When the other party knows them or received them with the proposed agreement. The Commercial Code permits part of an agreement's contents to be set by reference to standard terms, but only if the parties know them or they are attached to the offer. In a dispute, the party relying on them must prove this. Publishing them online alone is insufficient. Every agreement and order should identify the terms precisely and confirm receipt; if both parties exchange their own terms, the conflict must be resolved expressly.
Standard terms are often a company’s most carefully developed document and the first to fail in a dispute. Usually, the reason is not their content, but that they never became part of the agreement: the other party never received them, and nothing connects them to the transaction.
Publishing them online is not enough
The Commercial Code (Act No. 513/1991 Coll.) allows part of an agreement’s contents to be determined by reference to standard terms, but sets a condition:
Part of an agreement’s contents may also be determined by reference to general terms prepared by professional or representative organisations, or to other standard terms known to the parties entering into the agreement or attached to the offer.
— Section 273(1) of the Commercial Code (unofficial English translation)
A company’s own terms therefore bind only if the other party knows them or received them with the proposed agreement. A document on a website with no contractual reference binds nobody. In a dispute, the party relying on the terms must prove knowledge or attachment. This is also a provision the parties cannot contract out of under Section 263(1): clever wording cannot override the requirement.
Effective wording in an order
The agreement or order should identify the terms by name and version or date, state where they are available, and confirm that the other party had them available at signing and accepts them. For transactions by email, the safest approach is to attach them as a PDF to the offer or order confirmation. For an online form, a checkbox linked to the full text works. Archive every version: a year later, the website will contain different wording, while the court will ask what applied when the order was placed.
Two businesses, two sets of terms
A common situation is an order referring to the buyer’s terms and a confirmation referring to the seller’s. Slovak law has no express rule for this conflict. A response adding its own terms to an offer legally rejects that offer and makes a new one (Section 44(2) of the Civil Code). Whoever then performs without reservation generally accepts the other party’s terms. Only express agreement in the contract provides certainty. Different provisions in the contract prevail over standard terms (Section 273(2)). With Czech partners, account for a different regime: Section 1751 of Act No. 89/2012 Coll. leaves the agreement concluded to the extent that the conflicting terms are compatible.
Consumers require a different approach
All of this concerns business-to-business transactions. Consumer dealings add strict information duties, a prohibition of unfair terms and special distance-contract rights. We separately explain consumer withdrawal from an online shop agreement. A single set of terms for businesses and consumers may satisfy neither regime.
How we can help
We prepare or review general terms and conditions, including incorporation wording for orders and confirmations. We structure sale agreements for movable property to work consistently with the terms and carry out a contract review of another party’s terms before you accept them. Send us the terms and a sample order before your next substantial transaction.
This answer provides general information on the law as at 5 September 2026. It does not constitute legal services or replace an assessment of an individual case. The details of your situation may differ. Book a consultation to discuss them.
