GENERAL TERMS AND CONDITIONS

These Terms and Conditions apply to the purchase of goods through PILANA Group a.s. online store at www.pilana.group.  

1.   RECITALS

1.1.      These General Terms and Conditions (hereinafter “Terms”) of PILANA Group a.s., ID No.: 04161076, a commercial company, with the registered office at Nádražní 804, 768 24 Hulín, the Czech Republic, registered in the Commercial Register kept at the Regional Court in Brno, Section B, file 7323 (hereinafter “seller”), govern, in accordance with the provisions of Section 1751 of Act No. 89/2012 Coll., Civil Code (hereinafter “Civil Code”), the mutual rights and obligations of the parties arising in connection with or on the basis of a purchase contract concluded between the seller in the course of the seller's business activities and another legal entity or natural person acting in the course of their business activities or independent exercise of their profession (hereinafter “buyer”) through the seller's online store. The online store is operated by the seller at www.pilana.group, through a website interface (hereinafter “online store interface”).

1.2.      The online store interface offers in particular industrial knives and spare parts for various industries, as well as spare parts compatible with the original equipment manufacturer's brand indicated for each product and alternative spare parts. The range of products offered is regularly renewed and updated.

1.3.      Every weekday from Monday to Friday from 8:00 a.m. to 3:00 p.m. CET, technical support is available to answer buyers' questions about the seller's products and goods or the online store interface over the phone at + 420 573 527 342 or by e-mail group@pilana.cz (24/7). Buyers who have registered in the online store interface and have set up a user account (see Article 2 of these Terms), may use the direct contact to the seller's sales representative assigned to them or indicated in the order confirmation to submit any inquiries.

1.4.      The Terms and Conditions apply only to cases where the person who intends to purchase goods from the seller is a legal entity or a natural person who is acting within the scope of his/her business activity or within the scope of his/her independent exercise of his/her profession when concluding the purchase contract. The seller reserves the right to refuse to conclude a contract with a person who is not acting in the course of his/her business or in the course of his/her profession when concluding a purchase contract.

1.5.      In the purchase contract, the parties may arrange provisions derogating from the Terms and Conditions. Derogating provisions in the purchase contract take precedence over the provisions of the Terms and Conditions.

1.6.      The provisions of the Terms and Conditions are an integral part of every purchase contract. The purchase contract and the Terms and Conditions are drawn up in Czech, English and German. The purchase contract can be concluded in Czech, English or German according to the buyer's settings in the user account of the online store interface.

1.7.      Schedules to the Terms and Conditions are an integral part thereof. By agreeing to these Terms and Conditions, the buyer also agrees to all schedules attached thereto.

1.8.      In the event of a conflict between the Terms and the Complaints Policy, the Terms will apply to the conflicting part.

1.9.      The seller may unilaterally change or supplement the wording of the Terms and Conditions. This provision is without prejudice to the rights and obligations arising under the previous version of the Terms and Conditions.

1.10.   The seller is entitled to inform the buyer, who has agreed in advance, by e-mail about the latest news in the offer of the online store interface (newsletter). The seller is entitled to send the buyer by e-mail technical notices concerning, in particular, changes in the wording of the Terms and/or the Complaints Policy even in the absence of the buyer's consent. The seller is also entitled to send to the buyer by e-mail so-called customer communications according to and under the conditions specified in the provisions of Section 7(3) of Act No. 480/2004 Coll., on certain information society services.

2.   REGISTRATION AND USER ACCOUNT

2.1.      Before placing any order or concluding a purchase contract, the buyer is obliged to register in the online store interface. Registration is subject to the acceptance of the Terms and Conditions.

2.2.      Registration will only be allowed to a buyer who is a registered value added tax payer. If the buyer is not registered for VAT, the user account and the purchase of goods is subject to individually agreed conditions. For this purpose, the buyer is entitled to contact the seller by e-mail to the following address group@pilana.cz.

2.3.      Access to the user account is secured by a username and password. The buyer is obliged to maintain confidentiality with regard to all information required to access his/her user account. Consequences arising from violation of this condition, as well from permitting access to the user account to third parties, will be borne by the buyer.

2.4.      The buyer acknowledges that the user account and its functionalities are individualized in relation to the specific buyer, his/her previous orders, timeliness of payments and other facts related to the conclusion of contracts with the seller.

2.5.      The buyer acknowledges that the user account may not be available continuously due to temporary interruptions, in particular due to necessary maintenance of the seller's or third parties' hardware and software.

2.6.      The seller declares that the data provided by the buyer in the user account and when ordering goods and related data are used only for identification within the purchase process on the seller's online store and will not be disclosed to third parties or otherwise misused. 

3.   ORDER, CONCLUSION OF PURCHASE CONTRACT

3.1.      To order goods, the buyer must fill in the order form in the seller's online store interface. The order form contains, in particular, information about:

a)     ordered goods (ordered goods are “added” by the buyer to the electronic shopping cart of the online store interface),

b)    the method of payment of the purchase price of the goods, details of the required method of delivery of the ordered goods and the method of payment,

c)     information on the costs associated with the delivery of the goods

(collectively “order”).

3.2.      The order is not valid unless data and details required by the form are provided.

3.3.      Before sending the order to the seller, the buyer is allowed to check and change the data he/she has entered into the order, having regard to the buyer's ability to detect and correct errors occurring when entering data. The buyer will send the order to the seller by clicking the “PLACE ORDER/SEND ORDER” button. The data provided in the order will be deemed correct and complete by the seller.

