For customers

 

General Business Terms and Conditions of the Montpetrol Group (applying on companies Montpetrol spol. s r.o., Montpetrol Slovakia, s.r.o., SIMGAS, s.r.o., Montpetrol-Plus s.r.o. and Hauke-MP GmbH)

GENERAL BUSINESS TERMS AND CONDITIONS FOR CUSTOMERS of the Montpetrol Group

I. Preamble

  1. These General Business Terms and Conditions (“GTC“) contain the terms of concluding and performing mainly contracts for work and purchase contracts, between Montpetrol spol. s r.o., and/or Montpetrol Slovakia, s.r.o., and/or SIMGAS, s.r.o., and/or Montpetrol-Plus s.r.o. and/or Hauke-MP GmbH, as the case may be, on the one hand (“Seller“) and its Contractors – customers on the other hand. They are drawn up in order to simplify the commercial intercourse, to define the rights and obligations of the contractual parties, mainly in purchase contracts, contracts for work, or contracts for the provision of services or any other similar contracts. GTC are applicable for contracts concluded in a simplified manner (offer acceptance, order confirmation) and also for “complete” contracts (“Contract”).
  2. The Seller reserves the right to conclude any contract, agreement or any change to the contract, only in the written form, unless it is expressly agreed otherwise. It cannot be assumed that the parties have reached an agreement, until the contract or agreement is signed by an authorized person of the Seller, and thus to claim any pre-contractual liability of the Seller in accordance with § 1729 of the Czech Civil Code, § 50a of the Slovak Civil Code or § 936 of Austrian Civil Code (ABGB).

II. Introductory Provisions

  1. Montpetrol Group (“Montpetrol“) include the below described companies acting in the position of seller or supplier, as the case may be, namely:

Montpetrol, spol. s r.o. with the seat in Hodonín, Brněnská 3585/50b, Postal Code: 69501, the Czech Republic, Id. No.: 63470519, Tax no.: CZ63470519, registered in the Commercial Register at the Regional Court in Brno, Section C, insert no. 19929,

Montpetrol-Plus, s.r.o. with the seat in Hodonín, U Kyjovky 3901/16, Postal Code: 695 01, the Czech Republic, Id. No.: 01537016, Tax no.: CZ01537016, registered in the Commercial Register at the Regional Court in Brno, Section C, insert no. 78362,

Montpetrol SLOVAKIA, s.r.o. with the seat in Gbely, Piesky 1607, Postal Code: 908 45, the Slovak Republic, Id. No.: 44655665, Tax no.: SK2022834231, registered in the Commercial Register of the District Court Trnava, Section: Sro, insert no. 23527/T,

SIMGAS, s.r.o. with the seat in Holíč, Pri Kaštieli 1476/17, Postal Code: 908 51, the Slovak Republic, Id. No.: 46197257, Tax no.: SK2023293712, registered in the Commercial Register of the District Court Trnava, Section: Sro, insert no. 27546/T.

Hauke-MP GmbH with the seat in Vienna, Mooslackengasse 17, Postal Code: 1190, Austria, written in the Commercial register of Austrian Republic under the number FN 450053.

  1. Contract: affirmative approval of the parties emerging mutual rights and obligations; in practice of Montpetrol, it is either complete ("standard") contract, or a contract concluded in a simplified manner, ie. the offer unconditionally accepted by the other party or the order.
  2. Contract Price: total cost of works, goods or other performance under the contract, excluding VAT and other taxes and charges.
  3. VAT: value added tax; governed by the generally binding regulations.
  4. Contractor: buyer, customer, purchaser or recipient of the performance. Legal or natural person with whom is signed or concluded the Contract.
  5. Subcontractor: contractor helping Montpetrol to fulfil a certain part of its obligation towards another contractor (main buyer), and who is aware of this fact (eg. It is clear from the text of the Contract, contract negotiations, e-mail communication etc.).
  6. Subject of the Contract: work, goods, services or any other performance delivered upon the Contract.
  7. Handover Protocol: a document confirming the proper fulfilment of the Contract (delivery of the goods, handing over the work, supplies of services, etc.), confirmed by the Seller’s representative, ie. the Delivery note, the handover protocol, etc.
  8. Contractual Documentation: demand, business offer, design, drawing or other documentation, etc. if referred in the Contract; contractual documentation is an integral part of the Contract.

