the Seller may demand full or partial prepayment of the purchase price or the provision of a guarantee, or may withdraw from the contract without undue delay.

5.2 If the delivery is delayed due to circumstances for which the Buyer is responsible, the Seller shall be entitled to store the delivered goods at the Buyer's expense.

5.3 All obligations of the Buyer to the Seller shall become due and payable upon the entry into force of the order declaring the Buyer bankrupt.

6. Liability for defects

6.1 The Seller is responsible for ensuring that the Goods are delivered in the quantity and quality as specified in the Contract.

6.2 If the major part of the Seller's obligation consists in the performance of an activity or the obligation of this party involves the assembly of the goods, according to the Buyer's specifications, technical documentation, instructions or plans, the Seller shall not be liable in any way for the technical and legal suitability of the product, in particular for the suitability of the product for the intended use, the safety of the use of the product, the compliance of the product with the protection of intellectual property rights, etc.

6.3 The Buyer is obliged to check upon receipt of the goods whether the delivered goods have the contractually agreed characteristics. Obvious defects must be notified to the Seller without delay, but no later than within 14 days (without prejudice to the Buyer's obligation under Article 4.8 and 4.10), hidden defects without undue delay after they have been or could have been detected with reasonable care. Notification means a duly substantiated written complaint delivered to the Seller's registered office address as stated in the commercial register (unless another address for the complaint of goods is stated in the order or on the website. For duly submitted and justified complaints, the Seller is entitled, at its option, to provide a discount on the purchase price, repair, replacement or return of the goods with a refund of the purchase price within a reasonable period of time. The reasonable period for the settlement of complaints (including notification of the Seller's choice of the method of settlement) shall be determined by the Seller, always taking into account the nature of the notified defects and the goods, but not exceeding 30 days. In the event that the Seller is in delay in repairing or supplying replacement goods for reasons solely attributable to the Seller, the Buyer shall be obliged to allow the Seller an additional reasonable period of time to fulfil the obligation, but at least 15 working days. If the repair or replacement delivery of the goods is not carried out even within this additional period, the buyer is entitled to withdraw from the contract or demand a corresponding reduction in the purchase price at his own option.

6.4 The Seller shall not be liable for any damage caused by the carrier or any delay in delivery by the carrier (whatever the reason for the delay).

6.5 If the claim proves to be unjustified and the Seller rejects it, the Buyer shall reimburse the Seller for all costs incurred by the Seller as a result of the unjustified claim, based on the Seller's accounting of such costs within 5 days of the date of the accounting.

6.6 In the event of any cancellation of the Contract resulting in the refund of the purchase price (or part thereof) already paid, the Seller shall refund the funds in the same manner as it received them from the Buyer. If the money cannot be refunded in the same way (e.g. cash payment), the Buyer is obliged to provide a bank account for the purpose of the refund in the withdrawal (or at the Seller's request) (in which case the Buyer is fully responsible for the accuracy of the information provided to the Seller).

7. Quality guarantee, claims

7.1 The Seller shall provide the Buyer with a quality guarantee for all delivered products in accordance with the relevant provisions of Act No. 89/2012 Coll., Civil Code, for a period of 12 months in the case of business sales and 24 months in other cases, from the date of transfer of ownership of the goods to the Buyer, unless otherwise specified by the Seller in the Seller's documents (such as in particular catalogues, product sheets, warranty certificates, etc.). Either the invoice, delivery note or receipt issued by the Seller shall serve as the warranty certificate.

7.2 In particular, a claim cannot be made in the following cases:

• a claim cannot be made upon receipt of a damaged consignment from the carrier - the Buyer is obliged to thoroughly inspect the consignment received and, in the event of damage to the consignment, to draw up a report together with the carrier in accordance with the rules set out in Article 4 of these GTC;
• a claim cannot be made if the warranty period for the claimed goods has expired before the date of the claim;
• a claim cannot be made if the defect in the goods is caused by improper use of the goods;
• a claim cannot be made if the instructions or recommendations set out by the manufacturer or seller have not been followed;
• a claim cannot be made if the defect in the goods is caused by improper installation, improper handling, improper operation, improper handling or neglect of the goods;
• a claim cannot be made if the defect in the goods is due to improper storage, damage caused by exposure to unreasonable temperatures and/or humidity or indirect exposure to aggressive chemicals or extreme vibration;
• a claim cannot be made if the goods are damaged by the elements of nature (or other force majeure event), by the purchaser or any third party.

