General Business Terms

1.1 Contracting parties These General Terms and Conditions (hereinafter "GTC") govern the mutual rights and obligations between SPEA s.r.o., Company ID (IČO) 05051487, with its registered office at Máchovy sady 302, 417 61 Bystřany, registered in the Commercial Register maintained by the Regional Court in Ústí nad Labem under file ref. C 37477 (hereinafter the "Contractor") on the one hand, and the customer (hereinafter the "Customer") on the other hand.

1.2 Scope of application The GTC apply exclusively to commercial relationships between entrepreneurs within the meaning of Section 420 et seq. of Act No. 89/2012 Coll., the Czech Civil Code (hereinafter the "Civil Code" or "NOZ"). The Contractor does not enter into contracts with consumers; the provisions of the Civil Code and related consumer protection regulations shall not apply.

1.3 Subject matter The GTC govern the terms and conditions of: a) the sale of new and used goods (in particular industrial electronics components, control systems, drives and related parts) b) the performance of works, in particular diagnostics, repair and servicing of equipment and components c) related services (transport, packaging, dispatch).

1.4 Exclusion of Section 1751(3) NOZ The parties expressly exclude the application of Section 1751(3) of the Civil Code. If the Customer refers to its own general terms and conditions, these GTC shall prevail and the Customer's terms and conditions shall not apply, unless the Contractor expressly confirms their application in writing. By handing over or sending the equipment (shipment) to the Contractor's service, the Customer accepts these GTC, including over and above and with priority over any of the Customer's own terms and conditions.

1.5 Precedence of arrangements In the event of a conflict between an individual written arrangement (typically a price quotation, order confirmation or framework agreement) and these GTC, the individual arrangement shall prevail.

1.6 Form of communication All communication between the parties is valid in electronic form, in particular by e-mail or through the Contractor's information system. The contracting parties consider electronic communication to be binding and equivalent to paper form. Where any provision of these GTC requires written form, electronic form (in particular e-mail) is sufficient.

Goods (Zboží) — movable items offered by the Contractor for sale, in particular new or used industrial electronics components and their accessories.

Works (Dílo) — activity of the Contractor consisting in particular of diagnostics, repair, servicing or setup of equipment supplied by the Customer; the output of the works may also include a partial written deliverable (e.g. a diagnostic protocol).

Diagnostics (Diagnostika) — initial assessment of the condition of the equipment, the extent of the defect and the feasibility of repair. Diagnostics may be performed in standard or express mode pursuant to the Contractor's current Service Works Price List.

Diagnostic Report (Diagnostický protokol) — a written (typically electronic) output of diagnostics containing identification of the equipment, a description of the condition found, the extent of the defect and the proposed solution (in particular feasibility of repair, recommended operations and, where applicable, a recommendation of environmentally sound disposal). The Diagnostic Report forms an attachment to every price quotation derived from the performed diagnostics.

Service Report (Servisní protokol) — a written (typically electronic) output of the performed works containing identification of the equipment, a description of the operations performed and any recommendations for further operation. The Service Report is handed over to the Customer together with the performed works.

Service Works Price List (Ceník servisních prací) — a separate document of the Contractor issued under this name containing the current rates for standard and express diagnostics, express repair and service call-outs. For a specific order, the price as adjusted in the issued price quotation shall apply.

Price Quotation (Cenová nabídka, CN) — a written or electronic document of the Contractor containing the scope of performance, the price, the indicative delivery period, the payment terms, the warranty parameters, the transport conditions and the period of validity of the offer.

Order (Objednávka) — a written or electronic expression of will of the Customer aimed at concluding a contract, typically an acceptance of the Contractor's price quotation.

Customer's Contact Person (Kontaktní osoba objednatele) — natural person designated by the Customer for a given order as the contact for communication with the Contractor. The Customer shall ensure that the Customer's Contact Person is authorised to act on behalf of the Customer to the extent necessary for handling the order (in particular to receive delivered documents, confirm factual states and arrange cooperation in the performance). The Contractor is entitled to rely on the authority of the Customer's Contact Person without the need for its verification. The Contractor sends to the Customer's Contact Person the price quotation and other documents related to the order. The Customer shall notify the Contractor of any change of the Customer's Contact Person without undue delay; until such notification is delivered, the previously designated Customer's Contact Person shall apply.

