General Sales Terms and Conditions

Here, the General Business Conditions can be downloaded in the Adobe Acrobat format (*.PDF).

General Provisions

By purchasing of the Merchandise from PRECIOSA*, the Buyer hereby confirms acceptance of these General Sales Terms and Conditions of PRECIOSA (GSTC). The GSTC represent the general agreement between PRECIOSA and its buyers.These GSTC shall prevail over any previous versions of GSTC. Any explicit agreements between the Contracting Parties shall take precedence over these GSTC. The GSTC are applicable without any restrictions, unless the Contracting Parties explicitly agreed to alter the terms.

Ordering

The Buyer shall order Merchandise in any kind of written communication, including e-mail, facsimile, letter, or internet communication,enabling clear identification of the Buyer. Regardless of the means of communication used in ordering the Merchandise, any order shallbecome effective upon signing the Order Confirmation, unless agreed otherwise. The qualities of a sample (such as colour, condition or measure) mentioned in catalogues and brochures, sample cards etc. shall be binding
only if explicitly referred to in the order confirmation. Variations within the framework of the design are permitted.
Any order confirmed by PRECIOSA cannot be cancelled by the Buyer, unless the cancellation is approved by PRECIOSA in a written form.

Packaging

The Merchandise ordered shall be delivered suitably packed, in order to avoid any damages on the Merchandise during the transport to the destination.

Prices

The prices quoted are to be understood ex works, in accordance with INCOTERMS 2000, unless agreed otherwise.
PRECIOSA reserves the right and privilege to invoice the prices of Merchandise, according to the prices valid at the time of dispatching the goods, unless agreed otherwise.

Delivery

All deliveries shall be made ex works according to INCOTERMS 2000. Delivery dates shall be subject to availability schedule. Delivery terms are stated in the Order confirmation. Partial deliveries are permitted and may be invoiced. Transport insurance or respective customs fees shall be governed according to INCOTERMS 2000. If the Buyer does not take over the Merchandise or returns the Merchandise without acceptable reasons, the Buyer shall pay all the costs connected with transportation, transport insurance and customs fees.

Payment Conditions

The payment shall be considered to be completed when the whole amount payable to PRECIOSA is credited to PRECIOSA. The Buyer
shall remit the payment according to the written instructions from PRECIOSA, either directly to PRECIOSA or to a bank account determined by PRECIOSA. If the invoices are not settled in time, PRECIOSA shall have the right to charge the Buyer an interest for overdue payments which shall be fixed at 6 per cent p. a. and it shall apply to the period from the due date to the payment date. In case of overdue payments, PRECIOSA can also, at its sole discretion, postpone or cancel any further deliveries to the Buyer, without this act being considered to be a breach of contract. The Buyer shall not withhold any payment of the purchase price, nor any part of it, on the basis of a counterclaim, nor shall the Buyer
deduct any counterclaim from the purchase price without the explicit consent from PRECIOSA.

Retention of Title

PRECIOSA shall retain ownership of all Merchandise delivered, until the price of Merchandise has been paid in full. The Buyer shall keep such Merchandise separately from other goods. Notwithstanding the previous provisions, the risk passes to the Buyer at the time of delivery of the Merchandise. The Buyer is entitled, in the normal course of business, to sell the Merchandise. The proceeds of such sale shall be held on behalf of PRECIOSA,separately from the funds of the Buyer.

Licenses and Permissions

If any licences or permissions from state authorities are required in order to establish and/or maintain the business relationship, the Contracting Party having its place of business in the country where such means are required shall obtain the licence or permission, unless stipulated otherwise by the laws of that country. If the Party obliged fails to comply with this requirement, the other Party has the right to back out of the contract and claim compensations up to the full extent of losses sustained in consequence of this failure.

