GENERAL TERMS AND CONDITIONS

 

of the company CB PROFIL, a.s. ID 26107074

 

1. General terms and conditions and conclusion of the Purchase Contract

 1.1 These General Terms and Conditions of Business (hereinafter referred to as "GTC") of the Seller - CB PROFIL a.s.. - are part of the concluded purchase contract for the supply of goods from CB PROFIL a.s. to its customers. The Parties declare that these GTC are an integral part of the purchase contract concluded between them and that their content or accession to them by the Buyer and the Seller is in accordance with their free will, as evidenced by the signatures of their authorized representatives on the above-mentioned purchase contract. The Buyer's GTC are only binding if they are acknowledged as binding in writing by the Seller. By concluding the Purchase Contract, ordering by the Buyer, confirming the order, accepting the offer or any other perfect act leading to the conclusion of the Purchase Contract within the meaning of § 1731 et seq. of Act No. 89/2012 Coll., as amended, (hereinafter referred to as the "Civil Code"), the Buyer simultaneously expresses his/her consent to these Terms and Conditions.

 

1.2 The contractual relationship establishing the obligation of performance for CB PROFIL a.s. arises from the conclusion of the Purchase Contract under the terms and conditions set forth in Sections 1731 et seq. and 2079 et seq. of Act No. 89/2012 Coll., the Civil Code, as amended, whereby the essential elements of the Purchase Contract are:

-agreement on the subject of performance in its full, technically defined scope, including the quantity, dimensions of the goods required by the buyer and other technical parameters of the goods according to the buyer's requirements, with the exception of clause 1.3. d)

-agreement on the delivery date

-agreement on the purchase price or the method of determining it

-agreement on payment terms

 

1.3 The conclusion of the purchase contract between the Seller and the Buyer shall take place under the following conditions:

a) on the basis of a preliminary inquiry from the Buyer, the Seller makes a quotation to the Buyer for the delivery of the goods at the specified unit purchase price

b) subsequently, on the basis of the Seller's quotation, the Buyer makes a binding order for the goods, including the required quantity, dimensions, type of goods. Placing an order by the Buyer shall not constitute a purchase contract and the Seller's offer under a) shall not constitute a proposal to conclude a purchase contract within the meaning of Sections 1731 and 1732 of the Civil Code. The conclusion of the Purchase Contract will only take place in accordance with the following paragraphs of these Terms and Conditions.

c) the Seller shall confirm the order to the Buyer by submitting a binding proposal for the conclusion of the purchase contract containing in particular all the essential elements of the purchase contract pursuant to clause 1.2. of these Terms and Conditions, or other elements agreed between the parties. The proposal for the conclusion of the purchase contract shall be made by the Seller in writing and signed by the Seller by postal delivery, by personal delivery or by electronic mail. The Buyer shall subsequently confirm to the Seller the conclusion of the Purchase Contract by sending a copy of the Purchase Contract signed by the Buyer in the same form as the draft Purchase Contract submitted by the Seller. A proposal for the conclusion of the Purchase Contract made by electronic or similar technical means shall be confirmed by the Buyer in the same form, unless the Parties have expressly agreed otherwise. However, the conclusion of the purchase contract shall not take place if the buyer confirms the conclusion of the purchase contract with any additions, changes or other deviations from the proposal submitted by the seller. In such a case, confirmation by the Buyer of the proposed additions, changes and deviations by the Seller will be required for the conclusion of the Purchase Contract.

d) The detailed technical parameters of the goods ordered, taking into account the purpose of use of the goods for the Buyer's specific construction, shall be subsequently specified by the parties on the basis of the laying plan, unless such specification has been made in another form prior to the conclusion of the Purchase Contract. The Buyer shall ensure the preparation of the layout plan taking into account the design documentation of the relevant building for the building permit, or the detailed design documentation and/or other documentation of the building for which the ordered goods are to be delivered. The Seller may also prepare the laying plan as agreed by the Parties. In such case, the Buyer is obliged to provide the Seller with the construction design documentation for the building permit, the implementation documentation and all other documents crucial for the correct determination of the technical parameters of the ordered goods in order to prepare the laying plan. The Seller shall not be liable for any defects or deficiencies in the technical parameters of the goods if such defects or deficiencies originated in the requirements for the technical specification of the goods provided by the Buyer to the Seller and/or if such defects or deficiencies originated in the documentation provided by the Buyer to the Seller and/or if the reason for such defects or deficiencies was the Buyer's failure to provide the Seller with information and documents critical to the correct determination of the technical parameters of the goods