7.3 In the event that, after the Buyer has taken delivery of the goods, defects in the goods covered by the quality guarantee occur within the warranty period, the Buyer may contact the Seller with his/her claim through the Seller's premises at K Silu 2179, 393 01 Pelhřimov - Lhotka (hereinafter referred to as the "premises"), or by e-mail at info@oxpoint.eu without undue delay, but no later than seven days from the moment when the defect occurred. After this period, the buyer is not entitled to claim the defect and the defect is not covered by the quality guarantee. The place of warranty claim is the place of business only.

7.4 When making a warranty claim, the Buyer is obliged to deliver the claimed goods to the premises at his own expense and risk, together with a covering letter describing the claimed defect and giving the Buyer's contact details and an invoice, delivery note or receipt issued by the Seller. If the above documents are not delivered to the Seller together with the claimed goods, the Seller is entitled to evaluate the claim as unjustified, reject it and return the claimed goods to the Buyer at the Buyer's expense and risk.

7.5 The Seller shall decide on the warranty claim without undue delay, but no later than within 30 calendar days from the date of the claim, unless the Seller and the Buyer agree otherwise. In the case of properly filed and justified claims, the Seller is entitled, at its option, to provide a discount on the purchase price, repair, replacement or return of the goods with a refund of the purchase price. In the event that the Seller is delayed in repairing or supplying replacement goods for reasons solely attributable to the Seller, the Buyer shall allow the Seller an additional reasonable period of time to fulfil the obligation, but not less than 15 working days. If the repair or replacement delivery of the goods is not carried out even within this additional period, the buyer is entitled to withdraw from the contract or demand a corresponding reduction in the purchase price at his own option.

7.6 If the complaint proves to be unjustified and the Seller rejects it, the Buyer is obliged to pay the Seller all costs incurred by the unjustified complaint, based on the Seller's invoice of these costs within 5 days from the date of the invoice.

7.7 The Seller shall issue the Buyer with a written confirmation of the date of the claim and its content. In addition, the Seller shall issue the Buyer with a confirmation of the date and manner of settlement of the claim, including confirmation of any repairs made and the duration of such repairs. In the case of a rejected claim, the Seller shall provide the Buyer with written reasons for such rejection. The Seller recommends that the Buyer retains these confirmations for the duration of the quality guarantee.

7.8 If, after the claim has been properly settled, the Seller returns the goods to the Buyer or provides the Buyer with new goods under the quality guarantee, the Seller shall invite the Buyer to take delivery of the goods claimed. The Buyer is obliged to collect the claimed goods at his own expense and risk within 5 working days from the date of delivery of the invitation to take over the claimed goods.

7.9 Unless otherwise stipulated in these GTC, the rights and obligations of the Seller and the Buyer with regard to rights arising from defective performance are otherwise governed by the applicable generally binding legal regulations (in particular Sections 1914 to 1925 and Sections 2099 to 2117 of the Civil Code).

7.10 The provisions of the Civil Code that protect consumers (including the Consumer Protection Act) do not apply to relations between the seller and the buyer that are of a business nature. Neither of the parties is considered to be the weaker party in this case.

7a Specific consumer rights

If the buyer is a consumer (i.e. the order is not a "made-to-order" order or an order with a registration number), he has the following additional rights (or these contractual provisions apply instead of the different provisions in the GTC):

7a.1 Right of withdrawal

If the contract has been concluded by distance, the buyer-consumer has the right to withdraw from the contract without giving any reason and to request a refund within 14 days. The right of withdrawal expires 14 days after the date of receipt of the goods.

In the event of withdrawal, the buyer is obliged to return the goods to the seller within 14 days of withdrawal, undamaged and without signs of use, including all accessories (as well as any gifts provided) and, if possible, in the original packaging.

If the goods are returned unpacked and used other than as necessary to familiarise oneself with their nature, characteristics and functionality, the purchase price may be reduced (as well as if the goods show signs of damage, scratches or other wear and tear). The percentage reduction of the refund depends on the condition of the goods and the possibilities of their re-sale. This follows from Article 1833 of the Civil Code.

Withdrawal from the contract can be made in writing to the seller's address, by filling in the sample form on the seller's website (availability of the form: here) or via the customer account (if such a possibility is technically available).

If the delivery of the goods is accompanied by the provision of a service (e.g. assembly), the contract cannot be withdrawn. Similarly, the contract cannot be withdrawn if the goods have been customised in any way for the buyer.

