Company ID: 00 688 070, with its registered office at Mlynské Luhy 27, 821 05 Bratislava, registered in the Commercial Register of the District Court Bratislava I, Section: Sro, Insert No.: 136 / B (hereinafter referred to as “i + i print” or “Contractor”), valid from October 1st, 2021

I. INTRODUCTORY PROVISIONS

1. These General Terms and Conditions (hereinafter referred to as “GTC“) determine in accordance with Art. § 273 par. 1 of Act No. 513/1991 Coll. the Commercial Code, as amended (hereinafter referred to as “CC“), part of the contents of Contracts for Work (hereinafter referred to as “Contract“), on the basis of which i + i print, as the Contractor, delivers the ordered Work to the Customer. The Work is defined as the required subject of performance in the sense of the Contract, which i + i print produces as a Contractor for the Customer in the performance of its business activities (hereinafter “Work“).
2. i + i print is not bound by the general terms and conditions of the Customer or business conditions or any further or other conditions or provisions that may be stated by the Customer on any proposal, price offer, price list, confirmation, invoice or similar document, and no course of performance or business practices will be used to change these GTC, unless i + i print expressly agrees in writing.
3. All deliveries of the Work from the Contractor to the Customer on the basis of i + i print accepted orders and otherwise concluded Contracts are subject to these GTC. By signing the price offer/order/concluding the Contract, the Customer confirms that he has read the content of these GTC and agrees with these GTC. These GTC form an integral part of the Contract. Different arrangements in a written Contract take precedence over the wording of these GTC.

II. ORDER AND CONCLUSION OF A CONTRACT

1. Based on the price offer submitted to Customer by the Contractor and on the basis of a subsequent written order delivered to the Contractor, the Customer orders from the Contractor the delivery of a specific Work, which is specified mainly by type, quality, quantity (i.e. edition), execution, packaging and price. The Customer shall also provide other necessary data in the order, such as scope, dimensions, precise determination of the required material, including weight, thickness, etc., as well as all other information necessary for the execution and dispatch of the Work.
2. In the order, the Customer shall also state the period in which he requests delivery of the ordered Work. The emergence of a consensus between the parties – written confirmation of the order by the Contractor, in the case of changes proposed by the Contractor in the order only through confirmation of the proposed change by the Customer, the Contractor is obliged to deliver the agreed Work to the Customer within the term of order and the Customer is obliged to deliver complete and properly prepared production documents by the agreed deadline, otherwise in deadline specified by the Contractor, to take over the Work and properly and timely pay the Contractor the agreed price. If, according to the Contract, the Customer is obliged to make an advance payment to the Contractor for the price or part thereof, the period for fulfilling the obligation runs for the Contractor only from the day following the submission of the advance payment.
3. The Customer is obliged at any time also additionally provide the Contractor without undue delay with all required information and documents relating to the Work performed, which are required by the Contractor in order to fulfil his obligations arising from the contractual relationship with the Customer. In the event of a breach of the Customer’s obligation under the previous sentence, the Customer’s delay and the capacity capability of the Contractor shall extend the deadline for completion of the Work and the Contractor shall not be liable for delays and/or defects arising in connection with the Customer’s breach of this obligation. In the event of a useless expiry of the time limit for providing documents and information, the Contractor has the right to make the Work according to the provided documents, or otherwise in the usual execution version.

