General Terms and Conditions of High-Tech Digital Modules s.r.o.

These general terms and conditions of High-Tech Digital Modules s.r.o., Company ID: 09368124, with its registered office at Zámecká 1936/18, Moravská Ostrava, 702 00 Ostrava, registered with the Regional Court in Ostrava under file no. C 82883 (hereinafter "High-Tech") (hereinafter the "Terms and Conditions"), in accordance with Section 1751 et seq. of Act No. 89/2012 Coll., the Civil Code, as amended (hereinafter the "Civil Code"), govern the mutual rights and obligations of the contracting parties arising in connection with or on the basis of a purchase or other contract concluded between High-Tech and another legal entity or self-employed natural person, provided that such person is an entrepreneur or acts within the scope of their business activity or independent exercise of their profession.

In accordance with Section 1751 et seq. of the Civil Code, the Terms and Conditions are an integral part of the contractual relationship described further in these Terms and Conditions and govern in particular the formation, further conditions and termination of the contractual relationship in which High-Tech acts as seller, contractor or an entity in a similar position and another person acts as buyer, customer or an entity in a similar position (hereinafter the "Customer").

High-Tech is a company doing business in the development and sale of equipment, software and other products for laser game, smart floors and laser game arena equipment, and in the provision of related services, and wishes to supply its goods and services to Customers.

High-Tech and the Customer are hereinafter jointly referred to in these Terms and Conditions as the Parties.

Deviating arrangements in a written contract or other written agreement concluded by agreement of both Parties take precedence over the wording of the Terms and Conditions.

On the basis of the Customer's inquiry for High-Tech goods or services, sent through the High-Tech website or by other means, High-Tech will prepare an offer and a draft purchase contract. The offer contains the price of the goods or services and their specification (hereinafter the "Offer"). An Offer made in this way can never be regarded as acceptance of an offer within the meaning of Section 1740(2) and (3) of the Civil Code. The Customer's inquiry is always merely an impulse to create an Offer and is never regarded as an offer to conclude a contract.

The Customer's inquiry does not give rise to any obligation of High-Tech to conclude a purchase or other contract.

The prices stated in Offers are contractual and valid for 30 days from the date the Offer is issued, unless stipulated otherwise. Prices stated in catalogues, in the price list or on the High-Tech website, as well as oral or telephone information or information obtained via the internet relating to the prices of High-Tech goods, are non-binding prices of an informative character only. Information about the prices of goods provided in this way is not regarded as a proposal to conclude a contract.

In accordance with Section 1732 of the Civil Code, High-Tech makes a proposal to conclude a contract by sending the Offer and the draft purchase contract to the Customer.

A purchase contract in accordance with Section 2079 of the Civil Code, the subject of which is High-Tech's obligation to hand over the relevant goods to the Customer and enable the Customer to acquire ownership title to them, and the Customer's obligation to take over the relevant goods and pay High-Tech the agreed purchase price, all in accordance with the further arrangements in these Terms and Conditions, or another Contract under the Offer, is concluded only upon signature by both Parties of the contract whose draft was delivered to the Customer together with the Offer (hereinafter the "Contract").

Where acceptance of the Offer is made with an addition or deviation, even one that does not materially alter the terms of the Offer, such acceptance is not regarded as acceptance of the offer but as a new inquiry from the Customer.

Subsequent changes to a concluded Contract may be made only by mutual agreement of the Parties, in the form of written, consecutively numbered amendments signed by both Parties.

The Customer agrees to the use of means of distance communication when concluding the Contract. Costs incurred by the Customer when using means of distance communication in connection with concluding the Contract (internet connection costs, telephone call costs) are borne by the Customer.

Price means the price of the relevant goods or services including VAT under the Contract (hereinafter the "Price").

Unless agreed otherwise, the costs of transport and delivery of the goods, which High-Tech is entitled to arrange through a third party of its choice, will be added to the Price (hereinafter the "Costs").

A discount from the Price may be agreed between the Parties. This discount applies only if the Customer pays the discounted Price properly and on time. If the Customer fails to pay the agreed discounted Price properly and on time, and does not do so even within 10 days after the due date, the Parties have agreed that the agreed discount ceases to apply and High-Tech is entitled to require the Customer to pay the basic Price.

