Company's Terms and Conditions

1. General Provisions

These general terms and conditions (hereinafter referred to as "GTC") further regulate the rights and obligations between ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague on one side and the buyer, customer, or lessee on the other side.
The definitions and abbreviations used in the GTC with an initial capital letter have the meaning specified in Article 2 of the GTC – Definitions of Terms, unless these GTC assign a different meaning to them.
The contracting parties and the basic provisions of the contractual relationship are defined in the relevant contract. In case of conflict between the provisions of the contract and the GTC, the provisions of the contract shall prevail. However, if the relevant contract or its annexes do not explicitly specify any deviating provisions or if the validity of some provisions of the GTC is not excluded or otherwise modified by the contract or its annexes, then these GTC shall apply to other mutual relations of the contracting parties.
These GTC exclude the validity of any conflicting business terms of the contracting partner, i.e., the Customer. Such terms are not recognized by ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague and are not binding, even without raising a specific objection regarding their invalidity.
ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague is entitled to change these GTC to a reasonable extent, provided that it notifies the change in advance and offers the right to reject the change and terminate the obligation for this reason within a notice period of 1 month starting from the delivery of the notification of the change to the GTC, in accordance with Section 1752 of Act No. 89/2012 Coll., Civil Code, as amended. For the purpose of notifying the change of the GTC, it is sufficient to send the notification through the IoT Application.
These GTC are published in the IoT Application, on the website of ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague - www.asesgroup.cz and www.ases-group.com. These GTC come into effect on September 1, 2024.
A buyer purchasing on an identification number, i.e., when entering their company name and its ID number when concluding a purchase agreement, lease agreement, or service contract, is considered an entrepreneur, and consumer protection laws do not apply to them.
A contractual relationship between ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague on the one hand and the buyer, customer, or lessee on the other side is concluded by the signature of the contract by both parties, or by acceptance of the offer by the buyer. The conclusion of the contract or the acceptance of the offer confirms that the buyer, customer, or lessee has read these GTC and agrees with their content.

2. Definitions of Terms

"Company" means ASES GROUP, s.r.o., ID No.: 076 14 870, with its registered office at Antala Staška 1859/34, Krč, 140 00 Prague, registered in the Commercial Register under file number: C 304082 at the Municipal Court in Prague.
"Customer" means a natural or legal person who is the recipient of goods, services, or equipment from the Company.
"Equipment" means the automatic fire extinguishing system which is the result of research, development, and production by the Company.
"Employee" means all employees of the Company, as well as persons authorized, certified, and trained by the Company as qualified individuals for the installation and servicing of the Equipment.
"Contract" means the contract concluded between the Company on the one hand and the Customer on the other hand. The Contract includes all its annexes.
"IoT Application" is the Company's application where all documents such as revisions, device lists, proof of operational readiness of fire safety equipment, installation certificates, proof of functional testing of fire safety equipment, and other related documents are available and archived. The application also archives all events related to the Equipment.
"Website" means the Company's website operated at: www.asesgroup.cz and www.ases-group.com
"Consumer" means a person who, outside the scope of their business activity or outside the scope of independent professional activity, enters into a contract with the Company or otherwise interacts with them.
"Civil Code" means Act No. 89/2012 Coll., the Civil Code, as amended.
"Policy" means the Company's Privacy and Personal Data Protection Policy whose purpose is to fulfill the information obligation to data subjects arising from Regulation (EU) 2016/679 of the European Parliament and Council of April 27, 2016, on the protection of natural persons concerning the processing of personal data and on the free movement of such data, repealing Directive 95/46/EC (General Data Protection Regulation), as amended.
"Installation Company" means a business entity that has completed training with the Company and is authorized to install and dismantle the Equipment.
"Invoice" is the standardized accounting document issued by the Company to the Customer before or after providing a service or delivering Equipment.
"Insurance" means property insurance covering the Equipment and liability insurance for damage caused to third parties, which must correspond to the scope and nature of the allowed use and the potential damage and risks.