e) if, after drawing up the laying plan according to d), deviations from the quantity and dimensions of the goods arise, the agreed purchase price will be increased or decreased according to the unit prices specified in the seller's price offer or in the purchase contract

f) if the contracting parties have agreed in the purchase contract only on the method of determining the purchase price, or its determination according to the purchase plan, the amount of the purchase price shall be determined and invoiced by the seller to the buyer according to the unit prices of the goods specified in the purchase contract

g) points (d), (e) and (f) do not preclude the drawing up of a cladding plan before the conclusion of the purchase contract. In such a case, points (e) and (f) shall not apply.

1.4 The provisions of Article 1.3 do not preclude any other method of concluding the purchase contract, provided that the parties have agreed on such method and that the purchase contract has been concluded on the basis of such method under the conditions laid down in the relevant provisions of the Civil Code.

1.5 The contractual delivery periods begin on the date of conclusion of the purchase contract. In the case of additional technical specification of the goods according to the layout plan prepared by the Buyer after the conclusion of the Purchase Contract, the contractual delivery periods shall commence on the date on which the prepared layout plan was handed over by the Buyer to the Seller or on the date on which the Buyer delivered to the Seller all the documents necessary for the preparation of the layout plan (if the layout plan is prepared by the Seller).

1.6 The prices in the quotations are binding only if the goods requested have been sufficiently technically specified for the price calculation by the Buyer. Otherwise, only the information in the purchase contract is binding.

1.7 Taking into account its requirements for the specification of the technical parameters of the ordered goods, the Buyer is obliged to check the individual items in the Purchase Agreement or the items listed in the Seller's quotations, in particular the pieces, lengths, colouring sides, colour shades including protective varnish, individual prices and the expected delivery date. By his signature, he confirms that everything is in order and so he is fully responsible for any discrepancies and any additional costs shall be borne by the buyer.

1.8 The goods supplied by the Seller meet the technical requirements of the harmonised technical standards EN 101 43 and EN 508 01. However, the Buyer acknowledges that the goods supplied are also subject to the dimensional tolerances and shape tolerances in accordance with these standards and delivery of goods with such deviations and tolerances shall not be considered a breach of the Seller's obligations and in such cases the Seller shall not be liable for defects in the goods. The buyer must therefore take these tolerances and deviations into account when drawing up the layout plan, specifying the technical parameters of the goods, as well as when designing and assembling the goods delivered. The Seller undertakes to consult free of charge on the suitability of the material for the construction.

1.9 The Buyer is entitled to cancel the Purchase Contract even after its conclusion, but in such a case, in accordance with Section 1992 of the Civil Code, only by paying a severance payment of 70% of the agreed purchase price, unless the parties expressly agree on a different amount of severance payment.  In this case, the purchase contract shall terminate upon the crediting of the amount corresponding to the severance payment to the seller's account. However, this right of the buyer shall be extinguished if the goods in question have already been manufactured on the date of payment of the severance payment and/or if the seller has already placed a binding order for the manufacture of the goods with his subcontractor without the possibility of cancelling such order. The Buyer shall have the right to cancel the contract without giving any reason and without the obligation to pay the termination fee according to this paragraph if such cancellation is delivered to the Seller within 24 hours of the conclusion of the purchase contract. In the event of cancellation of the contract by payment of the severance payment pursuant to this paragraph, the Seller shall be entitled to refuse this method of cancellation by notice sent to the Buyer within 5 days of the date of payment of the severance payment in the event that the amount of the costs associated with the production and delivery of the goods on the date of payment of the severance payment by the Buyer exceeded the amount of the severance payment. In such case, the cancellation of the contract shall be considered null and void and the Seller shall be entitled to set off the severance paid by the Buyer against his claim for payment of the purchase price of the ordered goods.

