General Terms and Conditions

of the company

svorto s.r.o.

registered office at Průběžná 787/30, Prague 10 - Strašnice, ZIP code 100 00

identification number: 26128667

registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 72666

for wholesale sale of goods through an online store located at: www.svorto.cz, www.svorto.sk, www.podiatech.cz, www.podiatech.sk(hereinafter referred to as the “seller’s website”)

1. Introductory Provisions

1.1. These Terms and Conditions (hereinafter referred to as the “Terms and Conditions”) of svorto s.r.o., with its registered office at Průběžná 787/30, Prague 10 - Strašnice, ZIP code 100 00, identification number: 26128667, registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 72666 (hereinafter referred to as the “Seller”), govern in accordance with Section 1751(1) of Act No. 89/2012 Coll., the Civil Code (hereinafter referred to as the “Civil Code”), the mutual rights and obligations of the contracting parties arising in connection with or based on the purchase contract (hereinafter referred to as the “Purchase Contract”) concluded between the Seller and another legal entity or self-employed individual (hereinafter referred to as the “Buyer”).

1.2. These Terms and Conditions apply to cases where the person intending to purchase goods from the Seller is a legal entity or a self-employed individual acting in the course of its business activity or in the course of its independent professional practice when ordering the goods.

1.3. These Terms and Conditions form an integral part of the Purchase Contract. The provisions of these Terms and Conditions shall apply unless the contracting parties agree otherwise in the Purchase Contract.

1.4. In the event of a conflict between these Terms and Conditions and the Buyer’s terms and conditions, the Purchase Contract shall be concluded with the content determined to the extent to which these Terms and Conditions and the Buyer’s terms and conditions do not conflict.

2. Conclusion of the Purchase Contract

2.1. Any presentation of goods displayed in the online store interface is for informational purposes only, and the Seller is not obliged to conclude a Purchase Contract for such goods. The provisions of Section 1732(2) of the Civil Code shall not apply.

2.2. The Buyer may place an order through the user account on the Seller’s website, by telephone, in writing, by fax, by e-mail, or in another suitable manner (hereinafter referred to as the “Order”). The Seller shall confirm the Order separately or by delivering the ordered goods directly. The Purchase Contract is concluded upon confirmation of the Order.

3. Payment Terms

3.1. The purchase price of the supplied goods (hereinafter referred to as the “Purchase Price”) includes, in addition to the price of the goods, the costs associated with their packaging and delivery.

3.2. The Purchase Price shall be determined according to the prices listed in the Seller’s valid price list for the period in which the contract is concluded. Upon the Buyer’s request, the valid price list for the given period shall be sent to the Buyer.

3.3. The Buyer is obliged to pay the Purchase Price based on the invoice issued by the Seller. The due date shall be stated on each individual invoice.

3.4. The Buyer may pay the Purchase Price to the Seller using the following methods:

3.4.1. in cash on delivery when receiving the goods from the carrier;

3.4.2. by bank transfer to the Seller’s account stated on the invoice issued for the ordered goods.

3.5. The Seller allows the Buyer to order goods under wholesale conditions available on the website: https://www.svorto.cz/objednavka-pro-odberatele or https://www.svorto.sk/objednavka-pro-odberatele or https://www.podiatech.cz/objednavka-pro-odberatele or https://www.podiatech.sk/objednavka-pro-odberatele (hereinafter referred to as the “Wholesale Terms”). The Seller reserves the right, at its sole discretion, to deny the Buyer the possibility to order goods under the Wholesale Terms in individual cases.

3.6. In the event of the Buyer’s delay in payment of the Purchase Price, the Seller shall be entitled to charge default interest of 0.05% of the outstanding amount for each day of delay until full payment.

3.7. In the event of the Buyer’s delay in payment of the Purchase Price, the Seller shall also be entitled to charge a contractual penalty of 0.1% of the outstanding amount for each day of delay until full payment. Payment of the contractual penalty shall not affect the Seller’s right to claim damages arising in connection with the Buyer’s delay in payment of the Purchase Price.

4. Transport and Delivery of Goods

4.1. The place of delivery of the goods is the Buyer’s registered office stated in the user account or the place explicitly specified by the Buyer in the Order (hereinafter referred to as the “Place of Delivery”). If the Place of Delivery is located outside the territory of the Czech Republic or the Slovak Republic, the delivery costs shall always be borne by the Buyer.