3.4.         After the seller receives the order, the buyer will be notified by automatic e-mail titled as “order received” sent to the buyer's e-mail address specified in the order (hereinafter “buyer's e-mail address”). The “order received” message will contain, in particular, the buyer's identification data and a summary of the order. In this stage of the ordering process, no purchase contract is concluded yet.

3.5.         The seller will process the order in its internal system upon receipt. The seller will then confirm or reject the order. The seller confirms the order by sending an e-mail titled “order confirmation” to the buyer's e-mail address. Before confirming the order, the seller is entitled to contact the buyer if necessary or appropriate for the conclusion of the contract with regard to the order. The seller will reject the order by sending an e-mail titled “order rejected”, identifying the buyer and the order rejected, to the buyer's e-mail address.

3.6.         The purchase contract is concluded upon dispatch of the order confirmation message to the buyer's e-mail address.

3.7.         The seller is not obliged to accept the order and the buyer has no claim from the seller to conclude the purchase contract.

3.8.         The buyer is entitled to place an order even where the respective goods are unavailable (out of stock) at the given time. In such a case, information about the number of items in stock and the expected back-in-stock date will be indicated for specific goods. If the buyer places an order for goods that are partially or fully out of stock, the seller will contact the buyer after the order has been placed and agree by e-mail or telephone on the terms of the contract for the goods in question, in particular with regard to the quantity of the goods requested and the expected availability of the goods and the related dispatch time. The buyer will not receive order confirmation until the specific terms and conditions for concluding a purchase contract in respect of such goods have been mutually agreed. The buyer is also entitled to contact the seller directly via e-mail and inform the seller he/she wishes to conclude a purchase contract for goods that are fully or partially out of stock.

3.9.         In the event the goods are to be delivered to country other than a Member State of the European Union, Bosnia and Herzegovina, Serbia, Switzerland and at the same time the buyer chooses transport organized by PILANA Group a.s. and its contractual partners in accordance with Article 6.2 lit. a) of these Terms, for operational reasons on the seller's part, the buyer will not receive an order confirmation until the seller has inquired with its contractual transport carriers about the possibilities and conditions of shipping to these countries and the buyer has agreed to the conditions and costs of carriage by e-mail.

3.10.      By submitting an electronic order, the buyer accepts without reservation all provisions of the Terms and Conditions in the version valid on the date of the order, as well as the price of the ordered goods, including the costs associated with shipping, valid on the date of the order, as listed in the online store interface.

3.11.      An overview of all sent orders, inquiries and the status of their processing can be viewed in the web interface of the portal in the section “list of orders / inquiries/my documents”.

3.12.      The buyer acquires ownership of the goods only upon full payment of the purchase price and the costs associated with packaging and delivery (hereinafter “carriage”). Section 2119(1) of the Civil Code will not apply.

3.13.   The seller reserves the right to contact the buyer via the buyer's e-mail address or by telephone if additional information is required regarding the order or to inform the buyer about important facts related to the order.  

3.14.   Goods which were ordered by the buyer from the seller, or in respect of which a purchase contract has already been concluded (the subject-matter of the purchase contract), may also be referred to in these Terms and Conditions as “goods”, or as “consignment” if they have already been handed over for transport or are ready for collection.

3.15.   All buyer's orders placed via the online store at www.pilana.group are deemed firm. By sending the order, the buyer confirms that he/she has read these Terms and Conditions and their schedules, declares they are understandable and that he/she agrees to them unconditionally.

3.16.   The buyer must enter complete and accurate data into the order form sent as an order to the seller. If any of the information provided by the buyer proves to be incorrect, the buyer will be obliged to compensate the seller for damages incurred thereby (for example, but not exclusively, administrative and shipping costs associated with the return of the order in the case of an incorrect delivery address).

3.17.   All presentations of goods for sale in the online store interface are of an informative nature, are non-binding and the seller is not obliged to conclude a purchase contract regarding such goods. These presentations of goods are not a “proposal to supply goods” within the meaning of Section 1732(2) of the Civil Code.

3.18.   The place of delivery of the goods is the address specified by the buyer in the order form. If no delivery address is provided, the buyer acknowledges that billing address will be used instead.  

3.19.   Unless otherwise stated or individually agreed in the online store interface in a particular case, the seller will pack the goods in wooden fumigated crates and pallets, treat the goods with anti-corrosion coating and wrap them in anti-corrosion paper before placing them in the crates. The seller will not do this in the case of planer knives, which are packed in plastic packaging instead of anticorrosive paper. Goods treated and packaged in this way are normally marked with the seller's logo and a serial number for identification.

3.20.   Any individual requirements for marking and packaging of goods by the buyer must be discussed in advance with the seller's sales representative and specified in the buyer's order. The seller is not obliged to take into account any later requirements of the buyer.

3.21.   The seller is always entitled, depending on the nature of the order (quantity of goods, amount of the purchase price, estimated carriage) to ask the buyer for additional order confirmation (e.g. in writing or by phone).

3.22.   The buyer agrees to the use of remote means of communication in concluding the purchase contract. Costs incurred by the buyer in using remote means of communication in connection with the conclusion of the purchase contract (internet connection costs, telephone call costs, etc.) will be borne by the buyer.