1.10 If an advance payment of the purchase price has been agreed between the parties and, after the conclusion of the purchase contract, the Buyer fails and/or refuses to fulfil its obligations under the purchase contract, and the Seller withdraws from the purchase contract for this reason or the contract is terminated for other reasons on the part of the Buyer, the advance payment so provided shall be deemed for the purposes of this contract to be an advance payment by the Buyer within the meaning of Section 1808 of the Civil Code, which the Seller shall be entitled to retain. In the event of cancellation of the Contract for reasons pursuant to Article 1.9, the Seller shall be entitled to retain the advance payment of the Purchase Price as a severance payment, in which case the Buyer shall only be obliged to pay to the Seller the difference between the agreed amount of the severance payment and the advance payment made by the Buyer pursuant to Article 1.9.

1.11 The order will be specified by the Buyer (in terms of dimensions and quantity) in the order specification and/or within the laying plan. This specification shall be handed over by the Buyer to the Seller within the time limit set out in the Seller's offer or after the conclusion of the purchase contract before the required delivery date (from the own production in České Budějovice approximately 1 week, for other goods approximately 3-4 weeks and in the case of non-standard shades approximately 8 weeks, the exact delivery date will be set out in the purchase contract).

1.12 If the Buyer falls into default with payment of the purchase price, successive instalments of the purchase price for the previous delivery or advance payment or if circumstances are known that reduce the reliability of payments from the Buyer, such as if the account is seized or if the Buyer owes CB PROFIL a.s. at the time of the expected delivery of goods or production of goods. as the Seller, CB PROFIL shall be entitled to withhold the unpaid deliveries until such time as the purchase price for the undelivered goods under the Purchase Agreement has been paid and other outstanding invoices of the Seller have been paid or until such time as such payments have been secured in a sufficiently reliable manner.

Failure to deliver the goods in such a case shall not be considered a breach of the relevant contract or a default in delivery by CB PROFIL and no penalties of any kind shall be applicable to CB PROFIL a.s..

1.13 The Buyer is responsible for the compliance of the laying plan (or Order Specification) with the facts on site. The risk arising from a discrepancy between the construction design documentation for the building permit and/or the construction implementation documentation and the actual construction shall be borne by the Purchaser, unless otherwise agreed in the CS. The costs of ascertaining the actual state and comparison to the project documentation shall be borne by the purchaser.

1.14 The Buyer is responsible for the compliance of the construction plan with the facts on site even if the Seller provides or mediates the preparation of the construction plan. The Purchaser shall be responsible for submitting to the Seller the correct documents for the purpose of preparing the cladding plan that correspond to the reality and the latest version of the design documentation of the relevant building for the building permit and/or the detailed design documentation and shall be responsible for the delivery of all necessary documents, details and sections. The Buyer shall check such prepared layout plan against the facts and in case of disagreement notify the Seller in writing of such discrepancies, failing which the Buyer shall be fully liable and any extra costs and losses shall be borne by the Buyer and the Seller shall not be liable for any defects or deficiencies in the Goods within the meaning of clause 1.3(d) hereof.

 

2. Delivery:

2.1 The place of delivery of the goods shall be the place specified by the Buyer in the Purchase Contract

2.2 Delivery of the Goods shall be done on a tractor-trailer to the place of delivery specified by the Buyer. If access to the construction site is not provided or the delivery site is not accessible to the tractor-trailer during this method of delivery, the Buyer shall bear any resulting extra costs. In the case of delivery of the goods by transport under this paragraph, the effects of handing over the goods to the buyer shall take effect and the seller shall fulfil his obligation to hand over the goods to the buyer at the moment when he allows the buyer to handle the goods at the delivery point designated by the buyer.

2.3 The Buyer shall unload the material within a maximum of 2 hours of the arrival of the truck at the site, if the truck waits longer, the Seller shall be entitled to payment of any extra costs incurred by the Seller by reason of the Buyer's breach of this obligation.

2.4 The Buyer shall ensure that the material is duly received at the delivery point and that the delivery notes are confirmed by a responsible person who shall be notified in writing with a contact telephone number to the Seller, including the exact address of the unloading point.

2.5 In the case of delivery of goods pursuant to Article 2.1(b), the Seller shall notify the Buyer at least three days in advance that the goods are ready for collection. The effect of the delivery of the goods to the Buyer shall in this case be on the date specified in such notice (unless such date has been specified in the contract of sale or otherwise agreed). On this day the goods will be ready for delivery to the Buyer at the Seller's factory or place of business, even if the Buyer has not taken delivery of the goods on that date.

