Contracts and commercial relationships · Czechia and Slovakia
General terms and conditions
Manufacturing, wholesale, agencies, repair services, carriers and B2B software. Wherever business repeats, good general terms cost less than negotiating every agreement separately. We tailor terms to your processes and ensure they actually become part of each order, rather than a website document you unsuccessfully invoke in a dispute. For sales into Czechia, we add a Czech version under Czech law.
- Lawyer registered with both the Slovak and Czech Bar Associations
- Tailored to your processes, not a template
- Fees agreed in advance
What we'll do for you
We draft general terms around how your business actually operates, from receiving an order to payment of the invoice. A short process audit therefore comes before drafting.
Select an item to see the details.
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Business process audit
We review how you receive and confirm orders, deliver and invoice — terms must match reality, otherwise you cannot rely on them in a dispute.
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Tailored general terms
Orders and confirmations, delivery terms, passing of risk of damage, retention of title until payment, force majeure and termination — your entire commercial framework.
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Payment terms and security
Due dates, default interest, contractual penalties and the right to suspend deliveries for non-payment — structured to give you remedies before the debt grows.
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B2B liability and complaints
Limits on damages, defect procedures, notification deadlines and handling methods — businesses have much greater contractual freedom than in consumer relationships, and terms should use it to your advantage.
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Implementation and incorporation
Instructions for validly incorporating terms into orders, quotations and framework agreements, handling conflicts with the other party's terms and making effective updates.
Deliverablegeneral terms ready for implementation, with instructions for valid incorporation into orders, quotations and agreements
How it works
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- Consultation and auditday 0
We review your business process and experience — where disputes arise, who fails to pay and what attracts complaints. This determines the terms' priorities.
- Draft and commentsdepending on scope
We prepare tailored terms and review them with you, adjusting anything commercially unsuitable. For sales into Czechia, we also prepare a Czech version under Czech law.
- Implementation
You receive final terms with precise instructions on where to reference them — order form, quotation and order confirmation — so they become part of every transaction.
No-obligation enquiry
Ready to start?
Send us an enquiry. We reply within 24 hours with a price confirmation and next steps. The first 30-minute consultation is free and commits you to nothing.
- 1Send your enquiry via this form
- 2Within 24 h you get a price confirmation and plan
- 3We start work only after your approval
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What clients ask
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How do general terms become part of an agreement?
Under § 273 of the Commercial Code (513/1991 Zb.), part of an agreement's content may be determined by reference to terms known to the other party or attached to the proposal. In practice, this requires correctly worded text in the order or quotation and terms actually accessible to the other party — if the reference is absent or incorrect, the terms simply do not apply to that transaction. Implementation instructions are therefore part of the service.
What if the other party also has its own terms?
A common situation — you refer to your terms, and the customer refers to its own in the order. Which apply depends on the communications and the points of conflict. We therefore include rules in the terms and order-confirmation process that put your terms in the strongest possible position in that conflict.
Which prevails — general terms or the individual agreement?
By law, differing provisions in the agreement prevail over general terms (§ 273(2) of the Commercial Code). This is intentional: a framework agreement or order sets the specifics for a particular partner, while general terms cover everything else. We align both documents to avoid gaps in interpretation.
Can I later change the terms unilaterally?
For new transactions, yes — new orders are concluded under the new version. For ongoing framework relationships, a change applies only if the right to update and notification method were agreed in advance. A change mechanism, including notice and the other party's right to terminate, is therefore a standard part of the terms we prepare.
We also sell into Czechia — do the same terms apply there?
Not automatically. Czech law has its own rules on general terms and assesses some provisions differently from Slovak law. For sales into Czechia, we prepare a Czech version under Czech law or structure the choice of law so you know what governs your business — both countries through one firm.
Legal Q&A
Common questions on this topic
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How long does a customer have to return goods bought online?
A consumer may withdraw from a distance contract with an online shop within 14 days without giving a reason. For goods, the period starts on receipt. Statutory exceptions include custom-made goods and unsealed goods protected for hygiene reasons. If the seller fails to provide proper withdrawal information, the period extends by up to 12 months.
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What information must an online shop provide, and how is an order placed?
As an information society service provider, an online shop must keep seller identification permanently accessible: business name, registered office, contact details, register information and supervisory authority. Before submission, customers must be able to check and correct errors; after receipt, the order must be confirmed electronically without delay. Further information duties apply to consumers.
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When do our standard terms actually become part of the agreement?
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.
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Further reading
Scrutiny of standard terms and liability for bad-faith negotiations
The new Civil Code is intended to consolidate and supplement the existing rules on contract formation, particularly liability for bad-faith negotiations, written confirmations of oral contracts and scrutiny of standard contracts. What this means for your terms and ordering processes.
Read more →
Non-compete clauses: different rules in Slovakia and Czechia
The governing law and type of contract are decisive for a non-compete clause. Slovak § 672a regulates commercial agency and imposes a two-year ceiling; in other commercial relationships, the proportionality of the restriction must be assessed separately. Czech § 2975 has a general five-year ceiling and does not require compensation, although commercial agency is subject to special rules in Czechia too.
Read more →
Acceptance records in contracts for work: the formality that determines payment
Contractors generally do not get paid until handover, and the contract defines what handover means. How to agree acceptance records, deemed acceptance and acceptance with minor defects, and how Slovak and Czech case law treats withheld signatures.
Read more →