3.23.   The buyer acknowledges the seller is not obliged to conclude the purchase contract, especially with persons who have previously materially breached the purchase contract, including the Terms and Conditions and their schedules.

3.24.   The buyer hereby assumes the risk of a change of circumstances within the meaning of Section 1765(2) of the Civil Code.

4.   PRICE OF GOODS AND TERMS OF PAYMENT

4.1.      The prices of the goods remain valid for as long as they are displayed in the online store interface and are applicable and binding only for registered users. This provision is without prejudice to the seller's right to conclude a purchase contract on individually agreed terms.

4.2.      The prices of the goods and the costs associated with the packaging and delivery are quoted in EUR, USD or CZK, depending on the buyer's settings in the buyer's account in the online store interface, and are exclusive of Value Added Tax (“VAT”) or any other related charges.

4.3.      Price of the goods displayed in the online store interface or in the order confirmation is exclusive of carriage, unless the specific circumstances indicate otherwise.

4.4.      Prices in the online store are contractual, always up-to-date and valid except for obvious errors. The seller reserves the right to change the prices.

4.5.      If the place of performance is the Czech Republic, the buyer is obliged to pay the price of the goods plus the current applicable VAT rate pursuant to Act No. 235/2004 Coll., on value added tax (hereinafter “VAT Act”) and related legislation.

4.6.      If the place of performance is not in the Czech Republic but in another country of the European Union[1] (hereinafter “Member State”), the buyer is established in that Member State and is a registered value added tax payer there, the price of the performance is exempt from VAT. The buyer is then obliged to declare and pay VAT in the reverse charge regime.

4.7.      If the place of performance is not a Member State (hereinafter “third country”), the buyer is established in that third country and is a registered value added tax payer there, the price of the performance is exempt from VAT. However, the buyer is obliged to declare and pay VAT in his/her own country when crossing the national border in accordance with the legislation in place in that territory.

4.8.      The taxpayer is obliged to prove the exit of goods from the territory of the European Union in accordance with Section 66 of the VAT Act[2].

4.9.      The seller hereby advises that if the goods are exported from the Czech Republic, the purchase of the goods and their delivery to the destination may be subject to additional payments, customs duties, local taxes (e.g. local VAT, import duty, etc.) or similar charges (collectively “additional charges”). Payment of such additional charges, if any, will be the sole responsibility of the buyer who will be fully responsible for paying and declaring them to the relevant authorities where necessary. The buyer is not obliged to inform the seller that additional charges may apply to the goods.

4.10.   The buyer may pay the price of the goods and carriage according to the purchase contract to the seller in the following ways:

a)     Payment in advance by bank transfer to the seller's bank account. In this case, the buyer is obliged to ensure that the full purchase price, including carriage and any other costs, is credited to the bank account within 7 (seven) working days of receipt of the order confirmation. Otherwise, the seller will be entitled to cancel the buyer's order with the effects of withdrawal, and notify the buyer of this by e-mail to the buyer's e-mail address.

b)    Debit card or credit card (MasterCard, Visa, Visa, Maestro, American Express, Apple Pay, Google Pay, Union Pay). In this case, only the owner of the debit or credit card or the person authorized to use the debit or credit card may make the payment.

c)     Payment by bank transfer to the seller's bank account. The seller reserves the right to allow this method of payment for goods to verified buyers who have already ordered from the seller before, as well as to buyers who have valid insurance with the seller's export insurance company. In this case, the buyer is obliged to ensure that the full purchase price, including carriage and other costs, if any, is credited to the bank account no later than the due date of the goods.

4.11.   The due date of the purchase price will be indicated in the order confirmation and in the issued tax document (invoice).

4.12.   The buyer is entitled to pay the purchase price and the shipping costs only by the method indicated as permissible in the case of a specific order in the online store interface. In particular, the buyer acknowledges that in the cases specified by the seller, certain payment options under Article 4.10 may be unavailable.

4.13.   The seller uses the latest state of the art technological and organizational means to secure card payments. The online store interface is PCI DSS compliant (Payment Card Industry Data Security Standard).

4.14.   In addition to and together with the purchase price, the buyer is also obliged to pay to the seller the carriage in the agreed amount.

4.15.   Payment is deemed to have been made when the corresponding amount is credited to the seller's account, under the respective variable symbol notified to the purchaser in the order confirmation.

4.16.   Where the place of performance is the Czech Republic and the buyer is a VAT payer based in the Czech Republic, the purchase price is paid only when the Value Added Tax is also paid.

4.17.   The seller will issue a tax document/invoice in electronic form to the buyer for amounts payable under the purchase contract, and send it to the buyer in PDF format to the buyer's e-mail address. This tax document – invoice is considered an original for accounting purposes and will no longer be sent by post (in paper form). A list of all issued invoices is also available in the online store interface in the “my profile – download documents” section. The buyer is obliged to check the accuracy and completeness of the invoice and immediately notify the seller of any concerns.

4.18.   The seller is a VAT payer (registered for Value Added Tax).

5.   DISPATCH TIMES

5.1.      Unless otherwise stated in the description of the ordered product, all goods in stock are dispatched (handed over for transport) no later than on the 3rd (third) working day after the order confirmation is sent. The seller will be entitled to require the buyer to pay the purchase price, including carriage, via the user account in the online store interface by indicating “payment in advance” or via e-mail before the goods are dispatched (handed over for transport). In this case, the goods will be dispatched (handed over for transport) no later than on the 3rd (third) working day after the payment of the purchase price and carriage.

