Terms and Conditions

ROBE MERCH ONLINE SHOP TERMS AND CONDITIONS FOR ENTREPRENEURS AND LEGAL ENTITIES

In accordance with the provisions of Section 1751(1) of Act No. 89/2012 Coll., Civil Code, as amended, these General Terms and Conditions for Entrepreneurs and Legal Entities (hereinafter referred to as the “Terms and Conditions”) shall apply to contracts concluded through the ROBE merch online shop, placed on the web interface www.robemerch.com (hereinafter referred to as the “Web Interface”), between you as a buyer in the capacity of an entrepreneur or legal entity (hereinafter referred to as the “Buyer”) and us, i.e.:

Business name: ROBE lighting, s.r.o.
Company ID: 640 88 791
VAT Reg. No.: CZ64088791
Registered office: Hážovice 2090, 756 61 Rožnov pod Radhoštěm
Registered: in the Commercial Register maintained by the Regional Court in Ostrava, Section C, Insert 13864
Contact phone number: +420 571 751 500
Delivery address: ROBE lighting MARKETING CENTER, Palackého 232, 757 01 Valašské Meziříčí
Contact email: marketing@robe.cz
Address of establishment: ROBE lighting MARKETING CENTER, Palackého 232, 757 01 Valašské Meziříčí
(hereinafter referred to as the "Seller"; the Seller and the Buyer collectively hereinafter referred to as the "Parties").

1.INTRODUCTORY PROVISIONS

1.1. These Terms and Conditions define the basic rights and obligations of the Parties when concluding a purchase contract through the Web Interface (hereinafter referred to as the "Contract") and apply to buyers who are entrepreneurs and legal entities.

1.2. Contracts concluded with consumers are not subject to these Terms and Conditions but to the General Terms and Conditions for Consumers.

1.3. The provisions of the Terms and Conditions shall form an integral part of the Contract. The Parties may agree on rights and obligations that deviate from the Terms and Conditions. Any deviating agreement between the Parties shall prevail over the provisions of these Terms and Conditions.

1.4. By placing an order, the Buyer confirms that it has read these Terms and Conditions and agrees with the content thereof.

2.USER ACCOUNT REGISTRATION

2.1. A user account shall be created by registering via the registration form on the Web Interface. The Buyer is obliged to keep the user account credentials confidential. The Seller is not responsible for any misuse of the user account by a third party.

2.2. The information provided during registration must be true and complete. The Seller may remove the account that was created using false or incomplete information without any refund. In the event of changes in the Buyer's data, the Seller recommends that they be immediately modified in the user account.

2.3. Through the user account, the Buyer can primarily order goods, track orders and manage the user account; any other user account functions shall always be provided on the Web Interface.

2.4. The Seller has the right to terminate the Buyer's user account without refund if the Buyer's account is used to violate good practice, applicable legal regulations or these Terms and Conditions.

3.ORDER AND CONTRACT CONCLUSION

3.1. The Web Interface provides a list of goods including a description of the main features of each item.

3.2. The presentation of the goods on the Web Interface is of informative nature and does not constitute a proposal of the Seller for the conclusion of the Contract pursuant to Section 1732(2) of the Civil Code.

3.3. In order to conclude the Contract, it is necessary for the order to be placed by the Buyer in accordance with these Terms and Conditions and accepted by the Seller.

3.4. The Buyer shall place the order via the Web Interface, or in any other way indicated on the Web Interface or as agreed by the Parties. The order must always contain the exact name of the goods ordered (or the numerical designation of the goods), the number of pieces, the chosen method of payment and delivery and the contact details of the Buyer (name and surname or company name, identification number, delivery address, telephone number, email address).

3.5. The Buyer is obliged to prove that it is an entrepreneur by entering a valid identification number in the order.

3.6. If the Buyer cancels the order before it is accepted by the Seller, the Seller is entitled to reimbursement of the costs incurred in connection with the processing of the Buyer's order.

3.7. The Seller is not obliged to accept the received order. An order not accepted shall not be binding on the Seller. The Seller is entitled to contact the Buyer to verify that the Buyer is an entrepreneur and to verify the completeness, authenticity and seriousness of the order. Unverified orders may be refused by the Seller.

3.8. Information about the receipt of the order is sent automatically and does not constitute acceptance of the order by the Seller. The Contract shall be concluded only at the moment when the Buyer has received information about the acceptance of the order by the Seller.

3.9. The Buyer is not entitled to unilaterally cancel the accepted order and, thus, the concluded Contract. It is only possible to cancel an accepted order at the request of the Buyer and, thus, terminate the Contract by agreement between the Seller and the Buyer.