III. PRINTING AND WORK MATERIALS

1. The Customer is obliged to deliver to the Contractor complete and properly prepared production documents for the construction of the Work in the required form and extent necessary for the proper performance of the Work by the Contractor by the agreed deadline, or by the deadline specified by the Contractor. The documents shall be delivered at the agreed date and place. The Contractor is obliged to check the delivered production documents and to inform the Customer on the correctness, or on their errors or deficiencies, if these could be detected with due diligence. The Contractor shall not be liable for deficiencies and errors made by the Customer in the delivered data or in other documents, nor for the reduced quality of the final Work caused by them. The documents in a faultless condition, i.e. after the correction of all possible defects or deficiencies, are considered to be complete or properly prepared production documents. The date of delivery of complete and proper production documents is considered to be the day on which the delivered production documents are completed, properly prepared, and approved by the Contractor, or in case of elimination of defects and deficiencies, approved by the Contractor after elimination of defects by the Customer. Should the Customer not eliminate the defects, and these are corrected by the Contractor, the Customer bears the costs incurred (in addition) due to the elimination and correction of defects and deficiencies by the Contractor, which shall be invoiced to the Customer according to actual costs at the rate of 60.00 EUR/ 1 hour of Work. Defects and deficiencies of production documents are usually corrected by the Customer. The Customer may request correction of defects and deficiencies of the production documents by the Contractor and the Contractor shall perform them at the Customer’s expense, if his technical possibilities allow for it. The production documents corrected by the Contractor in this way are also to be approved by the Customer.
2. Should the Customer not deliver production documents at all, or the documents are delivered late, and on this basis, it is not possible to continue the Work, the Contractor is entitled to set a new deadline for the Work to be delivered after delivery of proper and complete printing documents and according to his current capacity possibilities. This new delivery deadline becomes binding by a notification to the Customer. In such a case of postponing the delivery date of the Work, the Customer is not entitled to withdraw from the Contract, nor is he entitled to damages.
3. In case of change (delay) of the date of completion of the Work for the above, or any other reasons on the part of the Customer, the Customer is obliged to pay the Contractor a warehouse fee in the amount of 1.20 EUR for each stored pallet for each calendar day for storage of material intended for the Work.
4. In the case of the Customer’s request for approval of a technological step, such as colour printing and surface treatment, post-print processing, or finalization, the Customer is obliged to arrive in the term specified by the Contractor and after the inspection to confirm in writing the approval of such a part of the product. Work manufactured in accordance with the thus approved parts of the product cannot be the subject of a later complaint by the Customer. In the event that the Customer requests changes to the Work after the inspection, these changes are governed by the provisions of Article IV point 3 of these GTC.
5. The Customer is fully responsible for the fact that the delivered documents do not bear any legal defects and have not violated the copyright or other right of a third party and in connection to this, the Customer provides the Contractor with a promise of compensation against any lawsuits, claims and damages under this title.
6. The Contractor is entitled to keep the production documents (print data, models and samples, prints, approved parts of the product, dies and stamps) for 1 year of their delivery.

IV. DELIVERY AND TAKING OVER OF THE WORK

1. The Contractor is obliged to complete the Work properly and on time. The Work was made on time, if it is made within the agreed delivery period, the Contractor is entitled to make the Work and deliver it to the Customer also in instalments. The Customer is obliged to provide the Contractor with the necessary cooperation in the delivery of the Work. Delivery is fulfilled by delivery to the agreed destination.
2. The proper execution of the Work is considered to be the performance that is handed over to the Customer in the usual quality given by the processing technology, the material used and the quality of the production documents. The reduced quality of production materials can be adequately reflected in the quality of the Work. This fact is not considered a lack of proper execution of the Work. Due to the machine fabrication of the Work, the edition of the Work actually delivered may differ from the quantity agreed in the Contract. The difference between the ordered and delivered quantity can be up to + -1% of the quantity specified in the Contract, the stated deviation does not affect the agreed price of the Work. In the event of a larger deviation between the ordered and delivered quantity, the price of the Work is in part of the deviation exceeding + -1% subject to corresponding adjustment.
3. Should the Customer requests the cancellation of the Work or change of the delivery date to a later date, or change of the edition, scope or specification, these changes are subject to approval by the Contractor, even in connection with a change in the price of the Work, whereupon if it is not possible to agree on a change of delivery with the supplier of materials needed for production orders, or the material is already in the warehouse of the Contractor, the Contractor is entitled to bill this material to the Customer immediately. The Contractor is entitled to suspend the execution of the Work until an agreement is reached with the Customer.
4. The Customer is obliged to take over the Work at the agreed destination, to confirm in writing the takeover and pay the Contractor the price for the Work in accordance with the agreed, otherwise in these GTC stipulated payment conditions. In the event of the Customer’s delay in taking over the Work, the risk of damage to the Work passes to the Customer, the Customer is responsible for the damage caused and the Contractor is entitled to store the Work at the Customer’s risk and expense, either in his warehouse or with a third party. In the event that re-delivery of the Work is required for reasons on the part of the Customer, the Contractor is entitled to charge the Customer for storage costs and transport costs incurred by this repeated delivery.