5.2.      The seller reserves the right to extend the dispatch time in the event the goods are currently out of stock or other unforeseen events emerge. The buyer will be informed of any longer dispatch period by email to the specified e-mail address or by telephone according to the information provided by the buyer during the purchase contract conclusion or registration process. 

5.3.      If a part of the ordered goods is not currently in stock, the seller will suspend the entire order and inform the buyer of the estimated full order processing time. 

5.4.      If only a part of the order can be dispatched, the buyer and the seller may agree to divide such order into parts that are available in stock.

6.   TRANSPORT AND DELIVERY OF GOODS

6.1.      Carriage is set according to the price lists of contractual partners.

6.2.      Goods may be transported and delivered:

a)      through PILANA Group a.s. and its contractual partners, or

b)      using the buyer's own means.

6.3.      If the buyer selects transport and delivery of the goods through PILANA Group a.s., the seller will arrange for the transport of the goods to the designated location, and will be entitled to select the appropriate method of transport independently in order to streamline the delivery as much as possible. If the buyer wishes to arrange the transport and delivery using his/her own carrier, he/she will be entitled and obliged to arrange for the transport of the goods at his/her own expense. In this case, the buyer will also bear the risk and any additional costs associated with this method.

6.4.      Carriage is set by the contractual partners and other cooperating entities of PILANA Group a.s. and the seller has no control in this regard.

6.5.      If the seller is obliged under the purchase contract to deliver the goods to the place specified by the buyer in the order, the latter is obliged to accept the goods upon delivery.

6.6.      If, for reasons on the part of the buyer, repeated or different method of delivery (than in the order) is required, the buyer is obliged to pay the costs associated with the repeated delivery of goods, or the costs associated with a different method of delivery.

6.7.      The seller undertakes to hand over the goods for transport as a consignment in packaging suitable for safe transport, taking into account the mode of transport (road transport, air transport, sea transport). The packaging in wooden crates will be suitably heat-treated in accordance with the requirements of the international ISPM standard. All goods are properly protected against corrosion for better protection against weathering.

6.8.      In the case of transport and delivery through PILANA Group a.s., the expected delivery time is:

a)     3 (three) working days from the date of dispatch of the goods if delivery is made to an address in the Czech Republic,

b)    5-10 (five to ten) working days from the date of dispatch of the goods if delivery is made to an address in the European Union, Bosnia and Herzegovina, Montenegro, Iceland, Liechtenstein, North Macedonia, Moldova, Monaco, Norway, San Marino, Serbia, Switzerland and Turkey,

c)     if goods are delivered to other countries, the estimated delivery time will be specified to the buyer by e-mail to the buyer's e-mail address or over the phone.

6.9.      If goods are unavailable (out of stock), the procedure under Article 6 and Article 3.8 of the Terms will apply.

6.10.   The seller is not bound by the set delivery time in case of force majeure. Force majeure is deemed an event which is not caused by either party, which is unforeseeable at the time of conclusion of the contract, unavoidable, beyond the control of the parties and which prevents the performance of obligations. Force majeure will include, but not be limited to; epidemics, armed conflicts and natural disasters.

6.11.   The seller will not be liable for damage to the products by carriers or failure to meet the delivery deadline, even if the method of transport was chosen by the buyer.

6.12.   The seller will deliver the goods together with original shipping documents as may be required for customs and similar purposes.

6.13.   Upon receipt of the goods from the carrier, the buyer is obliged to check the integrity of the packaging and immediately notify the carrier in case of any defects.  

6.14.   If the consignment is returned undelivered for reasons on the buyer's side, the seller is entitled to claim compensation for the costs of delivery. 

6.15.   If the buyer requests a reshipment, he/she is obliged to pay the handling fee and carriage in addition to the total price of the consignment.

6.16.   Reshipment of an undelivered consignment is subject to prior payment of the corresponding costs.

6.17.   The risk of damage to the goods passes to the buyer once the goods are handed over as a consignment for transport.

6.18.   If the buyer chooses to arrange the transport and delivery of the goods himself/herself, the seller will send the buyer via the buyer's e-mail address a pick-up notification. The buyer is obliged to take over the goods within 10 (ten) calendar days from dispatch of the notification. If the buyer uses a means of transport to collect the goods, the seller will arrange for the goods to be loaded onto such means of transport, if the nature of the means of transport and the goods purchased so permit. In such a case, the risk of damage to the goods will pass to the buyer upon takeover.

6.19.   Unless otherwise stated in this or other Articles of the Terms and Conditions, INCOTERMS 2020 will apply to the dispatch, transport and transport of the goods.

7.   WITHDRAWAL FROM PURCHASE CONTRACT

7.1.      The buyer is entitled to withdraw from the contract only where permitted by the Terms or the Complaints Policy, in the manner and under the conditions set out in the Terms and/or the Complaints Policy.

7.2.      The buyer is entitled to withdraw from the contract as long as the order status in the user account in the online store interface indicates that the order is being processed (“order status: processing”). After that, the buyer may no longer withdraw, as the order is being prepared for dispatch or is being dispatched. The buyer is obliged to withdraw from the contract in writing, by e-mail to the seller's e-mail address group@pilana.cz and at the same time to the e-mail address of the sales representative assigned to the buyer to process the order and whose contact details are provided in the order confirmation.  