3.10. In the event of cancellation of an accepted order and, thus, termination of the Contract at the request of the Buyer and with the consent of the Seller, the Seller is entitled to a cancellation fee of 20% of the price of the ordered goods. If the Seller has already incurred costs in connection with the Contract, it is also entitled to reimbursement of such reasonable costs in full.

4.DELIVERY CONDITIONS

4.1. The Seller is obliged to deliver the goods to the Buyer in the agreed manner, properly packed and along with the necessary documents. Unless otherwise agreed, the documents shall be provided in Czech.

4.2. Based on the agreement of the Parties, the Seller may arrange for the Buyer the transport of the goods and, if necessary, the insurance of the goods during transport. The Buyer is obliged to pay the price of transport and insurance according to the applicable tariff. The delivery of the goods to the Buyer is deemed to be the handover of the goods to the first carrier. The risk of damage to the goods shall pass to the Buyer upon delivery of the goods.

4.3. Before accepting the goods, the Buyer is obliged to check the integrity of the packaging of the goods and immediately notify the carrier of any defects. A report is to be drawn up about the defects. If no defect report is drawn up, the Buyer loses any rights arising from the damaged packaging of the goods.

4.4. Immediately upon the acceptance of the goods, the Buyer is obliged to inspect the goods, in particular, to check the number of pieces and their completeness. In the event of any discrepancy, the Buyer is obliged to notify the Seller without undue delay, but no later than within 3 working days after accepting the goods. The Buyer is obliged to document the defects found in a suitable manner and send such documentation to the Seller together with the defect notification.

4.5. The Buyer's failure to take over the goods shall not affect the Seller's right to demand payment of the purchase price in full. In the case of non-acceptance of the goods by the Buyer, the Seller is entitled to compensation for the costs associated with the delivery of the goods and storage thereof, as well as other costs incurred by the Seller due to the non-acceptance of the goods. In the case of non-acceptance of the goods by the Buyer, the Seller has the right to withdraw from the Contract.

5.PAYMENT TERMS

5.1. The Buyer has the option to pay the purchase price for the goods to the Seller, in addition to other methods indicated on the Web Interface or individually agreed, in particular, through online payment or, after delivery of the goods, by wire transfer to the Seller's bank account on the basis of a tax document (invoice) within the due date specified in the invoice.

5.2. However, the Seller is entitled not to allow payment for the goods after delivery. This payment method is usually reserved for regular customers. Unless otherwise agreed, the invoice shall be attached to the goods together with the delivery note.

5.3. In the case of cashless payment, the price shall be payable within five days of receipt of the order unless otherwise agreed by the Parties. In the case of cashless payment, the Buyer's obligation to pay the price of the goods shall be fulfilled at the moment of crediting the relevant amount to the Seller's account.

5.4. In the event of non-compliance with the due date according to these Terms and Conditions, the Buyer may be charged interest on late payment at the rate of 0.2% of the amount due for each day of delay. The Seller's right to compensation for damage incurred as a result of the Buyer's delay shall not be affected thereby.

5.5. In the event of default by the Buyer in payment of the price of the goods, the Seller is also entitled to suspend further agreed deliveries of the goods until all outstanding debts of the Buyer have been paid.

5.6. Payment for goods shall be possible in Czech crowns (CZK) or in euros (EUR).

5.7. By agreeing to these Terms and Conditions, the Buyer also agrees that all invoices and other tax documents will be issued and delivered by the Seller to the Buyer to the full extent in electronic form in accordance with applicable legal regulations instead of in paper form.

5.8. The Buyer acquires ownership of the goods upon payment of the full purchase price, however, not before accepting the goods.

6.WITHDRAWAL FROM CONTRACT

6.1. The Seller is entitled to withdraw from the Purchase Contract at any time until the goods are accepted by the Buyer. In this case, the Seller shall refund the Buyer for the purchase price already paid by the Buyer, by cashless payment to the account specified to the Seller for this purpose by the Buyer or to the account from which the funds were transferred to pay the purchase price (if the Buyer fails to specify the account to the Seller within 5 days of withdrawal).

6.2. The Seller is also entitled to withdraw from the Contract if the Buyer is in default of payment of the purchase price of the goods for more than 4 weeks. In this case, the Seller is also entitled to a contractual penalty of 20% of the price of the goods, payable on the first day after the contractual penalty is due. The Seller's right to compensation for damage incurred as a result of the Buyer's delay shall not be affected thereby.

6.3. The Buyer is entitled to withdraw from the Contract if the Seller is in delay with the delivery of the goods for more than 4 weeks from the agreed delivery date.