III. Binding character of business conditions

  1. These GTC are binding for purchase contracts, contract for works or contracts for the provision of services or any other similar contracts.
  2. General Business Terms and Conditions of the Contractor do not apply, even if they are not explicitly rejected by the Seller. Fulfilment actions of the Seller do not represent acknowledgement of the General Business Terms and Conditions of the Contractor. The Parties may negotiate and agree they will do business based on other trading conditions than these GTC. Such an agreement must be in a written form and explicitly included in the text of the Contract.
  3. These GTC shall apply to the business relationship between the Contractor and such Seller, who is the contractual party to the Contractor as specified in the Contract; any liability of other members/companies of the Montpetrol Group is hereby expressly excluded.

IV. Contracting

  1. Individual Contracts are concluded based on the proposal for conclusion of a "complete" contract, or based on the orders or offers of the Seller (hereinafter the "draft contract"). The draft contract must be signed by the person authorized to act on behalf of the proposer. All quotes provided by the Seller are non-binding unless agreed otherwise. The Seller is not obliged to accept orders from the Contractor.
  2. The draft contract is effective only when it contains the following:
    1. Identification and accurate specification of the ordered Subject of the Contract,
    2. Information about the price of the Subject of the Contract without VAT,
    3. Terms of payment,
    4. Delivery place,
    5. Delivery term, or even the delivery time,
    6. Text: “Questions explicitly unsolved in this offer or order confirmation of the customer (Contract) are governed by the General Business Terms and Conditions for Customers of Montpetrol, which are an integral part of this offer or similar document (eg. Customer Order Confirmation, Contract etc.). The Parties got acquaint with the GTC before signing this offer (Contract) and they agree with its content and use for the contractual relation.”; or another text with the same meaning,
    7. Data on counterparty (name, address, person representing the counterparty, registration, Id. No., Tax ID, account no.).
  3. Draft contract should also contain:
    1. People authorized to accept/take over the Subject of the Contract,
    2. Quality Warranty length,
    3. Conditions for transport of the goods.
  4. The Contractor confirms to read the GTC and to agree with them by accepting the offer or sending the order (Contract). 
  5. The acceptance of the draft for concluding the contract is confirmed by the signature, indicating the name and surname, the name of the entity on behalf of which is the contract conducted; and for legal persons indicating also the position of the person authorized to sign the contract.
  6. By concluding the Contract, the Contractor undertakes to take over the goods, finished work or accept any other performance defined in the Contract, including all documents related to the Subject of the Contract, in place and time given in the Contract. Contractor is obligated to take over the delivered goods, performed works or any other performance, in the agreed place and time and pay the agreed price. The proper delivery of goods, performance of work or other performance is confirmed by signing the document (eg. the delivery note, handover protocol, etc.) by the Contractor.
  7. Unless specified otherwise in the Contract, the Contractor pays the transport costs to the destination. The Seller chooses the mode of transport, with regard to the nature of the Contract, but the Contractor has the right to request a different mode of transport at his own risk.
  8. By concluding the Contract, the Contractor confirms that prior entering into the Contract, he carefully considered the possible risks arising from the performance of the Contract and he accepts these risks. The Seller and the Contractor take the risk of a change in circumstances (eg. in accordance with § 1765 paragraph 2 of the Czech Civil Code or similar provisions in other jurisdictions).
  9. In the event that import and/or export licences or foreign-currency permits or similar authorizations are required for the performance of the Contract, the party responsible for obtaining such documents shall make every reasonable effort in order to obtain the necessary licences or permits in due time.
  10. The performance detailed in the Contract represents the exclusive contract subject-matter. Additional performance will be invoiced separately.
  11. The data on weights, measures, content, prices, performances, or alike, as contained in catalogues, brochures, circular letters, advertisements, pictures and price lists, etc. shall only be definitive if the cost estimate and/or order confirmation and/or the Contract expressly refers to them.
  12. Drawings, design drafts, cost estimates and other technical documents, which may also be part of the cost estimate, as well as samples, catalogues, brochures, pictures and alike shall always remain the intellectual property of Montpetrol. Any use, copying, reproduction, dissemination and transfer to third parties, and any publication and presentation thereof may only be effected with the express approval of the owner.