7.3.      The seller will send a written confirmation of the withdrawal from the contract to the buyer's e-mail address, usually within 3 (three) working days. The effects of withdrawal from the contract commence upon dispatch of the confirmation to the buyer.

7.4.      In the event that withdrawal from the contract is not possible, the seller will notify the buyer by e-mail to the buyer's e-mail address and the buyer's expression of intent to withdraw from the contract will have no legal effects.  

7.5.      The buyer will not have the right to withdraw from the contract if the goods have been modified or produced according to the buyer's instructions and wishes or for the buyer's person.

7.6.      If the order has already been paid for, the seller will refund the price paid for the goods to the buyer within 14 (fourteen) working days from the effective date of withdrawal. If the seller has already incurred costs in connection with the conclusion of the purchase contract which cannot be refunded by the entity to which they were paid for objective reasons independent of the seller's will, the seller will not be obliged to refund to the buyer the amount corresponding to these additional costs. The seller will use the same means of payment used by the buyer for the initial transaction for the refund, unless otherwise agreed in the specific case.

8.   RIGHTS AND OBLIGATIONS FROM DEFECTIVE PERFORMANCE (COMPLAINTS), WARRANTY

8.1.      The rights and obligations of the parties with regard to rights arising from defective performance will be governed by the applicable generally binding legislation (in particular the provisions of Sections 1914 to 1925, 2099 to 2117 of the Civil Code).

8.2.      The seller will hand over the subject of purchase to the buyer in the agreed quantity, quality and workmanship. If quality and workmanship are not agreed, the seller will deliver in a quality and workmanship suitable for the purpose evident from the contract; otherwise for the standard purpose.

8.3.      The seller declares that the goods offered are new. If the seller offers spare parts, further representation is made by the seller that such spare parts are compatible with the original product brand and have been manufactured in accordance with the standards and norms applicable in the Czech Republic.

8.4.      The buyer will inspect the product as soon as possible after receipt and verify its characteristics and quantity. Any apparent defects that could and should have been discovered by the buyer during inspection must be claimed by the buyer and notified to the seller immediately, but no later than 10 (ten) working days from the receipt of the goods. Failure to do so will render the buyer's rights arising from the defective performance expired.

8.5.      The seller provides a warranty for quality in respect of each product. The warranty period lasts for the period specified in the seller's Complaints Policy, otherwise 24 months from the acceptance of the goods by the buyer. The scope of the warranty and the conditions for exercising claims under the warranty are defined in the seller's Complaints Policy, attached as a schedule to and an integral part of these Terms and Conditions.

8.6.      The Complaints Policy will apply to the extent that the rights and obligations arising from defective performance (complaint) and warranty are not addressed in these Terms and Conditions. In the event of a conflict between the Terms and the Complaints Policy, the procedure as per Article 1.8 of the Terms will apply.

9.      DISPUTE RESOLUTION

9.1.         Any disputes between the seller and the buyer will be resolved primarily amicably.

9.2.         If no amicable solution is possible, all disputes between the buyer and the seller will be heard exclusively by a court in the Czech Republic competent according to the seller's registered office and according to the body of laws of the Czech Republic, regardless of the place of delivery of the goods or the buyer's registered office.

10.   PERSONAL DATA PROTECTION

10.1.      The buyer's personal data, which are part of the purchase contract, are necessary for the performance of this contract (in particular order processing, delivery of the ordered goods, payment matching and settlement of the buyer's complaints). The seller processes the buyer's personal data only to the extent necessary for the fulfilment of this purpose. The seller processes the buyer's personal data for the legal purpose of fulfilling the rights and obligations arising from the purchase contract or imposed on the seller by applicable laws. The seller will process the personal data for the duration of the contractual relationship (until the expiry of the statutory complaint resolution period) and after the termination of the contractual relationship for the duration of the 3-year limitation period, in which legal claims under the relationship can be pursued, plus by one calendar year. The above applies unless the applicable legislation provides for a longer personal data retention period (e.g. Act No. 563/1991 Coll., on accounting, Act No. 499/2004 Coll., on archiving and file service, etc.). The seller declares that the buyer's personal data will be erased after expiry of the purpose of processing.

10.2.      The seller undertakes to process personal data in accordance with the applicable data protection laws. Further information on the rights of buyers as data subjects and on the processing, protection and any transfer of personal data by the seller to third parties is provided in the Privacy Policy, which forms an integral part of the Terms.

10.3.      Where the Privacy Policy is in conflict with the Terms, the Privacy Policy will apply to the conflicting part.

11.   FINAL PROVISIONS

11.1.   The seller is entitled to unilaterally change these Terms and Conditions at any time. The amendment to the Terms and Conditions will take effect on the 15th day after publication on the seller's website, unless the newer Terms and Conditions set a later date.

11.2.   The seller is responsible for publishing the current version of the Terms and Conditions at all time in the “Terms and Conditions” section of the online store interface.

11.3.   The seller is not liable for any damages incurred by the buyer in connection with the purchase contract and its object (goods). In particular, but without limitation, the seller will not be liable for damages arising from interruption or termination of the buyer's production, loss of profit or disruption or loss of business interests.