Order Confirmation (Potvrzení objednávky) — a written or electronic expression of will of the Contractor by which it accepts the Customer's order. Upon delivery of the confirmation, a contract is formed under the regime of these GTC.

Contract (Smlouva) — a contract of sale or a contract for work concluded between the Contractor and the Customer under the regime of these GTC.

Place of performance (Místo plnění) — the address specified in the price quotation or order confirmation; unless otherwise stated, the registered office of the Contractor.

3.1 Enquiry The Customer shall send the Contractor an enquiry containing the identification of the requested goods or a description of the defect, the type designation of the equipment, the serial number (if relevant) and contact details. The enquiry does not constitute a binding offer on the part of the Customer.

3.2 Diagnostics for works If it is not possible to determine the price of the works without inspecting the equipment, the Contractor shall propose the performance of diagnostics. The performance of diagnostics constitutes a separate performance and is subject to the Contractor's Service Works Price List. Diagnostics shall not be charged if, on the basis of its outcome, the Customer orders a repair or other service operation from the Contractor. Diagnostics shall be charged where the Customer refuses the proposed repair or requests the return of the equipment without a subsequent order for the Contractor's services.

3.3 Price quotation On the basis of the enquiry (or after performing diagnostics), the Contractor shall send the Customer a price quotation. The price quotation contains in particular: a) the subject matter of the performance and its scope b) the price excluding VAT and the currency (CZK or EUR) c) the indicative delivery period d) the payment terms and any advance payment requirement e) the period of validity of the offer f) the length and type of warranty g) the conditions and price of transport or collection h) any other special arrangements.

3.4 Order and confirmation The contract is concluded upon delivery of the order confirmation by the Contractor to the Customer. Deviating from Section 1740(1) of the Civil Code, the parties agree that if the Customer does not raise objections to the content of the order confirmation without undue delay, at the latest within 3 working days of its delivery, the Customer's silence shall be deemed to constitute consent to the content of the confirmation.

3.5 Delivery of documents related to the order The Contractor sends the price quotation and other documents related to the order to the Customer's Contact Person. The Contractor sends the order confirmation to the person who submitted the order on behalf of the Customer; documents subsequent to the formation of the contract shall be sent to the same person. Delivery to the Customer's Contact Person and to the person who submitted the order on behalf of the Customer shall have the effects of delivery to the Customer.

3.6 Changes in scope If, after the conclusion of the contract, a fact comes to light that could not have been foreseen during diagnostics or during the preparation of the offer, and which affects the scope or price of the performance, the Contractor shall inform the Customer of this fact without undue delay and submit to the Customer an updated price quotation. Performance shall be suspended until the updated price quotation is approved; deadlines shall be extended by the period of delay in approval.

3.7 Amendments and supplements to the contract Any amendments to the concluded contract require written form (electronic form is sufficient) and the consent of both parties. Oral agreements made during the performance shall be binding on the parties only after being recorded in writing (an entry in the order documentation, an e-mail confirmation or an amendment to the price quotation is sufficient) and mutually approved.

3.8 Non-binding nature of offers Offers made by the Contractor outside the regime of the price quotation pursuant to Article 3.3 (in particular indicative calculations, oral estimates, preliminary price information) are non-binding. Only the price quotation and its confirmation made in accordance with Article 3.4 are decisive for the formation of the contract.

4.1 Determination of the price The price of the goods or works is set out in the price quotation or, where applicable, in the order confirmation. Prices are stated excluding VAT; VAT shall be charged at the statutory rate applicable on the date of the taxable supply.

4.2 Price quotation and indicative price quotation The Contractor issues price quotations in two variants: a) price quotation with a fixed, binding price of the works — issued in particular after diagnostics have been performed, when the scope of the works can be unambiguously determined b) indicative price quotation with a preliminary, non-binding price — issued where the exact scope of the works can only be determined in the course of performance or after diagnostics. The type of price quotation is always expressly stated therein. Where the works have commenced on the basis of an indicative price quotation, the Contractor shall submit a price quotation to the Customer as soon as the scope of the works can be unambiguously determined; further continuation of the works requires the Customer's acceptance of the price quotation in accordance with Article 3.4.