V. Saving clauses, changes and addition of GTC

  1. The Seller precludes to accept a draft contract with an amendment or deviation (eg. in accordance with § 1740 paragraph 3 of the Czech Civil Code or similar provisions in other jurisdiction). If the Contractor attaches, before or concurrently with the signing of the draft contract, any amendments, objections to its content, differences or other changes; it will be considered for a counter-proposal, which requires an approval of the Seller. In this case, the Contract will be concluded only after accepting such a counter-proposal by the Seller.
  2. The Contractor has the obligation to notify the Seller of any performance deviation, failing to do so, it shall be deemed he accepts the performance of the Contract in the desired scope.

VI. Billing and payment, prices

Unless the Contract expressly arranges otherwise, the agreed price for the Subject of the Contract is paid as follows:

  1. After the proper delivery of the Subject of the Contract, the Seller issues an invoice in the agreed price. The invoice must contain the terms required by the generally binding regulations.
  2. The due date is 21 days after the invoice issuance date, if it is not agreed otherwise. The invoice is considered to be paid on the date the payment is credited to the account of the Seller. The payment shall be done by bank transfer to the account indicated in the invoice.
  3. All prices are stated in euro or Czech crowns, as the case may be. Such Prices are stated net and do not include any taxes or duties. Orders accepted by the Seller are subject to the prices valid at the time of order, unless agreed otherwise. Prices do not include loading, packaging, freight charges, customs duties, insurance and accessory charges.
  4. The Contractor, being a new customer of Montpetrol, shall be obliged to pay a proforma invoice before starting of production. Production begins on the date the payment is credited to the account of the Seller, ie. the delivery time depends on the time of receipt of payment.

VII. Quality of the performance

  1. The Seller is obligated to deliver the Subject of the Contract in accordance with the Contract conditions.
  2. The goods are packaged according to normal trade practice in order to avoid, under normal transport conditions, any damage to the goods on the way to their agreed destination. The goods are packaged at Contractor´s expense, and the packaging material will only be taken back if so agreed by the parties.

VIII. Delivery of the Subject of the Contract

  1. Contracts between Seller and Contractor are subject to Incoterms 2010, unless other terms are agreed explicitly in writing. The place of delivery and the transfer of risk therefore depend on the Incoterms 2010 clause agreed between Seller and Contractor. If no explicit agreement is reached on the place of delivery and transfer of risk then delivery conditions - EXW (ex-works) / Seller – shall apply.
  2. The Seller‘s delivery dates and periods are determined in the Contract. Delivery dates and periods are approximate; delivery periods always apply as of the date of the Seller‘s order confirmation; in general, delivery dates are EXW depending on the Contract. The Seller is entitled to apply reasonable extensions or postponements to delivery dates and periods for reasons of this Clause VIII (4) and (5) and in the event of other obstructions that are at least not due to gross negligence on the part of the Seller. The Seller will inform the Contractor of any such delays at least 24 hours prior to the original delivery date. The Contractor cannot derive any claims on the basis of such delays.
  3. The Seller, unless the parties agreed otherwise, may provide a partial or incomplete performance of the Contract, in particular regarding to the deadline specified in the Contract. Documents to the delivery can be supplied subsequently.
  4. The Seller is not liable for delays or an inability to deliver due to force majeure (e.g. strike, fire, war, transport disruptions, technical problems with production systems, lack of raw materials, etc.) including such events affecting our own suppliers or Sub-contractors - or for reasons that do not lie in the Seller ‘s scope of influence, for instance delays in the conclusion of necessary preparatory work by the Contractor.
  5. The Seller is entitled to cancel promises to deliver in the event of force majeure or for reasons that do not lie in the Seller‘s scope of influence. The same applies if the delay in delivery is due to default or non-performance on the part of upstream providers.
  6. The Seller is liable for delays or an inability to deliver a shipment or partial shipment for reasons other than those defined in this Clause VIII (4) and (5) only to the extent of the liability stipulations determined under Clause XIb (Liability).
  7. In case of contract for work, an obligation of the Seller to perform the work is fulfilled with the completion of the work in accordance with the Contract and by handing over the complete works, including all necessary documents. The Seller is entitled to hand over the work even with minor defects and backlogs, which itself or in connection with others do not prevent the proper use of the work. These defects and backlogs will be eliminated upon the agreement of both parties.
  8. In case of the purchase contract, the goods or objects are considered to be duly delivered upon the signing of the document supplied with the delivery (eg. delivery note or similar document).
  9. Handover Protocol on the delivery of the Subject of the Contract has to be drawn up, or at least a delivery note or any other similar document has to be confirmed. Handover Protocol includes at least the following:
    1. definition of the delivered Subject of the Contract in a way it cannot be confused with another subject,
    2. delivery date of the Subject of the Contract,
    3. signatures of responsible people handing over the subject; including their name, position, and entity they represent.