11.4.   To the maximum extent permitted by law, the seller hereby limits its liability for all damages, costs (including legal costs), claims or actions arising out of or in connection with the purchase contract, whether from seller's breach of contract, wrongful act (including negligence), misrepresentation, breach of statutory duty, infringement of intellectual property rights or otherwise, including in cases of strict liability.

11.5.      Unless otherwise provided for in these Terms or in the Complaints Policy, the rights and obligations of the parties are governed by the relevant provisions of Act No. 89/2012 Coll., the Civil Code, as amended. If the relationship established by the purchase contract contains an international (foreign) element, the parties agree that such relationship will be governed exclusively by the Czech body of laws. The UN Convention on Contracts for the International Sale of Goods (CISG) will not apply.

11.6.      The purchase contract including the Terms and Conditions is archived by the seller in electronic form.

11.7.      Changes to the purchase contract or the Terms and Conditions require written form.

11.8.      Unless otherwise expressly stated in the Terms and Conditions, the rights and obligations arising therefrom are governed by the relevant provisions of the Civil Code.

11.9.      The Terms and Conditions will come into force and effect on 1 st January 2023.

The following documents are an integral part of these Terms and Conditions:

1. Seller's Complaints Policy

2. Privacy Policy

[1] European Union country means the territory of a Member State of the European Union, excluding its territory not covered by the Treaty on European Union and the Treaty on the Functioning of the European Union.
[2] i.e. a decision of the customs office at which the exit of the goods from the territory of the European Union under the customs procedure for export, outward processing, external transit or re-export is confirmed, or other proof.

This Complaints Policy applies to the purchase of goods through the online store operated by PILANA Group a.s. available at www.pilana.group.

1.   GENERAL PROVISIONS

1.1.      This Complaints Policy has been prepared in accordance with Act No. 89/2012 Coll., the Civil Code, as amended (hereinafter “Civil Code”), and applies to goods (hereinafter “goods”) in respect of which the buyer has exercised rights from defective performance within the time limit for their exercise (hereinafter “complaint”).

1.2.      The seller is PILANA Group a.s., with the registered office at Nádražní 804, 768 24 Hulín, the Czech Republic (hereinafter “seller”). In concluding and performing the purchase contract, the seller is acting within the scope of its business activity or the independent exercise of its profession.

1.3.      The buyer is the entity that has entered into a contract with the seller for the purchase of goods. The buyer is a legal or natural person who acts in the course of his/her business or independent exercise of his/her profession (hereinafter “buyer”).

1.4.      The Complaints Policy is an integral part of the General Terms and Conditions (hereinafter “Terms”), as well as the contract for the purchase of goods concluded between the seller and the buyer.

1.5.      In the event of a conflict between the Terms and the Complaints Policy, the procedure under Article 1.8 of the Terms will apply.

1.6.      The Complaints Policy governs the exercise of claims arising from the quality warranty and from defects in the goods delivered by the seller to the buyer and the mutual rights and obligations of the parties. The Complaints Policy will govern the seller's procedure in the event of liability under the quality warranty.

1.7.      By concluding the purchase contract, the buyer is deemed to have agreed to and been familiarized with the General Terms and Conditions and this Complaints Policy.

1.8.      Complaint means the exercise of the buyer's right under liability for defects in goods, submitted by the buyer to the seller in writing or by e-mail, containing the identification of the buyer, the goods, a description of the defect and its manifestation.

2.   BUYER'S DUTY TO INSPECT GOODS
2.1.      The buyer is obliged to properly inspect the goods, i.e. to check the goods, ascertain their characteristics and their quantity and verify there are no missing accessories.

2.2.      The buyer will, as soon as possible after receipt, inspect the product to ascertain its characteristics and quantity. Any apparent defects that could and should have been discovered by the buyer during inspection must be claimed and notified to the seller immediately, but no later than 10 (ten) working days from receipt. Failure to do so will render all rights of the buyer from the defective performance expired. The buyer must inform the carrier of any damage to the packaging of the goods, to the consignment containing the goods or to the goods themselves, which is evident upon receipt from the carrier, and note them in the waybill or draw up a complaint report.

2.3.      In case of personal collection by the buyer, as well as in case of transport of the goods by the buyer's own transport means, the buyer is obliged to inspect the goods and their accessories already at handover by the seller, and if this is not possible due to the nature of the goods, then immediately after their receipt. The buyer is obliged to confirm receipt of the goods in writing to the seller on the seller's delivery note.

2.4.      By accepting the goods, the buyer confirms that he/she has not found any obvious damage to the goods and also confirms absence of any damage to the packaging. In the event of a subsequent claim for defects that could have been found during this initial inspection (e.g. missing accessories, external damage), the buyer must, in order for the claim to be successful, prove clearly and convincingly that the goods were already defective at receipt.

3.   RIGHTS FROM DEFECTS AND WARRANTY
3.1.      Defects at receipt. The seller guarantees to the buyer the goods are free from defects upon receipt by the buyer, namely:

a)     the goods have the properties described by the seller or expected by the buyer having regard to their nature,

b)    the goods are fit for the purpose of use stated by the seller or for which an item of that kind is usually used,

c)     the goods are in the appropriate quantity, measure or weight,

d)    the goods comply with the requirements of the legislation,

e)     the documents necessary for the use of the goods are complete and correct, and 

f)     the goods are free from legal defects within the meaning of Section 1920 of the Civil Code.

