1. CONCLUSION OF THE CONTRACT: The Customer (buyer) first issues a binding order to the Supplier containing information about the quantity and type of goods, the place of purchase and the expected date of delivery of the goods by the Customer and the possible method of transport. By sending a binding order, the Customer accepts these GTC in full and excludes the use of any other general terms and conditions.

The Supplier (Seller) first confirms the order, including the price of the delivered goods and the date, place and method of delivery, whereas this confirmation creates an individual purchase contract. Until the order is confirmed in writing by the Supplier, it is not binding on the Supplier, and an individual purchase contract is not created. The Supplier is only obliged to carry out an order confirmed in writing by the Supplier.

After the Supplier confirms the Customer's binding order, the Customer is not entitled to cancel its order and is obliged to take over the ordered goods from the Supplier within the specified period and at the same time pay the agreed purchase price within the specified period.

In the case of an order placed by the Customer via the Internet (Hranipex e-shop), other terms and conditions applicable to sales through the e-shop as specified in Appendix A also apply.

The Customer is responsible for the correctness of the order and, if the delivery of goods shows defects as a result of the order´s incorrectness, the Customer does not have any rights from the Supplier's (seller's) liability for defects resulting from such defects or from the warranty provided or other rights.

2. CANCELLATION OF THE ORDER: The Supplier reserves the right not to execute the order already made and confirmed by the Supplier or part thereof and to withdraw from the contract and thus cancel it if it is prevented from performing the contract by fundamental economic or operational reasons (e.g. a significant increase in the price of inputs, a shortage of labour due to the pandemic, etc., a shortage in the supply of energy or raw materials, etc.). In such a case, the Customer will be immediately informed of these circumstances and the cancellation (or partial cancellation) of the contract by the Supplier and agrees that it has no and will not assert any claim for damage/harm, including in particular any claim for lost profit, and hereby waives such potential claims.

3. PLACE OF DELIVERY: The place of delivery of the goods is specified in the Customer's order confirmed by the Supplier (e.g. by reference to a specific INCOTERMS clause), otherwise INCOTERMS 2020, EXW Komorovice generally applies. If the sales contract contains a reference to INCOTERMS 2020, this shall be understood as a reference to the international rules for the interpretation of delivery clauses under INCOTERMS 2020, in a publication of the International Chamber of Commerce in Paris, and its use in the sales contract shall make the provisions contained for this clause in INCOTERMS part of the sales contract.

4. DELIVERY TIME: The Supplier fulfils its obligation to deliver the goods by handing over the goods to the carrier within the delivery period, if the goods are sent to the Customer via a third party (carrier), otherwise by delivering to the Customer within the agreed deadline at the agreed place of receipt of the goods according to the contract.

In the case of goods marked as "goods in stock", the goods will usually be delivered within 6 days of the order confirmation by the Supplier. The delivery time is only indicative and is not binding on the Supplier, unless the contract stipulates otherwise. The Supplier is entitled to deliver the goods at any time during the agreed delivery period.

The Supplier reserves the right to deliver the goods ordered by the Customer in parts.

The delivery time is extended accordingly, especially if unforeseeable extraordinary events occur that the Supplier could not avert despite the conscientiousness appropriate to the circumstances of the individual case – even if they occur with the Supplier's subcontractor, if they have a serious impact on the production or delivery of the goods. These include, in particular, disruptions in production operations, delays in the supply of raw materials and auxiliaries, scrap materials or administrative measures and restrictions. If the delivery of the goods becomes impossible due to the above events, the Supplier's obligation to deliver the ordered goods expires. The Supplier is obliged to inform the Customer about this in writing. In such a case, the Customer is not entitled to compensation for damage/injury and hereby undertakes not to exercise it and waives it by accepting these GTC.

The costs of transport of goods to the Customer are borne by the Customer, with the Supplier bearing the costs of postal/courier transport of goods to the Customer for orders with a value exceeding CZK 5000 (excluding VAT). In the event of the Customer's decision to split the order into several partial deliveries, the Supplier will always bear the cost of transport costs only for the first partial delivery, any cost of transport of other deliveries resulting from the same order will be covered by the Customer.