2.6 If the contract of sale does not provide for the manner of fulfilment of the Seller's obligation, the Seller's obligation shall be deemed to be fulfilled on the date on which the goods are ready for delivery to the Buyer at the Seller's warehouse. The Seller shall notify the Buyer of this date at least 3 days in advance, unless this date has already been fixed in the Purchase Contract or otherwise agreed.

2.7 Delivery shall be made on the Buyer's account. The risk - the risk of damage to the goods - passes to the buyer at the moment when the effects of the handing over of the goods to the buyer at the place of delivery take place. The Buyer shall be liable for damage and loss incurred during the folding, storage and handling of the goods at the place of delivery.

2.8 Postponement of the delivery date set by the Buyer must be notified to the Seller in writing at least 1 week before the contractual delivery date. The Seller shall be released from previous time obligations by this notification. The setting of a new delivery date must be agreed in writing.

2.9 The risk of damage to the goods passes to the buyer as soon as the goods have been handed over to the buyer.

2.10 The unloading of the goods as part of the delivery of the goods is always at the expense and responsibility of the buyer. The loading of the goods shall also take place at the expense and responsibility of the buyer if the place of delivery of the goods under the contract of sale is the seller's factory or business premises. The Buyer is obliged to unload the truck with an appropriate crane, using only tie-downs and always using the hoist on the crane. The bales are then always clamped with tie-downs under the formwork and not directly under the material, where damage to the material may occur. For the purpose of ensuring adequate technical means for unloading the goods, the buyer is aware that the bales in which the goods are packed for the buyer by the seller weigh up to 3,2 tons.

2.11 The Buyer shall be liable for any damage to the Goods during unloading. If the Goods are on a semi-trailer in transit to the place of delivery for other customers of the Seller as part of the reloading process and the Buyer damages such other Goods by unloading the Goods destined for him, he shall be fully liable for any damage to the Seller resulting therefrom, including the transport costs for the importation of the new material and any penalties charged to the Seller by his customers for late delivery.

3. Price:

3.1 If an advance payment of the purchase price of the Goods has been agreed between the Seller and the Buyer, the advance invoice shall be due on the due date stated on the invoice or on a date agreed between the parties.  The purchase price or other instalments of the purchase price are due within 30 days of the invoice being issued by the Seller (unless otherwise agreed between the parties). If the Buyer is in default of payment of the purchase price, advance payment of the purchase price and/or any instalment of the purchase price for more than 10 days, the Seller shall not be obliged to deliver the goods within the original agreed delivery date. A new delivery date shall be agreed between the parties in the event of such delay. In the event of default by the Buyer in meeting its monetary obligations, the Buyer shall be obliged to pay the Seller contractual penalties pursuant to Article 4.4 of these Terms and Conditions.

3.2 The Buyer is not entitled to unilaterally set off any claims for defects in performance, in particular claims for defects occurring in the goods during the warranty period, against the Seller's claim for payment of the purchase price or part thereof without the Seller's consent.

3.3 The Seller shall be entitled to demand an increase in the purchase price of the goods if the length of the profiles of the delivered goods is longer than the standard loading area of the truck due to additional requirements of the Buyer after the conclusion of the purchase contract and it is necessary to provide oversized transport. Unless the parties reach agreement on a new purchase price, the Seller is not obliged to agree to any requests by the Buyer for additional changes to the technical parameters of the goods.

3.4 The Seller shall be entitled to request an increase in the purchase price of the goods compared to the agreed unit prices if the Buyer, after the conclusion of the purchase contract, requests delivery of a smaller quantity of material compared to the quantity agreed in the purchase contract (due to increase in transport price, surcharges for under-quantities) and as well if the lengths of the ordered goods according to the Buyer's additional request are shorter than 2m. If the parties do not reach an agreement on a new purchase price, the Seller is not obliged to agree to any requests of the Buyer for additional changes in the technical parameters of the goods.

3.6 Unless otherwise agreed in the Purchase Contract, the Seller's entitlement to payment of the Purchase Price shall commence on the date on which the effects of the handover of the Goods to the Buyer take place.

4. Payments:

4.1 Unless otherwise specified in the Purchase Agreement or otherwise agreed by the Parties, the following payment terms shall apply to the performance of the Buyer's monetary obligations to the Seller.

