GENERAL BUSINESS TERMS AND CONDITIONS OF THE COMPANY
JAPO-AUTODOPRAVA S.R.O.
1. INTRODUCTORY PROVISIONS
The limited liability company JAPO-autodoprava s.r.o. hereby issues, pursuant to Section 273 of Act no. 513/1991 Coll., the Commercial Code, as amended, the following General Terms and Conditions (hereinafter only as the “Terms and Conditions”):
2. CONTRACTING PARTIES
2.1 JAPO-autodoprava s.r.o. is a company with registered office Střelice, A. Smutného 737/44, district Brno-venkov, Post Code 664 47, Company ID: 262 98 295, incorporated in the Trade Register kept by the Regional Court in Brno, Section C, Insert 42419.
hereinafter only the "Carrier"
2.2 “Consignor” is a natural or legal person to whom JAPO-autodoprava s.r.o. provides Services on the basis of an Order according to the present General Business Terms and Conditions.
hereinafter only the "Consignor"
3. SCOPE OF VALIDITY
3.1 The present General Business Terms and Conditions shall govern all business relationships concluded by and between the Carrier and the Consignor. Any and all business relationships shall be generally governed by Czech law, the Czech Commercial Code and the Conventions CMR, ADR and AETR. The present General Business Terms and Conditions represent the fundamental regulation of contractual relationships by and between the Carrier and the Consignor and, in case of any deviation from directory legal provisions, the provisions hereof shall prevail.
3.2 The present General Business Terms and Conditions define a business relationship between the Carrier and the Consignor. In accordance herewith, the Carrier provides, or shall provide, Services to the Consignor as stipulated herewith.
4. DEFINITION OF TERMS
4.1 An order is binding and irrevocable proposal for the Contract, mailed by the Consignor on a sample written form (Appendix no. 1 hereto and an integral part hereof), to the Consignor on-line via a web form, electronically by email, in writing by mail or fax or delivered to the Carrier in person (see Article 5 below). By mailing an Order, the Consignor accepts that he has acquainted himself with and accepted the provisions of the Terms and Conditions and that these Terms and Conditions regulate the contractual relationships by and between the Carrier and the Consignor.
4.2 Contract is a contract on transportation by and between the Consignor and the Carrier under which the Carrier undertakes to ship the thing (shipment) from the particular place (place of dispatch) to the particular place of delivery (destination) for the Consignor, whereas the Consignor must pay a fee (freight costs). The contract is considered concluded:
a) upon delivery of the acceptance of an Order by the Carrier to the Consignor;
b) upon loading of a shipment, in the event that the Consignor delivers an order to the Carrier on any form other than that enclosed as Appendix no. 1 hereto, which shall be preliminarily confirmed by the Carrier on condition that the contractual relationship between the Carrier and the Consignor is governed by the present Terms and Conditions. Such confirmation of an order by the Carrier on any form other than that enclosed as Appendix no. 1 hereto shall be a new proposal for a contract, in accordance herewith.
c) upon acceptance of a new proposal for a contract, in the event that the Consignor delivers an order to the Carrier on any form other than that enclosed as Appendix no. 1 hereto, which shall be preliminarily confirmed by the Carrier on condition that the contractual relationship between the Carrier and the Consignor is governed by the present Terms and Conditions. Such confirmation of an order by the Carrier on any form other than that enclosed as Appendix no. 1 hereto shall be a new proposal for a contract in accordance herewith.
The Contract may also include a stipulation according to which the Carrier shall provide complex customs clearance for the Consignor, or, where appropriate, storage of the shipment. The present Terms and Conditions shall be an integral part of the Contract.
4.3 Service shall be transportation of a shipment from the place of dispatch to the place of destination on the basis of the Contract stipulated herewith. On the basis of the Contract, the Service may also include an arrangement of customs clearance of goods, or, where appropriate, storage of a shipment by the Carrier.
5. ORDERING OF SERVICE
5.1 The Consigner may order the Service using one of the following methods:
a) at the websites http://www.japodoprava.cz/, http://www.japo-transport.com
b) by email to the email address japo@japodoprava.cz or to the email addresses of the Carrier’s employees (zaměstanec@japodoprava.cz)
c) in writing by mailing an Order to the Carrier’s registered address
d) in writing by sending an Order by fax to the Carrier
e) by personal delivery in the Carrier’s registered office
5.2 A precondition of validity of the Consigner’s Order is completion of all required data and essentials specified in an order form (Appendix no. 1 hereto). An order simultaneously serves as a proposal for the Contract. The Contract is considered concluded upon delivery of the confirmed Order by the Carrier to the Consignor.
