Terms and Conditions
General Terms and Conditions
for the sale of goods and the provision of related services
through the online store available
on the smicro.eu domain
by the trading company
ID number: 26878291, VAT number: CZ26878291, registered office 5. května 1109/63, Nusle, 140 00 Prague 4
registered in the commercial register under C 250434 at the Municipal Court in Prague
(hereinafter also referred to as the “Seller”)
effective from 01/06/2019
- The online store available on the smicro.eu domain is operated by ANAFRA s.r.o., ID number: 26878291, VAT number: CZ26878291, with registered office at 5. května 1109/63, Nusle, 140 00 Prague 4, registered in the commercial register under C 250434 at the Municipal Court in Prague.
- The Seller’s contact details are as follows:
- telephone: +420 778 970 865;
- electronic address (e-mail): email@example.com ;
- address for delivery of documents in paper form: 5. května 1109/63, Nusle, 140 00 Prague 4.
- Definition of terms
- Cookies – small files containing text that are automatically saved to the User’s computer or other electronic device through which the User views the Online Store.
- Buyer’s email address – e-mail address of the Buyer specified in the User Account.
- Online store – online system operated on the Internet at the domain (URL) smicro.eu, which enables the conclusion of Contracts between the Seller and the Buyer using remote communication.
- Buyer – natural person (individual), natural person entrepreneur or legal person who concluded the Contract.
- Offer – a specific and addressable offer for the delivery of the Goods created on the basis of an Inquiry;
- Shopping cart – a virtual place where the Buyer places the Goods, which are part of the Order, using the features of the Online Store.
- Inquiry – the Buyer’s request for the Seller’s offer of the Goods according to the Buyer’s requirements.
- Civil Code – Act No. 89/2012 Coll., Civil Code, as amended.
- Terms and Conditions – General Terms and Conditions of the Online Store available on the internet domain smicro.eu, which form an integral part of the Contract.
- Order – an electronic binding proposal for the conclusion of the Contract, which is created by filling in the necessary data in the order form (e.g. quantity, shipping address) and sending it to the Seller via the Online Store.
- Services – additional services for the Goods offered by the Seller to its Customers.
- Contract – sales contract concluded in electronic form through the Online Store between the Seller and the Buyer.
- Contracting Party – one Contracting Party to the Contract, i.e. either the Seller or the Buyer.
- Contracting Parties – Contracting Parties to the Contract, i.e. the Seller and the Buyer.
- Consumer –Buyer who meets the definition of a consumer under § 419 of the Civil Code.
- User – Person who displays the contents of the Online Store in a web browser.
- User account – Feature of the Online Store enabling the creation of individual access for the Buyer. Within the User Account, the Buyer has information about the Orders placed and their processing status.
- Goods – movable things offered and/or sold through the Online Store.
- Online Store
- The Seller operates an online system on the internet domain available at the address (URL) smicro.cz offering to sell the Goods to the Buyer. The Seller publishes an offer of the Goods in the Online Store, this offer being informative in nature. The Goods mainly represent components and parts for computer technology, especially for personal computers and servers and their parts and accessories.
- The Buyer is interested in the purchase of the Goods from the Seller and possibly in the provision of related Services. The Buyer may be a consumer within the meaning of the legal regulations in force in the Czech Republic, and for such a case, these General Terms and Conditions contain special provisions that apply only if the Buyer is a consumer.
- These General Terms and Conditions are an integral part of the Contracts based on which the Goods and possibly related Services are supplied between the Buyer as a customer and the Seller as a supplier via the Online Store.
- These Conditions regulate the rights and obligations of the Buyer and the Seller arising from the Contract.
Orders for the Goods and conclusion of the Contract
- Information about the Goods
- The offer of the Goods available in the Online Shop is not a binding offer to conclude a Contract in the sense of § 1732, paragraph 2 of the Civil Code, but only an invitation to the Buyer to send a binding proposal to conclude a Contract in the form of an Order.
- The description of the Goods in the Online Store is only informative and is not binding. In particular, the aesthetic elements of the Goods may be changed by the Seller, or the Goods delivered under the Contract may differ in aesthetic elements from the Goods depicted in the Online Store, while these elements do not affect the functionality of the Goods (color, shape and/or size of the Goods not affecting its functionality).
- After clicking on the Goods listed in the Online Store, an image of the Goods, their description, the exact price including VAT and any other taxes and fees, if they are to be paid by the Buyer, will be displayed, with the exception of the Goods that are created on the basis of the Buyer’s requirements, while the price for such Goods is not indicated and it cannot be ordered directly through the Online Store, but an Inquiry will be created by entering the parameters required by the Buyer for the Goods and sending them to the Seller.
- The Purchase Price of the Goods is valid at the time it is displayed to the Buyer, or at the time the Order is sent according to Article 2.2.2 of these Terms and Conditions. The Purchase Price of the Goods according to the Order remains valid even if the Purchase Price of the given type of Goods changes after the Order has been sent.
- The Order and checking it
- In case of interest in the Goods on offer, the Buyer must place them in the Shopping Cart using the “Add to Cart” button. By placing the Goods in the Shopping Cart, the Goods become part of the Order.
- Before sending the Order for the Goods placed in the Shopping Cart created according to the previous article, the Buyer is allowed to check and change the data, including the possibility of changing the type and quantity of the Goods put in the Order, also taking into account the possibility of detecting and correcting errors made by the Buyer when entering data into the Order. The Buyer sends the Order to the Seller by clicking on the “Complete order” button in the Order, while the completed and sent Order is considered a proposal to conclude a Sales Contract.
