Terms and Conditions for B2B Partners

General terms and conditions of the online store www.kingray.eu for business customers

I. Introductory provisions and definitions

These General Terms and Conditions (the ‘Terms’) govern legal relations between Kingray, s.r.o., with its registered office at Ružová 728/2, 050 01 Revúca, Slovakia, company registration number (IČO): 45 396 736, registered in the Commercial Register of the District Court of Banská Bystrica, section Sro, entry No. 17785/S, tax identification number: 2022974932, VAT identification number: SK2022974932 (the ‘Seller’), and any person purchasing goods offered by the Seller through its online interface, provided that the person does not act as a consumer in relation to the Seller.
Separate general terms and conditions for consumers, published on the Seller’s online interface, apply to legal relations between the Seller and customers acting as consumers.
Contact details: email info@kingray.sk; telephone +421 914 150 909.
The Seller also operates the online interface through which it runs the online store at www.kingray.eu (the ‘Online Store’ or ‘Online Interface’). An online interface generally means any software, including a website, part of a website or an application, operated by or on behalf of the Seller and providing customers with access to its goods or services.
For the purposes of these Terms, the ‘Buyer’ means exclusively a business customer, namely a natural person acting in a business capacity or a legal entity that has completed and submitted an order through the Seller’s Online Interface and received confirmation of acceptance of the order from the Seller.
Buyers under these Terms are exclusively business customers. They do not include consumers, meaning natural persons who, when entering into a contract under these Terms, do not act within the scope of their business activities. Purchases by consumers through the Seller’s Online Interface are governed by separate general terms and conditions for consumers published on that interface.
‘Goods’ means movable items offered for sale and displayed on the Seller’s Online Interface.
‘Contract’ means a sales contract concluded through the Seller’s Online Interface.
A sales contract is a contract concluded between the Seller as the selling party and a Buyer who is not a consumer.

II. Ordering goods and concluding the Contract

The Buyer’s offer to conclude a Contract is the order submitted using the electronic order form on the Seller’s Online Interface. The Seller accepts the order, and the Contract is concluded, when the Seller sends the Buyer electronic confirmation of acceptance after receiving the order, clearly identified as an ‘order confirmation’. An email sent after an order is submitted merely acknowledging receipt or registration of the order does not constitute acceptance of the offer to conclude a Contract and must not be confused with the confirmation described above.
The Seller is not obliged to accept the Buyer’s offer to conclude a Contract and is therefore not obliged to accept the Buyer’s order.
The sales contract is concluded for a fixed term and ends when the Seller and the Buyer have fulfilled their obligations.
The sales contract may also end by agreement between the parties or by withdrawal from the contract.
The Seller may also withdraw from the Contract if, despite its efforts, it cannot obtain the ordered goods in the quality and/or on the terms on which the goods were obtained before the order was placed, provided that the Buyer has not accepted replacement goods offered by the Seller. If the Contract ends for this reason, the Seller will refund the full amount paid for the ordered goods within 14 days or offer another solution if the Buyer agrees.
The Seller may also withdraw from the sales contract if the Buyer provides false or incomplete information in the order or if, through no fault of its own, the Seller cannot contact the Buyer using the contact details supplied in the order.
All characteristics of the goods are communicated to the Buyer through the Seller’s Online Interface before the sales contract is concluded.

III. Purchase price and payment terms

The purchase price of goods ordered through the Online Interface (the ‘purchase price’ or ‘price’) is stated separately for each product and is valid when the Buyer places the order. The stated price includes value added tax added in accordance with applicable legislation (the Seller is registered for VAT), but excludes delivery charges under Article VII and payment charges under Article IV, which are charged separately.
Prices and payment amounts are stated in euros (EUR).
A crossed-out price shown for a product is the lowest price at which the Seller offered that product during a period of at least 30 days before the price reduction. The current price that is not crossed out is the price applicable when the order is placed.
Delivery charges under Article VII and payment charges under Article IV are added to the purchase price under this Article.

IV. Payment methods

The Buyer may pay using the payment methods offered for the specific order on the Seller’s Online Interface. Availability depends on the delivery destination and the parameters of the order. Any payment charge is displayed before the order is submitted.
Where advance payment by bank transfer is offered, the goods are dispatched after payment has been credited to the Seller’s account. Payment by invoice with a later due date is available only if the Seller expressly offers this option for the specific order; the due date is stated on the invoice.
The Buyer selects a payment method when completing the order. The Buyer is informed of the charge for the selected method or that the method is free of charge before submitting the order.

V. Delivery of goods

The Seller delivers the goods no later than 30 calendar days after conclusion of the Contract and payment of the purchase price, unless the Seller and the Buyer agree otherwise in writing or a different arrangement is expressly stated for the specific goods on the Online Interface.
The Seller must deliver the goods in the quantity and quality ordered, together with tax documents and other documents relating to the goods or the order.
The place of delivery is the address specified by the Buyer or the Seller’s premises at Ružová 728/2, 050 01 Revúca, Slovakia, if personal collection has been selected and agreed. If the Buyer does not specify a separate delivery address, the delivery address is the Buyer’s registered office or place of business.
The Seller delivers the goods using one of the methods under Article VII, according to the Buyer’s choice.
Delivery takes place when the goods are handed over to the Buyer or a person authorised by the Buyer in writing to receive them.
The Seller may send immediately available goods and deliver the remainder of the order later within the agreed period, provided that the Buyer is not charged any additional postage beyond the amount included in the order. The Seller will inform the Buyer of this procedure in advance.
The Buyer must accept the goods and provide the cooperation necessary for delivery.