Unless agreed otherwise between the Parties, the Customer undertakes to pay the Price by cashless bank transfer on the basis of a proforma invoice issued by High-Tech. The Parties have agreed that, unless deferred maturity has been agreed, the proforma invoice is due on the date of its issue.

Different payment terms, in particular due dates, method of payment etc., may be the subject of a written agreement between the Parties.

The Customer is in default of taking over the goods or services if, contrary to its obligations, it fails to accept performance duly offered by High-Tech. If the Customer is in default of taking over the goods or services, High-Tech is entitled to invoice the Price as at the date on which the Customer fell into default of taking over the goods or services.

The Parties have agreed that payments received by High-Tech from the Customer will be applied to settle High-Tech's monetary claims against the Customer in the following order:

1. default interest on a contractual penalty;
2. a due contractual penalty;
3. a contractual penalty not yet due;
4. default interest on the principal of the Price and the Costs;
5. the due principal of the Price and the Costs;
6. the principal of the Price and the Costs not yet due;

and always first to High-Tech's claims against the Customer with the oldest due date.

The date of payment of the Price, a part of it or other claims of the Customer by cashless transfer means the date on which the relevant amount is credited to High-Tech's bank account.

If the Customer is in default of payment of the Price or the Costs or any part thereof, the Parties agree on the Customer's obligation to pay High-Tech default interest of 0.05 % of the amount owed including VAT for each day of default, even if commenced.

In the event that the Customer is in default of payment of the Price or the Costs or any part thereof for more than 30 days, the Parties have agreed that the Customer is obliged to pay High-Tech a contractual penalty of 5 % of the amount owed, due within 3 days of delivery of the demand for its payment to the Customer. Payment of the contractual penalty does not affect High-Tech's claim to compensation for damage arising from breach of the obligation for which the contractual penalty was agreed, including damage exceeding the contractual penalty.

If the Customer is in default of payment of any part of the Price or the Costs for more than 30 days, High-Tech is entitled to withdraw from the Contract.

Payment of a contractual penalty is without prejudice to the claim to compensation in full for any harm incurred.

The contracting parties agree that High-Tech will deliver the goods or provide the services to the Customer within the period agreed in writing between them. The contracting parties agree that all costs associated with the delivery of the goods or the provision of the services, including related services, are borne by the Customer unless agreed otherwise.

The price of transport, as well as its due date and method of payment, is agreed between the Parties in the Contract or another written agreement. If the Parties fail to reach agreement, High-Tech is entitled to require the Customer to reimburse all costs associated with transport, and the Customer is obliged to pay them to High-Tech.

Where payment of the Price or part of the Price by proforma invoice has been agreed, High-Tech is not obliged to dispatch the goods, i.e. arrange their transport and delivery, or to provide the services before the proforma invoice has been paid in full.

High-Tech is not liable for failure to meet the agreed delivery period in the event of force majeure (in particular natural disasters, strikes, wars, fires, public-law obstacles, obstacles preventing transport, epidemics), nor where it did not cause the delay.

The contracting parties may agree that the Customer will collect the goods from High-Tech's registered office or from a place other than High-Tech's registered office. In that case the Customer bears all costs, including transport, associated with collection from a place other than that referred to in the preceding clause, unless agreed otherwise.

The risk of damage to the goods passes to the Customer upon their takeover, or in the case of shipment at the moment of handover to the first carrier.

The Customer is obliged to take all necessary measures so that the vehicles of High-Tech or the selected carrier can enter the place of delivery and the goods can be unloaded without any risk.

The Customer is always obliged to confirm the transport/delivery note to the carrier immediately upon takeover of the goods. By signing the transport/delivery note the Customer confirms that the shipment of goods met all conditions and requirements and acknowledges that any later complaint regarding damage to the packaging of the shipment cannot be taken into account. When taking over the goods from the carrier, the Customer is obliged to check that the packaging of the goods is intact and, in the event of any defects, to notify the carrier immediately and at the same time to record the damage in the transport/delivery note or draw up a complaint report with the carrier and send it to High-Tech without undue delay.