- The condition for sending the Order is the acceptance of these Terms and Conditions, which constitute a part of the Contract. The data put in the Order is deemed to be correct by the Seller.
- Confirmation of receipt of the Order
- The Seller shall immediately, within 24 hours at the latest, confirm the receipt of the Order to the Buyer by e-mail, to the Buyer’s Electronic Address specified in the Order. The information about the receipt of the Order also includes the type and quantity of the requested Goods.
- The confirmation of receipt of the Order according to the previous article is not the confirmation of acceptance of the Order for the conclusion of the Sales Contract.
- If the Buyer has entered incorrect contact information, as a result of which the confirmation of receipt of the Order cannot be delivered, the Seller is entitled to cancel the Order.
- The Seller reserves the right to reject a proposal to conclude a Sales Contract sent by the Buyer, who is an entrepreneur within the provisions of § 420 and 421 of the Civil Code.
- Conclusion of the Contract based on the Order
- Based on the Order received, the Seller verifies its details and the availability of the Goods in the given specification and quantity according to the Order. If the Order contains all the information necessary for the delivery of the Goods, the Seller will send a confirmation of the Order containing also information on the expected date of delivery of the Goods to the Buyer.
- In the event that the Order contains insufficient information for the delivery of the Goods, the Seller shall inform the Buyer of this fact. Acceptance of this information does not result in the conclusion of the Contract, however, the conclusion of the Contract is possible after the deficiencies in the information stated in the Order have been rectified.
- The Contract is considered concluded at the moment of (i) delivery of the receipt of the Order (acceptance) by the Seller to the Buyer (if such acceptance is sent), which will be sent by the Seller in electronic form to the e-mail address of the Buyer communicated by the Buyer in the Order, while the receipt of the Order (acceptance) in such a case is considered made immediately after it has been sent by the Seller to the Buyer, including the version of these Terms and Conditions valid on the date of the conclusion of the Contract or (ii) by sending the Goods to the Buyer, all of this with the exception stated in Article 2.4.4.
- Inaccuracy in the published price of the Goods and its consequences
- The Seller reserves the right to, and the Buyer acknowledges it, may mark a specific Contract as not concluded, especially in the event that the specific price of the Goods was published on the Online Store as a result of an error in the Online Store and/or another computer program/IT system used by the Seller and/or the error of the Seller’s employees and/or the actions of a third party, which affected the Online Store and as a result of such action, the price of the Goods intended by the Seller was not published, whereby such cases are considered to be in particular (i) the price of the Goods is incorrect at first glance and/or ( ii) missing digits in the price of the Goods and/or (iii) a price that is clearly and/or demonstrably outside the market price.
- In the event that the case provided for in Article 188.8.131.52 occurs, the Seller is obliged to communicate such fact to the Buyer without undue delay no later than 7 [in words: seven] calendar days from the day when the Seller became aware of such fact referred to in Article 2.4. 4.1, while part of such notification may also include the Seller’s withdrawal from the Contract, which is to be considered not concluded.
- Conclusion of the Contract based on a specific Offer made by the Seller
- In the event that the Seller provides the Buyer with a specific and addressable offer for the supply of the Goods and possibly related Services based on the Inquiry, the Contract is considered concluded upon delivery of the acceptance of the Offer by the Buyer within the period specified in the Offer to the Seller, while the acceptance of the Offer must be demonstrably delivered to the Seller in electronic form at the e-mail address of the Seller specified in the Offer or to the address according to Article 1.1.2 (b) of these Terms and Conditions or in written form to the address of the Seller’s registered office specified in Article 1.1.2 (c) of these Terms and Conditions.
- Object of the Contract
- On the basis of the concluded Contract, the Seller undertakes to deliver the Goods and possibly related Services to the Buyer for the agreed Purchase Price (or the price agreed for the Services provided) and the Buyer undertakes to accept the Goods and pay the Purchase Price (or pay the price for the Services provided).
- Deviating provisions of the Contract from the Terms and Conditions
- The Buyer and the Seller agree to exclude § 1751, paragraph 2 of the Civil Code. The Contract shall only be concluded if it is governed exclusively by the provisions contained in these Terms and Conditions. The contractual provisions agreed in the Contract and in the Terms and Conditions may be deviated from only in the case of the written acceptance of different provisions by the Seller.
- Delivery time
- If the Goods specified in the Order are in the Seller’s warehouse and if the Seller’s operating conditions allow it, then the Goods are usually sent to the Buyer within 5 [words: five] working days from the receipt (acceptance) of the Order by the Seller.
- Costs of concluding the Contract
- In the case of concluding the Contract remotely, the Buyer bears the costs of using communication means for the purpose of concluding the Contract separately, taking into account that the amount of these costs may depend on the conditions of the Internet or telephone connection or other means of communication used by the Buyer to communicate with the Seller and to conclude the Contract .
- User Account
- To facilitate the ordering of Goods or creation of Inquiries in the Online Store, it is possible to use a previously established User Account.
- Based on the Buyer’s request to establish a User Account, which is made by filling out the registration form available in the Online Store, and the Seller accepting such a request, a contract is concluded between the Buyer and the Seller, the subject of which is the Buyer’s authorization to use the User Account.
- The Buyer may request the Seller to cancel the User Account at any time. If the User Account is cancelled, the contract authorizing the Buyer to use this account also expires.
- The data of the User Account is backed up and can be restored in case of damage. However, restoration to the state the account was in before damage occurred to the data may not be possible.
Delivery and payment terms
- Date, place and method of delivery of the Goods
- The place of delivery of the Goods is the place agreed in the Contract.