3. Price and Payment Terms

The Customer is obliged to pay the Company for the provided performance the price specified in the Contract. The price includes VAT.
The Company will issue a tax document for payments under the Contract to the Customer. Tax documents will be sent to the Customer and delivered to the IoT Application, or exceptionally in writing or by email, according to the Company's choice. If the tax document is sent to the IoT Application, it is considered delivered when the application notifies the delivery of the tax document. If the tax document is sent by email, it is considered delivered when the email is sent.
Unless specified otherwise in the Contract, the Customer is obliged to make payments under the Contract to the Company's bank account stated in the header of the Contract or to another bank account of the Company that the Company informs the Customer of in writing (written notification also includes indicating the new bank account number on the tax document).
For the avoidance of doubt, the payment due dates under the Contract are binding for the Customer even if the payment deadline on the accounting document issued by the Company differs.
When making payments, the contract number listed in the header of the Contract, which serves as the variable symbol of the invoice, must always be provided. The parties have agreed that the Company is entitled to change the contract number unilaterally by sending a written notice to the Customer. In such a case, the Customer is obliged to use the new contract number as the variable symbol for payment starting from the month after the notice of the change has been delivered. Incorrect indication of the variable symbol may result in the invoice being considered unpaid.
The parties hereby exclude Section 1932 of the Civil Code. Each payment by the Customer will be allocated to the claim according to the Company's choice.
Payments under the Contract are considered paid when the corresponding amount is credited to the Company's account.
If either party becomes an unreliable payer under Section 106a of Act No. 235/2004 Coll., on Value Added Tax, as amended, it must immediately inform the other party in writing. If the payment recipient is listed as an unreliable payer on the day of the taxable supply, the portion of the payment corresponding to the value-added tax will be paid directly to the tax administrator's account in accordance with Section 109a of Act No. 235/2004 Coll. The payment will be reduced by this amount, and the payment recipient will receive the corresponding portion (installment) without VAT.
Payments can be made by bank transfer. For cashless transfers, payment is considered made when the amount is credited to the Company's account.
Payment is due as per the Contract, and if the payment term is based on time periods, it is due on the 1st day of the specified period. If payments are made weekly, they are due on the 1st day of each calendar week; if payments are monthly, they are due on the 1st day of each calendar month.
In case of delay by the Customer in payment under the Agreement, which they are obligated to pay according to the Agreement, or part of it, the Customer is obliged to pay the Company a contractual penalty of 0.2% of the overdue amount for each day of delay, to be paid no later than within 5 days. If the delay exceeds five days, the Customer is further obliged to pay a contractual penalty of 500 CZK for each individual case of such delay, to be paid no later than within 5 days.
If the Customer is in delay with payment under the Agreement for more than 30 days, the Company has the right to withdraw from the Agreement.
The Company is also entitled to demand the payment of statutory interest on the overdue amount and claim compensation for the costs associated with the collection of the receivable in the amount of 1,200 CZK pursuant to Section 3 of Government Regulation No. 351/2013 Coll. The Company is also entitled to claim damages that have occurred to the Company due to the Customer's delay.
If the Customer's lease under the Agreement ends in any way and the Customer does not return the Equipment to the Company by the end of the lease, the Customer is obliged to pay the Company a contractual penalty of 500 CZK for each day of delay, to be paid no later than within 5 days.
The Customer declares that the Company has the right to full compensation for damages even if it is covered entirely or partially by late payment interest, i.e., the Company has the right to claim damages resulting from the Customer's breach of obligation in full, even if such breach is subject to a contractual penalty. The payment of the contractual penalty does not reduce the Company's claim for damages, even partially.
If the Customer withdraws from the Agreement within 14 days of receiving the Equipment or if eight years have passed since the installation of the Equipment or if the lease agreement is terminated, the Customer is obliged, without undue delay, but no later than 14 days from the occurrence of these events, to return the Equipment to the Company or personally deliver it to the Company's registered office address. If the Customer fails to fulfill this obligation, they agree to pay the Company a contractual penalty of 40,000 CZK. The deadline is considered met if the Customer sends the Equipment back before the expiration of the 14-day period.