5.3 The Consignor may also order the Service via written order delivered by fax or email on a form other than that enclosed as Appendix no. 1 hereto, which shall be preliminarily confirmed by the Carrier on condition that the contractual relationship between the Carrier and the Consignor is governed by the present Terms and Conditions. Such confirmation of an order by the Carrier on any form other than that enclosed as Appendix no. 1 hereto shall be a new proposal for a contract in accordance herewith. In such a case, the Contract shall be concluded either upon acceptance of a new proposal by the Consignor or upon loading of a shipment.
6. PRICE FOR SERVICE
Unless otherwise agreed by the parties ad hoc, the price for service shall be established according to the Carrier’s pricelist valid at the time of execution of the Contract. If, after execution of the contractual relationship, the costs related to performance of the subject of the Contract substantially change, the contracting parties shall agree, in writing, upon reasonable price adjustments.
7. PAYMENT TERMS
7.1 Where the payment is not made in cash immediately at the Carrier’s cash desk, the Consignor shall pay the price against the invoice, in the full amount, by the due date specified in the invoice.
7.2 In case of any delay in the payment of an invoice, the Consignor shall pay, in addition to the default interest, a contractual penalty in the amount of 0.1% of the invoiced amount for each day of such delay, and, from 7th day of the delay, a contractual penalty in the amount of 0.5% for each day of the delay until the full payment of the invoiced amount.
7.3 The Consignor’s obligation to pay the contractual penalty, the default interest or damages, as well as any other costs related to the provision of the Service and withdrawal herefrom, shall thereby remain unaffected.
8. WITHDRAWAL
The Contract may only be withdrawn from in writing, where such withdrawal shall be effective on the day of delivery of the written notice of withdrawal from the Contract to the other contracting party.
9. DISPUTE RESOLUTION
The contracting parties have agreed, pursuant to the Act on Arbitral Proceedings and Execution of Arbitration Awards no. 216/1994 Coll., as amended, that all disputes arisen from or in relation to the Contracts, which are governed by the present General Business Terms and Conditions, shall be resolved in arbitration before a single arbiter, according to the Arbitration and Tariff Rules of the company JUSTIKON s.r.o., Business ID: 64573192 (hereinafter only as the “JUSTIKON”) published at the website http://www.justikon.cz/ with the exclusion of jurisdiction of general courts. The arbitration shall be conducted by one arbiter, who must be, as of the day of delivery of the lawsuit, registered in the List of Arbiters kept by JUSTIKON, and the contracting parties hereby explicitly commission JUSTIKON to appoint, according to its Arbitration and Tariff Rules, an arbiter for arbitration as stipulated under this arbitration clause. The contracting parties hereby commission such appointed arbiter to decide all disputes according to Czech law and the Convention CMR. The contracting parties explicitly represent that, prior to the conclusion of the Contract, they have had and have a possibility to acquaint themselves with the Arbitration and Tariff Rules and they have done so and deem the aforesaid documents to be an integral part of this arbitration clause.
10. OTHER PROVISIONS
10.1 The Carrier reserves the right to, from time to time, change or amend the present Terms and Conditions, in particular, in case of any amendments to the associated legal regulations or a change in the method of provision of the Service. The Carrier shall announce any change or amendment hereto and their effective date in an appropriate manner. In case of the Consignor’s disagreement with the contents of the changed or amended Terms and Conditions, he shall be entitled to notify the Carrier of such fact within 7 days after he has learned or could have learned of the respective change or amendment; in other cases, the Consignor’s acceptance of changes or amendments shall be assumed.
10.2 The Carrier shall not be liable to the Consignor for any damage caused by events excluding liability, such us governmental interference, operating, traffic or energy accidents or breakdowns, strikes or lockouts. Such events shall be the reasons to postpone fulfillment of the Carrier’s contractual obligations, but only in the necessary extent and as long as such events persist.
10.3 The Consignor undertakes the responsibility to promptly notify the Carrier of any change related to his license to carry out business activities, tax duties (including, without limitation, the change of VAT number and tax administrator), his bank account and bank details and announcement of insolvency. In case of the Consignor’s insolvency, any amounts due by the Consignor to the Carrier shall become due on the day when the Carrier has learned of such insolvency.
10.4 The requirement regarding a written form of legal action is fulfilled when the legal action has been taken by telegraph, telex or via electronic devices enabling capturing of the contents of legal action and identification of a person who took such action.
10.5 The Consignor hereby gives his consent to the Carrier to process, as an administrator, all personal data related to his person provided by him, including, without limitation, birth numbers and telephone numbers of natural persons, in accordance with Act no. 101/2000 Coll. Such consent is given until revoked in writing. Information is not considered personal information if it is necessary to exert unreasonable effort or material means to identify an entity who is the subject of the information provided.
10.6 The Terms and Conditions are available 24 hours a day on the Internet at the websites: http://www.japodoprava.cz or http://www.japo-transport.com and their printed versions are available in the Carrier’s registered office.
10.7 The present Terms and Conditions shall come into force and effect on 27.7.2009.