6.4. The Buyer is not entitled to withdraw from the Contract in respect of goods that have been delivered properly, in time and without defects.

6.5. Withdrawal from the Contract must be made in writing and, in the case of Contracts negotiated electronically, also electronically. Withdrawal from the Contract shall be effective upon delivery of the notice of withdrawal to the other Party.

6.6. In the event of withdrawal from the Contract, the Buyer is obliged to return the goods already accepted to the Seller within 10 days as of the effective date of withdrawal from the Contract. The Seller is not obliged to refund the price of the goods to the Buyer before the goods are returned to the Seller after withdrawal from the Contract.

6.7. If a gift has been provided together with the goods, the gift contract shall cease to have effect upon withdrawal by either Party.

7.RIGHTS FROM DEFECTIVE PERFORMANCE

7.1. The conditions for exercising rights arising from defective performance shall be governed by the Complaint Procedure for Entrepreneurs and Legal Entities.

8.PROTECTION OF TRADE SECRETS AND THE SELLER’S TRADE POLICY

8.1. During the negotiation of the Contract and performance thereof, the Buyer may receive information that is marked as confidential or the confidentiality of which is based on its nature. In particular, the Buyer undertakes to keep this information confidential, not to disclose it to any other person without the Seller's consent, not to use it for any purpose other than the performance of the Contract, or to use it in any other harmful way. The Buyer further agrees not to make copies of documents provided to it by the Seller without the Seller's consent.

9.COPYRIGHT PROTECTION, LIABILITY AND WEB INTERFACE USE

9.1. The content of the websites located on the Web Interface (texts including the Terms and Conditions, photographs, images, logos, software, etc.) is protected by the Seller’s copyright or the rights of other persons.

9.2. The Buyer is not allowed to modify, copy, reproduce, distribute or use the content for any purpose without the Seller’s permission or the permission of the copyright holder. In particular, the free or paid disclosure of photographs and texts on the Web Interface is prohibited.

9.3. The names and designations of products, goods, services, firms and companies may be registered trademarks of their respective owners.

9.4. The Seller shall not be liable for errors resulting from third party interference with the Web Interface or its use contrary to its intended purpose. When using the Web Interface, the Buyer shall refrain from procedures that could interfere with the system functioning or unduly burden the system.

9.5. If the Buyer engages in any illegal or unethical conduct while using the Web Interface, the Seller is entitled to restrict, suspend or terminate the Buyer’s access to the Web Interface without any compensation. In this case, the Buyer is further obliged to reimburse the Seller for the full amount of the damage demonstrably caused by the Buyer’s conduct under this paragraph.

9.6. The Seller points out that clicking on certain links on the Web Interface may cause leaving the Web Interface and redirecting to third party websites.

10.FINAL PROVISIONS

10.1. The wording of these Terms and Conditions may be subject to the Seller’s amendments or additions. The rights and obligations of the Parties shall always be governed by the wording of the Terms and Conditions under the efficiency of which they arose. The rights and obligations of the Parties shall be further governed by the Complaint Procedure for Entrepreneurs and Legal Entities, the Privacy Policy, as well as the Terms and Conditions and instructions provided on the Web Interface, in particular, when entering into the Contract. In matters not regulated herein, the relationship of the Parties shall be governed by legal regulations, in particular, Act No. 89/2012 Coll., Civil Code, as amended (hereinafter referred to as the "Civil Code").

10.2. In accordance with Act No. 542/2020 Coll., on End-of-Life Products, as amended, we shall inform you to the extent necessary about the possibilities of taking back used products that are electrical equipment by their nature. Electrical equipment must not be disposed of with mixed waste. Used electrical and electronic equipment must be disposed of in designated places, i.e., in particular, civic amenity sites or take-back points.

10.3. If the relationship related to the use of the Web Interface or the legal relationship established by the Contract contains an international (foreign) element, then the Parties have agreed that the relationship shall be governed by Czech law (excluding the application of the UN Convention on Contracts for the International Sale of Goods).

10.4. The Parties have agreed upon the local jurisdiction of the Seller's general court to hear any disputes related to the legal relations established by these Terms and Conditions or the Contract.

10.5. If any provision hereof is or becomes invalid, ineffective or unenforceable, the invalid provision shall be replaced with a provision the meaning of which shall be as close as possible to the invalid one. The invalidity, ineffectiveness or inapplicability of one provision shall not affect the validity of the other provisions. Amendments and supplements to the Contract or the Terms and Conditions require a written form.

The Terms and Conditions shall become valid and effective as of 5. 9. 2023