OptoSmart
OptoSmart

Terms and Conditions

  1. Basic provisions

These General Terms and Conditions of Business (hereinafter referred to as "GTC") regulate the relations between the parties to the purchase contract/license agreement, where on the one hand is the company OptoSmart s.r.o., ID No. 09449230, VAT No. CZ09449230, with its registered office at T.G. Masaryka 521 26751 Zdice as the seller (hereinafter referred to as "OS" or "Seller") and on the other hand is the buyer (hereinafter referred to as "Buyer").

The buyer under these GTC is a natural person or a legal entity.

By creating an order, the Buyer confirms that before concluding the contract, he/she has read these GTC, which form an integral part of the Complaints Procedure and the Terms and Conditions of Personal Data Protection, and that he/she expressly agrees to them, in the version valid and effective at the moment of creating the order.

The buyer is aware that by purchasing goods that are in the OS commercial offer, he/she does not acquire any rights to use registered brands, trade names, company logos, etc. OS or OS's contractual partners, unless otherwise agreed in a specific contract.

The Buyer will receive a copy of the GTC as an attachment to the order confirmation to the specified e-mail address. The Buyer will receive an invoice containing the basic contract details by e-mail in electronic form, which the Buyer agrees to.

  1. Contract
  2. Conclusion of the contract

The buyer orders the selected goods by phone, e-mail or through a sales representative. The purchase contract is concluded by confirmation of the order created by the Buyer by OS. OS sends the Buyer this confirmation to the Buyer's e-mail address.

The confirmation is accompanied by a link to the current version of the GTC including the OS Complaints Procedure. The resulting contract (including the agreed price) may only be amended or cancelled by agreement of the parties or on legal grounds, unless otherwise stated in the GTC.

The concluded contract shall be archived by the Seller for at least five years from its conclusion, but no longer than the period according to the relevant legal regulations, for the purpose of its successful execution and shall not be accessible to third, uninvolved parties. Information on the individual technical steps leading to the conclusion of the contract is evident from these GTC, where the process is clearly described.

  1. Delivery of the object of purchase

In the Purchase Agreement, OS undertakes to hand over the item to the Buyer, provide the digital content/license that is the subject of the purchase and allow the Buyer to acquire ownership/license to it, and the Buyer undertakes to take possession of the item/digital content and pay the purchase price to OS.

OS retains ownership of the item and therefore the Buyer will only become the owner by paying the purchase price in full.

OS will hand over the item to the Buyer, as well as the documents relating to the item, and allow the Buyer to acquire ownership of the item/licence in accordance with the contract.

OS shall fulfil its obligation to hand over the item to the Buyer if it allows the Buyer to dispose of the item at the place of performance and notifies the Buyer in time.

OS shall hand over the object of purchase to the Buyer in the agreed quantity, quality and design.

In order to minimize damage, OS reserves the right to condition the delivery of goods to the Buyer only after full payment of the total purchase price. Once the Buyer has paid the total purchase price of the goods purchased, OS will make delivery in accordance with the Buyer's requirements set out in the order.

  1. Transition of the risk of damage

A thing is defective if it does not have the agreed characteristics. The performance of another thing and defects in the documents necessary for the use of the thing are also considered defects.

The Buyer's right from defective performance is based on the defect that the item has when the risk of damage passes to the Buyer, even if it becomes apparent later. The Buyer's right shall also be established by a defect arising later which OS caused by a breach of its obligation.

The buyer shall examine the item as soon as possible after the risk of damage to the item has passed and satisfy himself as to its characteristics and quantity. He is obliged to inform OS of any defects and deficiencies found without undue delay.

The risk of damage passes to the Buyer upon acceptance of the item. The same consequence applies if the Buyer does not take over the item, although OS has allowed him to dispose of it.

Damage to the item, which occurs after the risk of damage to the item has passed to the Buyer, does not affect his obligation to pay the purchase price, unless OS caused the damage by breaching its obligation.

The party's default in taking possession of the item shall entitle the other party to sell the item, after giving the defaulting party a reasonable additional period of time to take possession, upon notice to the defaulting party. This shall also apply if the party is in default of the payment which is conditional upon the handing over of the item.

  1. Responsibility of the OS

OS shall be liable to the Buyer that the item is free from defects upon receipt. In particular, OS shall be liable to the Buyer that at the time the Buyer accepted the item,

  1. the item has the characteristics agreed between the parties, in the absence of such an agreement, that it has the characteristics described by OS or expected by the Buyer with regard to the nature of the goods and on the basis of the advertising carried out by them;
  2. the item is fit for the purpose for which the OS states for its use or for which an item of that kind is usually used;
  3. the item is in the appropriate quantity, measure or weight; and
  4. the matter complies with the requirements of the legislation.

