Sales conditions

of VUB a.s.

Address: Na Ostrove 1165, 562 01 Usti nad Orlici, Czech Republic

VAT ID: CZ45534420

Commercial Register: Krajský soud Hradec Králové, sec. B, ins. 598

regarding the sales of the goods via internet "on-line" shop www.clevertex.cz/en

1. Introductory provisions

1.1 These Terms and Conditions (hereinafter "Terms") of VUB a.s. (VUB Co.Ltd.), Na Ostrove 1165, 562 01 Usti nad Orlici, Czech Republic; VAT ID: CZ45534420, Commercial Register: Krajský soud Hradec Králové, sec. B, ins. 598 ("the Seller") regulate mutual rights and obligations of the contractual parties arising in connection and/or based on the purchase contract signed between the Seller and other person (legal or natural) , hereinafter "the Buyer", via Seller's e-shop. E-shop is operated by the Seller at the website www.clevertex.cz/en, i.e. via web user interface of the e-shop ("web interface").

1.2 The Terms also regulate rights and obligations of the parties while using Seller's website www.clevertex.cz/en as well as other consequent legal relations. These Terms are not applicable on those cases when a person intending to purchase the goods from the Seller is dealing within the scope of business activities (B2B).

1.3 Provisions different from these Terms can be agreed in the purchase contract. Such different provisions included in the purchase contract take precedence over these Terms.

1.4 All provisions of the Terms are integral part of the purchase contract. Purchase contract and Terms are made in Czech language.

1.5 Specific wording of the Terms can be changed and/or completed by the Seller. This provision does not affect the rights and obligations agreed and following from the efficiency of previous wording of the Terms.

2. User account

2.1 The Buyer can access web user interface either based on his registration made at the website or he can order the goods directly from web interface (hereinafter "user account") without previous registration.

2.2 While registering as well as ordering the Buyer is obliged to insert right and real data. In case of any change the data inserted in the user account must be updated by the user. The Seller considers the data inserted by the user in the user account as well as while ordering the goods right and real.

2.3 The access to the user account is secured by user name and password. The Buyer is obliged to keep information required for the access to his account secret and is aware of the fact that the Seller does not take any responsibility for violation of this obligation by the Buyer.

2.4 The Buyer is not allowed to enable exploitation of user account by any third person.

2.5 The Seller can cancel user account, especially in the case when it is not used by the Buyer for more than 6 months period as well as in case of violation of the obligations following from the purchase contract (incl. Terms) by the Buyer.

2.6 The Buyer takes note of the fact that user account does not need to be accessible continuously, especially with respect to necessary maintenance of the HW and SW equipment of the Seller and/or of the third persons.

3. Conclusion of purchase contract

3.1 Web interface contains a catalogue of the goods offered by the Seller, incl. prices of individual items. Offered products and their prices are valid for the whole period of presentation at the web interface. This provision does not mean any limitation for the Seller and the Buyer to conclude purchase contract based upon individually agreed conditions. All the offers presented at web interface of the e-shop are not binding and the Seller is not obliged to conclude purchase contract concerning such products.

3.2 Web interface also contains information regarding the costs of packing and delivery of the goods. These costs are applicable only in case of the delivery within the Czech Republic.

3.3 For ordering the Buyer completes ordering form which above all contains information about:

• ordered goods (ordered goods is to be inserted into virtual shopping cart)
• the payment method and required way of delivery
• the delivery costs
  

3.4 Before placing the order the Buyer can review it and/or make possible changes as well as corrections of the entered data. Final order is then sent to the Buyer by clicking "Submit order" button. The data given in the order are considered correct. Order receipt is immediately confirmed by the Seller by means of an e-mail sent to the e-mail address of the Buyer given in the registration form at the web interface or in the order (" Buyer's e-mail address").

3.5 Purchase contract between the Seller and the Buyer arises at the moment of the order acceptance by the Seller, i.e. as soon as the confirmation is sent by the Seller to the e-mail address of the Buyer.

3.6 The Buyer takes note that the Seller is not obliged to conclude purchase contract, especially with the persons who have already broke previous purchase contracts substantially (incl. Terms).

3.7 The Buyer agrees to apply electronic communication means in purchase contract conclusion (the costs of internet connection, phone calls are paid by the Buyer).