V. TRANSFER OF OWNERSHIP AND RISK OF DAMAGE TO THE WORK

1. The risk of damage to the Work passes from the Contractor to the Customer by physical delivery of the Work to the agreed destination, i.e. by handing over the Work to the Customer and signing a delivery note to take over the Work. If, according to a written agreement, transport is provided by the Customer or an external carrier, the risk of damage to the Work passes to the Customer at the moment when he is allowed to dispose of the Work or at hand over the Work to the first carrier.
2. Ownership of the Work passes from the Contractor to the Customer up to full (100%) payment of the price for the Work to the Contractor in accordance with these GTC or the relevant Contract.
3. With reference to the previous point 2 of this article of the GTC, the Contractor, as the owner of the Work until the moment of full payment of the price by the Customer, is entitled to enter the premises of the Customer or third parties where the Customer stores the Work belonging to the Contractor. By sending the order to the Contractor or signing a written Contract with the Contractor in accordance with these GTC, the Customer expressly agrees with such authorization of the Contractor and undertakes to ensure the Contractor the opportunity to enter the premises of third parties, where the Customer stores the Work belonging to the Contractor. At the same time, the Customer undertakes to provide the Contractor with proper, timely and complete cooperation in the exercise of the right of entry and other rights of the Contractor to the delivered and unpaid Work belonging to the Contractor on the basis of his ownership right to the Work. In the event of a breach of these obligations by the Customer, the Contractor is entitled to charge the Customer a contractual penalty of 10% of the price of unpaid Work owned by the Contractor in accordance with point 2 of this GTC, for each individual breach of obligations specified in this point of the GTC and the Customer undertakes to pay the contractual penalty thus charged to the Contractor within 15 days of its settlement.
4. The Customer is responsible for the Work as a warehouse keeper from the moment, he is allowed to dispose of the delivered Work until the full payment of the price by the Customer in accordance with the relevant provisions of the CC.

VI. PRICE FOR WORK AND PAYMENT

1. Unless the prices are specifically agreed otherwise, the Contractor shall deliver the Work at the price stated in the Contractor’s price offer; provisions of these GTC on price change or other costs apply accordingly. Price offers are valid for 30 calendar days.
2. The price stated in the price offer by the Contractor or agreed with the Customer is without VAT. The Contractor is entitled to charge VAT on the price for the Work in the amount according to the legal regulations valid in the territory of the Slovak Republic.
3. The method of payment agreed in the Contract is decisive for the payment of the price for the Work (hereinafter referred to as “price”). The Customer is obliged to pay the price by non-cash transfer to the Contractor’s account, unless specifically agreed otherwise. The price is payable by the date stated on the relevant tax document (invoice) issued by the Contractor. Unless specifically agreed otherwise, the due date of the price is thirty (30) days from the issuance of the invoice.
4. The price is considered paid at the moment of crediting the full price to the Contractor’s account.
5. Should the Customer partially or completely delay the payment for a specific delivery of the Work or if the Contractor has reasonable doubts about the solvency of the Customer and the Customer does not provide sufficient security to the Contractor, the Contractor is not obliged to make further deliveries of the Work according to the Customer’s orders which were delivered to the Contractor after the occurrence of delay or solvency doubts, and he is entitled to suspend their implementation as well as to withdraw from the Contract. In the event of the Customer’s delay in paying the price or part thereof for a period longer than fourteen (14) days after the due date, the Contractor is entitled to withdraw from the Contract or order, even in the part in which there was no delay. The Contractor informs the Customer about this fact.
6. In the event that the price is not duly and/or timely paid by the Customer, the Contractor, in addition to the authorization under point 5 of this article, is entitled to charge the Customer interest on arrears of 0.03% of the amount due for each and every day of delay with payment of the price.
7. In the event that in the period between the day, on which the Customer received a price offer from the Contractor for the execution of the Work, and the day, on which the Customer delivers complete and properly executed documents or fully and properly production documents approved by the Contractor, the suppliers of materials, raw materials and services increase the price by more than 3%, the Contractor is entitled to take this increase into account in the price of the Work and increase the price of the Work accordingly after prior notification to the Customer.
8. The Contractor is entitled with regard to the nature of the delivered production documents after prior notification to the Customer to adjust the price for the Work with respect to by these documents caused changes in the implementation of the Work.