4.2 The date of payment shall be the date on which payment is credited to the Seller's account, unless otherwise stated in the Purchase Agreement.

4.3 Any other type of payment than that specified in these GTC is subject to the written consent of the Seller.

4.4 The Parties agree that in the event of default by the Buyer in the performance of any monetary obligation under the Purchase Agreement, interest on the overdue amount shall be payable at the rate of 0.025% of the overdue amount for each day of default until payment. The Seller's right to payment of default interest shall be without prejudice to the Seller's right to compensation for damages in full arising from the Buyer's default.

4.5 Payment costs (transfer fees) shall be borne by the Buyer, the Seller shall receive the net amount.

4.6 The Buyer's failure to accept faultless goods shall not affect the Buyer's obligation to fulfil its monetary obligations under the concluded contract of sale, provided that the effects of the handover of the goods to the Buyer have occurred in accordance with the contract of sale and these terms and conditions.

 

5. Transfer of title to the goods

5.1 Title to the Goods shall pass to the Buyer on the date of their acceptance by the Buyer. The Buyer shall confirm receipt of the goods in the handover report or delivery note.

6. Warranties and defects:

6.1 CB PROFIL a.s. is responsible for defects in the goods delivered:

a) at the time of the transfer of the risk of damage to the goods or

b) which become apparent during the warranty period within the scope of the warranty provided by the seller

6.2 the Seller is liable for defects in the goods supplied and the Buyer shall have claims for defects in the goods supplied only if

a) the Buyer has notified the Seller of the defects without undue delay after becoming aware of them. The Buyer shall notify the Seller immediately of any obvious defects detected upon receipt of the goods in the goods acceptance report or delivery note. In the case of notification of other defects, the Buyer is obliged to fill in the Complaints Protocol, see clause 6.13.

b) the defects in the goods were not caused after the risk of damage to the goods has passed by an external event

c) the defects in the goods have not arisen due to a breach of the Buyer's obligations, in particular the obligations under Article 1.3 d). and 1.14. of these Terms and Conditions or have not arisen due to other reasons on the Buyer's side

d) the defects in the goods were not caused during unloading of the goods and also during loading of the goods in the case where the Buyer is responsible for loading of the goods under the Purchase Contract

e) the defects in the goods have not been caused by failure to comply with the Seller's Instructions for ordering, acceptance, folding, storage, assembly, repair and cleaning of the delivered goods (hereinafter referred to as "Instructions"). These Instructions form an integral part of these Terms and Conditions as Appendix 1.

f) In the event of defects in the goods occurring during the warranty period, the Seller shall only be liable for defects for which it has expressly provided a quality guarantee under the terms of the Purchase Contract and these Terms and Conditions

The conditions under which the seller is liable for defects in the goods delivered are further elaborated in the following provisions.

6.3 Unless otherwise agreed in the concluded contract of sale, the Seller warrants the quality of the goods delivered under the conditions and to the extent set out below for a period of 24 months from the date on which the effects of the handover of the goods to the Buyer take place, namely the guarantee against corrosion of the material, loss of stability and integrity, the quality of the coating and the soundness of the material, provided that no structural or usage changes are made and that the type of atmospheres C.1/C.2 is maintained, as well as the type of environment A2 according to EN 10169 of October 2010, as these conditions were given at the time of signing the purchase contract (or order confirmation).  The Seller shall not be liable in any way for any defects in the goods arising from a change in these conditions.

6.4 The warranty shall furthermore be valid provided that the material ordered by the Buyer conforms in its design to the intended use of the goods, both static and corrosion protective. The Seller shall also be liable for defects in the goods occurring during the warranty period provided that the goods are handled and stored correctly (tilting the package for easy drainage, covering it against dust and rain, but checking it against burning and thus damaging the coating) and also provided that the Seller's installation recommendations in accordance with the Instructions are followed.

6.5 If the Buyer does not specify in writing the exact atmospheric conditions, air pollution and humidity level of the building environment, or the environment where the Goods will be delivered, stored and applied, so that the Seller can determine what type of protection - coating would be suitable and orders, at its discretion, a paint which is then not suitable for the environment, the Buyer bears its own risk and the Seller shall not be liable for any defects in the Goods arising from this.