4.2. The Seller is entitled to deliver the goods to the place designated by the Buyer either personally or via a carrier. The Buyer is obliged to accept the delivered goods; otherwise, the goods shall be stored at the Buyer’s expense, or, upon agreement, reshipped at the Buyer’s expense.

4.3. The delivered goods remain the property of the Seller until full payment of all due invoices issued to the Buyer based on all Purchase Contracts concluded between the Seller and the Buyer. The transfer of ownership is governed by Section 2132 of the Civil Code. The risk of damage to the goods passes to the Buyer at the moment of acceptance of the goods from the Seller or the carrier.

4.4. The Buyer is obliged to promptly inform the Seller that the delivered goods subject to the retention of title under Clause 4.3 of these Terms and Conditions have been transferred to a third party. The Buyer is further obliged to reimburse the Seller for all costs incurred in exercising the retention of title against the third party.

5. Other Obligations of the Contracting Parties

5.1. If a sample of the goods has been provided to the Buyer in advance, the goods shall be deemed free of defects if the goods actually delivered correspond at least to the quality standard of the provided sample, and the Buyer did not raise any objections to the quality of the sample immediately after its delivery.

5.2. In the event of defects in the supplied goods, the Seller shall decide which specific rights arising from defective performance belong to the Buyer.

5.3. The Seller shall only be liable for such breaches of its obligations under the Purchase Contract that have been committed intentionally.

5.4. If the Seller performs through third parties, it shall not be liable for breaches of its obligations under the Purchase Contract caused by such third parties.

5.5. The Buyer hereby assumes the risk of a change in circumstances within the meaning of Section 1765(2) of the Civil Code.

6. Personal Data Protection

6.1. The Seller, as the controller of personal data, processes the personal data of the Buyer and/or its contact persons (hereinafter collectively referred to as the “Data Subjects”) in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons regarding the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (hereinafter referred to as “GDPR”).

6.2. For the purpose of fulfilling the Purchase Contract, the Seller processes the personal data of Data Subjects in the following scope: name and surname, title, residential address, registered office address, identification number, tax identification number, e-mail address, telephone number, business name and business address (hereinafter referred to as “Personal Data”).

6.3. The legal basis for processing personal data is the consent of the Data Subjects under Article 6(1)(a) GDPR, performance of contractual obligations under Article 6(1)(b) GDPR, fulfillment of the Seller’s legal obligations under Article 6(1)(c) GDPR, and the Seller’s legitimate interests in promoting its goods, general business management and further development of its services and products, market research, and protection of its rights in legal disputes, all in accordance with Article 6(1)(f) GDPR.

6.4. Based on its legitimate interest, the Seller is entitled to send commercial communications concerning the offered goods to the Buyer even without explicit consent, in accordance with the conditions set out in Section 7(3) of Act No. 480/2004 Coll., on Certain Information Society Services, as amended.

6.5. The purpose of processing personal data is the provision of services, marketing activities, and the fulfillment of the Seller’s legal obligations.

6.6. Personal data will be stored for the period specified by legal regulations, for the duration of the Purchase Contract, or for the duration of the consent to their processing.

6.7. The recipients of personal data shall, under conditions set out by applicable legal regulations, include public authorities and external service providers, where necessary to achieve the purpose of processing. Personal data of Data Subjects shall not be transferred to third countries outside the scope of GDPR.

6.8. Data Subjects have the right to request from the Seller access to their personal data, their correction or deletion, or restriction of processing, and to object to processing (including objection to direct marketing in the case of commercial communication), as well as the right to data portability and to lodge a complaint with the supervisory authority (www.uoou.cz), all under the conditions set out in the GDPR.

6.9. The Data Subject is obliged to provide the Seller with personal data necessary for the establishment, performance, and termination of the business relationship or which the Seller is obliged to collect under applicable legal regulations. Personal data provided on the basis of consent need not be provided, and consent may be withdrawn at any time without affecting the lawfulness of processing prior to its withdrawal.

7. Final Provisions

7.1. By placing an Order, the Buyer confirms that they have read these Terms and Conditions and agree to them.

7.2. If a relationship established by the Purchase Contract contains an international element, the rights and obligations of the Seller and the Buyer arising from the Purchase Contract shall be governed by Czech law.

7.3. In the event that an amicable settlement of a dispute is not possible, the court of jurisdiction for resolving disputes arising from the concluded Purchase Contract shall be the general court of the Seller.

7.4. These Terms and Conditions are valid and effective as of June 1, 2023.