If a defect appears within six months of receipt, the item is deemed to have been defective upon receipt. Unless otherwise stated, the buyer is entitled to assert the right of a defect that occurs in consumer goods within twenty-four months of receipt, but this does not apply:

  1. for an item sold at a lower price, the defect for which the lower price was agreed;
  2. wear and tear caused by normal use;
  3. in the case of a used item, a defect corresponding to the level of use or wear and tear the item had when it was taken over by the Buyer; or
  4. if the nature of the case so requires.
  5. The buyer is entitled to exercise the right of defect within twenty-four (24) months.

The individual deadlines are further regulated by the Complaints Code

The Buyer is not entitled to the right of defective performance if the Buyer knew before taking over the item that the item has a defect or if the Buyer caused the defect himself.

  1. Material breach of contract

If a defect occurs within the aforementioned period and if the defective performance is a material breach of contract, the Buyer has the right to:

  1. to remove the defect by delivery of a new item without defect or delivery of the missing item, unless this is unreasonable due to the nature of the defect, but if the defect concerns only a part of the item, the Buyer may only demand replacement of the part; if this is not possible, he may withdraw from the contract. However, if this is disproportionate in view of the nature of the defect, in particular if the defect can be remedied without undue delay, the Buyer shall be entitled to have the defect remedied free of charge;
  2. to remove the defect by repairing the item;
  3. a reasonable discount on the purchase price; or
  4. withdraw from the contract

The buyer shall inform OS of the right he has chosen when notifying the defect or without undue delay after notification of the defect. The Buyer may not change the choice made without the consent of OS; this does not apply if the Buyer has requested the repair of a defect that proves to be irreparable. If OS fails to remedy the defects within a reasonable period of time or notifies the Buyer that it will not remedy the defects, the Buyer may demand a reasonable discount on the purchase price in lieu of remedying the defect or may withdraw from the contract.

If the Buyer does not choose his right in time, he has the same rights as in the case of a non-substantial breach of contract - see below.

  1. Non-substantial breach of contract

If the defective performance is an insignificant breach of contract, the Buyer has the right to have the defect removed or to a reasonable discount on the purchase price.

As long as the Buyer does not exercise the right to a discount on the purchase price or does not withdraw from the contract, OS may supply what is missing or remedy the legal defect. Other defects may be remedied by OS at its option by repairing the item or supplying a new item.

If the OS does not remove the defect in time or refuses to remove the defect, the Buyer may demand a discount on the purchase price or may withdraw from the contract. The Buyer cannot change the choice made without the consent of OS.

  1. Breach of contract in general

The Buyer has the right to delivery of a new item or replacement of a part even in the case of a removable defect, if the item cannot be used properly due to the recurrence of the defect after repair (third claim of the same defect) or due to a greater number of defects (at least 3 defects at the same time). In this case, the Buyer also has the right to withdraw from the contract.

Upon delivery of the new item, the Buyer shall return the original item (including any accessories supplied) to OS at its expense.

If the Buyer has not notified the defect without undue delay after it could have been discovered by timely inspection and sufficient care, the court shall not grant the Buyer the right of defective performance. In the case of a latent defect, the same shall apply if the defect was not notified without undue delay after the Buyer could have discovered it with reasonable diligence, but at the latest within two years after the delivery of the goods.

  1. Quality guarantee

By guaranteeing the quality, the OS undertakes that the item will be fit for its usual purpose or retain its usual characteristics for a certain period of time. These effects include the indication of the guarantee period.

The warranty period starts from commissioning by an authorised technician at the Buyer's premises. The Buyer shall provide the necessary assistance in commissioning.

The Buyer shall not be entitled to the warranty if the defect was caused by an external event after the risk of damage to the goods has passed to the Buyer.

  1. Use of electronic content, software, etc.

The Buyer is not entitled to copy the purchased electronic content, nor to reproduce it in any other way, make copies, excerpts or otherwise deal with it in violation of copyright, other legal regulations and/or the license terms of the product. Access to the Electronic Content may be denied or the license may be deactivated if the Electronic Content has been obtained as a result of unlawful activity by the Buyer.

  1. Subsequent sale of the purchased item

If the Buyer sells, donates or otherwise transfers the item purchased from OS into the ownership of another person, the Buyer is obliged to inform OS about it.

If the Buyer does not inform OS of this, OS considers the Buyer to still be the owner of the item and the person to whom the rights from the defective performance belong.

  1. Withdrawal from the contract
  2. Withdrawal from the contract

The buyer may be allowed by the OS to withdraw from the purchase contract within 14 days.

If the Buyer is allowed to withdraw from the purchase contract, the Buyer acknowledges that the refunded purchase price may be reduced by the amount by which the value of the goods has been reduced.