IX. Control of the Subject of the Contract

  1. People authorized to handover and takeover of the Subject of the Contract, or other people determined in the Contract, are obliged to carry-out the inspection of the Subject of the Contract during the delivery / handover. The Subject of the inspection is the compliance of the Subject of the Contract with the Contract (quality, quantity, compliance with the set procedures, guidelines, etc.), and finding out any defects or backlogs.

X. Transfer of Ownership and Transfer of Risks

  1. The risks are transferred onto the Contractor upon the takeover of the Subject of the Contract by the shipping company and / or by the representative of the Contractor. If the Contractor is informed that EXW (ex-works) goods are ready for collection the goods will subsequently be stored at the expense and risk of the Contractor after three days.
  2. The ownership is transferred onto the Contractor upon full payment of the agreed price as specified in the Contract including all accessory charges.
  3. The Contractor is obligated to store goods delivered under retention of ownership separately and to insure them against fire and theft at his own expense.
  4. Goods delivered under retention of ownership may only be resold with the express written consent of the Seller.
  5. In the event of a resale the conditional purchaser hereby transfers his claims arising from the purchase contract to the Seller. This assignment for security must be documented in the conditional purchaser‘s account books on every page of the open items list together with the date of the assignment agreement (the date of conclusion of this contract) and the exact company name of the Seller (assignee). The remark shall also be noted in the list of the open accounts receivable. Moreover, the purchaser undertakes to inform his own customers of the assignment of receivables. Payments received by the purchaser from his customers shall be forwarded without delay to the Seller.
  6. If the goods subject to retention of ownership are further processed by the purchaser, the retention of ownership shall extend to the resulting new product. If said goods are further processed or mixed or combined with other goods then the Seller shall acquire partial ownership of the resulting new goods. In this case the purchaser is deemed as the custodian of these goods.
  7. The purchaser is not entitled to pawn goods subject to retention of ownership or to use them as security for a third party, or in any other way use them to the advantage of a third party. The purchaser undertakes to inform the Seller immediately of any enforced confiscation or other third party seizure of the goods subject to retention of ownership. The purchaser is obligated to disclose the Seller‘s retention of ownership in the event of seizure or other claims laid on the goods by third parties.

XIa. Work Defects and Quality Warranty

  1. The Seller provides a contractual quality warranty for the Subject of the Contract in favour of the Contractor in the length and scope under the Contract or the Warranty Statement. Conditions in the Warranty Statement must not be less favourable than those resulting from the Contract or from the paragraph 2. Warranty Statement must be submitted no later than upon the acceptance of the Subject of the Contract.
  2. Unless the Contract expressly determines otherwise, the Seller provides the warranty in accordance with the paragraph 1 for a period of 12 months, and 36 months for the construction works. The warranty period of 12 months shall also apply for the interior building equipment.
  3. The warranty period is valid from the moment the Contractor accepts the Subject of the Contract via the Takeover Protocol. In case, an assembly or an installation is the Subject of the Contract, the warranty period begins from the day of completion of these activities.
  4. The Contractor notifies the Seller of the defect immediately after its detection. The Contractor specifies the defect adequately in the notice (describes and characterizes its impact etc.); also indicates the right enforcement resulting from this defect towards the Seller. The Seller defines a deadline of the defect removal, adequately, taking into account the character and scope of the defect. The Contractor fails to comply with the obligation of immediate inspection and complaint at the latest within 5 days of delivery, any defect that would have been detected during such an inspection is deemed as accepted by the Contractor under the exclusion of claims under warranty. The arrangements on presumption according to § 924 of the Austrian General Civil Law Code or § 2161 (2) of the Czech General Civil Law Code or § 508 Slovak General Civil Law Code are excluded.
  5. The Seller is not responsible for defects not applied on warranty, if he proves the defect was caused by not following the requirements of maintenance, service, or any other conditions resulting from the Contract. The Seller shall be liable for those parts of the goods that Seller obtained from Sub­contractors prescribed by the Contractor only to the extent of Seller's own warranty claims vis-a-vis the Sub-contractor.
  6. Once the Seller has been informed of defects in this way, the Seller shall – if the defects must be remedied according to the provisions of the present article – at Seller´s choice