6.6 The Buyer shall at all times bear the risk and be responsible for the correct determination of static values for ordering the appropriate and suitable material for the building. Upon request, the Seller shall provide the Buyer with static and material parameters (basic dimensions, cross-sectional characteristics, static tables) of the ordered trapezoidal sheet or sandwich panel.

6.7 The guarantee does not cover natural aging processes of the material, insignificant colour variations and is valid if the delivered material is not damaged during installation and operation, in particular if the coating - spray coating of the profiles is not damaged.

6.8 The purchaser must bear in mind that bold and dark shades lose their intensity earlier and become lighter due to UV radiation. These earlier losses of shade intensity are not covered by the warranty.

6.9 Furthermore, the Seller shall not be liable for defects caused by improper unpacking of the material, additional adjustments (additional cuts and coatings) and unprofessional cleaning.

6.10 The protective paint on the reverse side of the profile of the delivered goods has only a protective function, not an aesthetic function, i.e. it may show lighter and darker areas due to only 7μm thickness of the protective spray on the galvanized layer. These variations are not covered by the seller's liability for defects in the goods.

6.11 The Buyer is aware that deliveries of cassette profiles may have minor, insignificant scuffs due to transport, which are not covered by the Seller's liability for defects. The Seller agrees to supply the repair paint free of charge and the Buyer will brush the individual spots with this repair paint after installation.

6.12 In the event of notification of defects, the Buyer shall complete a Complaint Report, which shall include a precise description of the defects and their extent, with any photographic documentation.

6.13 The Seller undertakes to settle all legitimate complaints without undue delay within an agreed time limit depending on the nature of the defects claimed. Upon receipt of a written complaint, the Seller shall confirm in writing to the Buyer that the complaint has been registered.

6.14 The Seller shall notify the Buyer in writing of the acceptance or non-acceptance of the claim without undue delay after assessing the validity of the claim. The basis for the Seller's opinion on the claim of defects in the delivered goods may be expert analyses commissioned by the Seller from the Seller's subcontractor manufacturer, expert opinions, other expert opinions or other documents.

6.15 Other conditions of the Seller's quality guarantee: The guarantee covers painted trapezoidal sheets used according to the "Basic overview of the use of the coating system" below in interior and exterior applications, as roofing and cladding for buildings in normal environmental conditions in Central Europe, where the atmospheric types C.1/C.2 are maintained, as well as the environmental types A1 and A2 according to EN 10169 of October 2010.

6.16 The seller's liability for defects in the goods, including warranty defects, is then excluded in the following cases in addition to the above:

a) if the sheets are used in extreme climatic and industrial conditions

b) if the sheets are used in particularly corrosive conditions or aggressive environments where the air has a high salt content, where the sheets are in permanent contact with water or where corrosive emissions, chemicals, vapour condensation and ash, cement dust or faecal matter may be present.

c) In the event of improper use, storage, handling and improper and unprofessional treatment of the painted sheets

d) for metallic tints, if it is a reorder or delivery from another "batch".

e) for damage up to 5% of the surface of the sheet metal, the integrity of the painted surface on the reverse side if it is a one-sided painting, and areas that have been repainted/repaired.

6.17 The Seller shall not be liable to the Buyer for any defects in the Goods to the extent exceeding the terms of the warranty for quality under these GTC. or to the extent exceeding the extent of defects and damage to the Goods as defined in these warranty terms. The Seller shall not be liable for any consequential damages, indirect damages, lost profits of the Buyer or other similar forms of damages incurred by the Buyer due to defects in the goods delivered. The preceding sentence shall not apply in cases where the damage has been caused by the Seller intentionally or through gross negligence.

6.18 The warranty covers the coating of the sheets or passes and includes their replacement or repainting under the conditions set out below for the actual warranty period.

