Contract Conclusion
- Act No. 89/2012 Coll. — the Civil Code.
- In any commercial relationship, an entrepreneur must conclude a contract.
- Every contract presupposes an offer from one party and the unequivocal acceptance of this offer by the second party.
- A contract can be concluded orally unless the law requires a written form for its acceptance.
- In retail, or when providing services or goods online, the contract may be presented in the form of Terms of Use, Terms and Conditions, or an Offer.
Mandatory Clauses of a Contract
Contracts in the Czech Republic have a dispositive nature, meaning the parties can independently supplement, change, and establish the conditions of their commercial relationship. In the case of e-shop Terms and Conditions, the contract is a template form that must be more specific than other types of contracts with a consumer or client.
The mandatory clauses of a contract are:
- Identification of the parties in a way that prevents substitution.
- Definition of the subject matter of the contract (goods, service with a specific designation of the type of goods/service).
- Definition of the price and all additional costs.
- Indication of the method of payment and delivery of the goods/service, including deadlines.
- Information on how the consumer can exercise their rights for replacement / claim compensation for defective performance or poor quality of goods.
- Information on how the consumer can withdraw from the contract. If such information is not included in the Terms of Use, this period is extended to 1 year and 14 days.
- Information about all taxes and delivery costs. If such information is not provided, the consumer is not obliged to pay these costs.
- Instructions for use, if necessary.
- Information on where and how disputes are resolved (+ information on out-of-court dispute resolution).
Information on Dispute Resolution
The consumer has the right to an out-of-court dispute resolution. In the Czech Republic, this process is regulated by the following organizations:
- Energy Regulatory Office (Energetický regulační úřad)
- Financial Arbitrator (Finanční arbitr)
- Banking Ombudsman (Bankovní ombudsman)
- Association of Czech Consumers (Sdružení českých spotřebitelů)
- Czech Bar Association (Česká advokátní komora)
- Czech Trade Inspection Authority (Česká obchodní inspekce)
- Czech Telecommunication Office (Český telekomunikační úřad)
These organizations act as mediators and resolve disputes promptly. The contract or terms and conditions must specify where the consumer can turn for out-of-court dispute resolution.
Terms and Conditions
- Must be unambiguously understandable.
- Must not contain ambiguous information that could mislead the consumer.
- Must not be difficult to understand. In the Czech Republic, there is the concept of the “průměrný spotřebitel” — the average consumer. This is a person who has incomplete information, is inclined to believe advertising, and is susceptible to marketing propaganda. The law protects such a consumer!
- The provision of a service in the terms of use cannot be conditioned on the fulfillment of additional conditions that do not directly arise from the type of goods/services.
- The Terms and Conditions must be readily accessible to the consumer.
- They cannot discriminate against the consumer or include unreasonable penalties.
Information on Contract Withdrawal
The Terms and Conditions must contain information on how the consumer can withdraw from the contract:
- Immediately after ordering, but before delivery.
- After the order has been delivered.
- After an online order has been delivered, the consumer has the right to withdraw from the contract within 14 days. If this information is not stated in the terms and conditions, the period is 1 year and 14 days.
- If there are exceptions (e.g., perishable goods, cosmetics, food), these exceptions must be specified in the terms of use.
- In the case of “trying on” goods, the proper method of return must be specified. The law prohibits setting conditions that forbid unsealing the goods.
- Penalties for returns cannot be imposed. It can be specified who pays for the return shipping costs — this should be in favor of the consumer.
- If the type of goods implies a possible reduction in value as a result of trying them on, criteria for assessing this reduction in value must be established.
Entrepreneur’s Liability for Product Quality
- The quality must correspond to the declared properties.
- The quality must be adequate upon receipt of the goods. Subsequent deterioration in quality is considered separately.
- The statutory warranty period is 24 months. For goods purchased by a business (B2B), it is 12 months.
- An entrepreneur can set a different warranty period for a product (e.g., “5-year warranty”, “lifetime warranty”), but this period cannot be shorter than the one established by law.
- If an entrepreneur has established and declared a longer warranty period, they cannot later refer to consumer protection law to shorten it.
Obligations of the Entrepreneur and the Buyer
The entrepreneur is obliged to:
- Properly inform the consumer about the claim (reklamace) and return procedure.
- Specify how a claim will be resolved and what the deadlines are.
- Decide on accepting a claim on the spot, or within a maximum of 3 days.
- Resolve the claim within 30 days. If for any objective reason it is not possible to resolve the claim within 30 days, they must notify the consumer in writing, explaining the reason for the delay.
- Provide the consumer with information about the outcome of the claim resolution.
- Compensate for costs, refund the amount, or replace the goods.