3.2.      The aforementioned liability for defects at receipt of the goods will not apply to goods sold at a lower price due to a defect for which the lower price was agreed, to used goods due to a defect corresponding to the level of use or wear and tear as at takeover by the buyer, or if absence of such liability is given by the nature of the goods.

3.3.      Warranty. The seller further guarantees the goods will be fit for use for the agreed or usual purpose during the warranty period and will retain their usual characteristics. Failure to comply with this obligation is a “warranty defect”. If a warranty defect occurs in the goods during the warranty period, the buyer is entitled to claim the rights under the warranty, under the conditions set out in this Complaints Policy and, where applicable, in the Terms.

3.4.      The warranty is provided by the seller only under the following conditions:

a)     the goods have not been tampered with for the entire duration of the warranty period (e.g. by way of any modifications or repairs) by any person not expressly authorized to do so in advance by the seller,

b)    the goods have been used by the buyer only in the usual way and in accordance with their intended purpose, and at the same time

c)     goods are maintained in regular manner.

3.5.      Goods carry a 24 month warranty. The warranty period commences from the receipt of the goods by the buyer. If the goods have been shipped under the contract, the warranty period starts once the product reaches its destination.

3.6.      The warranty will not cover in particular:

a)     defects for which a lower price was agreed, in the case of an item sold at a lower price,

b)    normal wear and tear caused by normal use.

3.7.      The buyer will not enjoy any rights from defects if the defect was caused by the buyer or if the buyer already knew that the item was defective before taking possession of it.

3.8.      The buyer will have no rights under the warranty if the defect in the goods was caused by external effects after the buyer took delivery of the goods or if the buyer himself/herself caused such defect. The buyer will also have no right under the warranty if he/she fails to check the integrity of the packaging of the goods, as the goods will be deemed to have been delivered in good condition and the physical damage occurred after proper handover.

3.9.      Claims from material defects: If the defective performance (defect at takeover) is a material breach of contract, the buyer has the right to:

a)     have the defect removed by supply of new goods without defect or by supply of missing goods or accessories,

b)    have the defect removed by repair,

c)     a reasonable discount on the purchase price, or

d)    withdraw from the contract.

3.10.   Claims from immaterial defects: If the defective performance (defect at takeover) is an immaterial breach of the contract, the buyer has the right to have such defect removed or to a reasonable discount on the purchase price.

3.11.   Claims from warranty defects: In the event of a warranty defect in the goods that is covered by the warranty according to this Complaints Policy, the buyer:

a)     has the right to removal of the defect free of charge in the case of a removable defect,

b)    has the right to delivery of a new product or replacement of a part if the defect is removable and the buyer cannot use the product properly due to the recurrence of the defect after repair or due to a greater number of defects,

c)     has the right to delivery of a new product without defects in the case of an irremovable defect; if the defect concerns only a part of the product, the buyer has the right to replacement of the part. If appropriate to the nature of the defect, the buyer may, in lieu of the above rights, exercise the right to a reasonable discount on the purchase price,

d)    has the right to withdraw from the contract only if there is an irremovable defect that prevents proper use of the goods used due to this defect.

3.12.   Failure to comply with any of the conditions set out in the preceding clause will result in the termination of the warranty without compensation. In case of doubt, the buyer is obliged to prove that he/she has used the goods in accordance with the conditions set out in the preceding clauses and that the warranty continues.

4.   EXERCISE OF DEFECT AND WARRANTY CLAIMS
4.1.      If the goods are defective upon receipt by the buyer, he/she will be entitled to the rights set out above in this Complaints Policy.

4.2.      For the successful exercise of his/her rights, the buyer must notify the seller of defects in the goods (submit complaint), in the manner and within the time limits specified in this Complaints Policy.

4.3.      In the event of a complaint, the buyer is obliged to prove that the goods were purchased from the seller by submitting the original tax document.

4.4.      Notification of defect. Notification of a defect in the goods must be made in writing, whether in paper or electronic form, and include in particular the identification of the goods (identification of the order, the invoice issued for the goods, the exact specification of the goods), the quantity of the goods claimed, a description of the defect, if any, how the defect manifests itself and the required resolution to the complaint (hereinafter “written notification”), or via the online store interface.

4.5.      In the case of a complaint for goods via the online store interface, the buyer submit the complaint by filling in the same details in the relevant text box as in the case of a written notification and clicking the “submit complaint” button listed in the overview of all orders of the buyer in the section “list of orders / inquiries”. The buyer will be informed about the progress of the complaint and other relevant facts related to the complaint by e-mail.

4.6.      The buyer may make a written notification according to Article 4.4 of the Complaints Policy by e-mail to the address of the seller or its representative indicated in the tax document or in the order confirmation. The buyer is also entitled to use his/her own form (complaint form) for written notification. However, the written notification must always contain the requisites specified in Article 4.4 of the Complaints Policy. If the required information is missing, the seller may reject the complaint as justified. The buyer is obliged to provide the seller, upon request, with additional information available to him/her.

4.7.      The buyer may also notify defects and submit defect claims at the following contacts:

PILANA Group a.s.
Nádražní 804, 768 24 Hulín, the Czech Republic
E-mail: group@pilana.cz

4.8.      Loss of certain claims. If the buyer fails to disclose to the seller at the time of filing a a complaint what rights he/she has elected, he/she is only entitled to a reasonable discount on the purchase price, unless the seller deems it reasonable to remove the defect.