If the Buyer is allowed to withdraw from the Purchase Contract within fourteen days and the returned goods are not in their original packaging including all parts and accessories, then the Buyer acknowledges that OS reserves the right to charge for such return of goods, in an amount that compensates OS for the costs necessary to put the goods back on sale.

Compensation for depreciation of the value of the goods or compensation for the cost of reintroducing the goods for sale will be set off against the purchase price returned to the Buyer.

The buyer may not withdraw from the contract due to the occurrence of a defect, nor may he demand the delivery of a new item if he cannot return the item in the condition in which he received it. This does not apply,

  1. if there has been a change in the condition as a result of an inspection to determine the defect of the item;
  2. if the Buyer used the item before the defect was discovered;
  3. if the Buyer has caused the impossibility of returning the item in its unaltered condition by his/her acts or omissions; or
  4. if the Buyer sold the item before the defect was discovered or if the Buyer altered the item during normal use; if this happened only in part and OS allows the Buyer to withdraw from the contract, the Buyer shall return to OS what he can still return and shall compensate OS up to the amount in which he benefited from the use of the item.
  5. if the Buyer has not notified the defect in time, the Buyer loses the right to withdraw from the contract.

In order to protect the rights of the Buyer, the relevant amount will only be transferred to an account held in the name of the relevant natural or legal person

  1. Withdrawal from the OS contract in case of an error in the price of the goods

Except in cases provided by law, the OS is entitled to withdraw from the contract in the event of an obvious error in the price of the goods.

It is possible to withdraw from the contract according to this point within 14 days from the day following the date of conclusion of the purchase contract between the Buyer and OS by cancelling the order or otherwise making it clear to the Buyer that it is withdrawing from the contract.

If the Buyer has paid at least part of the purchase price of the goods, this amount will be transferred back to his bank account within 14 days from the day following the date of withdrawal from the contract by OS.

  1. Information security and protection

The following Privacy Policy shall apply to the protection and processing of the Buyer's personal data by OS.

  1. Prices

All prices are contractual.

The prices quoted for each product are final, i.e. including VAT and any other taxes and fees that the Buyer must pay to obtain the goods.

Promotional prices are valid until 10 working days after the end of the event for which they are announced.

OS reserves the right to declare the purchase contract invalid if there has been misuse of personal data, ID number / ID number data, misuse of payment cards, etc., or due to the intervention of an administrative or judicial authority, the Buyer will be informed of such a procedure.

The Buyer acknowledges that in the above cases the purchase contract cannot be validly formed and the Buyer also acknowledges that OS is entitled to claim, among other things, unjust enrichment.

VIII. Ordering

You can order in the following ways:

  1. by e-mail at info@optosmart.cz;
  2. via the OS sales representative
  3. in person at OS premises;
  4. by phone.

The buyer will be informed of the estimated time of delivery of the ordered goods by e-mail or telephone.

  1. Payment terms

OS only accepts payment by bank transfer to the OS account.

The goods shall remain the property of OS until the purchase price is paid in full, but the risk of damage to the goods shall pass upon acceptance of the goods by the Buyer.

The Buyer's billing information cannot be changed after the order has been placed.

OS reserves the right to offer the Buyer other methods of payment at its discretion.

Refunds

If the Buyer withdraws from the concluded contract with OS or if the funds are returned to the Buyer for any other reason, OS shall return the funds received from the Buyer under the contract in the same manner.

  1. Delivery conditions
  2. Methods of delivery

OS provides or arranges for delivery and transport only in the form of authorized service personnel who also perform installation, setup and user training. In the event of force majeure or information system failure, OS shall not be liable for late delivery.

  1. Warranty conditions

Warranty conditions for goods are governed by the OS Complaints Code and the relevant Czech legislation. The proof of purchase is usually used as a warranty certificate (see the Complaints Code for details).

XII. Final Provisions

Relations and any disputes arising under the contract shall be governed exclusively by the law of the Czech Republic and shall be resolved by the competent courts of the Czech Republic. The UN Convention on Contracts for the International Sale of Goods (CISG) shall not apply in accordance with Article 6 of this Convention.

Any disputes between OS and the Buyer may also be settled out of court. In such a case, the Buyer - consumer may contact an out-of-court dispute resolution entity, which is, for example, the Czech Trade Inspection Authority. OS recommends that the Buyer first contact the OS Sales Department to resolve the situation.

The contract is concluded in the Czech language. If a translation of the text of the contract is created for the buyer's needs, the interpretation of the contract in the Czech language shall apply in the event of a dispute over the interpretation of terms.

These General Terms and Conditions, including their components, are valid and effective as of 23.4.2021 and supersede the previous version of the General Terms and Conditions, including its components, and are available at the registered office and OS premises or electronically at www.optosmart.cz.