- If the transport of the Goods is provided by the Seller, the transport will be provided by a courier service or through an external carrier and/or postal service operator, while the costs of transporting the Goods shall be paid according to the rules of the Contract and these Terms and Conditions. The fact that the Seller is to provide the transport of the Goods does not mean that it will cover the costs associated with the transport of the Goods.
- At the express request of the Buyer specified in the Order, the Seller shall ensure the transportation of the Goods to the specified location and their delivery to a third party designated by the Buyer.
- Shipping costs are paid by the Buyer, unless the Contracting Parties expressly agree otherwise in the Contract. The Buyer shall pay the shipping costs, including packaging according to the Seller’s price list, while the shipping costs and packaging are always communicated to the Buyer in advance and stated in the confirmation of the Order or in the Offer.
- In the case of sending the Goods cash on delivery, the Buyer pays the Purchase Price of the Goods and the shipping costs directly to the carrier.
- The delivery of the Goods is completed by (i) handing over the Goods to the Buyer at the Seller’s delivery point and the Buyer accepting them or (ii) the Buyer’s authorized carrier accepting the Goods against confirmation of the delivery note (if the transport is provided by the Buyer) or (iii) handing over the Goods to the first carrier.
- The Buyer is obliged to accept the delivery of the Goods properly and on time and to indicate the acceptance in the delivery note. The Buyer is obliged to confirm the receipt of the delivery on the delivery note, with the signature of the Buyer (and if the Buyer is a legal person, also with the name of the Buyer’s authorized employee or a person authorized by it), or the carrier. The name of the person signing the delivery note, the stamp and the date of delivery of the Goods shall always be written in block letters or typewritten.
- The Buyer is obliged to accept a partial delivery of the Goods.
- In the event that the Buyer refuses to accept the Goods, the Purchase Price of which is to be paid upon delivery, or does not accept the Goods due to reasons on its part, the Buyer shall bear the costs of the repeated delivery of the Goods in full.
- Risk of damage to the Goods and transfer of ownership rights
- The risk of damage or accidental destruction of the Goods passes to the Buyer at the moment of acceptance of the Goods. If the Goods are transported by a carrier, the risk of damage or accidental destruction of the Goods shall pass to the Buyer upon the delivery of the Goods by the Seller to the first carrier for transport to the destination of the Goods, regardless of the moment of transfer of ownership of the Goods.
- The ownership of the Goods shall be transferred to the Buyer only upon the full payment of the Purchase Price as calculated in the invoice relating to the Goods.
- The Buyer is obliged to handle the Seller’s Goods in such a way that they are not damaged by storage or handling. The Buyer is obliged to keep or store the delivered Goods under the conditions customary for the storage of this type of Goods. For this purpose, the Seller has the right to control the method of storage of the delivered Goods, and the Buyer is obliged to enable it to do so. This Article 3.2.3 also applies to Goods about which the Buyer has a complaint.
- In the event of the Buyer’s delay in paying the Purchase Price for the Goods, the Seller is entitled to require the Buyer to release the Goods, which are in the Seller’s possession. The Buyer is obliged to release such Goods without undue delay. The Buyer shall bear all costs associated with the exercise of the reservation of ownership by the Seller.
- Documents related to the Goods
- The Seller shall send the Buyer, based on its request, technical data, attestations and instructions for the purchased Goods, if the said documents are available to the Seller.
- Quality of Goods
- The Seller undertakes to deliver the Goods to the Buyer in the agreed quantity and in the agreed quality, and if the quality of the Goods has not been agreed, then in the usual quality for the purpose for which the Goods are usually intended.
- If the Buyer is a consumer, the Seller is responsible for ensuring:
- the Goods have the properties that the Seller explicitly stated in the description of the Goods in the Online Store and which are stated in the Contract or in the confirmation of the Order or in the Offer, and if there is no such Contract, then such properties that the Seller has described or that the Buyer expected with regard to the nature of the Goods and the information provided by the Seller or the manufacturer in the advertisement;
- the Goods are suitable for the purpose of their use stated by the Seller in the Online Store (usually in the description of the Goods) or for which an item of this type is usually used;
- the Goods are in the corresponding quantity, measurement and weight and
- the Goods comply with the requirements of legal regulations.
- In the case of a Contract concluded with the Buyer-consumer, a defect that becomes apparent in the Goods within 6 [words: six] months from the receipt of the Goods shall be considered already present in them at the time of their receipt.
- Delivery of the Goods and their inspection
- The Buyer is obliged to inspect the Goods immediately upon accepting the Goods or the shipment with the Goods with the due care that can be expected from it, taking into account whether the Buyer is an entrepreneur or a consumer, in particular to check the quantity of the Goods, the intactness of the packaging, the absence of obvious defects in the Goods and the quality of the Goods. In the event that the shipment is damaged, the Buyer is obliged not to accept the shipment, to indicate the fact regarding the damage to the shipment on the delivery note and to return it to the carrier; in the case of accepting a damaged shipment, the Seller cannot guarantee liability for its contents or any damage to the Goods that are transported as part of the damaged shipment. In the event that the shipment containing the Goods does not correspond to the list of the Goods on the delivery note, the Buyer is obliged to indictate the conflicting items (quantitative and qualitative differences) on the delivery note in the presence of the driver who delivered the shipment to the Buyer. One copy of the delivery note shall remain with the Seller, the other with the Buyer.
- If the packaging of the Goods does not make it possible to comply with the quantity according to the Contract, the Seller is entitled to deliver the remaining part of the Goods together with the next delivery of the next Goods to the Buyer, if this is possible and if the Contracting Parties do not agree otherwise in the specific case.
