Business terms and conditions of ComGate, a.s.
1. Introductory provisions, basic terminology
1.1. Introductory provisions
These business terms and conditions form an integral part of the contract on the basis that the warehouse keeper undertakes to provide the services stated in the contract and the client undertakes to pay the agreed remuneration (price).
The provision of the services stated in the contract and in these business terms and conditions means all the activities and actions related to the storage and packing of goods and ensuring the transport of consignments to the recipient.
By signing this contract or amendment, the client confirms that they have been informed of these business terms and conditions (hereinafter referred to as the VOP) and agrees to comply with the provisions. The VOP and price bid, which serve as the price list for services, forms, in accordance with Section 1751 et. seq. of Act No. 89/2012 Coll., Civil Code (hereinafter referred to as NOZ), part of the content of the contract.
1.2. Basic terminology
In the contract and business terms and conditions, the stated terms and conditions are defined as follows:
a) The warehouse keeper is the provider of services for the storage, completion, packing and dispatching of consignments, plus ensuring cash on delivery services, hereinafter referred in these VOP as the “warehouse keeper”. For the purpose of these VOP, the warehouse keeper is the company ComGate, a.s., ID number: 26508842, with the registered office: Jankovcova 1596/14a, 170 00 Prague 7 – Holešovice, registered in the commercial register, part B. Insert 7523 at the Municipal Court in ;
b) The client is the recipient of services of the warehouse keeper hereinafter referred in these VOP as the “client”;
c) Recipient – is the recipient (addressee) of the consignment;
d) Consignment – one or more items of goods designated for transport;
e) eLogist – is the information warehouse system of the warehouse keeper, which serves for ordering the goods to be stored, recording, ordering dispatching and the list of cash on delivery;
f) Price list - offer for services which is in the appendix to the contract and is the price list and takes precedence over the general price list;
g) General price list – includes the prices of the services provided by the warehouse keeper and is available in the system eLogist (menu Client / general price list).
In addition, further terms and conditions may be defined in these terms and conditions or the contract.
2. Storage of goods
2.1. Ordering loading into the warehouse
The client electronically orders the loading of goods into the warehouse of the warehouse keeper electronically in the eLogist application. The order for loading goods into the warehouse contains the following data: name of the vendor, name of goods, identifier of the goods (ID), barcode (EAN), variants of goods, number of items, expiration date.
The client is entitled to cancel the order in the eLogist application up to the physical takeover of the goods by the warehouse keeper.
The client or the vendor for the goods send the consignment, which is the subject of storage or transport, to the address stated by the client. The consignment will be marked in the format: “Warehouse keeper - Client”. The warehouse keeper operates its logistics services at the following addresses: ComGate a.s., P3Park Hall D1, Do Čertous 2635/20, 193 00 Prague 913, or ComGate a.s., Areál Elitex, Vrchlického 323, 517 21 Týniště nad Orlicí, or ComGate s.r.o, Nádražná 2031/34, 900 28 Ivanka při Dunaji – Bratislava.
2.2. Takeover of the goods
The warehouse keeper takes over the consignment with the goods, which is the subject of storage or transport, on the basis of the order for loading into the warehouse in the eLogist application.
The warehouse keeper inspects the consignment that is taken over for the number of items and the quantity for the delivery within the stated time but no later than with two working days from the takeover of the goods. If during the takeover procedure, the goods are labelled, completed from individual components or a non-standard action is required during receipt, the warehouse keeper and the client will immediately advise the date of loading the consignment into the warehouse. In the case that the goods are incorrectly marked, the warehouse keeper reserves the right to mark them with its own barcodes. Costs related to this marking are to be paid by the client. The price for this transaction is available in the general price list of the warehouse keeper in the eLogist system (menu Client / general price list).