4.9.      Restriction of claims. The buyer cannot withdraw from the contract or demand delivery of a new item if he/she cannot return the item in the same condition in which it was received. This provision will not apply if the undesirable change in condition is caused by a defect in the goods which the buyer has not demonstrably caused or is not otherwise responsible for.

4.10.   Timely complaint. All defects – obvious, hidden, warranty – must be notified by the buyer to the seller within a period of time without undue delay after the buyer has been able to discover them with timely inspection and sufficient care. Hidden defects that were present when the goods were received may be notified within 2 (two) years of receipt of the goods. Warranty defects may be notified to the seller no later than the end of the warranty period. Due to the nature of the goods, notifications given within 5 (five) working days will be deemed by the seller as made without “without undue delay”.

4.11.   Late complaint. If the buyer fails to notify us of the defects in time, he/she loses the right to withdraw from the contract. If the buyer fails to notify the defects of the item in time, the seller may also reject the claim as unjustified in accordance with Section 2112 of the Civil Code.

4.12.   If any defect appears on the goods, the buyer must not make any attempt at repair and must allow the seller to inspect them to assess the defect. For this purpose, the buyer will present or make available the defective goods.

4.13.   Returning the goods for complaint resolution. If the buyer sends the goods to the seller via a carrier, the buyer should, in his/her own interest, pack the claimed goods in suitable and sufficiently protective packaging material that meets the requirements of the chosen transport method so as to prevent damage during transport. Where fragile goods are involved, the buyer should mark the consignment with the appropriate symbols. The consignment must contain the goods claimed (including complete accessories) and identification of the complaint and the claimant in an appropriate manner. We recommend enclosing a copy of the defect notification and a copy of the tax (sales) receipt with the buyer's correct contact details.

4.14.   Access to goods under complaint. Where the nature of the goods prevents them from being available to the seller for inspection, the buyer is obliged to allow the seller, or other persons performing the seller's obligations on its behalf, access to the site where the goods are stored.

4.15.   The buyer is obliged to provide the seller with all necessary assistance in the removal of defects.

4.16.   If the buyer fails to fulfil his/her obligations specified in this article of the Complaints Policy, the seller will not recognize the claim from defects.

5.   UNJUSTIFIED COMPLAINT
5.1.      Warranty will not cover defects caused by:

a)     normal wear and tear;

b)    improper use or storage of the goods;

c)     unprofessional tampering, installation, handling or operation; unprofessional tampering will also mean any marking of the goods with indelible writing materials;

d)    using, placing, storing goods in unsuitable conditions, in particular with regard to temperature, humidity, dustiness;

e)     improper maintenance or neglect of necessary maintenance of the goods or of the machinery into which the goods are assembled;

f)     as a result of force majeure or improper or unprofessional handling;

g)    as a result of an act (or omission) of a third party or the buyer;

h)    use of the goods other than in the usual way or contrary to their intended purpose;

i)      the buyer himself/herself,

j)      mechanical or chemical damage.

5.2.      Any costs incurred by the seller as a result of an unjustified complaint will be reimbursed to the seller by the buyer in full.

5.3.      In the event of a justified complaint, the buyer is entitled to compensation for the costs reasonably incurred in exercising the rights from defects. The buyer is obliged to demonstrate the costs so incurred are reasonable. The buyer is obliged to exercise the right to compensation for costs reasonably incurred within one month after the expiry of the period for claiming defects; failure to do so will render the right expired.

6.   TIME TO RESOLVE COMPLAINTS
6.1.      The seller will resolve complaints without undue delay, however, within a maximum of 30 days from the date of proper claim for defects in the goods by the buyer, i.e. submission of a complaint in accordance with this Complaints Policy. The time limit for resolving the complaint is calculated from the receipt of the complaint by the seller until its resolution.

6.2.      The legitimacy of each complaint will be assessed by a professional responsible employee of the seller, who will decide whether the complaint is justified or rejected.

7.   REFUSAL OF COMPLAINT
7.1.      The seller will be entitled to refuse claimed goods if they or their parts or accessories are excessively soiled.

7.2.      The seller is also entitled to reject a complaint if the goods are not handed over in accordance with hygiene regulations and general hygiene principles.

8.   COMPLAINT RESOLUTION
8.1.      After resolution of the complaint, the seller will inform the buyer to the buyer's e-mail address.  

8.2.      If the complaint is found justified by the seller, a credit note will be available for download in the user account of the online store interface depending on the method of complaint resolution in the “documents” section. Information on the method of claim resolution, confirmation of the repair and the duration of the complaint will be sent to the buyer by e-mail. If the complaint is not found justified, the buyer will be informed of the rejection and the by e-mail.

8.3.      If the goods have been returned using a carrier, they will be sent back to the buyer back to the place of delivery according to the original purchase contract.

8.4.      If the buyer fails to collect claimed goods after a warranty repair within 4 (four) months after the repair was made, the buyer will be required to pay a storage fee to the seller at EUR 10 (ten) for each commenced day in delay.

9.   FINAL PROVISIONS
9.1.      This Complaints Policy will come into force on 1 st January 2023. On this date, all previous versions of this Complaints Policy cease to be valid.

9.2.      The seller reserves to make any changes to the Complaints Policy from time to time at its discretion.