4.3 Price of diagnostics The price of diagnostics is governed by the Contractor's Service Works Price List. Diagnostics shall not be charged if, on the basis of its outcome, the Customer orders a repair or other service operation from the Contractor in relation to the diagnosed equipment. They shall be charged in cases where the Customer refuses the offered repair or requests the return of the equipment without a subsequent order for services.

4.4 Currency The Contractor shall invoice in Czech crowns (CZK) or in euros (EUR) according to the choice stated in the price quotation. When invoicing in EUR to a domestic VAT payer, VAT shall be converted at the CNB exchange rate applicable on the date of the taxable supply.

4.5 Payment terms The standard due date of invoices is 30 days from the date of issue of the tax document, unless otherwise agreed in the price quotation or order confirmation. Invoices shall be sent electronically to the Customer's e-mail address; this method of delivery shall be deemed equivalent to delivery in paper form.

4.6 Advance payment For a new Customer (a Customer who has not yet concluded any contract with the Contractor, or to whom an individual decision of the Contractor applies), the Contractor is entitled to require an advance payment of up to 100% of the price of the performance prior to the commencement of performance. An advance invoice shall be issued for payment of the advance. Performance shall commence after the advance is credited to the Contractor's account.

4.7 Date of payment The Customer's obligation to pay the price is fulfilled on the date the amount is credited to the Contractor's account stated on the invoice.

4.8 Default and default interest In the event of the Customer's default in payment of the purchase price or the price of the works, the Contractor is entitled to charge statutory default interest pursuant to Government Regulation No. 351/2013 Coll., as amended.

4.9 Suspension of performance If the Customer is in default for more than 15 days with payment of any due claim of the Contractor, the Contractor is entitled to suspend any further performance towards the Customer until full payment. Delivery and handover deadlines shall be extended by the period of default; the Contractor shall not be liable for any damage arising from such suspension.

4.10 Set-off The Customer is not entitled to unilaterally set off its claims against the Contractor's claims without the prior written consent of the Contractor.

4.11 Retention of title and ownership of the subject of works a) For the sale of goods, title to the delivered goods shall pass to the Customer only upon full payment of the purchase price including all its components (in particular VAT, transport, packaging). b) For works (repair, servicing), the subject of the works remains the property of the Customer throughout the performance; payment of the price of the works does not transfer ownership, as the equipment was already owned by the Customer prior to commencement of the works and remains so thereafter. The Contractor's rights to secure its claim arise from the right of retention under Article IX.

4.12 VAT declaration The Contractor declares that it is not an unreliable VAT payer within the meaning of Section 106a of Act No. 235/2004 Coll., on Value Added Tax, as amended, and that it is able to duly fulfil its obligations under the said act.

4.13 Prohibition of assignment and encumbrance of claims The Customer is not entitled to assign any of its claims against the Contractor to a third party or to encumber them by way of a pledge or otherwise without the prior written consent of the Contractor. Likewise, the Customer is not entitled to unilaterally assign the contract or any part thereof.

5.1 Method of delivery The goods or works shall be delivered by one of the following methods, as agreed in the price quotation: a) personal collection at the Contractor's registered office b) transport arranged by the Contractor through an external carrier c) collection arranged by the Contractor (pick-up at the Customer's premises) d) collection through a carrier arranged by the Customer.

5.2 Costs of transport, dispatch and packaging For methods other than personal collection, the Customer is obliged to pay a dispatch and packaging fee, the amount of which is governed by the weight of the consignment, the place of delivery and the type of transport. The specific transport price, including any collection, is always stated in the price quotation.

5.3 Collection by the Contractor If the Customer requests collection of the equipment by the Contractor, this service is subject to a charge and its price is stated in the price quotation. The risk of damage to the equipment during collection is borne by the Contractor from the moment the equipment is taken over from the Customer.