VII. LIABILITY FOR DEFECTS

1. The Contractor is responsible for ensuring that the Work will be made in accordance with the agreed conditions, in accordance with the applicable technical standards for the machining of printing products and generally binding legal regulations of the Slovak Republic.
2. The Contractor shall not be liable for natural wear and tear or damage that occurs or happens after the risk of damage to the Work passes to the Customer, especially due to incorrect, unprofessional or negligent handling, or external events not caused by the Contractor.
3. The Customer is obliged to inspect the Work immediately after taking over the Work and is obliged to report evident defects without undue delay after taking over the Work, no later than two (2) days from taking over the Work.
4. When exercising the rights from liability for defects, the Customer is obliged to submit to the Contractor a sample of the defective Work, or its parts, or access to the defective part, and specify in writing its defects, the extent and manner of their occurrence. The choice of claims for defects in the Work belongs to the Contractor, even in the event of a material breach of Contract. The Contractor is obliged to eliminate the defects at its option by repairing the defective part of the Work or by delivering a replacement Work within thirty (30) days from the receipt of the defective part of the Work itself back from the Customer. In case of impossibility of such elimination of defects or if this is associated with disproportionate costs, the Contractor is obliged to provide the Customer with a reasonable discount on the price of the Work, or the relevant part, for which it will issue a credit note to the Customer.
5. When resolving a complaint by substitute performance, the Customer is obliged to return the claimed goods or, with the consent of the Contractor, to demonstrably devaluate them.

VIII. FORCE MAJEURE

1. The Contractor’s obligation to deliver the Work to the Customer properly and on time expires if it is not possible to fulfil the accepted order due to force majeure.
2. Force majeure means exceptional circumstances and obstacles that prevent the Contractor temporarily or permanently from fulfilling the obligations arising from the concluded Contract or accepted orders, if they occur after the conclusion of the Contract or acceptance of the order and are independent of the Contractor and the Contractor could not avert them with reasonable efforts. When circumstances arise that have the character of force majeure, the Contractor has the right to extend the delivery period accordingly or withdraw from the Contract or accepted order. In both cases, the Contractor is not liable for the damage caused. Force majeure includes, but is not limited to, fire, floods, earthquakes, traffic restrictions, weather conditions, strikes, pandemic measures, etc.

IX. GOVERNING LAW AND SETTLEMENT OF DISPUTES

1. Legal relations between the participants are governed by the law of the Slovak Republic, especially the CC. For the avoidance of doubt, in the case of cross-border deliveries of Works, the contractual parties by agreement exclude the application of the Convention on Contracts for the International Sale of Goods (CISG) as well as conflict-of-law rules. The general courts of the Slovak Republic are competent to hear all disputes arising from or in connection with the Contract or the accepted order between the Contractor and the Customer.