In the event of withdrawal from the contract, the seller shall refund the purchase price paid to the buyer within 14 days of withdrawal from the contract and delivery of the goods to the seller in the same manner as payment. The buyer is also entitled to a refund of the money spent on delivery of the goods when ordering them, but only up to the amount equal to the cheapest delivery method offered on the seller's website.

7a. 2 Right to dispute resolution

In the event of a dispute, the buyer has the right to address his/her complaint/request to the seller, in particular via the form provided on the website (if available) or electronically to the email address info@oxpoint.eu.

If the complaint is not resolved in a manner acceptable to the Buyer, the Buyer shall also have the right to resolve the dispute out of court through an out-of-court dispute resolution entity, such as the Czech Trade Inspection Authority.

7a. 3 Other rights and obligations

The Seller is not entitled to withdraw from the concluded contract without giving any reason.

In the case of an order placed by the Buyer via a means of distance communication, the Seller is obliged to confirm receipt of the order to the Buyer via a means of distance communication without delay.

The Buyer shall have all rights arising from defective performance within the meaning of Sections 1914 to 1925 and Sections 2099 to 2117 of the Civil Code.

8. Choice of applicable law, dispute resolution

8.1 The contractual relationship established by the contract concluded between the Seller and the Buyer shall be governed by the law of the Czech Republic, without application of the conflict of laws provisions of private international law. Unless otherwise stated in the individual provisions of these GTC or unless it follows from legal regulations, the legal relationship of the contracting parties is governed by Act No. 89/2012 Coll., the Civil Code. All communication between the parties shall be conducted in the Czech language.

8.2 The Seller and the Buyer undertake to resolve any disputes that may arise between the Parties primarily through out-of-court negotiations. The Seller and the Buyer agree that the competent court for the resolution of disputes arising out of or in connection with the contracts concluded between them, if no amicable solution is reached, shall be the general court of the Seller's place of business, according to Act No. 99/1963 Coll., the Code of Civil Procedure, as amended.

8.3 The Seller and the Buyer expressly exclude the application of all provisions of the United Nations Vienna Convention on the International Sale of Goods to their mutual obligations under or in connection with these GTC, except for those provisions of the Convention whose application cannot be excluded.

9. Transfer of risk of damage, liability of the seller

9.1 The risk of damage to the deliveries (goods, services) shall pass to the Buyer either at the time of their delivery to the Buyer or (in the case of a business delivery) at the time of delivery to the first carrier (whichever is earlier).

9.2 If the dispatch or receipt of the Supplies is delayed at the request of the Buyer or for reasons beyond the Seller's control, the risk of damage to the Supplies shall pass to the Buyer at the time when the Supplies should have been delivered or dispatched from the Seller's premises to the Buyer according to the original schedule. From that point on, the Supplies shall be stored and insured for the account and risk of the Buyer.

9.3 The Seller shall not be liable to the Buyer for any indirect or consequential damages arising out of or in connection with the Contract and the delivery of the Goods and their use or defects (in particular loss of profit etc.). Any liability of the seller in connection with or in connection with the contract and the delivery of the goods and their use or defects is limited to the purchase price of the goods delivered.

10. Change to the GTC

10.1 The Seller reserves the right to change the GTC depending on changes in the applicable legal norms as well as the Seller's business policy. The Seller shall announce such changes and their effectiveness in an appropriate manner, with the proviso that the changes shall be valid for all business concluded after the validity of these newly announced General Terms and Conditions (announcement for these purposes shall also mean publication on the Seller's website www.oxpoint.cz).

11. Force Majeure

11.1 A contracting party shall not be liable for damages caused to the other contracting party by a breach of contractual obligations if the breach is due to an obstacle that has arisen independently of the will of the obliged party and prevents it from fulfilling its obligation, if it cannot reasonably be assumed that the obliged party would have averted or overcome this obstacle or its consequences and that it would have foreseen this obstacle at the time of the contractual obligation. The contracting party shall not be liable for the damage so caused only for as long as the impediment lasts. For the purposes of this provision, an obstacle shall be deemed to be a force majeure event, in particular, but without limitation, a natural disaster, flood, epidemic, war or other armed conflict, lack of water for navigation, fire, strike, disruption of transport chains, or other circumstances beyond the control of the parties. Should the above obstacles arise, the parties undertake to take all legal steps to ensure that the purpose of their contractual relationship can be fulfilled despite such obstacles. The Parties are obliged to inform each other immediately by e-mail, telephone or other appropriate means of notification of the occurrence of force majeure.