VI. Receipt of goods

The risk of damage to the goods and responsibility for such damage pass to the Buyer upon receipt, regardless of whether the Buyer receives the goods personally or through an authorised representative.
Ownership passes from the Seller to the Buyer upon receipt of the goods and full payment of the purchase price.
The Buyer may refuse delivery if the goods are of a different type or in the following cases:
1. delivery of an item that does not comply with the Contract, including a different or damaged item;
2. delivery of an item in damaged packaging; or
3. delivery of an item without the relevant documents.
The Buyer must pay the purchase price properly and on time.

VII. Delivery methods and charges

Delivery costs are not included in the price of the goods. They are calculated and disclosed to the Buyer before conclusion of the Contract, and the Buyer undertakes to pay them together with the purchase price.
The delivery methods available for the selected country and address, together with their prices, are displayed during checkout before the order is submitted. The Buyer selects from the methods offered for the specific order. Personal collection is available only by prior agreement with the Seller.
The Seller and the Buyer may agree in writing on another delivery method.

VIII. Delivery of goods free from defects

The Seller must deliver goods that comply with the Contract, namely in the required quality, quantity and specification. If the Contract does not specify quality or specification, the Seller must deliver goods suitable for the purpose for which goods of that kind are ordinarily used.
Goods are defective if the Seller does not deliver them in accordance with the preceding paragraph.
The Seller is responsible for defects present when the risk of damage passes to the Buyer, even if they become apparent later, and for defects that arise within twelve (12) months of receipt of the goods (quality guarantee).
The Buyer must inspect the goods without delay after receiving them. If the Buyer does not inspect the goods or arrange their inspection when the risk of damage passes, the Buyer may exercise rights relating to defects detectable during that inspection only if the Buyer proves that the defects already existed when the risk passed.
The Seller is not responsible for defects of which the Buyer knew, or must have known in view of the circumstances, when the Contract was concluded, unless those defects concern characteristics the goods were required to have under the Contract.
The Buyer must notify the Seller of defects without undue delay after:
1. discovering them;
2. the time when the Buyer should have discovered them during the required inspection by exercising professional care; or
3. the time when the defects could have been discovered later by exercising professional care, but no later than twelve (12) months after receipt of the goods.
If delivery of defective goods constitutes a fundamental breach of the Contract within the meaning of Section 345(2) of the Slovak Commercial Code, the Buyer may:
1. request replacement of defective goods, delivery of missing goods and removal of legal defects;
2. request repair of the goods if the defects can be repaired;
3. request a reasonable reduction in the purchase price; or
4. withdraw from the Contract.
The Buyer may choose between the remedies in the preceding paragraph only if the Buyer informs the Seller of that choice in a timely notice of defects or without undue delay thereafter. The Buyer may not change the chosen remedy without the Seller’s consent. However, if the defects prove irreparable or their repair would involve disproportionate costs, the Buyer may request replacement goods without undue delay after being informed of this fact by the Seller. If the Seller fails to remedy the defects within a reasonable additional period, or states before that period expires that it will not remedy them, the Buyer may withdraw from the Contract or request a reasonable price reduction.
If the Buyer does not communicate the chosen remedy within the period specified above, the Buyer has the rights applicable to a non-fundamental breach of the Contract.
If delivery of defective goods constitutes a non-fundamental breach, the Buyer may request delivery of missing goods and removal of other defects, or a price reduction.
When supplying replacement goods, the Seller may require the Buyer to return the replaced goods at the Seller’s expense in the condition in which they were delivered.
The price reduction corresponds to the difference between the value the goods would have had without defects and the value of the defective goods delivered, assessed at the time when proper performance should have taken place.
The Buyer may not withdraw from the Contract if the Buyer failed to notify the Seller of the defects in time.
Unless legislation provides otherwise, withdrawal has no effect, or its effects cease, if the Buyer cannot return the goods in the condition in which they were received.
The Seller is not responsible for defects caused by:
1. the nature of the goods;
2. use contrary to their intended purpose or instructions;
3. unprofessional or unauthorised interference with the goods;
4. foreign substances or liquids entering the goods;
5. an unavoidable event, including natural disasters; or
6. normal wear and tear.

IX. Notification of defects

The Buyer must notify the Seller of defects using the online claims form, by post or in person at the Seller’s registered office.
After notification, the Buyer will receive a shipping label to attach to the parcel containing the defective goods for return through Packeta Slovakia s.r.o. If the Buyer intends to return the goods by another method, the Seller recommends registered or insured shipping. The Buyer may also deliver the defective goods to the Seller’s registered office in person.
Parcels sent cash on delivery will not be accepted by the Seller.
The Buyer must return all documentation received with the goods under the Contract together with the defective goods.
The Buyer is responsible for suitably packing and preparing the goods for transport and for any damage caused by failure to do so.
The Seller will acknowledge the notification of defects and issue confirmation in an appropriate form. The notification date is the date on which the Seller receives the notice. If confirmation cannot be provided immediately, it must be provided without undue delay and no later than with the document recording the outcome of the claim.

X. Final provisions

Contractual relations, and other legal relations arising from them, with Buyers acting in a business capacity are governed by these Terms and the relevant provisions of Slovak Act No. 513/1991 Coll., the Commercial Code, as amended.
These Terms do not apply to legal relations with consumers. Purchases by consumers through the Seller’s Online Interface are governed by the separate general terms and conditions for consumers available on that interface.
These Terms enter into force and take effect upon publication on the Seller’s Online Interface.