Terms and conditions are a key document for a business. It is not worth copying sample terms and conditions from the internet when drafting them. Not only do you risk causing damage to yourself, but you may also have problems with the Czech Trade Inspection Authority. We’ve compiled seven key points to look for when drafting terms and conditions.
Terms and conditions are a document that regulates the mutual rights and obligations of the entrepreneur and the customer in various situations that have not been regulated in the text of the contract itself. They become part of the contract itself when the customer agrees to them (usually by signing a contract that refers to the terms and conditions, or by checking the appropriate option on the e-shop or other website).
Their main advantage is to simplify the process of concluding a contract. If the terms and conditions are sufficiently detailed, many things do not need to be regulated in the contract itself, which greatly facilitates the contractual relationship.
The disadvantage is the limited individual approach to customers. Consumers often have to accept the terms as a whole, without the possibility of modification. It is therefore necessary either to accept the terms and conditions as a whole or to refuse to conclude the contract.
If the terms and conditions deviate from the contract, this does not affect the validity of the contract or the terms and conditions. The provisions contained directly in the contract shall prevail over the use of the terms and conditions.
We will draw up new terms and conditions for you or review the existing ones. We guarantee the correctness of the document according to the new Civil Code. We act quickly, throughout the whole territory of the Czech Republic. You will know the price in advance and you can pay only after the service has been provided.
Our first recommendation is not about the content, but about the process of concluding a contract. It is essential to provide the other party with the terms and conditions so that they can become properly acquainted with them. It is not enough to simply mention them. However, if the terms and conditions are annexed to the draft contract, the other party is presumed to have taken due note of them.
The terms and conditions and any changes to them must be kept in such a way that the customer can view them again or be provided with older versions. It is also recommended to send customers a link to these terms and conditions in the confirmation email.
If you sell goods or your services to customers who are consumers, then beware. According to the Civil Code, a consumer is a natural person who enters into a contract outside the scope of his business or profession… If you sell to consumers, your terms and conditions will be subject to higher requirements and you will have to adapt them to the numerous requirements of the law for this purpose. First of all, they should be clear and understandable, as required by the Civil Code.
As we have discussed above, the terms and conditions are part of the contract and the customer has the right to receive information from you on how to withdraw from such a contract and, if applicable, when such right ceases. If you sell goods or provide services outside the usual place of business, which applies in particular to the terms and conditions for an e-shop, the customer who is a consumer must be informed of the right to withdraw from the contract within 14 days from the date of receipt of the goods. Exceptions to the right of withdrawal are set out in the provisions of Section 1837 of the new Civil Code.
If such a customer does not receive this instruction, the Civil Code provides that he may withdraw from the contract within one year and 14 days of receipt of the goods. In some cases, you may have to take the goods back and refund the customer’s money, which can be very unpleasant, not least from a cash flow point of view (more than a year after the sale of the goods).
The document should ideally refer to a standardised withdrawal form, which the customer just sends in if they want to end the contract. If you also want to be able to withdraw from the contract, it is essential that the terms and conditions state exactly how and in what circumstances this can happen.
Tip: We have discussed the withdrawal from a contract from the perspective of an e-shop customer in detail in our article.
You must tell the customer how you process their data. The legislation sets out a number of requirements for these purposes, including the scope of information you need to get to your customers. Generally, if you want to pass on customer data to other parties, you will need to obtain their consent to do so. Again, you must inform the customer of this in accordance with the law and to the extent of the information required by law.
If you use cookies, you will again need to obtain the customer’s prior consent to the scope and purpose of the processing of personal information. Currently, the opt-in approach is used as the primary approach in this regard. This means that without explicit consent given by clicking a button on the bar, cookies cannot be activated and so no information may be collected in this regard. The visitor should be informed immediately on arrival at the website what information you wish to collect about them. Along with this, he or she should be given the opportunity to choose which information he or she wants to provide and which he or she does not. You must then respect his choice and not collect any other data.
Tip: We have clearly described the current obligations regarding cookies in our article.
Your terms and conditions must clearly inform the customer about the procedure for exercising rights under defective performance, i.e. how to proceed in the event that the goods purchased or services provided are defective. You must also detail any voluntary warranty, if you provide one, including its scope, duration and terms of application.
According to the Civil Code, the consumer has the right to claim defective goods within two years of receipt. If the defect manifests itself within 12 months of receipt, it is presumed to have existed at the time of delivery, unless the trader proves otherwise. In the case of digital content and services, the rights arising from defective performance are governed by specific rules which oblige the trader to ensure their functionality and updates for a period of time corresponding to the consumer’s expectations or the agreed period of time.
The consumer has the right to know where and how to complain about your behaviour. If the terms and conditions are concluded by distance selling (e.g. online in an e-shop), the terms and conditions must contain information on out-of-court dispute resolution in accordance with the Consumer Protection Act.
In the Czech Republic, the Czech Trade Inspection Authority (CTIA) is the main authority for out-of-court resolution of consumer disputes, unless a specific law provides for another body (e.g. the Czech Telecommunications Office for telecommunications services).
The customer has the right to know who to complain to in case of dissatisfaction. If your terms and conditions are concluded online, which is especially true for e-shops, your terms and conditions must contain an indication of how consumer complaints against you as an entrepreneur will be settled out of court. This includes the address of the competent authority where the consumer can address such a complaint. For businesses that are not specifically regulated, this body will primarily be the Czech Trade Inspection Authority, but in some cases it may also be other state supervisory authorities.
Since 2016, it has not been possible under the Arbitration Act to unilaterally bind consumers with an arbitration clause. This means that arbitration clauses in consumer contracts are invalid unless they are concluded after the dispute has arisen.
What often interests the customer first of all is the practical information relating to the actual delivery of the goods. The customer should therefore find out from your terms and conditions:
The new Civil Code also introduces a range of provisions that are prohibited. Your terms and conditions should in any case not contain: 1) provisions that exclude the rights of customers – consumers from defective performance, 2) the possibility of the entrepreneur to keep the purchase price if the consumer withdraws from the contract, 3) the right of the entrepreneur to withdraw from the contract without reason, while the consumer does not have this right, 4) the right of the entrepreneur to increase the price without the possibility of the consumer to withdraw from the contract, or 5) the contractual penalty if the customer withdraws from the contract and many others.
The terms and conditions are a fundamental document for your business. They shape your relationships with your customers, so it pays to invest energy in drafting them properly. Do not rely on free downloadable templates of general terms and conditions, as such a document will not effectively protect you.
Terms and conditions are a key document that governs the relationship between the business and the customer and provides legal certainty for both parties. When drafting them, it is essential to include clear information about familiarising the customer with the terms before entering into the contract, the conditions for withdrawal from the contract, claims and rights for defective performance, the rules for the protection of personal data under the GDPR and how to resolve disputes out of court. It is also important to transparently define payment and delivery terms and avoid prohibited clauses that may contravene the law. Properly set terms and conditions minimize legal risks, strengthen customer confidence and help prevent disputes.
We will write new business terms for you, or check the existing ones. We guarantee the correctness of the document according to the new Civil Code. We act quickly, throughout the country. You will know the price in advance and you can pay only after the service has been provided.
Ondřej is the attorney who came up with the idea of providing legal services online. He's been earning his living through legal services for more than 10 years. He especially likes to help clients who may have given up hope in solving their legal issues at work, for example with real estate transfers or copyright licenses.
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