If the Customer fails to take over the goods on the agreed date and place agreed in the contract or from the carrier, it is in default with the fulfilment of its obligation to take over the goods and is obliged to reimburse the Supplier for the costs associated with the transport of the goods to the Supplier. In the event of non-acceptance of atypical, tailored goods made to order, the Supplier is entitled to claim a contractual penalty in the amount of 100% of the price of the order. The Supplier is entitled to require the Customer to perform the contract or to set a reasonable additional period for the receipt of the goods and to withdraw from the contract after its expiry in vain.

The delivery time is reasonably extended in cases where the delivery is delayed for reasons not attributable to the Supplier or unforeseeable events (cases of "force majeure", including embargo, confiscation of goods, restriction of energy supplies, anti-epidemic measures, etc.), without the right to any discount, etc.

If the Customer is delayed in taking over the goods or in the event of another culpable breach of the Customer's obligation to provide cooperation, the Supplier is entitled to claim compensation for the damage incurred, including any additional costs. Any other possible claims are not affected by any such claim.

5. PARTIAL DELIVERIES/DEVIATIONS: Partial deliveries of goods are permissible, unless expressly agreed otherwise. Deviations in the case of edge deliveries in the ± 10% relation are permissible. The tolerance for the dimensions of plastic edges is described in more detail in the so-called technical data sheet, which the Customer has become familiar with (see: https://www.hranipex.cz/cs/materialy-ke-stazeni/#produktove-listy ).

6. CHANGES TO THE ORDER: Any additional requirements of the Customer for the subject of the order, if accepted by the Supplier, extend the agreed delivery time by the corresponding period

7. PRICE/INVOICING: Prices for goods do not include VAT, handling, shipping costs and other services related to the delivery, including insurance. In the event of an increase in the purchase prices of goods supplied by the Supplier or other inputs or a weakening of the exchange rate of the Czech crown against the euro currency, the Supplier is entitled to increase the price of the goods accordingly. Any transaction/bank costs associated with the payment of the purchase price are at the expense of the Customer.

After each delivery of goods (complete and partial), the Supplier issues an invoice (tax document), which is sent to the Customer electronically or by post or handed over in person together with the delivery of goods. The Supplier may require payment of an advance invoice up to 100% of the price of the goods. The due date of the Supplier's invoice (tax document) is 30 days from the date of issue. In the case of an advance invoice/retainer, its due date will always be determined individually.

The date on which any payment is paid by the Customer is deemed to be the moment of crediting of the relevant payment to the Supplier's account.

In the event of the Customer's delay in paying the agreed purchase price, the Supplier is entitled to require the Customer to pay default interest for each day of delay, in the amount of 0.05% of the price of the goods with the payment of which the Customer is in default. In addition to the claim for default interest, the Supplier is entitled to compensation for damage/injury incurred in connection with the Customer's delay, in full, where default interest is not included in the damage. Delay in payment of the purchase price by the Customer constitutes a breach of contract in a material way.

In the event of a delay in payment of an invoice (tax document) lasting more than 30 days, the Supplier is entitled to withdraw from the purchase contract and demand the return of the delivered goods. This is without prejudice to its right to compensation. The Customer is not entitled to set-off claims claimed by the Customer, but not recognized and acccepted by the Supplier. The Supplier may require the submission of a bank guarantee or other form of collateral/security of the debt.

If the Customer is in default with the repayment of payments from several contracts concluded with the Supplier, the Supplier has the right to immediately declare due in writing the entire remaining receivable from all outstanding obligations concluded between the parties. If the Customer fails to pay the debt thus matured even within the additional period of 10 days from the date of maturity provided by the Supplier, the Supplier is entitled to withdraw from all partial contracts without further notice. The Supplier's right to default interest or damages, in particular reimbursement of costs associated with the recovery of claims, is not affected by this.

The Customer undertakes to notify the Supplier without undue delay of its insolvency or the obvious threat of its occurrence or any other fact that would or could have an impact on the timely and proper performance of the purchase contract.