5.4 Customer's own carrier If the Customer uses its own carrier for collection, the risk of damage to the goods or equipment passes to the Customer at the moment the consignment is handed over to the first carrier.

5.5 Delivery period The delivery period commences upon the conclusion of the contract and, in the case of orders requiring an advance payment, upon crediting of the advance to the Contractor's account. The delivery period stated in the price quotation is indicative, unless it is a fixed delivery period commitment expressly designated as "fixed". The Contractor shall inform the Customer of any delay.

5.6 Acceptance The Customer is obliged to accept the delivered goods or works at the agreed time and place and, without undue delay, to inspect their completeness, quantity and obvious defects. Obvious defects shall be claimed by the Customer immediately upon acceptance (see Article VII). In the case of visible damage to the consignment, the Customer is obliged to refuse acceptance or to draw up a damage report with the carrier; if the Customer accepts a visibly damaged consignment without reservations or without a damage report drawn up with the carrier, all costs associated with the subsequent assertion of defects against the carrier as well as any repair or replacement of the damaged goods or works shall be borne by the Customer.

5.7 Non-acceptance If the Customer fails to accept the goods or works at the agreed time or at the time of the invitation to accept, the Contractor shall invite the Customer to accept electronically (typically by e-mail). If the Customer fails to accept the goods or works even after the third invitation (sent at reasonable intervals, typically every 14 days), the Contractor is entitled to: a) unilaterally withdraw from the contract to the extent of the unaccepted performance; and b) dispose of or otherwise suitably handle the unaccepted goods or works (e.g. by environmentally compliant disposal). The Contractor's right to claims already accrued (in particular the price of diagnostics already performed, the price of works or the advance payment) shall not be affected. From the expiry of the period following the third invitation, the Contractor shall not bear liability for the unaccepted performance.

5.8 Transfer of risk of damage The risk of damage passes to the Customer upon acceptance of the goods or works, or at the moment the Customer falls into default with acceptance. In the case of delivery via a carrier arranged by the Contractor, the risk passes to the Customer upon delivery at the destination and handover to the Customer or a person authorised by the Customer.

5.9 Transport of equipment by the Customer to the Contractor's service centre If the Customer (sender) dispatches equipment to the Contractor's service centre via an external transport service, it is responsible for its proper packaging, marking and accompanying documentation. The equipment must be packed in a sturdy package or cardboard box that allows stacking and withstands standard mechanical handling, with the contents thoroughly fixed by cushioning so that no part touches the inner walls of the packaging (protective crumple zone). The consignment must be marked with a "fragile" label and, where necessary, also "do not tilt" or "do not stack", and supplemented with accompanying documentation stating the contact details of the responsible person and a description of the defect or the requested service. Insufficient packaging, cushioning or marking of the consignment precludes a transport claim in the event of damage to the equipment, and the resulting damage shall be borne by the sender.

6.1 Cooperation of the Customer The Customer is obliged to provide the Contractor with all cooperation necessary for the proper performance of the works, in particular to: a) hand over the equipment to the extent necessary for the performance of the works (complete functional unit or agreed module) b) communicate known circumstances surrounding the occurrence of the defect, the operating environment and the manner of previous use c) hand over available technical documentation, if required for the performance of the works d) back up its own data, parameters and user software stored in the equipment (see Article X).

6.2 Diagnostics Diagnostics is a separate performance of the Contractor. The output of diagnostics is a Diagnostic Report containing identification of the equipment, a description of the condition found, the extent of the defect and the proposed solution. The Diagnostic Report is delivered to the Customer together with the related price quotation. Diagnostics does not constitute a commitment by the Contractor to carry out the repair.

6.3 Irreparability of equipment If the Contractor finds during diagnostics or in the course of the works that it is not able to repair the equipment or that repair is not economically purposeful, it shall notify the Customer of this fact and present the Customer with the following choices: a) return of the equipment to the Customer (typically in assembled condition, unless otherwise agreed); or b) disposal of the equipment. The costs of returning the equipment (transport, packaging) shall be borne by the Customer, unless otherwise agreed in the price quotation. In the case of the procedure under Article 4.3 (refusal of repair), the price of diagnostics under the Contractor's Service Works Price List shall apply.