4. Price and payment conditions

4.1 Contractual price as well as other costs in connection with goods delivery can be paid by the Buyer as follows:

• cash payment at the seat of the Seller, i.e.VUB a.s., Na Ostrove 1165, 562 01 Usti nad Orlici, Czech Republic
• cash on delivery at the place specified by the Buyer in the order
• bank remittance in favour of Seller's account EUR - 275384509/0300, IBAN CZ45 0300 0000 0002 7538 4509 4502, swift CEKOCZPP with CSOB a.s. (" Seller's account")
  

4.2 The Buyer is obliged to pay also agreed packing and delivery costs. If not expressly otherwise specified hereinafter purchase price includes costs connected with goods delivery.

4.3 In case of cash payment and/or cash on delivery the purchase price is payable at the moment of goods takeover. In case of bank remittance the purchase price is due within 3 days from purchase contract conclusion.

4.4 In case of bank remittance the Buyer is obliged to specify variable sign of the payment in the charging order. Cashless transfer is considered effected as soon as corresponding amount is registered at the Seller's account.

4.5 Eventual price reductions announced and/or given by the Seller cannot be combined with each other.

4.6 The Seller will issue an invoice for the amount corresponding to goods ordered by the Buyer and send it to Buyer's e-mail address.

4.7 Intra-Community supplies - Acknowledgement of receipt

In case the goods is delivered/transported to another EU Member State, VAT zero rate can be applied under the strict terms and conditions. In order to apply the VAT zero-rate, the Seller must present written proof – at the request of the local tax authority – that the goods have been transported to the customer, i.e. a company established or registered in another EU Member State.

In order to prove to our tax authorities that invoiced goods have actually been delivered, the Buyer is obliged to provide the Seller with written acknowledgement of receipt of the goods as specified by the Invoice. The Buyer is asked to fill pre-printed box at the bottom part of each our Invoice and fill all requested data - date and place of the good reception, stamp and signature. Invoice confirmed by this way is to be sent back to e-mail address of the Seller: fakturace@vubas.cz

If the delivery cannot be proven (i.e. by signed acknowledgement as mentioned above), the local tax authorities may enact a VAT assessment on the Seller, possibly accompanied with penalties and interest.

5. Avoidance of purchase contract

5.1 The Buyer is entitled to withdraw from the purchase contract in accordance with corresponding section of the Czech Civil Code within fourteen (14) days from goods takeover. Such withdrawal must be delivered to the Seller's seat or to his e-mail address, i.e. clevertex@clevertex.cz.

5.2 In case of withdrawal from the purchase contract in accordance with art. 5.1 of these Terms the purchase contract will be nullified. The goods must be delivered back to the Seller within 3 working days after the date of sending the withdrawal from the purchase contract to the attention of the Seller. The goods must be undamaged, without any signs of worn-out and if possible in the original packing.

5.3 The Seller is entitled to check goods returned by the Buyer in accordance with art. 5.2 of the Terms within fifteen (15) days from its arrival in order to identify whether the goods is not damaged, worn-out and/or partially used.

5.4 In case of withdrawal from purchase contract in accordance with art. 5.1 of these Terms the Seller will give purchase price back to the Buyer within ten (10) days from termination of the term for goods checking in accordance with 5.3 of the Terms, however till thirty (30) days from the delivery of withdrawal from purchase contract at the latest. Corresponding amount will be remitted by the Seller in favour of account specified by the Buyer. The Seller can also give purchase price back to the Buyer in cash against return of the goods.

5.5 The Buyer takes note that if the goods returned by the Buyer is damaged, worn-out and/or partially used the Seller is entitled to claim corresponding compensation of the damage caused in this way. The Seller is allowed to credit such claim against the Buyer's right for purchase price return.

6. Transport and delivery of the goods

6.1 The way of goods delivery is determined by the Seller, if not otherwise agreed in the purchase contract. In case that the delivery is made in accordance with Buyer's requirement the Buyer bears the risks and corresponding additional costs connected with such delivery.

6.2 When the Seller is obliged to deliver the goods to the place of destination specified by the Buyer in the order, the Buyer is obliged to take the delivery at the moment of its arrival.

6.3 In cases when it is necessary to deliver the goods repeatedly or when it is necessary to use another way of delivery than specified in the order owing to the reasons on Buyer's side the Buyer is obliged to pay the costs expended in this connection.