8. RESERVATION OF OWNERSHIP TITLE: The risk of damage to the goods passes to the Customer at the moment of their removal from storage, i.e. release to the Customer or carrier for transport to the Customer, unless otherwise agreed in a specific case. The legal title to the goods remains the property of the Supplier until the delivery of the goods is fully paid, including all related costs (VAT, transport, packaging, etc.). The Customer undertakes to handle the goods with due care, in particular to arrange sufficient insurance at their own expense. The Customer is obliged to carry out the necessary maintenance and inspections at their own expense and on time.

In the event that the Customer acts contrary to the contract, in particular if it is in default with the payment of the purchase price or part thereof, the Supplier is entitled to take the goods from it after a reasonable period of time and the Customer is obliged to hand over the goods to the Supplier upon request; if the Customer fails to do so within 7 days of the delivery of the Supplier's request, the Supplier is entitled to a contractual penalty of 5% from the price of the goods for each day of delay. If the removal of the goods is not possible (in particular, if the goods were sold by the Customer to a third party or incorporated into the Customer's goods before the circumstances leading to the right to take them arose), the Supplier is entitled to a contractual penalty of 5% of the price of the goods for each day of delay. Removal of goods does not constitute withdrawal from the contract by the Supplier. The Supplier is entitled to monetize the purchased goods in a manner of its exclusive choice and to offset the proceeds from monetization after deduction of reasonable realization/sale costs against the receivables from the Customer, to which the Customer hereby expressly agrees.

The Customer is entitled to resell the goods as part of its regular business activities. Consequently, the Customer hereby assigns to the Supplier all receivables from resale, processing, merger or other legal reasons in connection with the subject of the purchase in the amount of the total purchase price that has been agreed and has not yet been paid. In such a case, the Customer is obliged to immediately submit to the Supplier a written identification of all its receivables related to the delivery of goods from its debtors and their amount, including all data necessary for their recovery, to issue all necessary documents and to inform its debtors (third parties) about the assignment of receivables and about the Supplier's right to collect them.

In the event that the goods that have not yet been paid for are confiscated or any right to them is exercised by a third party, the Customer is obliged to inform the Supplier in writing. Otherwise, the Customer is liable for the damage / injury incurred. If the goods are processed, combined or mixed with other items that do not belong to the Supplier, the Supplier will become a co-owner of the resulting item in proportion to the total purchase price of the goods to the total purchase price of the processed or processed item.

9. QUALITY GUARANTEE: The Supplier provides the Customer with a warranty on the quality of the goods for a period of 12 months from the moment when the risk of damage to the goods passes to the Customer. In the case of adhesives and cleaners, the warranty is given by the expiration date (shelf life from the date of manufacture) indicated on the product packaging, unless otherwise specified by the Supplier.

The warranty period begins on the day of delivery of the goods according to these GTC. The warranty does not cover defects that arise from improper or improper use, incorrect assembly by the Customer or third parties, natural wear and tear, faulty or negligent handling, as well as the consequences of changes or maintenance that were carried out unprofessionally and without the prior written consent of the Customer or third parties, storage contrary to the Supplier's or manufacturer's recommendations, or from defects and damage to goods arising due to circumstances of so-called "force majeure" (e.g. fire, explosion, flood, etc.).

In selected cases, the Supplier may provide a warranty of a different length or scope than stated above. The Customer will be explicitly informed about such a warranty on the page of the relevant product in the Hranipex e-shop. The Supplier may, in particular for the purpose of marketing support, provide a so-called "lifetime warranty" for selected goods. The terms of the lifetime warranty, including a description of the goods covered by this special warranty, are set out here: https://www.hranipex.cz/cs/zaruka/  

The Customer agrees that the colours in the Supplier's catalogue/swatches or on its website may differ from the actual colour shades for technical reasons and is not entitled to make any claims or other claims for this reason.

10. COMPLAINTS ABOUT GOODS: The Supplier's liability for defects covered by the quality warranty does not arise if these defects, after the risk of damage to the goods had passed, were caused by external events and were not caused by the Supplier or persons with whose help the Supplier fulfilled its obligation.

The Customer is obliged to complain in writing to the Supplier of the goods for obvious defects that can be detected during the acceptance of the goods no later than 3 working days from the date of delivery of the goods (the day of delivery of the written complaint is decisive), including their proper documentation; otherwise, the Customer loses the right to complain about the goods and exercise the rights arising from defective performance. The goods are considered to be faultless unless the Supplier receives a written complaint of obvious defects within the above period.