- Pallet costs
- In case of shipment of the Goods on pallets, the price of the pallet will be charged to the Buyer together with the Purchase Price of the Goods.
- Reservation of deviations in the weight, color and dimensions of the Goods
- Unless otherwise stated in the technical data of the Goods, the weight or dimensions of the delivered Goods may differ by +/- 5% from the values declared in the description of the Goods, if such deviation does not affect the purpose of the Goods. Furthermore, the specific design of the Goods delivered to the Buyer may differ from the Order or Offer, if this does not affect their purpose. The Seller also reserves the right to change the color of the Goods, if the colors do not affect the function of the Goods, without prior notice. The above-described deviations do not constitute defects in the Goods and cannot be used to exercise rights concerning defects according to Article IV of these Terms and Conditions.
- The Buyer acknowledges that the photographs of the Goods in the Online Store may show deviations as specified in relation to the Goods in this Article 3.7 of the Terms and Conditions.
- Payment Terms
- The Purchase Price of the Goods is indicated when it is displayed in the Online Shop in accordance with Article 2.1.3 of the Terms and Conditions, with the exception of specific Goods, for which the Purchase Price is communicated based on the Buyer’s Inquiry, or as part of the Offer according to Article 2.5.1 of the Terms and Conditions.
- For the payment of the Purchase Price of the Goods, the Buyer can choose the method offered by the Seller within the Online Store, which in particular consists of (i) payment by transfer to the Seller’s bank account (ii) via a payment gateway or (iii) cash on delivery.
- If the Goods are to be paid for by transfer to the Seller’s bank account on the basis of a tax document-invoice, then the due date of such tax document-invoice for the Goods, unless otherwise stated on the tax document-invoice, is 14 [words: fourteen] calendar days from the date of the taxable performance.
- The Buyer is entitled to return the invoice for the delivered Goods to the address of the Seller’s registered office by due date if the invoice does not contain the requirements stipulated for a tax document under Act No. 235/2004 Coll., on value added tax, as amended. In the event of returning the invoice, the Buyer is obliged to state the reasons for returning the invoice in the accompanying letter, which shall be attached to the returned invoice. In such a case, the Seller shall issue a new invoice for the delivered Goods, and if the Purchase Price of the Goods has not yet been paid, then the due date of the corrected invoice shall run from the date of issue of the original invoice, while the Seller is entitled to adjust the due date of the newly issued invoice accordingly.
- If the Purchase Price of the Goods is not paid in cash, the Buyer’s obligation to pay the Purchase Price of the Goods (or advance payment for the Purchase Price of the Goods) to the Seller shall be fulfilled on the day the amount in question is credited to the Seller’s bank account, which is stated on the invoice.
- In the event of the Buyer’s delay in paying the invoice (or advance invoice) for the delivered Goods, a contractual penalty of 0.05% of the amount owed for each day of delay shall be agreed. This contractual penalty is due for each day the Buyer is in arrears with the payment of the amount owed. The payment of the contractual penalty does not affect the Seller’s right to compensation for possible damage. During the Buyer’s delay in paying the Purchase Price of the Goods, the Seller is entitled to suspend further deliveries of Goods.
- The Buyer is entitled to assign or mortgage its claim against the Seller to a third party or in favor of a third party only with the prior written consent of the Seller. The Buyer is entitled to set off any of its claims against a claim of the Seller arising from the Contract exclusively on the basis of a prior written contract with the Seller.
- Payment of costs for the non-collection of Goods
- In the event that the Purchase Price of the Goods is to be paid by cash on delivery, and the Buyer does not accept such Goods to be delivered to it at the address according to the Order, and does not pick them up from a postal service operator or carrier even during a substitute period during which the shipment containing the Goods has been deposited with the postal service operator or with the carrier, the Buyer is obliged to pay the Seller the costs related to the handling and dispatch of the Goods (hereinafter also referred to as “Costs for re-handling”), which for each Order of the Goods amounts to an amount corresponding to the amount of the shipping fee for the Goods that was the object of the Order, while the amount of such freight may be indicated on the tax document-invoice for accounting for the Purchase Price of the Goods and/or on a separate tax document. The costs for re-handling are payable within 7 [words: seven] working days from the date of delivery of the request for their payment sent by the Seller to the Buyer, while this request shall include the bank account for their payment.
Liability for defects and complaints
- Inspection of the Goods
- The Buyer is obliged to check for defects in the Goods upon accepting them or accepting the shipment with the Goods in it in accordance with Article 3.5.1.
- Application of claims from defects by the Buyer-consumer
- This article 4.2 and the sub-articles contained in it apply, in addition to the other articles of these Terms and Conditions, in the event of a complaint of defects in the Goods by the Buyer-consumer in accordance with § 419 of the Civil Code, i.e. by a natural person who, upon concluding the Contract, is acting outside the scope of their business activity or outside the scope of the independent performance of their profession.
- The Buyer-consumer may exercise claims for defects in the Goods within 24 [words: twenty-four] months from the date of receipt, unless the period is longer due to the provision of a guarantee for the quality of the Goods in accordance with Article 4.4 of the Terms and Conditions. In the case of the provision of a guarantee for the quality of the Goods, it is possible to assert claims for defects within 24 [in words twenty-four] months from the appearance of defects, but these defects may be claimed no later than the end of the period of the quality guarantee provided.
- The right of the Buyer to exercise rights due to defects in the Goods does not apply to:
- Goods sold at a lower price agreed for the Goods on account of the defects;
- cases of wear and tear of the Goods caused by their usual use;
- cases where the defects were caused by the improper use of the Goods, if it led to their damage;
- in the case of used Goods, for defects corresponding to the degree of use or wear and tear that the Goods had already been subjected to when they were accepted by the Buyer;
- defects caused by non-compliance with the instructions given by the Seller, manufacturer or distributor in the documentation for the Goods;
- defects caused by an external event (e.g. intervention by a third party or an unavoidable event, etc.).