5. Amendment of the Agreement

The Customer may submit requests for changes to the delivered performance or other changes to the Agreement to the Company before the Agreement is signed. The Company is not obliged to comply with requests made later. Any changes requested by the Customer after the Agreement has been signed must be included in an amendment to the Agreement, signed by both parties.
All agreements made or concluded between the Company and the Customers in connection with or for the purpose of fulfilling the Lease Agreement or Purchase Agreement must always be incorporated in written form into the relevant Agreement; this applies in particular, but not exclusively, to any verbal side agreements made before the conclusion of the Agreement.
Employees are not authorized to make verbal side agreements or provide verbal promises that go beyond the content of the written Agreement.
The Agreement may only be amended in writing, through the IoT Application, or via electronic communication; any other form of agreement is invalid.
All notices between the Customer and the Company must be made in writing in the IoT Application and by notification email to the addresses provided in the Agreement or order.
All notices and other communications under the Agreement are effective at the moment of their confirmation in the IoT Application.
Documents are considered delivered if they have been approved by the Customer in the IoT Application or rejected by the Customer in the IoT Application.
The Company's offers are non-binding; declarations of acceptance and all offers to conclude the Agreement require confirmation from the Company in writing or via the IoT Application to be valid and effective.

6. Withdrawal from the Agreement

If the Agreement is concluded between the Company and the Consumer remotely using electronic means, the Consumer has the right to withdraw from the Agreement in accordance with § 1829 of the Civil Code within fourteen days, without giving any reason. The Consumer must submit the withdrawal from the Agreement to the Company either in person or by sending it by registered letter to the Company's address. The withdrawal period starts from the day the Device is received. The withdrawal can be made using the form available on the Website.
The effects of withdrawal from the Agreement as per occur immediately upon the delivery of the written notice of withdrawal to the Company, which must return all payments received from the Consumer within 14 days of the withdrawal notice. The Company will use the same payment method that the Consumer used to pay for the performance, unless the Consumer explicitly specifies otherwise.
The above provisions do not affect other rights of the Company or the Customer to withdraw from the Agreement under the conditions and for other reasons specified by law or the Agreement. In the event of withdrawal from the Agreement, the parties shall settle the provided performance in accordance with the Agreement, or otherwise according to the rules established in the Civil Code for unjust enrichment.

7. Confidentiality

The Customer must not (without the prior written consent of the Company) copy, disclose, or use for any purpose other than as specified by the Contract or these Terms and Conditions, any information of a technical or commercial nature obtained from the other party. This obligation remains valid for ten (10) years from the receipt of such information and will apply even after the termination of the contractual relationship. Nothing in this section applies to the disclosure of information when the law requires providing such information to public authorities.

8. Force Majeure

The Company is exempt from liability for partial or complete failure to fulfill contractual obligations due to force majeure. Force majeure refers to circumstances that the Company cannot influence, such as wars, natural disasters, decisions or measures of state authorities, limitations or delays in production or transportation due to force majeure, interruption of raw material supplies, interruption of energy supplies, adverse weather conditions, epidemics, etc.
The Company is entitled to delay the delivery for the duration of the obstacle, adding a reasonable period to resume activity, or to fully or partially withdraw from the Contract concerning the undelivered part of the delivery or performance. If the obstacle caused by force majeure lasts for more than two months, the Customer is entitled to withdraw from the Contract fully or partially concerning the undelivered part of the delivery or performance after setting a reasonable additional period. The Customer is not entitled to claim damages due to the extended delivery time or the cessation of the Company's obligation to deliver or perform for the reasons mentioned above.

9. Personal Data Protection

The Customer is obliged to provide personal data correctly and truthfully when concluding the Contract and must immediately notify the Company of any changes to this data.
If the Customer provides personal data of another person in connection with the Contract, the Customer is responsible for ensuring that this was done with the knowledge of the data subject, based on their informed consent, and that all legal obligations for protecting this data have been fulfilled. The Customer is also obliged to immediately notify the Company of any changes to this data.
Further information about the processing of personal data by the Company is provided in the Privacy Policy. The Privacy Policy is available on the Website.