The warehouse keeper is entitled not to take over the consignment with the goods:
a) if the order for loading into the warehouse is not correctly entered into the eLogist system;
b) if the warehouse keeper considers that at first sight, the consignment shows symptoms of damage that may affect the appearance or functionality of the goods or are in a non-transport package;
c) If the adhesive tape is damaged and prevents the package to be opened;
d) if the warehouse keeper has unpaid receivables from the client after the maturity date;
e) if the dimensions and weight of the consignment exceed the limits stated by the warehouse keeper;
f) if the consignment contains arms, firearms, ammunition, explosives, combustibles, dangerous chemicals, narcotics and psychotropic substances, biological or nuclear material, or other similar substances and items with limited handling or are considered dangerous due to their nature;
g) contain goods that are not protected, packed or secured in the manner corresponding the weight, form, properties or the nature (character) or contain goods that could damage the other consignments or could damage the transport technology of the warehouse keeper or goods that could pose a risk to the life, health or property of the warehouse keeper, the forwarder or their employees. This provision is also valid in the case where these properties or the nature (character) of the consignment, insufficiency or improper character of the package or other securing, etc., are shown during the transport of the consignment or after the physical takeover by the warehouse keeper or the forwarder. The choice of the method of further handling of the consignment is solely at the discretion of the warehouse keeper or the authorized forwarder. In such cases, it is valid that the client, without objections, acknowledges the authority of the warehouse keeper or the authorized forwarder, including the completeness, sufficiency and undeniable form of evidence (in particular photo documentation) provided for the client by the warehouse keeper or the authorized forwarder in such a manner.
h) contains live animals and organisms, plants or any biological material; contains goods subject to controlled temperature, plants, easily perishable goods (e.g. perishable foodstuffs);
i) if the consignment is sent by cash on delivery
2.3. Handling of goods
The warehouse keeper undertakes to handle the goods only for the purpose of loading, unloading, completion, and the packing of the goods only within the warehouse premises of the warehouse keeper. Manipulation means the transfer of goods within the warehouse premises of the warehouse keeper or between the individual operating units of the warehouse keeper.
2.4. Storage of goods, warehouse premises
The goods are stored exclusively in premises operated by the warehouse keeper, in warehouse premises (pallet racks, shelves or freely stored).
Climatic conditions of the storage premises of the warehouse keeper are kept within the values that enable to store standard types of goods. The temperature in the warehouse premises of the warehouse keeper is within the range 8 – 38°C, humidity 80%. The client is entitled to order to load into the warehouse only such goods that can be stored in the climatic conditions of the storage premises of the warehouse keeper.
3. Packing of goods
3.1. Completion of goods
The completion of goods means:
a) insertion of one or more items of the goods into one transport package;
b) insertion of the required printed material (invoices, guarantee certificates, delivery notes, etc.) into the transport package.
The warehouse keeper completes the goods in order to create the consignment. The consignment is completed with the goods whose list is stated in the order for transport (see point 4.1). If a free space occurs between the transport package and the goods, the warehouse keeper may use filling material to prevent free movement of the goods inside the consignment.
If the client requires on the basis of the specification mentioned in the contract, or if it is a condition for the transport of the contractual forwarder, the warehouse keeper:
a) will pack the consignments into paper or foil packages;
b) bind the consignment with polyethylene tape;
c) seal all joints of the package with paper or plastic adhesive tape. The tape may be marked with the company logo of the warehouse keeper.
The warehouse keeper is entitled to label the consignment with an adhesive identification label, which contains the data required for the delivery of the consignment to the recipient, in particular:
a) business name, name and surname, address, telephone number of the recipient;
b) name and the address of the warehouse keeper;
c) name and the address of the client;
d) amount of cash on delivery.
If the client requires that the identification label is sealed directly onto the package of the goods, this service is specified in the contract. In this case, the hoods are inserted into the transport package and the label is sealed on the package.
4. Transport of consignments
4.1. Ordering transport of consignments
The client electronically orders the transport of consignments at the warehouse keeper in the eLogist application separately from the order for loading of the goods into the warehouse. The client is entitled to cancel the order in the eLogist application up to the time when the order is in the “for completion” status.