Claims and Warranty

PRECIOSA checks whether all Merchandise to be delivered to the Buyer is perfect prior to dispatching this Merchandise.
The Buyer shall check the Merchandise for faults and/or discrepancies promptly and thoroughly upon receipt of the Merchandise. Anyclaim for evident faults and/or discrepancies of the Merchandise delivered must be reported to PRECIOSA within 14 days from the date of the delivery of the Merchandise. Claims made after 14 days from the date of delivery shall be considered void. The warranty period concerning latent defects is 24 months from the date of delivery of the Merchandise, unless stipulated otherwise by the local laws. Claims must be raised in a written letter and they must be supported by detailed description and relevant documents. If defects of quality are claimed, the Buyer shall, upon the request of PRECIOSA, enclose a sample of the defective Merchandise in/with the original package.If claims on defective Merchandise are raised and they are well-founded and PRECIOSA recognises the claim, PRECIOSA shall eliminate the defects. If PRECIOSA fails to do so, the Buyer is allowed, at his own discretion, to demand either a price reduction or a replacement of the Merchandise. If claims for missing Merchandise are raised, and PRECIOSA recognises the claim, PRECIOSA shall deliver the Merchandise or issue a credit note for the benefit of the Buyer, upon the discretion of the Buyer. PRECIOSA shall not assume any other guaranties or obligations, unless otherwise stipulated in the contract.

Liability and Damages

The liability of PRECIOSA is limited only to damages affecting the Merchandise as such. PRECIOSA is never liable for any other damages, unless the liability is stipulated by the laws in cases of wanton and/or gross negligence. In this case, the Buyer shall bear the burden of proof. Unauthorized modifications, not respecting the instructions or information provided, or not respecting use common for the product, and/or any other inappropriate use of the Merchandise discharges PRECIOSA from any liability.

Force Majeure

In case of events which at the time of signing the contract could not have been foreseen and which hinder the performance of contractual obligations of PRECIOSA, PRECIOSA has the right to postpone the performance until normal business activities are restored. Only those events that could not be prevented or averted by PRECIOSA, such as for example wars, revolutions, strikes, natural disasters, measures taken by the authorities, and lack of or late delivery of energy and materials, not caused by PRECIOSA, shall be understood to be force majeure.

Intellectual Property Rights

PRECIOSA owns registered Trade Marks PRECIOSA word and word & device in the Czech Republic, as well as in other countries.
The Buyer is only Authorized to use the Trade Marks PRECIOSA on products and packaging of products by PRECIOSA in order to identify the products. Any other use of Trade Marks, logos or other intellectual property rights owned by PRECIOSA, namely in connection with products, services, Trade Marks, logos, or other intellectual property rights of the Buyer or a third person, is prohibited. The use of intellectual property rights of PRECIOSA in publications, irrespective of the type of medium used, shall be subject to the prior approval of PRECIOSA. Without a written consent, such publication is prohibited.
Any technical documentation, plans, sketches, models, brochures, catalogues etc. shall remain the intellectual property of PRECIOSA. They are protected by statutory provisions against copying, imitating and unfair competition acts. By accepting such materials, the Buyer accepts the rights of PRECIOSA towards these materials and accepts the obligation of confidentiality. The Buyer shall not use the materials for any other purposes than those for which they were submitted.
The Buyer shall oblige his customers and dealers (except for the final consumers) to comply with these rules concerning the intellectual property of PRECIOSA. The use of Trade Marks, logos and other intellectual property of PRECIOSA is allowed to those Buyers that receive an authorization from PRECIOSA and become PRECIOSA Authorized Distributor.
The authorization entitles the Authorized distributor to use the label and Trade Marks of PRECIOSA free of charge for the purposes of marketing activities supporting sales of the product of PRECIOSA according to the PRECIOSA Authorized Distributor's Terms and Conditions.

Final Provisions

PRECIOSA reserves the right to change these General Sales Terms and Conditions of PRECIOSA (GSTC), at any time and at its own discretion. When interpreting the relationship between Contracting Parties, Czech laws shall be applied. The Contracting Parties shall endeavour to reach an amicable settlement of any dispute that may arise from this relationship. In case the amicable settlement cannot be reached, both Parties agree that the dispute shall be settled by the Arbitration Court attached to the Economic Chamber of the Czech Republic and Agricultural Chamber of the Czech Republic in Prague. The Parties declare that the decision reached by the Arbitrary Court will be recognised as final and binding by both Parties. In case of any litigation or proceedings concerning the enforcement of this Agreement, the losing Party shall pay all the costs of proceedings.

* The term PRECIOSA shall be understood to cover Preciosa, a.s., Preciosa Figurky s.r.o., Preciosa-Lustry, a.s., and their affiliated companies.