6.4 Changes in the scope of works If, during the performance of the works, a fact comes to light that was not and could not have been known to the Contractor during the preparation of the price quotation and which affects the scope, price or timeframe of the performance, the procedure under Article 3.6 shall apply.

6.5 Subcontractors The Contractor is entitled to use subcontractors to perform the works or any part thereof. The Contractor shall at all times remain liable to the Customer for the proper performance of the works.

6.6 Handover and acceptance of works The completed works shall be handed over at the Contractor's registered office or shall be dispatched in the manner agreed in the price quotation. The Customer is obliged to inspect the handed-over works without undue delay and to claim obvious defects upon acceptance (see Article VII). Together with the works, the Contractor shall hand over to the Customer a protocol on the completed works (Service Report).

6.7 Functional testing Unless otherwise agreed in the price quotation, the Contractor carries out functional tests of the works only under workshop conditions on its own testing equipment. The warranty shall not apply to defects manifesting themselves solely under specific operating conditions which were not communicated by the Customer prior to the performance of the works and which could not be simulated under the Contractor's workshop conditions.

6.8 Performance of works at the Customer's workplace (service call-out) If the works are performed at the Customer's workplace or at another location designated by the Customer (hereinafter the "service call-out"), the Customer is obliged to ensure at its own expense in particular: a) training of the Contractor's personnel in the scope of the internal occupational health and safety (OHS) and fire protection regulations applicable at the Customer's workplace, in a demonstrable manner, prior to the commencement of works b) all documents and authorisations required for the entry, movement and stay of the Contractor's personnel and its subcontractors at the workplace c) trouble-free access to the machine or equipment on which the works are to be performed d) cleaning of the workplace and bringing the machine or equipment into a condition fit for the performance of the works (in particular removal of operating fluids, dismantling of covers, where feasible by the Customer) e) measures against the uncontrolled starting of the machine or equipment during the performance of the works (in particular disconnection from the power supply, mechanical securing, locking of the switchboard in accordance with LOTO principles) f) assistance of the Customer's own personnel to the extent necessary to overcome unforeseeable circumstances (in particular the need for additional dismantling, handling of heavy parts or retrieval of documentation); such assistance shall be provided at the Customer's expense.

6.9 Consequences of failure to provide cooperation If the Customer fails to provide cooperation pursuant to Article 6.8, or if the conditions provided by the Customer do not allow the proper performance of the works, the Contractor is entitled to: a) suspend performance of the works and await remedy; the period of the Customer's delay shall not count towards the Contractor's delivery period b) charge the Customer the actual costs associated with the delay (in particular the hourly rate of technicians and mileage under the Contractor's current Service Works Price List) c) as a last resort, withdraw from the contract with a claim for payment for the works already performed and for the costs incurred.

7.1 Length and scope of warranty The length and scope of the warranty are always stated in the price quotation or order confirmation. The Contractor offers the following options. Length of warranty: a) no warranty b) 6 months c) 12 months d) individual. Scope of warranty: a) no warranty b) warranty on works performed (applicable exclusively to operations performed by the Contractor) c) partial warranty (applicable to defined parts of the equipment specified in the price quotation) d) warranty on the entire equipment (applicable to the entire equipment which was the subject of the works or sale). The specific combination of length and scope is agreed in the price quotation, taking into account the type of goods (new vs. used), the age of the equipment, the availability of spare parts and the nature of the works.

7.2 Warranty period — commencement The warranty period commences: a) for the sale of goods, upon acceptance of the goods by the Customer b) for works, upon acceptance of the works by the Customer.

7.3 Obvious defects The Customer is obliged to inspect the goods or works without undue delay upon acceptance and to claim obvious defects (in particular damage to the packaging, incompleteness of the delivery, visible mechanical damage) immediately upon acceptance, but no later than within 24 hours of acceptance, in writing (e-mail is sufficient). Later claims of obvious defects shall not be considered.

