General terms and conditions of the company Chateau Viničky, s.r.o.

effective from January 1, 2018

These General Terms and Conditions of the company Chateau Viničky, s.r.o. define the main principles and principles of business relations between the company Chateau Viničky, s.r.o. and its customers. All provisions stated here are valid unless explicitly stated otherwise in a written contractual form with the customer.

1. Definitions of Terms

Unless it is clear from the context that something else is meant, the following expressions in these General Terms and Conditions and their appendices have the following meanings:

1.1. ”supplier” - means the company Chateau Viničky, s.r.o. with its registered office at Bellova 3, 040 01 Košice, IČO 36215635

1.2. ”customer” - means a natural or legal person who has entered into a business relationship with the company Chateau Viničky, s.r.o., primarily by placing an order in oral or written form, signing a purchase contract, a work contract, or any other form of written contract

1.3. ”product” - means all goods that the supplier sells, including:

1.3.1. product labeling in all possible ways according to customer preferences, such as screen printing, sublimation, digital printing, embroidery, flex, flock, etc.

1.3.2. all graphic, manufacturing, and service work and the provision of transport by the supplier or other carriers or just the services themselves (printing, embroidery, etc.)

1.4. “Commercial Code” (ObZ) - means Act No. 513/1991 Coll. (Commercial Code) as amended

1.5. “GTC” - means General Terms and Conditions of the company Chateau Viničky, s.r.o.

1.6. “sample” - means a product located in the supplier's showroom provided to the customer for borrowing for a specified period according to points 7.1 and 7.4.

1.7. “document delivery” - means that a document is considered delivered on the day following its dispatch by post, fax, or email.

2.Ordering a Product

2.1. The customer orders the product and services from the supplier in writing:

2.1.1. by email at vino1@vino-tokaj.sk or directly to the email addresses of individual traders published on the website,

2.1.2. by mail to the address Bellova 3, 040 01 Košice.

2.1.3. even if the customer has already ordered the product from the supplier by phone or orally in the supplier's business premises; in such a case, the customer undertakes to confirm the oral or telephone order in writing, by email, fax, or mail within 24 hours of the oral or telephone order. No attention is paid to an oral or telephone order that has not been subsequently confirmed in writing to the supplier.

2.2. Submitted orders must include basic details such as: order number, contact person, method of product delivery, description of the ordered product with codes according to the current price list, and quantities.

2.3. The customer is obliged to provide the supplier with a deposit on the purchase price of 50% of the price of the ordered product at the same time as ordering the product, unless otherwise specified in the Dealership Agreement.

2.4. Orders are entered into the supplier's system and processed in the order they arrive. Each confirmed order is binding.

2.5. The customer has the right to cancel the order without giving a reason at any time before its binding confirmation by the supplier.

2.6. The customer has the right to cancel the binding order, but only before the product is delivered. In such a case, the supplier is entitled to demand from the customer a contractual penalty of 20% of the purchase price for the product that was the subject of the binding order, and the customer undertakes to pay the contractual penalty within 14 days of receiving the payment request.

2.7. An order older than 30 days without its subsequent confirmation loses its validity. The supplier does not consider an invalid order.

3. Delivery of the Product

3.1. Delivery of the product is carried out by the agreed method: personal pickup by the customer or handover for transport.

3.1.1 When personally picking up the product from the supplier's warehouse, the customer confirms the correctness and completeness of the delivery by signing the delivery note or invoice of the supplier.

3.1.2 When using a carrier, the invoice, delivery note, and product are handed over to the carrier. The product is packaged and secured. The customer is obliged to check the integrity and completeness of the shipment when receiving the product and confirm this on the delivery note.

3.2. The product is considered accepted by the customer from the time the supplier allows the customer, its representative, or the carrier to physically dispose of it (regardless of who pays the transport costs or insurance of the product during transport).

3.3. The customer undertakes to take over the ordered product or its part no later than 5 days from the written, email, or fax request of the supplier. If this request is not accepted, the supplier has the right to sell the ordered product to another entity or arrange for its further storage at the customer's expense.

3.4. For a customer with a registered office in Slovakia who has paid previous invoices within the agreed maturity period and the value of the delivered product is over €500 excluding VAT, the supplier delivers the product at its own expense.

3.5. In the case of ordering the transport of the product by the supplier, the customer is obliged to pay the full transport costs to the supplier, except in the case of point 3.4. GTC.

4. Prices and Discounts

4.1. A list of products with retail prices is included in the basic price list of the supplier. The supplier has the right to grant discounts based on the quantity of the sold product, the current situation in stock, and according to the current pricing policy of the supplier.

4.2. The supplier reserves the right to change prices and the contents of the price list.

4.3. The supplier has the right to negotiate special pricing and payment conditions with the customer for a specific order, regardless of the adjustment of mutual relations in the GTC and other contracts.

4.4. The price is valid at the supplier's warehouse at Bellova 3, 040 01 Košice and does not include costs for services, printing, transport, and insurance.

5. Payment Terms

5.1. Payment is made in cash or by bank transfer based on a proforma or regular invoice issued by the supplier upon product delivery, unless otherwise specified in the Dealership Agreement.

5.2. The customer is required to pay for the rental of samples in cash on the day of issuing the invoice upon product delivery.