The order usually contains information about the type of goods (and other markings), number of pieces, cash on delivery, method of transport and the delivery address, which are printed on the identification adhesive label and sealed on the consignment (see point 3.3).
The order for the transport of the consignment may be produced in advance, even if the required goods are not in the warehouse. In this case, the order for the transport will be waiting for the loading of the respective goods into the warehouse.
If the client requires the transport of the consignment on the following working day from the day of ordering the transport, this order must be entered into the eLogist application no later than up to 3:00 p.m. on the working day before the day of the transport of the consignment.
4.2. Delivery of the consignment
The warehouse keeper usually ensures the delivery of the consignment on the next working day from the day of the handover of the consignment to the forwarder. However, the warehouse keeper is not liable for any damages incurred for the client or other parties due to non-compliance with the usual time period.
The forwarder is entitled, although not obliged, to contact the recipient of the consignment by telephone to agree on the delivery date.
The consignment will be handed over to the recipient or the respective person if there no doubt regarding their identification.
The recipient or the respective person will confirm by their signature the takeover of the consignment by the warehouse keeper of the respective document upon which the recipient may be requested to prove their identity by the submission of the document (ID card or passport). The number of the identity document may be copied into the document stated by the warehouse keeper.
If a natural person is an entrepreneur or a corporate body, the stamp of the recipient replaces the signature.
On the basis of the specification in the contract, the warehouse keeper may require the signature of the recipient on the document stated by the client.
If in the order there is a requirement for payment on delivery, the consignment will be handed over after the payment of cash on delivery.
The person delivering the consignment is not obliged to participate in the inspection of the content of the consignment by the recipient during the handover.
4.3. Undelivered and rejected consignments
If the consignment is not delivered at the first attempt, a second attempt is usually made by the courier. If the consignment is not delivered on the second attempt, it is returned back to the warehouse.
In the case of mail transport, after an unsuccessful delivery, the consignment is deposited for the recipient at the respective post office where the recipient may collect it within 14 days from the date of the notification of the deposit. If the recipient will not collect it within 14 days, the consignment is returned to the warehouse.
If the recipient refuses to take over the consignment, the person making the delivery only writes into the document the reason for rejection in the case that the recipient notified it.
The returned consignment is loaded into the warehouse and recorded into the eLogist application as undelivered with the indication of the reason for non-delivery.
If the consignment is undelivered, in the case of the refusal of the consignment by the recipient or if the recipient does not exist, the additional costs incurred (e.g. for returning the consignment, delivery at another time than usual for delivery, liquidation of the consignment, warehouse fees, etc.) will be paid by the client which they undertake to pay without objection according to instructions of the warehouse keeper. Additional payments, fees, costs, additional costs, damages, etc. related to ensuring or carrying out transport will be paid by the client without objection. In such cases, the provisions of Section 1769 of the NOZ will be applied.
4.4. Payment on delivery
In the case that an order for the transport of a consignment where cash on delivery is required, the warehouse keeper ensures the receipt of cash in the amount for cash of delivery.
The warehouse keeper is obliged after immediately crediting its account with the stated cash on delivery, to transfer no later than within 14 working days, the amount of cash of delivery to the account of the client specified in the contract. The transfer means the deduction of the cash on delivery from the account of the warehouse keeper.
The contracting parties declare that cash on delivery is an additional service associated with the services provided according to the contract.
4.5. Insurance of consignments
The insurance of consignments is governed by the VOP of the respective forwarders.
5. Price of services, payment terms
The client undertakes to pay for the provision of services which are the subject of the contract, the price on the basis of the price list which is in the appendix to this contract. If the price list is not an appendix to the contract, the prices are governed by the current general price list of the warehouse keeper.
The client undertakes to pay to the warehouse keeper the price for the provision of services no later than by the maturity date stated on the invoice issued by the warehouse keeper to the client.
In the case of a delay with the payment of the amount of the invoice, the client is obliged to pay to the warehouse keeper a contractual penalty at the level of 0.08 % of the due amount per each part or full day of delay.