11.2 Operational failures, delivery time overruns or failures of subcontractors, shortages of energy or raw materials, transport failures, insofar as such events cannot be foreseen, strikes, lockouts, official procedures and cases of force majeure shall, for the duration of the impediment and within the scope of its scope, release the affected party from the obligation to deliver or take over.

12. Protection of personal data

12.1 The Buyer shall provide the Seller with personal data in accordance with Act No. 101/2000 Coll., on the protection of personal data. All data provided by the Buyer shall be stored and protected from misuse and shall not be disclosed to any third party unless the Buyer consents thereto. The buyer's data may only be used by the seller, and only for the purposes of statistical processing and direct communication with the buyer, as well as for the purpose of sending marketing communications. Detailed terms of data protection can be found here.

12.2 By accepting the GTC, the Buyer agrees to the collection and use of personal information.

12.3 The Buyer has the right to withdraw his/her consent to the processing of personal data at any time by written declaration.

12.4 The Buyer acknowledges that he/she is obliged to provide personal information correctly and truthfully and that he/she is obliged to inform the Seller without undue delay of any changes to his/her personal information.

12.5 The Buyer shall protect its access data to the customer account and shall not disclose it to anyone or make it available or let anyone else use its customer account (or use another customer account). The Seller shall not be liable in any way for any misuse of the Customer Account.

13 Copyright

13.1 The website www.oxpoint.cz and its individual elements and content (in particular the source code, the appearance of the website or the content of the website) are subject to protection as copyright works under Act No. 121/2000 Coll., on Copyright, on Rights Related to Copyright and on Amendments to Certain Acts (Copyright Act), which the Buyer acknowledges.

13.2 All content of the www.oxpoint.cz website as a copyright work is either the exclusive property of the Seller or the Seller is the holder of a license granted to such content by a third party, and therefore no one is entitled to copy, distribute or otherwise appropriate any elements of the website in violation of the Copyright Act. The Website may be used only and exclusively for personal use and for a purpose consistent with these GTC.

13.3 If the Buyer commits any unlawful or unethical act while using the Seller's website, the Seller is entitled to restrict, suspend or terminate the Buyer's access to the website without any compensation (the Buyer's obligation to compensate for any damages incurred in full is not affected in any way).

14. Common and final provisions

14.1 The Parties agree that all documents, notices, notices or other documents shall be delivered by registered mail to the addresses of the registered offices or places of business of natural persons or by data mail. If, in the course of business cooperation, the address of either Party changes, that Party shall immediately notify the other Party in writing of the change in the manner specified in this Article. If the Party concerned cannot be reached at that address, the document shall be deposited at the post office by means of a postal carrier. If the Party concerned fails to collect the document within ten calendar days of its deposit, the last day of that period shall be deemed to be the date of service, even if the Party concerned has not been notified of the service.

14.2 The Parties undertake to use their best endeavours in the performance of their contractual obligations and to provide each other with maximum cooperation to ensure that the purpose of their contractual relationship is fulfilled to the fullest extent and to the greatest extent possible. During the term of these GTC, the parties are bound by their expressions and undertake not to do anything to frustrate the rights of the other party.

14.3 If one or more provisions of the contract concluded between the Seller and the Buyer or the GTC are or become wholly or partially invalid or illegal, this shall not affect the validity or legality of the remaining provisions of the contract or these GTC. The Seller and the Buyer shall replace the invalid or illegal provisions with valid and legal provisions which most closely approximate in purpose to those they replace.

14.4 The Buyer is entitled to assign its rights and transfer its obligations under the Contracts and these GTC to third parties exclusively with the prior written consent of the Seller. The Seller is entitled to assign rights and transfer obligations under the Contracts and these GTC without limitation to a third party, and the Buyer hereby consents to the assignment of the Seller's rights and transfer of obligations under the Contracts and these GTC.

14.5 The Buyer shall unconditionally maintain the confidentiality of all information made available to it in connection with the delivery of the Goods from the Seller which may be considered, in the circumstances, to be a trade or business secret and which is to be kept confidential, except for information which is known from public sources.

14.6 Any agreements and correspondence between the parties regarding the supply of the Goods prior to the conclusion of the Contract (unless contained in the Contract or these GTC) shall cease to have effect upon the conclusion of the Contract.

14.7 The GTC shall form an integral part of each Contract.

14.8 These GTC are valid from 1.4.2025, and the GTC for the parties shall always be valid in the wording as set out on the Seller's website (https://dorucovacibox.cz/) on the date the Seller's offer is sent to the Buyer.