5.3. The supplier reserves the right to partial invoicing for the already delivered product.

5.4. The customer is not entitled to set off any due or overdue receivable against the supplier, arising from an order under the contract or these GTC, or arising from a breach of the GTC, unless otherwise agreed in writing.

6. Ownership of the Product and Transfer of Risk of Damage

6.1. The customer acquires ownership rights to the product only after the full payment of the purchase price and costs associated with the delivery of the product, to which the supplier is entitled in accordance with the GTC and the contract.

6.2. The risk of damage to the product passes to the customer at the moment of delivery of the product to the customer or its authorized representative.

6.3. Until the transfer of ownership rights from the supplier to the customer, who has the product in possession, the customer has all the obligations of a custodian and is obliged to safely store the product at his own expense and label it so that it is identifiable as the supplier's product under all circumstances.

7. Borrowing of Samples by the Supplier to the Customer

7.1. The supplier may (according to its current capabilities) borrow samples of products to the customer for demonstration, with conditions according to the conditions for borrowing a product according to points 7.2 to 7.4. GTC.

7.2. In the case of interest in borrowing samples, the customer orders the relevant samples by ordering samples. The supplier issues an invoice for borrowing samples to the customer, payable according to the customer's payment conditions. However, the supplier is entitled to charge a fee of €60 for borrowing product samples in addition to the sample price. The borrowing period for samples is 7 calendar days, unless otherwise specified in the Dealership Agreement.

7.3. The customer is obliged to return the borrowed samples undamaged and in their original packaging before the end of the borrowing period; in such a case, the supplier will credit the customer's invoice for borrowing samples.

7.4. The supplier has the right to refuse the return of product samples by the customer after the expiration of the borrowing period or in case of non-compliance with the conditions for returning samples according to point 7.3. GTC. In such a case, the customer acquires ownership rights to the samples on the day of refusal to return the samples by the customer, and the paid price and fee for borrowing samples will be considered the purchase price for the product.

8. Liability for Damage

8.1. In the event that the supplier violates any of its obligations arising from an individual order, such violation will not affect the rights and obligations of the contractual parties from other customer orders according to these GTC and other contractual relationships between the customer and the supplier.

8.2. In accordance with § 373 and 374 of the Commercial Code, the supplier is not liable for damage caused to the customer in connection with an obstacle that occurred independently of the will of the supplier and prevented the supplier from fulfilling its contractual obligation.

9. Warranty Periods and Complaint Procedure

9.1. The warranty period for the product delivered by the supplier is governed by the relevant provisions of the Commercial Code. The contracting parties have agreed that the supplier provides a warranty for defects in the product that occur within one year from the date of receipt of the product by the customer.

9.2. In accordance with § 427 and § 428 of the Commercial Code, the customer is obliged to report an obvious defect in the product immediately after its receipt, no later than 7 days from the date of receipt of the product. No later claims will be considered.

9.3. The warranty provided by the supplier for the product in full extent expires if the product has been used for further processing, or has been modified or altered in any way.

9.4. When claiming a defect, the customer is obliged to deliver the claimed product to the supplier at its own expense to the supplier's warehouse, clean, mechanically undamaged, unpainted, or otherwise marked, in the original packaging with a copy of the delivery note or invoice and with an accurate description of the defect according to point 9.5. GTC to the supplier's complaints officer.

9.5. Defects must be raised in writing, by fax, or by email on a properly completed complaint form to the supplier's complaints officer. The complaint form is an attachment and an integral part of these GTC. The complaint form filled out by the customer includes: the business name of the customer, the date of issue of the document by which the product was purchased, invoice number, catalog designation of the product, quantity of product units, description of the defect, the desired method of handling the complaint.

9.6. A justified complaint is free of charge. In the case of an unjustified complaint, the customer is obliged to pay the costs incurred in resolving this complaint.

9.7. If the product cannot be repaired, the supplier reserves the right to settle the complaint with replacement performance or refund of the purchase price.

9.8. The supplier is not responsible for defects caused mechanically, by unqualified service, by the use of unsuitable consumables, or in case of any other breach of warranty conditions detected by the supplier's staff. At the same time, the customer undertakes to reimburse the supplier for all costs related to the potential removal of a defect that was not qualified as a warranty.

10. Final Provisions

10.1. If any provisions of these Terms and Conditions become invalid, or are in conflict with the valid legal regulations of the Slovak Republic, or become unenforceable, either in whole or in part, the validity and enforceability of the remaining provisions and the remaining parts of the respective provision remain unaffected.

10.2. The supplier reserves the right to amend these Terms and Conditions. The amendment to the Terms and Conditions becomes effective towards the customer on the day of their publication on the supplier's website - https://vino-tokaj.sk, with the indication of the effective date.

10.3. Legal relationships not expressly regulated by these Terms and Conditions shall be governed by the relevant provisions of the Commercial Code.

All potential legal disputes will be resolved before the Permanent Arbitration Court established by the company Slovak Arbitration a.s., with its registered office at Trnavská cesta 70, 821 02 Bratislava, Business ID (IČO): 35 922 761, registered in the Commercial Register of the District Court Bratislava I, Section Sa, Insert No. 3530/B (hereinafter referred to as the "arbitration court"), in accordance with the internal regulations of the arbitration court, and with a single arbitrator appointed in accordance with the internal regulations of the arbitration court.