10. Delivery of Documents

All communication between the Company and the Customer will be carried out via the IoT Application, except in exceptional cases by email addresses specified in the Contract header without a guaranteed electronic signature (this does not apply to changes and termination of the Contract) and/or in writing by registered mail sent to the address of the relevant contracting party specified in the Contract header. Refusal to accept a document is considered as its delivery on the date of refusal. Documents sent as registered mail will be considered duly delivered upon actual delivery, but no later than the third business day after the notification of their deposit at the post office. The contracting party is obliged to promptly notify the other party of any changes to their delivery address.

11. Dispute Resolution

Any disputes arising from the Contract or in connection with it, which cannot be resolved by mutual negotiations, will be submitted to the court competent to decide disputes in the Czech Republic. The contracting parties choose Czech law as the governing law for the contractual relationships under the Contract. The parties choose the Czech language as the language for dispute resolution.

12. IoT Application

The Customer agrees to use the IoT Application along with the Device for eight years from the date of installation of the Device. The Customer agrees to sign all contractual documents in the IoT Application and confirm the receipt of documents sent by the Company to the Customer.
The Customer is entitled to use the IoT Application but is not authorized to transfer or otherwise distribute it. The Customer must not disclose their login details (username and password) to any third party.
The Contract does not transfer any rights to the Customer other than the right to use the IoT Application personally, i.e., the Customer is not entitled to transfer any rights related to the IoT Application to third parties.
If the Customer is in delay with the payment of any amount to the Company, the Company is entitled to disable the Customer’s access to the IoT Application.

13. Insurance

The Customer agrees to conclude an insurance contract covering liability for damage caused by the Customer to the Device up to the amount of CZK 100,000, and for the entire duration of the Contract, with the insurance policy pledged in favor of the Company.

14. Device Installation

The Customer agrees to carry out the installation of the Device through the Installation Company, and the Customer pays the Installation Company for the installation, as the price for the installation of the Device is not part of the Contract.