The client understands that the warehouse keeper has the right of lien to the consignment pursuant to Section 2481 of the NOZ, or Section 2571 of the NOZ and in the case of non-payment of services, the warehouse keeper is entitled to proceed according to Section 1359 et seq. of the NOZ (pursuant to the provisions of Section 1360 et seq. NOZ, the warehouse keeper as the pledge creditor agrees with the client as the pledge debtor that the pledge creditor may sell the pledge in another manner than in public auction), or will offset mutual receivables pursuant to the valid provisions of the NOZ.
6.1. Liability of the warehouse keeper for damage
The warehouse keeper is liable to the client for actual damage caused to the goods and consignments during the storage of the goods, handling of the goods, packing and transport of consignments. Actual damage is defined as the amount by which the actual value of the consignments is reduced by due to the damage incurred – usually the purchase price of the goods. The warehouse keeper is not liable to the client or third parties for lost profit or any other damages which may be incurred in relation to the provision of services.
The warehouse keeper is not liable for damage to goods taken over:
a) that could not be prevented even after the expenditure of due care within the usual warehouse services or when the breaching of obligations was caused by circumstances excluding the warehouse keeper’s liability
b) incurred in relation to the transport of a consignment that was handed over in variance with the provisions of the generally binding regulations or these VOP
c) caused by the client or the recipient of the consignment or the vendor for the goods.
d) caused by defective or insufficient packaging or securing of the consignment or improper packaging or securing the consignment
e) caused by not labelling or erroneous or insufficient labelling of the consignment
f) due to the grouping of more than one item in the consignment in one unit with one barcode
g) caused by a defect or the properties of the consignment or its natural character even if this was shown during the transport of the consignment
h) arising when the consignment was not in the custody of the warehouse keeper
i) (including additional costs, lost profit, contractual penalties, penalty payments, etc.)
j) arising as a consequence of damage, destruction or loss of the consignment or as a consequence of not complying with the usual transport period or late delivery of the consignment.
the warehouse keeper is not liable for damage to the goods or consignments taken over if the damage incurred could not be prevented under the usual due care. The client takes into consideration that during the usual operation of logistic services, the goods may be devalued due to the expenditure of professional care by the warehouse keeper. The warehouse keeper and the client agree that the acceptable quantity of such devalued goods is 0.25 % of the items for the total goods received for storage during the period from loading the goods into the warehouse or the last inventory.
6.2. Liability of the client for damage
The client is liable for any damage caused to the warehouse keeper or third parties due to the breaching of the obligations of the client resulting from these business terms and conditions or the contract.
The authorized person is obliged to claim any ascertained defects and to apply the right of compensation for damage to the warehouse keeper always in writing and within the stated period. The client is obliged to require that the recipient has the consignment visually inspected. Visible damage or partial loss of the consignment must be recorded into the stated document of the forwarder by the recipient immediately during the takeover from the forwarder. Late claims will not be accepted by the warehouse keeper. For damage that was not visually identified during the receipt of the consignment, the claim period is governed by the respective regulations valid for contracts for the transport of goods. Damage is also classed as the incomplete nature of the consignment or another violation. The warehouse keeper must be able to personally identify the scope and the type of damage and any further handling of the damaged consignment must be carried out according to instructions of the warehouse keeper. The warehouse keeper is not liable for the forwarder and any claim made against a forwarder is applied by the warehouse keeper in its own name and on behalf of the client. During the application of a claim against the forwarder, the client is bound to the warehouse keeper for assistance (specifically the provision of documents concerning the consignment as source materials for the application of a claim against the forwarder - e.g. documents on the acquisition price of the consignment, etc.). A claim against a forwarder is governed by the respective regulations valid for contracts on the transport of items.