- If the Goods do not have the properties stipulated by Article 3.4 of these Terms and Conditions, they are defective. In such a case, the Buyer is entitled to make the following claims:
- Delivery of new Goods without defects, if this is not unreasonable due to the nature of the defect; otherwise (especially if the defect can be removed without undue delay), the Buyer is only entitled to the free removal of the defect;
- If the defect concerns only a separable part of the Goods, the Buyer may only request the replacement of this part;
- In the case of a removable defect, if the Buyer cannot properly use the Goods due to the repeated occurrence of the defect after repair or due to a larger number of defects, the Seller has the right to supply new Goods or replace the part; for the purposes of this provision, repeated occurrence of a defect means at least three occurrences;
- If the Buyer does not withdraw from the Contract or if it does not exercise the right to have new Goods delivered without defects or a part of the Goods replaced or the Goods repaired free of charge, it may request a reasonable discount. The Buyer has the right to a reasonable discount if the Seller is unable to supply it with new Goods without defects, replace its parts or repair the Goods, as well as if the Seller does not remedy the situation in a reasonable time or if the remedy would cause significant difficulties for the Buyer.
- The Buyer does not have the right to claim defective performance if the Buyer knew the Goods had a defect before accepting them, e.g. it was informed about this by the Seller or this information was also included in the Order confirmation, or if the Buyer itself caused the defect.
- The Buyer is obliged to make a claim for defects in writing, where, in addition to identifying the Goods, the Order and its confirmation (or the Offer and its acceptance) and the defect, including its description, it must also state what right from a defect in the Goods is being claimed, and, if it is possible to capture the defect in a photograph, then also photo(s) of the discovered defect.
- The Seller shall notify the Buyer of its opinion on the claim within 30 [words: thirty] calendar days at the latest, and the Seller is obliged to draw up a protocol containing at least the following information in accordance with § 2173 of the Civil Code in order to settle the claim:
- The date of the application of the claim (the date of acceptance of the defects);
- Grounds for the complaint;
- Method of settlement of the complaint requested by the consumer;
- Result of the inspection of the defective Goods by the Seller or its contractual partner, or the manufacturer or distributor of the Goods;
- Acknowledging the claim and the method of handling it (repair or replacement of the Goods), or
- Justification for rejecting the claim.
- The Seller is obliged to send the complaint protocol to the Buyer in writing to the address specified in the notification of claimed defects. The Seller can agree with the Buyer to send the complaint protocol by e-mail to the Buyer’s e-mail address.
- If the Buyer requests the delivery of new Goods without defects in accordance with Article 4.2.4 (a) of these Terms and Conditions, the Seller is obliged to send the new Goods only after it has received the defective Goods from the Buyer, or after the Buyer has proved that it has sent the Goods to the Seller.
- Application of claims from defects by the Buyer-entrepreneur
- In the case of all defects in the Goods that have not yet been duly complained about in writing by the Buyer, but are recognized by the Seller as justified, the Seller can remove the defect itself without undue delay by supplying a replacement or by exchanging the defective Goods for flawless Goods, or by supplying the missing quantity or providing a discount from the Purchase Price of the Goods.
- In the case of defects in the Goods that have been properly and timely complained about by the Buyer and recognized by the Seller as justified, the Buyer may request the removal of the defects, preferably:
- by delivering the missing amount of Goods, only if it is possible within a reasonable time and expedient;
- by providing a reasonable discount from the Purchase Price of the Goods, if the defects do not prevent the usual use of the Goods;
- by removing the defect or replacing the defective Goods with flawless Goods (if only a part of the Goods is defective, then the Buyer is entitled to demand the replacement of only the part); or
- by withdrawing from the Contract regarding the defective Goods and returning the Purchase Price, if none of the previous methods of settlement of the complaint are feasible.
- The chosen method for claiming and removing a defect must not cause the Seller to incur unreasonable costs.
- All complaints about Goods must contain at least: the name, ID number and registered office of the Buyer, number of delivery note and invoice, identification (name) and number of the Goods being complained about, a detailed description of the detected defect and, if the defect can be captured in a photograph, then also the photograph(s) of the detected defect.
- For all complaints about goods, service requests, or technical assistance, the Buyer is obliged to apply to the Seller in writing at the address of the registered office of the Seller or in person at the Seller’s place of business, during the operating hours of such place of business.
- All claims for defects can only be made if the conditions of the recommended method of the use or application of the Goods are observed, in accordance with the instructions and technical sheets of the Goods and the proper storage of the Goods in accordance with the Contract and generally applied standards in the industry for the storage of the Goods.
- A quantity of Goods delivered in excess of that required under the Contract shall not be deemed to be a defect in quantity. In such a case, the Buyer is entitled to reject the excess quantity of Goods at the latest when signing the delivery note, otherwise the Contract is considered concluded even with regard to the excess quantity, and the Seller is entitled to the payment of the Purchase Price corresponding to the larger quantity of Goods.
- In the case of a replacement delivery or exchange of defective Goods for flawless Goods, the Buyer is obliged to return the claimed Goods to the Seller in principle in the condition and quantity in which they were received, unless the Goods have already been consumed.
- Guarantee for the quality of the Goods and the warranty period
- The Seller shall provide the Buyer with a guarantee for the quality of the delivered Goods in accordance with the applicable legal regulations in force in the Czech Republic during the warranty periods specified in the technical data sheets of the Goods, or in the warranty document or in the Offer, while the quality guarantee is provided only for the properties expressly stated in the Contract or on the technical data sheets of the Goods.