a) rework the defective goods on site,

b) have the defective goods or the defective parts shipped back for reworking,

c) replace the defective parts,

d) replace the defective goods.

  1. If the Seller arranges for the defective goods or parts to be returned to the Seller for the purpose of reworking or replacement, the Contractor shall bear the costs and the risk of the transport, unless otherwise agreed. The reshipment of the reworked or replaced goods or parts to the Contractor shall be at Seller's costs and risk, unless otherwise agreed.
  2. The defective goods or parts, which are replaced according to the present article, shall be at Seller's disposal.
  3. The Seller shall only refund any costs for remedying a defect, undertaken by the Contractor himself, if the Seller has agreed to this procedure in writing.
  4. If the Seller produces items on the basis of Contractor's design data, drawings or models Seller's liability shall not extend to the accuracy of the design but as to whether the workmanship complies with Contractor's instructions. In such cases, the Contractor shall keep the Seller harmless and free from any court action, in the event of an infringement of proprietary rights.
  5. When accepting repair jobs or reworking or modifying old as well as third-party goods, or when delivering second-hand goods, the Seller shall not accept any warranty.
  6. As of the beginning of the warranty period, the Seller shall not accept any liability that extends beyond the scope defined in the present article.

XIb. Liability, Consequential Damage

  1. The Seller shall only be liable above and beyond the scope of the product liability act for damages suffered by the Contractor to the extent that he or one of his vicarious agents are culpable of intent or gross negligence. The Contractor is required to provide evidence of gross negligence.
  2. Liabilty for loss of profits, consequential damage or damage incurred through third party claims is excluded.
  3. The Seller accepts no liabilty whatsoever for damage caused by the improper handling or inapproprate use of the delivered goods. The same applies to work subsequently carried out on the delivered goods by third parties.
  4. The Seller shall only be liable for an infringement of a duty to warn if he or one of his vicarious agents is at least culpable of gross negligence.
  5. All claims for damages due to defects in deliveries and/or performances must be filed in court within one year after the expiry of the contractually agreed warranty period if the Seller does not expressly accept the defect; otherwise all claims become extinct.

XII. Sanctions

  1. In case of delay of the Contractor with the invoice payment, the Seller is entitled to claim a late payment interest up to 0.2% of the original sum owed for each day of delay, namely from the total Contract price.
  2. In case of delay of the Seller to handover the work or to deliver the goods within the agreed term, the Contractor is entitled to demand a contractual penalty up to 0,2% of the total Contract price for each week of delay, whereby the penalty for the delay shall not exceed 5% of the total Contract price. The penalty does not apply if the Seller has informed the Contractor about the delay, which the Seller could not affect, eg. because of the late delivery of material, not caused by the Seller. The fine does not apply also for a period of 30 days, if the Seller is in delay and informed the Contractor about this delay.
  3. Damage reimbursement is limited to 20% of the total Contract price. Any paid penalty is counted towards the amount of damage reimbursement.
  4. In the event of delays in payment a dunning fee of 1% of the invoiced amount, at the most 30 euro, shall apply to each reminder. If the second reminder remains fruitless a collecting agency will be appointed at the expense of the Contractor to collect the due amount. The Seller is entitled to claim compensation from the Contractor for all collecting expenses arising from the Contractor‘s delay in payment unless the Contractor is not responsible for the delay. A payment default will result in the loss of any advantages granted to the Contractor such as discounts, sales or shipping bonuses, etc. Furthermore, all other claims not yet due will then become due with immediate effect.
  5. All payments made by the Contractor will first be offset against open interest and expense payments and only then offset against the goods delivered under retention of title. Moreover, the Seller is entitled to offset payments received from the Contractor against the latter‘s older debts.
  6. Claims for deficiencies do not release the Contractor from his obligation to comply with the terms of payment. The negotiation of complaints does not constitute the acknowledgement by the Seller of any obligation to remedy defects.
  7. The Contractor is only entitled to withhold payment if his claim has been recognized by declaratory judgment or is uncontested.
  8. Offsetting the Seller‘s claims against counterclaims raised by the Contractor on account of this contract is excluded.
  9. If a deterioration occurs in the Contractor’s financial situation or if the Seller only becomes aware after conclusion of the Contract that the Contractor was already in such a poor financial condition at the time of the conclusion of the Contract to the extent that the performance of the Contractor‘s contractual obligations was at risk, the Seller can refuse to perform until provision or guarantee of the Contractor’s performance. Proof of such financial circumstances affecting the Contractor is considered as given in the form of information provided by a reputable credit agency of bank.
  10. The Seller retains the right to charge the Contractor for any damages incurred by the Seller due to non-compliance with payment agreements.