6.19 Claims shall be made by the Seller in writing to the Buyer.

6.20. Further, in addition to the above, the Seller's liability under the warranty is subject to the following conditions:

a) the slope of the roof or other surface with sheets is at least 3 degrees (5%) for roofs without transverse joints, for roofs with transversely split roofing the roof slope is at least 5 degrees and the overlap is at least 200 mm. The length of the minimum overlap decreases with increasing roof slope, see EN 1090-4, Annex A, Part 5, Table A.1.

b) The temperature of the sheets shall not be less than 0 degrees Celsius in the case of machine forming and not less than +5 degrees Celsius in the case of hand forming.

c) During forming, the angle and bending radius of the goods do not exceed the permitted parameters, the mechanical values of the base material and coating system are not exceeded, and the sheet metal is not repeatedly bent sharply or backward.

d) The sheet metal or its surface is not mechanically or chemically damaged. Damage that occurs during processing shall be repaired by the installer

e) Water flows freely from all surfaces, i.e. there is no retention, however locally isolated.

f) Sheets and strips are not stored or used in contact with wet or corrosive materials. They shall be stored in an environment where condensation of moisture from the air cannot occur.

g) Sheets and strips shall not be placed so as to contact copper, copper salts or leak fluids from copper and iron pipes.

h) Installation and maintenance shall be carried out in a professional manner following proven procedures.

i) Accumulated dirt or other deposits and surfaces protected from the effects of rain shall be washed regularly.

j) Contact with damp concrete, damp wood, moist soil and other damp or wet surfaces is avoided. The design ensures that water running off the above materials does not penetrate the surface of the sheets.

k) the material is processed or used within 6 months of the date on which the effects of handing over the goods to the buyer have occurred

7. Withdrawal from the purchase contract:

7.1 Except as provided elsewhere in these GTC and/or in the Purchase Agreement and/or in law, the Seller is entitled to withdraw from the Purchase Agreement if:

a) the Buyer is in default in the performance of any monetary obligation under the Purchase Agreement for more than 15 calendar days

b) the Buyer is in default in the performance of any other obligation under these GTC and the Purchase Contract and fails to remedy the default despite a written notice from the Seller within an additional period of time provided by the Seller in such notice

7.2 Except as provided for in the Purchase Agreement and/or by law, the Buyer shall be entitled to withdraw from the Purchase Agreement if the Seller is in default in the delivery of the Goods in excess of 30 calendar days.

7.3 The withdrawal from the Purchase Contract shall not affect the rights of the parties to contractual penalties, interest on late payment and compensation for damages arising from the breach of obligations set out in the Purchase Contract and/or these GTC, even if these rights arose and/or matured after the date of withdrawal from the Purchase Contract, provisions on applicable law, dispute resolution or other provisions which, by their nature, are intended to bind the parties after the date of withdrawal from the Purchase Contract.

 

8. Final Provisions:

8.1 The Parties declare that these GTC form an integral part of the Purchase Contract concluded between them, or that they shall also apply mutatis mutandis to other contracts concluded between them, and that their content, or the accession thereto by both the Buyer and the Seller, is in accordance with their free and serious will, which they certify by the signatures of their authorized representatives on the Purchase Contract or by concluding the Purchase Contract in another manner in accordance with these GTC and the provisions of Sections 1731 et seq. of the Civil Code. The rights and obligations of the contracting parties, not expressly provided for in these GTC, are governed by the contract concluded between the contracting parties and also by the applicable legislation, in particular Act No. 89/2012 Coll., the Civil Code, as amended

8.2 If the legal relationship between the Seller and the Buyer is a legal relationship with an international element, where the Buyer is a foreign legal or natural person, the concluded purchase contract, these GTC and the legal relationships arising therefrom shall be governed exclusively by Czech law, or the legal order of the Czech Republic. All disputes arising from the concluded purchase contract shall be decided under the exclusive jurisdiction of the courts of the Czech Republic. The local competent court in the Czech Republic in such cases shall always be the general court of the Seller's registered office, either the District Court in České Budějovice or the Regional Court in České Budějovice.

8.3 Any document sent pursuant to the concluded contract and these GTC by one party to the other party shall be deemed to have been delivered on the fifteenth calendar day from the date of its dispatch for the purposes of the concluded contract and these GTC, even if the other party has not received it. However, this shall only apply if the document was sent by the sending party by registered letter with acknowledgement of receipt to the address of the registered office or place of business of the other party listed in the public register on the date of dispatch of the document or, if the other party is not listed in the public register, to the address of the registered office or place of business of the other party listed in the contract of sale.

8.4 If any of these provisions are or become invalid, the other contractual provisions shall not be affected.

 

In České Budějovice on 15.11.2021

Ing. Jaroslav David

Chairman of the Board of Directors and Director

CB PROFIL, a.s.