- The Seller does not provide a guarantee for the quality of the Goods by stating the warranty period or the period of use of the item (Goods) on the packaging or in the advertisement.
- The condition for exercising the rights from the quality guarantee is that the Buyer uses the Goods in a prescribed or customary manner, while the Seller bears no responsibility for defects or damages caused by use of them in any other way, and the Buyer in such a case is not entitled to payment arising from the quality guarantee.
- The quality guarantee Goods does not apply to its normal wear and tear.
- Common provisions for asserting claims for defects
- Obvious defects and complaints about them
- The Buyer is obliged to indicate (complain about) obvious defects in the Goods that were discovered or could have been discovered during the delivery of the Goods, especially missing quantities, defective quality, etc., immediately upon receipt in the delivery note belonging to the delivered Goods.
- A defect in quantity is not the delivery of a smaller quantity of Goods, if this quantity corresponds to the data in the delivery note, which in this case is a partial delivery.
- Hidden defects and complaints about them
- The Buyer is obliged to complain about hidden defects, i.e. defects that cannot be detected upon professional inspection of the Goods upon their acceptance, in writing to the Seller, without delay, no later than 3 [in words: three] working days from the date of their detection or from the moment when they could have been discovered with professional care, whichever period occurs first, or from the receipt of a claim by a third party to whom the Buyer further supplied the Goods, if such a complaint was delivered to the Buyer within the time limits specified above.
- In the event that the Buyer does not detect and complain about the defects within the time limits set by these Terms and Conditions, it loses the right to make a claim for defective performance under § 2112 of the Civil Code.
- Obvious defects and complaints about them
- Claims for liability for defective Goods
- The potential amount of compensation for damage caused by a defect in the Goods is limited, if such a limitation is permitted by applicable legislation, to the amount of the Purchase Price (excluding VAT) of the defective Goods for which the Seller delivered the Goods to the Buyer. Regardless of the above, however, if the amount of the Purchase Price of the defective Goods exceeds the amount of CZK 100,000 without VAT [in words: one hundred thousand Czech crowns without value added tax], then the amount of damage is limited to this amount. The Seller is not obliged to compensate the Buyer for lost profit, or for contractual fines or damages claimed by a third party against the Buyer.
- The Seller is not liable for any damage caused by an extraordinary, unforeseeable and insurmountable obstacle that arose independently of its will (hereinafter also referred to as “force majeure”), where such a case is especially considered to be (but not exclusively) obstacles caused by a war situation, a state of emergency, emergency situations, disease pandemics (e.g. coronavirus), lack of or defects in means of transport, failure of machinery and equipment, unavailability of resources (personnel, material, energy, etc.), fires, floods, storms or other natural events and disasters, strikes, disputes with employees and unions, orders, regulations and legal acts of any state or its government, or any other event in the outside world that the Seller is unable to influence, or they are not under its control. The Seller is under no obligation to secure resources (personnel, material, energy, etc.) in an alternative manner. In the event that an event representing force majeure lasts longer than 6 [words: six] months, the Seller is entitled to cancel the Contract without any sanctions or obligation to compensate the Buyer or any third party.
Rights and obligations of the Contracting parties
- Rights and obligations of the Buyer
- In addition to the rights and obligations set forth separately in the Contract and elsewhere in these Terms and Conditions, the Buyer has the rights and obligations set forth in this Article 5.1 of the Terms and Conditions.
- The Buyer is obliged to pay its payable obligations to the Seller by the due date. Unless otherwise stated on the tax document-invoice, the due date of any monetary obligations, similarly to Article 3.8.3 of the Terms and Conditions, is 14 [words: fourteen] calendar days from the date of the taxable performance, and if there was no such day, then 14 [words: fourteen] calendar days from the date of issue of the tax document.
- The Buyer is obliged to ensure the proper storage and transportation of the Goods according to the Seller’s instructions, in a way that guarantees the preservation of the quality of the Goods to ensure the prevention of damage to the Goods as a result of improper storage or transportation.
- The Buyer is obliged to acquaint all persons carrying out Orders on behalf of the Buyer with the agreed method of placing Orders or accepting Offers and the rules for the delivery of Goods, in particular with the conditions relating to the ordering of Goods and their complaints.
- The Buyer-entrepreneur is obliged to pay the payable receivables to the Seller in full, regardless of any claims made by the Buyer against the Seller, including the right to a discount off the Purchase Price of the Goods, a set-off of receivables and any other reasons that could lead to a reduction in the amount of the Buyer’s payable receivables towards the Seller.
- The Buyer is obliged to protect the markings, trademarks and names of individual Goods. The Buyer shall not use these trademarks, names or trade name of the Seller in connection with any other business activity carried out by the Buyer.
- No rights or obligations of the Buyer arising from the Contract or these Terms and Conditions may be transferred or assigned to a third party without the prior written consent of the Seller.
- Rights and obligations of the Seller
- The Seller is obliged to notify the Buyer by e-mail and/or telephone without undue delay that it will not be able to deliver the ordered Goods to the Buyer for whatever reason.
- The Seller is obliged to inform the Buyer of all changes significant for the implementation of the Contract.
- At its discretion, the Seller is entitled to verify compliance with the Buyer’s obligations set forth in the Contract and these Terms and Conditions.