XIII. Withdrawal from Contract

  1. Each party has the right to withdraw from the Contract, if the Contract and/or these GTC or other generally binding regulation set so.
  2. The party may withdraw from the Contract if the other party significantly breaches the Contract. A substantial breach is considered in particular:

For Seller:

  1. Contractor's delay in the invoice payment more than 30 days; neither does the Contractor pay the due amount based on the appeal of the Seller in the additional period, not less than 15 days,
  2. if the Contractor is insolvent, in so-called impending bankruptcy; and an execution or insolvency proceedings have been instituted against the Contractor or the Contractor goes into liquidation,
  3. in case the Contractor seriously breaches the conditions and provisions of this Contract.

For Contractor:

a)    Delay in delivery of the Subject of the Contract, longer than 90 days.

  1. The withdrawal from the Contract does not affect an already existing right to contractual penalty.
  2. The Contractor is not entitled to cancel the Order. In case of the cancellation, the Contractor is obliged to pay the real and proven costs related to the cancelled order, plus the costs related to the administration in the amount of 15% of the actual invested costs.
  3. The orders concluded between the contractual parties eg. based on the General Contract / Order do not automatically terminate by termination of one order.
  4. The fact the contractual relationship was terminated, does not absolve the parties from the responsibilities to pay the penalties or compensations for damages incurred during the term of the Contract.
  5. The Seller is entitled to reclaim products that have been delivered but not yet paid for.

XIV. VAT Clause, permanent operation

  1. The Contractor is obliged to truthfully state the information in the Contract whether or not he is a subject to VAT in the country of the seat of the Seller, or whether he is registered for VAT in another EU Member State, or whether is he a foreign person in accordance of the applicable tax laws (ie. his company address, place of business or operational premises, or place of residence or the place where he usually resides is not in the territory of the European Union). In case it is not a foreign person, then the Contractor is obliged to indicate a tax identification number, provided he received it.
  2. In cases, according to the above-mentioned, the person is VAT registered in another Member State of the European Union, it is understood that this person does not have domestically his country residence, place of business or operational premises, unless the Contract states otherwise.
  3. The Contractor is obliged, by concluding the Contract, to notify the Seller without undue delay, no later than 7 days from its occurrence, of any changes in any of the above data. In case of breaching obligations under this article, the Contractor is obliged to compensate for any damage arising to the Seller as a result of breach of these obligations.

XV. Confidentiality

  1. Confidential information are all information and data, regardless of their form, the Seller provides to the Contractor in connection with the mutual commercial intercourse. All this information is considered confidential.
  2. The Contractor makes every effort to prevent that the confidential information will be disclosed to any third party, company or other entity without prior written consent of the Seller. The Contractor neither issues nor agrees with the issuance of press releases or announcements relating to the Contract or the participation of the Contractor on the Contract performance. An exception is the information provided in the extent required by the generally binding legal regulations. The Contractor is obliged to require a consent with the restrictions and obligations set out in this provision from all his subcontractors and representatives.
  3. Obligations of the Contractor under paragraphs 1 and 2 remain, also, after the contract termination.
  4. It is not a violation of paragraphs 1 to 3, if the information referred to in paragraph 1 became publicly known, in other way than by unauthorized disclosure or publication prohibited by the Contract.
  5. In case of violation of this article (paragraphs 1 to 4), the Contracting parties agree on a contractual penalty in the amount of 100 000 CZK (or 3.700 EUR) for each violation, maximum up to the amount of 1 000 000 CZK (or 37.000 EUR).
  6. The Seller shall have the right to store, to communicate, to process and delete person-related data of the Contractor in the framework of their business relations.