The client is fully liable for any damage incurred by the warehouse keeper or the forwarder if the client hands over a consignment that does not fulfil or breaches the requirements arising from these VOP, including any costs incurred by the warehouse keeper or the forwarder in this regard. Costs incurred by the warehouse keeper and the forwarder (e.g. liquidation of goods) must be immediately paid by the client on the basis of the notification by the justified person. The warehouse keeper or the authorized forwarder is not liable to a justified person for damage incurred in relation to the transport of consignments that were handed over in variance with the provisions of generally binding regulations or these VOP, and such damage is excluded from their insurance fulfilment. The warehouse keeper is not liable for consignments submitted for transport with barcodes that were assigned to the client or authorized subject and that were consequently damaged by a third party. The client is obliged to notify any hidden damage to the consignment to the warehouse keeper within a maximum of three working hours from the delivery date of the consignment. For damaged consignments, the client or the recipient is obliged to be able to inspect the consignment with the representatives of the insurance company of the warehouse keeper. A claim for damage to the goods must be applied by the client no later than within six months from the date of the takeover of the consignment.
6.4. Personal data protection
Personal data of third parties may be or will be handed over to the warehouse keeper within the fulfilment of obligations according to the contract. In this case, the warehouse keeper will proceed in accordance with the respective provisions of Act No. 101/2000 Coll., on the protection of data from the effective date of EU regulation on the protection of personal data No. 2016/679/EU GDPR (General Data Protection Regulation). The warehouse keeper will be the subject processing personal data (hereinafter referred to as the subject processing personal data) and the client is the administrator of personal data (hereinafter referred to as the administrator). The subject processing personal data is responsible for the processing of personal data in accordance with the provisions of the mentioned Act and GDPR. The subject processing personal data is obliged to take technical measures to prevent losses or misuse of personal data. The subject processing personal data is obliged to fulfil the obligations stated by the mentioned Act and GDPR.
To fulfil the obligations according to GDPR, the subject processing personal data is specifically obliged to:
a) process personal data solely for the purpose of the provision of services as may be subsequently agreed between the contracting parties and will only concern, on the basis of instructions submitted by the administrator; the written instruction of the administrator is understood as an instruction issued in the eLogist system;
b) not inspect the data itself, to transfer or intend to transfer the personal data to any third parties with the exception of when the administrator may request it in the documented form;
c) not process or use personal data for any other purpose than what is required and necessary for the fulfilment of obligations according to this contract;
d) not process personal data for its own purposes or include personal data into any product or service offered to third parties;
e) report all security breaches of personal data;
the subject processing the personal data will use the personal data for the fulfilment of obligations from the contract concluded between the party processing personal data and the administrator. The purpose of processing personal data is specifically for sending consignments to recipients, settlement of communication with recipients, receiving claims from recipients, recording and other services administered by the subject processing personal data or the administrator on the basis of the contract.
The administrator will pass to the subject processing personal data the following personal data:
a) name and surname;
b) date of birth;
c) birth number,
d) A/C number;
f) e-mail address;
g) IP address;
h) other personal data required for the fulfilment of obligations of the administrator for recipients due to the delivery of consignments.