The Customer is obliged to complain to the Supplier about non-obvious defects that could not be detected during the acceptance of the goods and which are covered by the warranty on the quality of the goods. The delivered goods must always be thoroughly inspected immediately after their handover to the Customer or to a third party designated by it. The inspection of the goods by the Customer also includes the partial removal of the protective film, in particular in order to determine any differences in colour shades or specific damage. The Customer is obliged to sufficiently document any damage to the goods (photo/video documentation) and hand over the documentation to the Supplier in the event of a complaint.

If the delivered goods show demonstrably defects or lack contractually agreed properties, the claims from the quality guarantee shall be satisfied by the Supplier at its own choice, either by supplying replacement or missing goods, by removing defects in the goods, by providing a discount on the price of the goods, or by removing legal defects in the goods. The Customer is obliged to provide the Supplier with a reasonable period of time to remove the defect in the notification of the defect, which may not be shorter than 90 days. If it fails to do so, the Supplier is obliged to remove the defect within a period appropriate to the nature of the goods, the defect and the Supplier's capabilities, but not shorter than 90 days. The contracting parties exclude the application of Art. 2108 of the Civil Code. This period may be extended in justified cases (e.g. due to a failure in the supply of specific goods). The deadline for settling a complaint begins on the day of the proper filing of the complaint in accordance with these GTC.

In the event of a legitimately asserted complaint by the Customer, the Supplier is entitled to withdraw from the Contract instead of fulfilling the Customer's claims asserted in the complaint. The Customer is not entitled to assert claims for damages in parallel with claims arising from liability for defects of goods and hereby waives them in the event of their occurrence.

The costs of the complaint procedure are borne by each contracting party separately and on its own account.

11. LIMITATION OF LIABILITY: The amount of compensation for damage that may be demonstrably incurred by the Customer due to a breach of contract on the part of the Supplier shall in no case exceed the amount of the purchase price paid by the Customer for the goods that were demonstrably defective and caused the damage; this limitation does not apply to damage caused by the Supplier to the Customer intentionally. Within the above limit, only actual damage is covered, not lost profits and any other indirect damages. If events occur that cannot be foreseen at the time of concluding the purchase contract and that cause the Supplier an obstacle in the performance of its contractual obligations, the Supplier is entitled to postpone the performance period by the period for which the obstacle lasted. In all cases of circumstances excluding liability or in the event of an unexpected material change in circumstances on the part of the Supplier, the Supplier is entitled to withdraw from the contract without incurring a claim for damages to the Customer and the Customer hereby waives such a possible claim. The damage of the Customer covered by the insurance in the event of payment of the insurance benefit will not be covered by the Supplier.

12. CONFIDENTIALITY: The contracting parties are obliged to maintain confidentiality about all information relating to the subject matter of the contract which they have directly or indirectly obtained in connection with the conclusion of the contract and which the parties have communicated to each other in connection with the contract. The contracting parties undertake not to misuse or disclose any of this data to a third party and are obliged to oblige their employees and persons to whom they entrust individual tasks in connection with the conclusion and performance of the contract to keep this data confidential at least to the same extent as the contracting party is obliged to keep this information confidential. The party that breaches this obligation shall be liable to the other party for any damage incurred by it in full (the limitation of liability under Article 11 shall not apply). This provision shall continue to apply after the termination or termination of the contract.

13. SERVICE: When delivering (sending documents), messages and any other materials between the contracting parties, it is delivered to the last known address of the other contracting party, or to a data box. In case of doubt, it is considered that the last known address is the last address officially communicated to the other contracting party, from which correspondence is normally received, or the address specified in the contract. E-mails are considered to have been delivered to the agreed e-mail address, unless the sender receives information about the non-delivery of the e-mail to the other party. For the purposes of the contract, the date of service shall be deemed to be no later than the third working day after it has been sent by any of the methods referred to above in this paragraph to the relevant address of the contracting party, even if the addressee has not received the document; In the case of personal service, these effects occur upon receipt or refusal to accept the document. The Customer is obliged to immediately inform the Supplier in writing of any changes in the address or e-mail address intended for the delivery of electronic messages.