6.4 In the moment of goods takeover from the carrier the Buyer must check consistency of packing and in case of any defect to inform the carrier immediately. If there is a packing breach evident which indicates unauthorized infringement the Buyer does not need to take the delivery from the carrier. The Buyer confirms the integrity of packing by his signature on the packing list.

6.5 Further rights and obligations of contractual sides regarding goods transportation can be agreed within special delivery conditions of the Seller, if issued.

7. Liability, Warranty

7.1 Rights and obligations of contractual parties regarding the Seller's liability for defects, incl. his liability in the warranty period are ruled by generally binding legal regulations, namely by the Civil Code in its latest valid version.

7.2 The Buyer's rights following from the Seller's liability incl. warranty rights shall be claimed at the Buyer's seat, i.e. VUB a.s., Na Ostrove 1165, 562 01 Usti nad Orlici, Czech Republic. The claim shall be considered efficient at the moment of receiving claimed goods by the Seller.

8. Further rights and obligations of contractual parties

8.1 The Buyer acquires proprietary right to the goods as soon as the total purchase price is paid.

8.2 The Buyer takes note that software as well as further parts of web interface of the e-shop (incl. photographs of the goods) is protected by copyright. The Buyer undertakes not to carry out any activity which could enable to infringe on the software and/or further parts of the web interface.

8.3 The Buyer is not allowed to use mechanisms, software and/or other methods that could negatively influence web interface of the e-shop. Web interface can be used only in such extent which corresponds to given purpose and which does not infringe rights of other customers of the Seller.

8.4 The Seller is not limited by any codex of behaviour in the sense of corresponding provisions of the Civil Code.

8.5 The Buyer takes note that the Seller is not responsible for the mistakes caused by an interference of third persons in web interface and or by its misuse.

9. Personal data protection and business communication

9.1 The Buyer's personal data are protected by application of the Act. No. 101/2000 on protection of personal data in the sense of its latest valid regulations and according to the Regulation of the EP and the Council of the EU 2016/679 of 27.4.2016 (GDPR). The Seller declares that all personal data are confidential and will only be used for the execution of the contract with the Buyer and these data will not be made public or provided to third parties etc. with the exception of data needed for transportation of the goods or the method of payment concerning the goods ordered (use of name and shipping address).

9.2 The Buyer agrees with further processing of his personal data: first name, surname, home address, e-mail address, phone number (hereinafter "personal data") by the Seller for the purpose of realization of the purchase contract, for administration of Buyer's account and for possible sending of information to the Buyer.

9.3 The Buyer takes note of the obligation to present his personal data truly and correctly (registration, Buyer's account, ordering) and to inform the Seller about any change without delay.

9.4 Personal data will be processed for an infinite period of time either in automated electronic form or in printed form, i.e. manually.

9.5 The Buyer confirms that his personal data are correct and that he has given them voluntarily.

9.6 The Buyer agrees with sending information regarding the goods, service and/or the Seller's company as well as other business information to his e-mail address. This consent may be revoked by the Buyer at any time - written form only can be accepted.

10. Delivery and Communication

10.1 If not otherwise agreed all shipments and correspondence (information, messages, goods) connected with purchase contract will be sent and delivered using the data given by the Buyer Buyer's account, i.e. e-mail address, home address either electronically (e-mail), in person or through chosen forwarder.

11. Final provisions

11.1 All legal relations between the Buyer and the Seller (even if the Seller is from abroad) are governed by valid Czech laws and legislation, first of all by Czech Civil Code in its latest valid version.

11.2 When any of the provisions of these Terms is or becomes invalid or ineffective than it is substituted by a provision the sense of which is as close as possible to the original provision. Invalidity and/or ineffectiveness of any of the provisions of the Terms does not cause invalidity of other provisions. Any change and/or amendment of the purchase contract can be made only in written form.

11.3 Purchase contract incl. Terms is archived by the Seller in electronic form and is not accessible.

11.4 Contact data of the Seller:
VUB a.s., Na Ostrove 1165, 562 01 Usti nad Orlici, Czech Republic; e-mail address: clevertex@clevertex.cz; phone +420 465 552 111.

Usti nad Orlici, August 2020