The subject processing personal data is entitled to pass personal data to third parties for the purpose of the fulfilment of obligations resulting from the contract, in particular:
a) to the forwarder;
b) to the provider of payment services;
c) state administration authorities and self-administration authorities during the fulfilment of legal obligations;
The subject processing personal data is entitled to include in the processing of data a further subject processing personal data and the administrator expresses its general consent to this in accordance with Article 28 par. 2. This further subject processing personal data is obliged to comply with the obligations according to this clause within the same scope as the subject processing personal data. The subject processing personal data undertakes to maintain confidentiality regarding the processed personal data. The subject processing personal data will not pass this personal data for processing outside EU countries. The subject processing personal data is obliged to comply with the valid act on the protection of personal data and GDPR and fulfil its obligations resulting from this contract in relation to personal data in such a manner that the administrator will not breach any of its obligations resulting from the valid act on the protection of personal data and GDPR. The subject processing personal data will provide the administrator with such cooperation, assistance and information that the administrator may appropriately require in order to be able to fulfil its obligations resulting from the valid act on the protection of personal data and GDPR, and will cooperate and comply with the instructions or decisions of the respective Office for the Protection of Personal Data and in each case within the deadline that will enable the second party to fulfil any deadline stated by the Office for the Protection of Personal Data. The subject processing personal data will provide within 15 (fifteen) calendar days after the receipt of the request of the administrator, the written record of the processing of personal data by the subject processing the personal data on behalf of the administrator. The subject processing personal data is obliged to take all necessary measures required by the administrator on the basis of a request from the subject of the data on the application of rights resulting from GDPR (specifically the right for deletion, right for information, right for access, right to be forgotten, right for correction, right for restriction of processing and other related rights of the subject of the data according to GDPR). The subject processing information is obliged to take such measures within the deadlines laid down by GDPR. The subject processing data has the right for the compensation of costs which may arise due to or in relation to, compliance with the instructions of the administrator for the purpose of the provision of services and/or any obligation resulting from this contract or valid act on the protection of personal data. The administrator is responsible for processing personal data in accordance with GDPR. In the case that the administrator appoints a data protection officer the protection of personal data pursuant to Article 37 and the following GDPR, the subject processing the personal data is obliged to provide the representative with all necessary assistance for the fulfilment of their obligations. In the case that the administrator undertakes to keep a codex of behaviour issued pursuant to Article 40 of the GDPR, the administrator will inform the subject processing personal data and the administrator is obliged to keep the codex in the appropriate manner. The subject processing personal data appointed a data protection officer for the protection of personal data. Contact data and further information according to the information obligation of the subject processing personal data in accordance with GDPR is published on the website www.comgate.cz/cz/gdpr.
6.5. Electronic registration of sales:
In the case that sales of the client are the subject of electronic recording of sales according to Act No. 112/2016 Coll., the client is obliged to proceed in accordance with the mentioned act and correctly record sales. The client understands that the warehouse keeper is not a binding payer in relation to the services provided to the client pursuant to the act or an indirect representative pursuant to the provisions of Section 8 of the act on recording sales. The client is liable for any damage incurred to the warehouse keeper due to the breaching of the obligations of the client when proceeding in accordance with the act on recording sales. The client is obliged to pay to the warehouse keeper further costs arising due to the fulfilment of obligations in favour of the client resulting from act on recording sales.
7. Final Provisions
The contract is concluded for an indefinite period unless stated in the contract otherwise. Both contracting parties are entitled to cancel this contract without indication of the reason. The notice period is one month and runs from the first day of the month following the delivery of the letter of cancellation to the second contracting party.
The client understands that in accordance with the provision of Section 2429 of the NOZ, the warehouse keeper is entitled to apply a holding right in the case of a delay by the client with the payment of any amount according to the contract. If due amounts are not paid, the warehouse keeper is entitled to apply the holding rights according to the provision of Section 1398 in relation to the provision of Section 1359 of the NOZ. The client understands and agrees that the holding rights have priority over the pledge right or ownership rights of these parties and the receivable of the warehouse keeper will be fulfilled with priority in the case of the application of holding rights. Unless stated in the contract and its appendixes otherwise, the general price list of the warehouse keeper for the provision of logistic services is valid. All changes in the price list will be notified by e-mail at least 10 working days before the effective date of the proposed changes.
The warehouse keeper is entitled to cancel the contract in accordance with the provisions of the Civil Code without a notice period if the client is in delay with the fulfilment of any financial amount according to this contract for longer than 14 days or under the terms of a serious breaching of these VOP. The warehouse keeper is entitled to make changes and amendments to the warehouse contract, including business terms and conditions and prices. The warehouse keeper is obliged to inform the client in writing, by fax or e-mail about the change of the contract, business terms and conditions or prices at least 10 working days before the effective date of the proposed changes. In the case that the client, no later than one working day before the effective date of the changes, will not notify the warehouse keeper in writing of any disagreement or after the effective date of the proposed changes orders transport of the consignment, it is understood that the client agreed with the proposed changes or amendments.
These VOP for logistic and warehouse services are valid from 1. 6. 2018