15. Purchase Agreement

Based on the concluded Agreement, the Company agrees to deliver the Equipment to the Customer as specified in the Agreement and its annexes in the agreed type, quantity, quality, and execution, including the documents related to the Equipment, enabling the Customer to acquire ownership of the item, and the Customer agrees to properly accept the delivered Equipment, install it through the Installation Company, and pay the agreed price to the Company, all under the conditions set in the Agreement and these Terms and Conditions.
If the Company is to ship the Equipment, it will hand it over to the Customer by delivering it to the first carrier for transport to the Customer and will enable the Customer to exercise rights from the transport contract with the carrier.
Upon shipment, the effects of delivery to the Customer occur when the item is handed over to the carrier, provided the Company marks the item clearly and sufficiently as a shipment for the Customer. If the Company does not mark the item, the effects of delivery occur when the Company notifies the Customer without undue delay that it has shipped the item and sufficiently identifies it in the notice. Without this notification, the item is considered delivered when it is handed over to the Customer by the carrier.
The Customer is obliged to accept partial deliveries of the ordered item. If the Customer refuses to accept the properly delivered item, the Customer is obligated to pay all costs incurred by the Company in relation to the business case (i.e., primarily postage, packaging, return costs, etc.).
If, for reasons on the part of the Customer, the Equipment needs to be delivered repeatedly or in a different manner than agreed in the Agreement, the Customer is obliged to pay the costs associated with the repeated delivery of the Equipment or the costs related to the alternative delivery method.
During the acceptance of the shipment, the Customer shall inspect the shipment and the integrity of its packaging. Any damage to the packaging must be noted on the transport document. Without a note on the transport document, it is not possible to claim damage to the Equipment during transport. The carrier is responsible for any damage to the Equipment during transport. By signing the delivery note, the Customer confirms receipt of the undamaged Equipment. If any damage to the packaging indicating damage to the Equipment or unauthorized entry into the shipment is found, the Customer may refuse to accept the Equipment from the carrier.
The Customer must indicate any different billing and delivery addresses at the time of entering into the Agreement. Late requests for changes to the delivery address will only be accepted by the Company if it is feasible given the organizational and technical conditions.
If the Customer is delayed in fulfilling their obligations to the Company, especially in paying the purchase price, the Company is entitled to suspend further deliveries of Equipment until the Customer has fully settled their obligations, even for previously accepted orders. During this period, the Company is not in delay with its obligations. The delivery date for the suspended deliveries is extended by the duration of the Customer's delay in paying the purchase price.
The Company reserves the right to deliver the Equipment with a slight color variation. Delivery of the Equipment in a color different from that stated in the Company's offer (whether in the seller's catalog or on the seller's website) is not considered a defect of the Equipment, and the Customer has no right to request the delivery of another item under the warranty.
In case of doubt regarding the authority of an employee or collaborator of the Customer to accept the Equipment, it is assumed that such person is fully authorized to accept the Equipment on behalf of the Customer.
If the Customer is delayed in accepting the Equipment, they are obliged to pay the Company a contractual penalty of CZK 1,000 for each day of delay in accepting the Equipment.
The purchase price of the Equipment delivered by the Company to the Customer is determined in the Agreement, based on the Company’s price list valid at the time of the Agreement's conclusion. The Company’s single-use packaging is not charged. The Customer assumes responsibility for the disposal of the packaging.
The purchase price does not include the costs of delivery to the place of performance, i.e., shipping and packaging fees. The price for such items is determined individually by the Company according to the current price list or by mutual agreement of the parties, depending on the chosen method of delivery to the destination.
The Company adds transport and insurance charges to the purchase price, as determined by the current price list at the time of the Agreement's conclusion.
The prices of the Equipment are listed excluding installation and carrying. The Equipment is usually delivered to the Customer in a disassembled state. The installation of the Equipment will be carried out either in accordance with point , or based on an order with the Company, with such installation charged according to the Company’s valid price list.
The purchase price will be paid by the Customer via bank transfer to the Company’s account based on the tax document issued by the Company, within the due date of the invoice including the applicable VAT.
Unless expressly agreed otherwise, the seller’s invoice is due within 15 days of the invoice issuance. The Customer is not authorized to offset any receivables against the Company, whether due or not, without the prior written consent of the Company. Such offsetting of receivables would be ineffective against the Company.
The Customer acquires ownership of the Equipment upon receipt of the Equipment and full payment of the purchase price. Until full payment of the purchase price, the Company remains the owner of the item. The transfer of ownership or the establishment of a lien on the Equipment for the benefit of third parties is excluded without the written consent of the Company. The Customer is obligated to immediately inform the Company of any confiscation of the Equipment by third parties. In case of the Customer's breach of the Terms and Conditions, especially in case of delay in paying the purchase price, the Company is entitled to secure the Equipment or request its delivery to an independent third party for safekeeping, without this meaning a withdrawal from the Agreement.
The risk of damage to the item passes to the Customer upon receipt of the Equipment, or if the Equipment is sent to the Customer via a carrier, at the moment of handover to the person responsible for transport. The risk of damage to the Equipment also passes to the Customer if the Customer does not accept the Equipment, although the Company has enabled the Customer to handle it. Damage to the Equipment that occurs after the risk of damage has passed to the Customer does not affect the Customer's obligation to pay the purchase price.
The Customer is obliged to inspect the Equipment as soon as possible after the risk of damage passes to the item and verify its properties and quantity.