The Customer acknowledges that if it fails to take over the goods at the place and time of the agreed delivery, it thereby breaches its obligation to take over the goods duly and on time and falls into default of taking over the goods. In the event of the Customer's default in taking over the goods, the Parties agree on the Customer's obligation to pay High-Tech a contractual penalty of 0.05 % of the Price for each day of default. High-Tech reserves the right to substitute delivery at the Customer's expense. In the event of default in taking over the goods, the Customer is also obliged to pay the costs associated with storing the goods at the carrier.

The Parties have agreed that in the event of default in taking over the goods lasting more than 30 days, High-Tech is entitled to withdraw from the Contract and at the same time the Customer is obliged, irrespective of fault, to pay High-Tech a contractual penalty of 5 % of the Price, due within 3 days of delivery of High-Tech's demand for its payment to the Customer. Payment of the contractual penalty by the Customer does not affect High-Tech's claim to compensation for damage arising from breach of the obligation for which the contractual penalty was agreed, including damage exceeding the contractual penalty, nor its claim to payment of the transport associated with delivery of the goods.

In the case of successive or multiple performance to the same Customer, High-Tech is entitled to withhold further performance if that Customer is in default of performing its obligation towards High-Tech. In such a case High-Tech is also entitled to require payment of the Price before delivery of the goods or provision of the services.

High-Tech carries out transport only within the territory of the European Union unless agreed otherwise; the method of transport is determined by High-Tech, which is entitled to use third parties to deliver the goods. Where the place of delivery is outside the European Union, the Customer is obliged to arrange such transport, including all customs conditions, itself. Where the method of transport is agreed on the basis of a special request of the Customer, the Customer bears the risk and any additional costs associated with that method of transport.

For a period of three calendar months from delivery of the goods, High-Tech provides free online support available at the e-mail address: [email protected], or in the Customer's profile on the website terrapix.eu. Support will be provided within 4 hours where the request is submitted between 8:00 and 18:00 CET, and within 12 hours of submission where the request is submitted between 18:00 and 8:00 CET.

Support beyond clause 5.1. (after the period under clause 5.1. has elapsed, to a greater extent, within shorter deadlines) is available by agreement of the Parties and is charged at a rate of TO BE COMPLETED CZK for each hour of support provided, even if commenced. Travel costs of TO BE COMPLETED per kilometre driven and compensation for loss of time of TO BE COMPLETED for each hour spent travelling to the Customer and back will be charged in addition to that amount.

When installing, handling and using the goods, the Customer is obliged to follow the instructions for use enclosed with the goods. The Customer is obliged to familiarise with the instructions for use all third parties who will use the goods with its permission.

High-Tech warns the Customer that laser game, for the playing of which the High-Tech goods and services are intended, is a game with a higher degree of risk of injury or damage to property, which may occur both through incorrect handling and use of High-Tech goods and as a result of the conduct of players. The Customer is to instruct about this fact all third parties who will use High-Tech goods and services with its permission. High-Tech bears no liability for injuries and damage arising during the use of High-Tech goods and services other than as a result of defects in that performance.

Where the goods are supplied with integrated sound effects or music, High-Tech declares that it has secured all authorisations for the Customer to use those copyright works. High-Tech warns the Customer that if the goods are used with sound effects or music other than those supplied by High-Tech, the Customer is obliged to secure authorisation to use those copyright works itself.

High-Tech may issue updates and upgrades to the software supplied to the Customer together with the goods. An update means the correction of errors or improvement of the software without extending its functionality. An upgrade means a newer version of the software with new functionality or an extension of existing functions. Upgrades may be charged for, updates are always free of charge and the Customer will be informed of their release TO BE COMPLETED.

High-Tech does not guarantee unrestricted functionality of the software without the use of released updates.

The rights and obligations of the contracting parties regarding rights from defective performance are governed by the applicable generally binding regulations, in particular the provisions of Sections 1914 to 1925 and 2099 to 2117 of the Civil Code.

High-Tech is liable to the Customer for the performance being free of defects upon takeover, with the exception of defects of which the buyer was informed before purchasing the goods. Rights from defective performance arise only from a defect that the performance had upon takeover by the Customer.

Information or working procedures provided other than in writing are non-binding and High-Tech is not liable for them.

High-Tech is not liable for damage incurred by the Customer through unprofessional handling of the goods, in particular failure to observe the instructions or requirements on the packaging of the goods, use of the goods for a purpose for which they are not intended, or processing of goods with a defect that the Customer could and should have discovered.