Withdrawal from the Contract
- Withdrawal from the Contract by the Buyer-consumer
- This Article 6.1 of the Terms and Conditions and all sub-articles contained therein apply exclusively to Buyers who are consumers within the meaning of § 419 of the Civil Code, i.e. natural persons who, when concluding the Contract, are acting outside the scope of their business activity or outside the scope of the independent exercise of their profession.
- The Buyer has the right to withdraw from the Contract without giving reasons and without any penalty (unless any of the exceptions under Article 6.1.4 apply) within 14 [words: fourteen] calendar days:
- from the date of acceptance of the Goods by the Buyer or a third party designated by it (other than the carrier); or
- from the acceptance of the last delivery of Goods by the Buyer or a person designated by it (other than the carrier) in the event that the object of the Contract is several types of Goods that were ordered as part of one Order; or
- from the acceptance of the last item or part of the delivery of Goods by the Buyer or a person designated by it (other than the carrier) in the event that the object of the Contract is Goods that are delivered to the Buyer in items or parts.
- In order to comply with the deadline for withdrawing from the Contract, it is sufficient to send a verifiable withdrawal to the Seller before the expiration of the relevant 14-day period. The recommended way to withdraw from the Contract according to this Article 6.1 of the Terms and Conditions is a written withdrawal sent by registered mail to the delivery address specified in Article 1.1.2 (c) of these Terms and Conditions or by e-mail to the Seller’s electronic address specified in Article 1.1.2 (b) of these Terms and Conditions. Another possible way of withdrawing from the Contract is to withdraw in person at the address of the Seller’s registered office. As part of withdrawing from the Contract, the Buyer is obliged to provide the Buyer’s name and surname, the Order number, the identification of the Order confirmation, the date the Order was sent and the confirmation of the Order was received, and the identification of the Goods for which the Buyer is withdrawing from the Contract. To withdraw from the Contract according to this Article 6.1 of the Terms and Conditions, the Buyer can use the form provided for withdrawing from the Contract, which is attached to these Terms and Conditions.
- However, regardless of the above, the Buyer is not entitled to withdraw from the Contract in certain cases, and in addition to other reasons established by applicable legal regulations, the Buyer is not entitled to withdraw for the following reasons:
- if the object of the purchase of the Goods was modified in accordance with the wishes of the Buyer or for the Buyer’s person, as well as Goods subject to rapid deterioration;
- if it concerns the delivery of a computer program on a physical medium, if the Buyer has opened the original packaging before withdrawing;
- if it concerns the delivery of digital content (computer program), if it was not delivered on a physical medium and was delivered with the prior express consent of the Buyer before the expiration of the period for withdrawing from the Contract;
- if the Goods were modified or prepared according to the Buyer’s requirements, i.e. if the Goods were delivered based on the Offer;
- in other cases specified in § 1837 of the Civil Code.
- In case of withdrawal from the Contract, the Buyer is obliged to return the Goods with all accessories and complete documents (proof of purchase, instructions, warranty document) to the address of the Seller’s registered office, no later than 14 [in words: fourteen] calendar days from the date of withdrawal from the Contract, and without any further request from the Seller. The Goods cannot be returned by sending them cash on delivery, as such shipments are not picked up by the Seller nor is the Seller responsible for their loss, destruction or damage. The costs of returning the Goods to the Seller shall be borne by the Buyer.
- In connection with withdrawal from the Contract, the Buyer is not responsible for any reduction in the value of the Goods as a result of handling the Goods in a manner that is necessary to become familiar with the nature and properties of the Goods, including their functionality. However, in the event that before the Goods are returned to the Seller, they are damaged, worn (other than necessary for familiarization with the Goods) or partially consumed, the Buyer is liable to the Seller for the damage caused by this, but at most up to the Purchase Price of the Goods. In such a case, the Seller is entitled to offset its claim for damages against the Buyer’s claim for a refund of the Purchase Price of the Goods. Damage to the original packaging of the Goods as a result of unpacking them shall not be considered damage to the Goods. In cases of any excessive use of the Goods, regarding which the Buyer has taken legal action to withdraw from the Contract, the Seller may reject such legal action as an abuse of rights that does not enjoy legal protection.
- If the Buyer legitimately withdraws from the Contract, the Seller is obliged to return the Purchase Price to the Buyer, including the costs already paid for shipping the Goods related to the withdrawal, as stated in the Contract, no later than 14 [in words: fourteen] calendar days from the date of delivery of such withdrawal, with the exception of cases where the Buyer has chosen a more expensive method of delivery of the Goods than the cheapest method of transport offered by the Seller; then in terms of shipping costs, the Seller shall refund the Buyer only the amount corresponding to the cheapest method of delivery of the Goods on offer. The Seller is entitled to require the Buyer to prove that it has already sent the Goods back in accordance with Article 6.1.5 of these Terms and Conditions, and until this fact has been proven, not to return the Purchase Price to the Buyer nor to return it until the Goods have been received. The Seller will return the Purchase Price to the Buyer by wireless transfer to the bank account from which the Buyer made the payment, or which the Buyer indicates in the withdrawal notice, or by a money order sent to the address specified by the Buyer in the Order if the Buyer expressly requests it.
- In the event that the Buyer withdraws from the Contract in violation of Article 6.1.2 of these Terms and Conditions (invalid withdrawal), or if the Buyer sends the Goods back to the Seller without a valid withdrawal from the Contract, the Seller will notify the Buyer that it does not recognize the validity of the withdrawal and will send the Goods back at the Buyer’s expense.
- If, together with the Goods, the Seller provided the Buyer with a gift or bonus item of a certain value, the gift agreement between the Seller and the Buyer, or the sales agreement for the bonus item, shall be concluded with a severance clause stating that, if the Buyer withdraws from the Contract under this Article 6.1 of the Terms and Conditions, the agreement regarding such a gift / bonus item shall be terminated and the Buyer obliged to return the gift / bonus item to the Seller together with the Goods.