The Customer's complaint regarding defects must contain the identification of the Agreement, the number of the relevant invoice or delivery note, a description of the defect in the Equipment, a request for the way to handle the complaint, and the Customer’s contact information. The Customer must send the requested information to the Company via email at info@asesgroup.cz
The Company reserves the right to request the Customer to take and send photo documentation to substantiate the claimed defect in the Equipment.
The Customer does not have the right to withdraw from the purchase agreement or request the delivery of a new item if they cannot return the Equipment in the same condition as received.
The Customer is obliged to point out the defect in the Equipment without undue delay after having the opportunity to inspect the Equipment and detect the defect.
The Company's liability for a defect in the Equipment is terminated if the Customer fails to notify the Company of the defect within seven days of discovering or being able to discover the defect.
The Company provides a warranty for the Equipment for one year if the Customer is not a Consumer and for two years if the Customer is a Consumer. The warranty period runs from the delivery of the Equipment to the Customer.
The warranty does not cover mechanical damage to the Equipment or damage caused by improper use, incorrect maintenance, or excessive strain on the Equipment, nor defects arising from accidents, natural disasters, or force majeure events.
A defect in the Equipment does not exist if the Customer entered into the Agreement for the Equipment and subsequently discovered that the Equipment did not meet their requirements.
The Buyer is obliged to return the Equipment for ecological disposal to the Company within eight years and 30 days, according to the deadline, place, and time agreed in the purchase agreement or the IoT Application. A protocol will be drawn up for the return of the Equipment or its disassembly by the Installation Company, containing details of the returned Equipment, signed by the Company and the Customer in the IoT Application. The Customer acknowledges that the maximum guaranteed usage period of the Equipment is eight years from the date the Equipment was put into operation, after which functionality and safety of the Equipment cannot be guaranteed.
The Customer is not entitled to offset any of their due or undue claims against the Company's claims, even if the existence of such claims has been confirmed by a final court decision or the Company has recognized them in writing. The Customer is also not authorized to transfer their rights and obligations under the Agreement or part thereof to any third party.
If the Customer fails to meet the obligation stated in point within the agreed deadline, they are obliged to pay the Company a contractual penalty of CZK 1,000 for each day of delay in returning the Equipment. Furthermore, the Company is entitled, at its discretion, to enter the building where the Equipment is located, disassemble it, and remove it. In such a case, the Company is entitled to render the Equipment inoperable at the Customer's expense.
The Customer explicitly agrees with the procedure outlined above in point and confirms by their signature that they authorize the Company to follow the aforementioned procedure in its entirety. The Customer is also aware of their obligation to prevent damage. 16. Lease Agreement
The Company will allow the Customer uninterrupted use of the Equipment in accordance with the terms of the Agreement, provided that the Customer pays the rent and other agreed payments according to the Agreement in a timely manner and fulfills all their obligations and agreements according to the Agreement properly and on time.
The Customer undertakes to use the Equipment with the care of a good manager and only for the permitted use. Furthermore, the Customer agrees to perform regular maintenance of the Equipment, keep it at their own expense, and not expose the Equipment to any harmful substances. If hazardous materials are found near or on the leased item, the Customer shall immediately, once they become aware of it or receive written notice about it, remove such hazardous materials from the Equipment at their own cost.
The Company has the right to request access to the Equipment to check whether the Customer is using it properly, and the Customer is obligated to allow this inspection within 48 hours of receiving the request. If the Customer violates this obligation, they agree to pay the Company a contractual penalty of CZK 10,000.
If the Customer continues to use the Equipment after the lease period has ended, it does not grant the Customer the right to an automatic extension of the lease period according to Section 2230(1) of the Civil Code. Until the Equipment is returned, the Customer must pay the Company the amount corresponding to the originally agreed rental fee. The Company's right to the return of the Equipment remains unaffected.
In case of doubt regarding the authorization of a person or associate of the Customer to take possession of the Equipment, it is assumed that such a person is fully authorized to take the Equipment on behalf of the Customer.
The Customer acknowledges that they are not entitled to a rent discount if the possibility of using the Equipment is limited for a period of less than 10 days.
The Company may demand the return of the Equipment even before the agreed lease period ends if the Customer is using the Equipment in violation of the agreed purpose.
The Customer is obligated to allow inspection and entry into the building where the Equipment is located at any time. The Customer shall not have the right to any discount or reduction of rent for this reason.
The Customer is obligated to operate the Equipment in accordance with the product sheet and ensure that no unauthorized interference or manipulation with the Equipment occurs beyond its regular operation and service. The Customer is not responsible for wear and tear caused by normal use of the Equipment. Furthermore, the Customer is obligated to guard the Equipment, especially against theft, damage, and destruction.
The Customer agrees to immediately notify the Company in writing if there are any changes regarding their VAT payer status.
The Customer agrees to comply with safety and fire regulations according to applicable laws.
If the Customer delays payment of rent according to the Agreement, the Customer is obligated to pay the Company a late payment interest at the statutory rate. Payment of the late payment interest does not affect the Company's right to full compensation for damages or other rights and claims of the Company under the Agreement or according to legal regulations.
The Customer is obligated to remove any changes or modifications to the Equipment at their own cost, risk, and responsibility before the termination of the Agreement and to rectify any damage caused by such modifications. The Company is authorized to allow or explicitly instruct the Customer to leave certain changes or modifications on or to the Equipment, in which case the Customer is not entitled to reimbursement for any costs incurred in making the changes or modifications, or for any related costs, unless otherwise agreed with the Company.