7.4 Hidden defects Hidden defects covered by the warranty under Article 7.1 must be claimed by the Customer without undue delay after their discovery, but no later than by the end of the agreed warranty period. The Customer shall submit the claim in writing to the Contractor's e-mail address stated in the heading of these GTC.

7.5 Content of the claim The claim must contain in particular: a) identification of the Customer b) identification of the goods or works (type designation, serial number, order number or price quotation number) c) description of the defect and the circumstances of its discovery.

7.6 Handling of the claim The Contractor shall assess the merits of the claim and decide on the manner of its handling within one week of delivery of the complete claim. In justified cases (in particular where dismantling of the equipment, expert assessment or subcontractor analysis is required), the period may be reasonably extended after prior notification to the Customer.

7.7 Exclusion of warranty The warranty does not apply to defects caused in particular by: a) incorrect installation, unprofessional assembly or wiring contrary to the technical documentation b) unprofessional intervention in the goods or works by the Customer or a third party c) operation under conditions which do not correspond to the manufacturer's technical specification (in particular temperature, humidity, EMI interference, power supply) d) excessive wear and tear, mechanical damage, the effects of force majeure e) failure to carry out prescribed maintenance f) defects caused by the use of the goods or equipment for a purpose other than that for which they are intended g) insufficient protection against overvoltage or short circuit in the Customer's power supply network.

7.8 Costs of unjustified claims If a claims procedure has been initiated at the Customer's instigation and the claim has been assessed as unjustified after investigation, the Customer is obliged to reimburse the Contractor for the actual costs associated with assessing the claim, in particular: a) the costs of diagnostics or analysis of the defect under the Contractor's Service Works Price List b) the travel and time costs of the technician in the case of a call-out c) the costs of transport of the claimed goods or equipment.

7.9 Handling of justified claims If the claim is found to be justified, the Contractor shall, at its discretion and depending on the nature of the defect: a) remove the defect by repair b) deliver replacement goods or a part thereof c) grant a reasonable price reduction. The choice of the method of handling the claim rests with the Contractor. The costs of transport of the claimed performance from the Customer's location to the Contractor and back shall be borne by the Contractor in the case of a justified claim.

8.1 Cap on total liability The total liability of the Contractor for damage incurred by the Customer in connection with the performance of the contract is limited to the amount of the price of the specific performance (order) from which the damage arose, excluding VAT. This limitation shall not apply where it would be contrary to Section 2898 of the Civil Code (damage caused intentionally or through gross negligence).

8.2 Exclusion of indirect damages The Contractor shall not be liable for loss of profit, loss of expected revenue, loss of business opportunities, sanctions imposed by third parties, loss of data and similar indirect or consequential damages, unless such damage was caused intentionally or through gross negligence.

8.3 Force majeure Neither party shall be liable for non-performance of obligations caused by force majeure, that is, circumstances arising independently of the will of the party which that party could neither avert nor foresee (in particular natural disasters, military conflicts, epidemics and associated public authority measures, power outages or cyber attacks on critical infrastructure, outages of key subcontractors due to force majeure). The party affected by force majeure is obliged to inform the other party of this fact without undue delay.

8.4 Force majeure lasting more than 90 days If a force majeure obstacle lasts continuously for more than 90 days, either party is entitled to withdraw from the contract. Withdrawal shall not extinguish mutual claims for partial performance already provided.

9.1 Right of retention to equipment The Contractor has a right of retention to equipment handed over to it by the Customer for the purpose of diagnostics, repair or service, within the meaning of Section 1395 et seq. of the Civil Code, to secure any of its due claims against the Customer, in particular claims for payment of the price of diagnostics, the price of works, costs incurred, transport or default interest.

9.2 Duration The right of retention lasts until full payment of all due claims of the Contractor against the Customer for which it was established.

9.3 Relation to unaccepted equipment The procedure under Article 5.7 (disposal of unaccepted performance after three invitations) shall not be affected hereby and may be applied concurrently.

10.1 Confidentiality The parties undertake to maintain confidentiality with respect to all confidential information of the other party of which they become aware in connection with the performance of the contract, and not to disclose such information to third parties without the prior written consent of the other party, unless the disclosure is required by a legal regulation or by a public authority.