The Customer is obliged to inspect the goods immediately after taking them over and to satisfy itself as to their properties and quantity. The Customer has no rights from defective performance where the defect is one that it must have recognised with the exercise of ordinary care upon takeover of the goods or provision of the services.

The Customer is obliged to notify a defect in the performance (make a complaint) without undue delay once it had the opportunity to inspect the performance and discover the defect, but no later than 6 months from takeover of the goods or provision of the services, to enable High-Tech to inspect the goods for the purpose of assessing the notified defect or defects, and to provide all necessary cooperation for that purpose.

The Customer may exercise rights from defective performance only in writing.

High-Tech retains title to the delivered goods until all receivables arising from the relevant Contract and these Terms and Conditions to which High-Tech is entitled from the Customer have been paid. The Customer pays all costs incurred for any transport of goods subject to retention of title back to High-Tech.

Unless agreed otherwise between the Parties, the Customer is entitled to dispose of the goods to third parties only if High-Tech does not record any receivable from the Customer overdue by more than 30 days.

If the provisions on retention of title or assignment of receivables as laid down in these Terms and Conditions are not legally effective in the country in whose territory the goods are located, a security arrangement corresponding to retention of title or assignment of receivables in that country is deemed agreed. Where cooperation of the Customer is required in this respect, the Customer is obliged to take all measures necessary to justify and obtain such rights.

The Customer may not assign or transfer its receivables, rights, debts or obligations arising from these Terms and Conditions or the Contract without High-Tech's prior written consent.

The Customer is not entitled to use a right of retention over High-Tech goods to secure its receivables from High-Tech.

The occurrence of defects in the goods or services is without prejudice to the Customer's obligation to pay the Price and the Costs.

All bonuses, rebates, discounts, extensions of maturity and other benefits are valid only if all of the Customer's obligations are paid within the agreed maturity period.

If the Customer fails to pay the Price and all other amounts under the Contract within 10 days of the due date, or fails to collect the goods or to enable provision of the services within 10 days of being called upon to collect them or to provide cooperation, High-Tech is entitled to withdraw from the Contract. Such withdrawal is without prejudice to the right to compensation for damage or to contractual penalties.

The contracting parties have agreed that, for the purposes of these Terms and Conditions, all information provided by High-Tech to the Customer, whether orally, in writing or in any other form, including electronic data etc., within the contractual relationship, is subject to protection and is regarded as confidential information (hereinafter the "Confidential Information"). The Confidential Information is regarded as trade secret within the meaning of Section 504 of the Civil Code.

The Customer undertakes that it:

1. will keep the Confidential Information confidential and will not provide the Confidential Information or any part thereof to any other person unless it has the prior written consent of the Buyer to provide the Confidential Information;
2. will take all measures necessary to prevent disclosure of the Confidential Information, as well as the possibility of unauthorised access to any Confidential Information or its use by a third party;
3. will make no statement to other persons concerning the content, accuracy or other aspects of the Confidential Information;
4. will use the Confidential Information only in connection with its authorisation arising from these terms and conditions, i.e. for its own personal needs; in particular, the Buyer undertakes not to use the Confidential Information for its own business, investment or other activity.

High-Tech may amend the Terms and Conditions to a reasonable extent. It is obliged to give notice of this without delay on its website. Contracts whose content is formed by these Terms and Conditions are governed by the wording of the Terms and Conditions valid and effective at the time the Contract is concluded, unless the Parties agree otherwise.

If any provisions of the Terms and Conditions become invalid or ineffective due to a change in legislation or for other reasons, the remaining provisions remain valid, provided this does not contradict their purpose and they are not provisions which cannot be separated from the rest of the content of the Terms and Conditions.

The Terms and Conditions are governed by the law of the Czech Republic and all disputes will be decided by the District Court in Ostrava, or the Regional Court in Ostrava respectively. If these Terms and Conditions are in a language other than Czech, the Czech version is binding.

High-Tech's rights arising from liability for damage or from other provisions of the Terms and Conditions which by their nature are to survive termination of the Contract remain valid and enforceable after its termination.

Both High-Tech and the Customer are obliged, within their means, to act so as to minimise any damage, loss or risk.

The Terms and Conditions take effect on 1 September 2026.