The Customer has the right to make changes or modifications (including improvements) to the Equipment or any other alterations only with the prior written consent of the Company, and when making these changes, the Customer agrees to follow the Company's instructions and comply with all legal regulations and decisions of the relevant authorities. If the Customer does not follow the procedure mentioned in the previous sentence, the Lessor has the right to withdraw their consent to make changes or modifications and require the Customer to immediately remove any changes or modifications to the Leased Item.
No later than the last day of the lease, the Customer is obligated to return the Equipment to the Company in the condition it was received, taking into account normal wear and tear (without any materials or waste residues), based on a handover protocol.
The Customer agrees that in case the Agreement is terminated and the Customer does not return the Equipment to the Company or does not allow its disassembly by the Installation Company, the Customer agrees to pay for unjust enrichment – unauthorized financial gain corresponding to the purchase price of the installed Equipment.
The Customer waives any claim to exercise a right of first refusal to the Equipment or any part of it, as well as any claim to any other rights, especially usage rights, to the Equipment or any part of it, except for the right to use the Equipment under the Agreement and during the term of the Agreement.
The Customer is obligated to notify the Company of any malfunction of the leased equipment. The Customer is responsible for damages to the Equipment caused by themselves. The Customer agrees to promptly remedy any damage for which they are responsible at their own cost, risk, and responsibility. The Company is authorized, but not obligated, to have such damage repaired at the Customer's expense if the Customer is delayed by more than 5 days after receiving written notice to remedy the damage.
The Customer agrees to indemnify the Company for any damage and costs (especially, but not exclusively, for any sanctions, fines, administrative costs, costs of conducting administrative and other proceedings, legal representation costs, and costs of obtaining evidence, opinions, statements, etc.) that arise or are imposed on the Company as a result of or in connection with the Customer's actions with the Equipment.
The Customer agrees that in case of a malfunction, they will allow persons authorized by the Company to access the premises where the Equipment is located and provide them with all information related to the Equipment's defect, including configuration files and diagnostic outputs for the purpose of diagnosing software or hardware issues. The Customer is obligated to pay for repairs caused by demonstrably improper operation.
During the term of the Agreement, the Customer is obligated to obtain Insurance. The Customer is obligated to prove to the Company the conclusion of valid and effective Insurance whenever requested by the Company. If the Customer delays obtaining Insurance or providing proof of its validity and effectiveness, the Company is authorized to arrange Insurance at the Customer's expense.
The Customer is obligated to return the Equipment to the Company by the last day of the lease, in the same technical condition (except for reasonable wear and tear) and within the time, location, and timeframe specified in the lease agreement, or in the IoT Application.
The Customer is entitled to sublet the Equipment or allow third parties to use it only with the prior written consent of the Company.
If the Customer fails to return the Equipment to the Company within the specified period, the Customer is obligated to pay the Company a contractual penalty of CZK 1,000 for each day of delay in returning the Equipment. Furthermore, the Company is authorized, at its discretion, to enter the building where the Equipment is located, disassemble and remove the Equipment, and render the Equipment non-functional at the Customer's expense.
The Customer explicitly agrees with the procedure outlined in point and confirms by their signature that they authorize the Company to follow the aforementioned procedure in its entirety. The Customer is also aware of their obligation to prevent damage.
The Customer is not entitled to transfer their rights and obligations under the lease agreement or any part thereof to any third party, nor are they entitled to assert any right of retention against the Company.
The Customer acknowledges that the provisions of Section 2223 and Section 2314 of the Civil Code do not apply.
The Customer agrees not to make any assignment, subletting, or transfer of the lease without the prior written consent of the Company for each individual case. In any case, the Customer is not relieved from any of their obligations under the Agreement by any assignment, transfer, or subletting.
The Company has the right to assign or transfer its rights and obligations under the Agreement, in whole or in part, to a third party at any time. The Customer is not entitled to offset any of their claims against the rent or any other payments under the Agreement and is not entitled to assign or secure any claim against the Company under the Agreement with a lien.
The Equipment is rented without operating personnel. If it is necessary to demonstrate or provide training on how to use the Equipment, the Company will ensure the demonstration or training with its own personnel. The costs associated with this are borne by the Customer.
The Customer is obligated to carefully follow the product manual of the Company and maintain the Equipment in a proper and functional condition.
The Company is entitled to inspect the Equipment after prior notice to the Customer to verify whether the Customer is using the Equipment in accordance with these Terms and Conditions, the product manual, and the Company's instructions.
From the moment of delivery, the Customer assumes responsibility for any damage. For damage, loss, and destruction, as well as for wear exceeding the usual or contractually agreed extent, the Customer is fully responsible. If the Customer is responsible according to the provisions of this article, they are obligated to return the Equipment to the Company and compensate for the costs incurred for professional repair, which will be determined by the Company. If repair is not possible or can only be done at disproportionate costs, the Customer is obligated to bear the necessary costs to provide an equivalent replacement for the Equipment. Alternatively, the Company may decide to sell the damaged Equipment to the Customer under terms set by the Company.
The Company does not bear any responsibility for consequences caused by the use of the Equipment, even if such consequences result in death, injury, or harm to health.
During the term of the Agreement, the Customer shall indemnify the Company from any claims by third parties arising from violations of operational safety obligations or any other legal reasons concerning the Equipment.