10.2 Confidential information Confidential information means in particular technical and commercial information about the Customer's equipment, technical documentation, software, parameters, configuration files, manufacturing procedures, business relationships, prices and the content of communication between the parties.

10.3 Software and data in the equipment If the Customer's equipment contains user software, parameters, firmware, configuration or other data: a) the Customer bears responsibility for the back-up b) the Contractor is not liable for the loss, damage or modification of such content which may occur as a result of the equipment's defect, in the course of diagnostics or repair, or during the replacement of components. This fact is also customarily communicated to the customer in the price quotation. c) archiving — the Contractor is entitled (but not obliged) to retain a working copy of the configuration, parameters or firmware from the repaired equipment for the purposes of any warranty repair, handling of claims, or subsequent reconstruction of the state. Data thus archived shall be regarded as confidential information under Article 10.1 and shall be handled in accordance with these GTC and the Personal Data Processing Policy (see Article XI).

10.4 Duration of confidentiality The confidentiality obligation shall continue even after the termination of the contractual relationship for a period of 5 years, unless otherwise agreed in an individual contract.

11.1 Legal framework The processing of personal data of the Customer (or of natural persons acting on behalf of the Customer) is governed by Regulation (EU) 2016/679 of the European Parliament and of the Council (GDPR) and the related legal regulations of the Czech Republic.

11.2 Information on processing Detailed information on the scope, purposes, legal basis and period of processing of personal data is set out in a separate document, Personal Data Processing Policy, available at www.spea-servis.cz and at the Contractor's registered office.

12.1 Choice of law The contractual relationship established by these GTC and the related contracts is governed by the laws of the Czech Republic, in particular Act No. 89/2012 Coll., the Civil Code. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.

12.2 Amicable dispute resolution The parties undertake to use reasonable efforts to resolve any disputes amicably. The party which considers that a dispute has arisen shall notify the other party in writing, specifying the subject matter of the dispute. The parties are obliged to negotiate the subject matter of the dispute for a period of 30 days from the delivery of such notice with a view to reaching agreement.

12.3 Local jurisdiction of the court If amicable resolution of the dispute is not reached pursuant to Article 12.2, the general court of the Contractor within the meaning of Section 89a of Act No. 99/1963 Coll., the Code of Civil Procedure, shall have local jurisdiction to resolve disputes arising from contracts concluded under these GTC. The parties hereby agree on this exclusive local jurisdiction.

12.4 Severability clause If any provision of these GTC is invalid, ineffective or unenforceable, this shall not affect the validity and effectiveness of the remaining provisions. The parties undertake to replace such provision with a valid provision the meaning of which shall be as close as possible to the meaning of the original provision.

12.5 Entire agreement These GTC, together with the individual contract (in particular the price quotation and the order confirmation), constitute the entire agreement of the parties on the subject matter of the performance and supersede all prior oral and written arrangements on the same subject matter.

12.6 Amendments to the GTC The Contractor reserves the right to unilaterally amend the GTC. The currently effective version of the GTC is always published on the Contractor's website at www.spea-servis.cz. For an already concluded contract, the version of the GTC effective on the date of its conclusion shall apply; amendments to the GTC after that date shall not affect the already concluded contract, unless the parties expressly agree on the application of a newer version for a new contract.

12.7 Withdrawal from the contract In addition to the cases provided for by law, the Contractor is entitled to withdraw from the contract in the event of: a) the Customer's default with payment of any due claim against the Contractor for more than 30 days b) the commencement of insolvency or enforcement proceedings against the Customer c) the provision of untrue information by the Customer upon conclusion of the contract. The Customer's rights to withdraw from the contract under the general provisions of the Civil Code remain unaffected. Withdrawal must be made in writing (electronic form is sufficient) and is effective upon delivery to the other party. Withdrawal shall not affect claims already accrued (in particular claims for payment of diagnostics performed, for payment of the part of the works already performed, for compensation for damage and for statutory default interest).

12.8 Effectiveness These GTC take effect on the date stated in the header of these GTC and supersede all previous versions of the Contractor's GTC.