14. SET-OFF OF RECEIVABLES: The Supplier is entitled to unilaterally set off against the Customer's receivables under the purchase contract or in connection with it any of its own or assigned, payable and undue, time-barred and non-time-barred, receivables from the Customer and/or assign them to a third party. The Customer is not entitled to unilaterally set-off/assign its receivables against the Supplier's receivables from or in connection with the purchase contract.

15. WITHDRAWAL Both the Supplier and the Customer are entitled to withdraw from the purchase contract (or from the entire framework contract in the event of a breach of a partial purchase contract) in the event of a material breach of contractual obligations by the other party. A material breach of the purchase contract will also be the case if (i) the Customer is in default with the payment of any invoices (including advance invoices) issued by the Supplier for a period longer than 30 days, or (ii) the Supplier is in default with the delivery of goods for a period of more than 30 days, unless the purchase contract stipulates a longer delivery time or the delay occurs for reasons not on the part of the Supplier (e.g. a carrier's strike, lack of material inputs on the market, etc.). The withdrawal from the purchase contract by the Customer does not affect the validity and effectiveness of orders already accepted and paid for by the Customer.

Upon withdrawal from the purchase contract, (i) all amounts owed under the purchase contract become immediately payable; (ii) the Supplier is entitled to deliver the goods to the Customer at the agreed price on the effective date of the withdrawal according to the agreed orders placed by the Customer before this date, whereby such delivery will take place within 10 days of the withdrawal and in such a case the Customer will be obliged to take over the delivery of these goods and pay the relevant price for them, and (iii) the goods already delivered and paid for them and the price already paid for them will not be refunded. Withdrawal or termination of the purchase contract in any other way terminates the purchase contract, except that the provisions of Articles 11 (limitation of liability), 12 (confidentiality), 17 (applicable law) remain in force.

16. RETURNS: The Customer may, if expressly agreed to do so in writing (by e-mail), return incorrectly ordered or unused goods to the Supplier. The cost of shipping the returned goods is borne by the Customer. The Supplier shall pay the Customer the purchase price of the returned goods reduced by a handling fee of 15% of the price of the returned goods within 7 days of receipt of the returned goods and at the same time issue a credit note/corrective tax document for this amount. The goods will be returned in an undamaged condition, or in the original or other suitable packaging. At the same time, it should contain the original identification data of the manufacturer.

17. FINAL PROVISIONS: These GTC are governed by Czech law, with the exclusion of the United Nations Convention on the International Sale of Goods, and apply to all deliveries of the Supplier to the Customer (unless otherwise stipulated in writing in the purchase contract). Changes or additions to the contract or deviating from these GTC must be expressed in writing and confirmed by the Supplier. Any terms and conditions of the Customer shall not apply and their application to the business relationship of both parties is hereby excluded. The Customer acknowledges that for the proper processing of the order, it is necessary to process its personal data – the Supplier will provide more detailed information about the processing of the Customer's personal data at the same time as these GTC. If any provision of the purchase contract or these Terms and Conditions is or becomes invalid or ineffective, this shall not affect the validity and effectiveness of the other provisions of the purchase contract or these GTC. In this case, the contracting parties undertake by agreement to replace the invalid and/or ineffective provision with a new provision that would best correspond to the originally intended purpose of the invalid and/or ineffective provision.

Interpretation. The contracting parties do not wish that, beyond the express provisions of the purchase contract and these GTC, any rights and obligations be derived from the current or future practice established between the contracting parties or customs observed in general or in the sector relating to the subject matter of the purchase contract and/or the GTC, unless expressly agreed otherwise. In addition to the above, the contracting parties confirm that they are not aware of any business customs or practices established between them so far.

For the avoidance of doubts, the Customer agrees to exclude the application of all provisions of the Civil Code governing the above-mentioned areas to the maximum extent permitted by law, in a contradictory or different manner than as stated above.

These GTC enter into force and effect on .................. 2026

Privacy Policy. The Supplier's personal data processing policy is available on https://www.hranipex.cz/cs/ochrana-osobnich-udaju/ and the Customer confirms that it has read the said principles.

These GTC are published on the website of the Supplier https://www.hranipex.cz/cs/vseobecne-obchodni-podminky/  

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