XVI. Code of Conduct

  1. Montpetrol Group has joined to the sustainable development consisting of the following:
    1. ethical and honest behaviour,
    2. protection of human rights and the rights of its employees,
    3. health, safety, environment and quality protection,
    4. implementing the management systems in order to increase the efficiency of the production,
    5. compliance with the applicable laws.
  2. The objective of the Code of Conduct fulfilment is to preserve the transparency in business, sustainable development and respect of law.
  3. Questions, suggestions and comments contained in this paragraph shall be resolved by the statutory authority of Montpetrol.

XVII. Closing Provisions

  1. These GTC may be not complied only when a written agreement of the parties is concluded and contained in the Contract. In case of conflict of the Contract and GTC, the contractual provisions are applicable.
  2. Changes and amendments to the Contract must be in the form of written numbered amendment and signed by representatives of the parties authorized to act on their behalf.
  3. The Seller is entitled to assign all or any part of the claim, without the agreement of the debtor, to the third party.
  4. The Seller is entitled to correct obvious errors such as spelling and calculation mistakes in offers, quotes, order confirmations, delivery notes and invoices at any time.
  5. Contracts involving these GTC shall be governed by these laws, unless stated otherwise:

        a) Czech law, if the Seller has its registered office in the Czech Republic,

        b) Slovak law, if the Seller has its registered office in Slovak Republic,

        c) Austrian law, in the case of the company Hauke-MP GmbH; the Uniform Law on the International Sale of Goods (UN Commercial Law) does not apply to this contractual relationship.

  1. Czech provisions contained in these GTC and/or in the Contracts are valid for relations governed by Czech law. Slovak provisions contained in these GTC and/or in the Contracts are valid for relations governed by Slovak law and Austrian provisions contained in these GTC and/or in the Contracts are valid for relations governed by Austrian law.
  2. Disputes arising within the trade relations will always, at first, be resolved by the statutory bodies of the companies; if there is no agreement, or unless the Contract states otherwise, any disputes between the parties arising out of the legal relationship based on the Contract and / or these GTC will be resolved at the competent court of the Seller. The place of fulfilment for payment of the purchase price and other considerations of the Contractor is always the Seller‘s registered place of business under corporate law.
  3. The Contracting parties declare that if it happens for any reason that any provision of the Contract is invalid or unenforceable, the remaining provisions of the Contract are valid and effective, unless it is contrary to the purpose of the Contract or if it is not an arrangement that cannot be separated. The parties undertake to replace such an arrangement with different one, valid and effective, corresponding with its content and meaning as well as possible to the content and meaning of the original one. The same applies to omission.
  4. The parties agree, with the acceptance of the Contract, to not apply the provisions of § 1799 and 1800 of the Czech Civil Code (or similar provisions in other jurisdictions) on the ineffectiveness of clauses in contracts conducted in an adhesive manner. The Parties hereby declare that the legal relationship based on this Contract in accordance with § 558 paragraph 2 of the Czech Civil Code (or similar provisions in other jurisdictions) do not take into account the commercial practices, and thus the commercial and business practices do not take precedence over the provisions of the law, that do not have a coercive effect.
  5. These GTC completely replace any prior General Business Terms and Conditions issued by the Seller for the given area of contractual relations.
  6. The Seller is entitled to modify, amend or issue a revision of the GTC.
  7. These GTCs are available in English, Czech and German. The parties agree that the German text shall take precedence over the English translation in the event of contradictions, differences in interpretation and terminology.
  8. GTC may be viewed at the following web addresses: www.montpetrol.com , www.montpetrolplus.cz and www.hauke.at.

 

1. October 2016

       

Ladislav Duchoslav

Montpetrol Group CEO