17. Final Provisions

The rights and obligations not regulated by the Agreement or these GTC are governed by the laws of the Czech Republic, especially the Civil Code. Any disputes arising from or in connection with the Agreement will be decided by the courts of the Czech Republic, unless the legal regulations provide for the jurisdiction of courts of another country that cannot be contractually excluded.
If a consumer dispute arises between the Contracting Parties from the Agreement, which cannot be resolved by mutual agreement, the Consumer may submit a proposal for extrajudicial resolution of such a dispute to an authorized subject for extrajudicial consumer dispute resolution, which is the Czech Trade Inspection Authority Central Inspectorate – ADR Department, Štěpánská 15, 120 00 Prague 2, email: adr@coi.cz, website: adr.coi.cz.
If any provision of the Agreement or these GTC is or becomes invalid, the remaining provisions of the Agreement or these GTC will remain valid, and the Contracting Parties will replace the invalid provision within 14 (fourteen) days from the delivery of a request by one Contracting Party to the other Contracting Party with another appropriate provision that most closely reflects the original intent of the Contracting Parties.
The Company and the Customer agree to sign any additional documents or take other necessary actions within 14 (fourteen) days from the delivery of a request from one party to the other party in order to fulfill the purpose of the Agreement and its individual provisions.
The Contracting Parties assume the risk of a change in circumstances pursuant to Section 1765(2) of the Civil Code and exclude the application of Sections 1765(1) and 1766 of the Civil Code to the contractual relationship.
The Company reserves the right to make changes to these GTC. A change in the GTC does not affect the contractual relationship that arose during the validity of the previous version of the GTC.