- Withdrawal from the Contract by the Buyer-entrepreneur
- This Article 6.2 of the Terms and Conditions and the sub-articles contained therein apply exclusively to Buyers who, when concluding the Contract, are acting as part of their entrepreneurship or in connection with their own business, production or other similar activity according to § 420 of the Civil Code.
- The Buyer-entrepreneur may withdraw from the Contract for any material breach by the Seller, especially if the Seller is in arrears with the delivery of the Goods by more than 30 [in words: thirty] calendar days from the date of the final delivery date set by the Seller (this date is not considered the indicative delivery date of the Goods mentioned in Article 2.4.1 and 2.8 of these Terms and Conditions).
- Also, cases where the Buyer is in arrears with the payment of the advance invoice or the delivery of the Goods is stopped for a reason on the part of the Buyer are not to be considered a delay on the part of the Seller.
- Unlike the Buyer-consumer, the Buyer-entrepreneur is not entitled to withdraw from the Contract in the cases specified in Article 6.1 of these Terms and Conditions.
Activation of the Goods
- Activation of the Goods
- Some Goods contain computer firmware/software necessary for the proper functionality of the Goods (hereinafter referred to as “Firmware”).
- For some Firmware, it is necessary to activate the Firmware (hereinafter referred to as “Activation”) according to the procedure communicated to the Buyer as part of the delivery of the Goods. The procedure communicated in this way may also include activation data for performing the Activation – username and password or other data for the Activation (hereinafter referred to as the “Activation Data”). The Buyer acknowledges that the Activation Data may be misused and so is obliged to keep this data confidential.
- In some cases, Firmware Activation may require that it be installed on the relevant device (hereinafter referred to as the “Installation”). The Buyer is obliged to perform the Installation according to the Seller’s instructions.
- In the event that the Activation or Installation is not carried out or is not carried out according to the instructions of the Seller, the Seller bears no responsibility for the non-functionality of the Goods or any damage caused in connection with the Goods or their non-functionality.
Protection of personal data, sending of commercial messages
- When completing the Order or accepting the Offer, the Buyer-entrepreneur declares that it is authorized to use the contact details of its employees (or other natural persons mentioned in the Order or acceptance of the Offer), as well as communicating this data to the Seller in connection with the Contract.
- The Seller shall process and use the identification and contact details of the natural persons provided by the Buyer exclusively for the purpose of delivering the Goods, communicating with the Buyer and maintaining the list of the Seller’s customers. This data is not made available or provided to third parties, except when it is necessary to fulfill the legal obligation of the Seller.
- The scope of the processed personal data and details of processing it are described in a separate document called “INSTRUCTION ON THE PROCESSING OF PERSONAL DATA OF DATA SUBJECTS WITHIN THE SUPPLY OF GOODS”, which is made available to the Buyer together with these Terms and Conditions and is also available on the Seller’s website.
- The Seller is entitled to use the e-mail addresses provided by the Buyer even after the performance of the Contract for the purpose of sending information about the offers of the Goods and current sales events of the Seller, and the Buyer agrees to the sending of these communications, including sending them in paper form to the address of the registered office or contact address of the Buyer, while the Buyer is entitled to have the further sending of this information to its e-mail or postal address cease at any time in the form of an e-mail sent to the e-mail address of the Seller or in the form of a registered letter sent to the address of the registered office of the Seller.
- Possibilities of archiving the Terms and Conditions
- These Terms and Conditions are available on the website of the Online Store at: https://smicro.eu/terms-and-conditions.
- The Terms and Conditions will be communicated to the Buyer during the process of concluding the Contract, before the Order is dispatched in accordance with Article 2.2.2 of these Terms and Conditions, and the Buyer can print them out or save them using the functions of the Internet browser.
- The concluded Contracts are archived by the Seller in electronic form and are not accessible.
- The Buyer has information about the Orders placed by it in the form of e-mail messages sent to the e-mail address of the Buyer. These Terms and Conditions sent in written electronic form are also part of the confirmation of receipt of the Order (acceptance) sent to the Buyer.
- Storage of cookies
- By using the Online Store, the Buyer expresses consent to the storage of Cookies on his computer.
- By sending the Order or accepting the Offer, the Buyer confirms that he has familiarized himself with the Contract, including these Terms and Conditions and agrees with their content. Furthermore, the Buyer declares that he does not consider any of the provisions of the Terms and Conditions to be surprising, that he has considered the content of these Terms and Conditions and that they are acceptable to him.
- The Contract, including these Terms and Conditions, as well as the rights and obligations between the Contracting Parties arising from the Contract, are governed exclusively by the legal code of the Czech Republic, in particular by Act No. 89/2012 Coll., Civil Code, and related regulations, all as amended with the exclusion of the UN Convention on contracts for the international purchase of goods.
- Any disputes shall be decided exclusively by the courts, or other bodies designated by law, of the Czech Republic.
- If the Buyer is an entrepreneur within the meaning of § 420 of the Civil Code, then the Contracting Parties as entrepreneurs in accordance with § 1801 of the Civil Code have agreed that § 1799 and § 1800 of the Civil Code do not apply to their contractual relations based on the Contract.
- In the event that any provision of this Contract or these Terms and Conditions is or becomes invalid or ineffective, this does not affect the validity or effectiveness of the other provisions of this Contract or these Terms and Conditions.
- These Terms and Conditions were issued on 01/06/2022 and take effect on the date indicated in the header of these Terms and Conditions.