LYRA Chocolate
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Terms and Conditions for Business Customers

Introductory Provisions

These General Terms and Conditions (hereinafter referred to as "GTC") of the company LYRA GROUP s.r.o., with its registered office at Pri parku 1, Ivanka pri Nitre 951 12, Company ID (IČO): 44 473 826, registered in the Commercial Register of the District Court Nitra, Section: Sro, Insert number: 23414/N, contact details: phone: +421 ......, e-mail: ...@..., govern the mutual rights and obligations of the contracting parties arising in connection with or on the basis of a purchase contract (hereinafter referred to as the "Purchase Contract") concluded between the Seller and another legal entity or natural person - entrepreneur, who orders and purchases Goods offered by the Seller through the Seller’s online store. The Seller’s online store is located at https://eshop.lyrachocolate.com/.

These GTC further regulate the rights and obligations of the contracting parties when ordering and purchasing Goods via the Seller’s website located at https://eshop.lyrachocolate.com/ (hereinafter referred to as the "Online Store") or via e-mail communication between the contracting parties.

For a specific offer of Goods and/or services promoted in the online store, conditions that differ from these GTC may be stated. Such differing conditions take precedence over these GTC.

By expressing agreement with these GTC, the Buyer declares and guarantees that:

  • they have carefully read these GTC, including all obligations arising from them, fully understand them, and agree to be bound by them;
  • they have been informed of the protection and processing of personal data;
  • they are authorized under applicable law to enter into a Purchase Contract with the Seller;
  • when creating a customer account or a specific order, they act exclusively through a person authorized to act on behalf of the Buyer on the basis of authorization or job position in connection with concluding the Purchase Contract. The Buyer cannot contest the validity of a legal act performed remotely in their name upon the creation, change, or termination of the Purchase Contract if the communication with the Seller originated from the Buyer’s customer account and/or if the Buyer paid the purchase price.

These GTC apply to Purchase Contracts concluded through the Online Store between the Seller and the Buyer. The legal relationship between the contracting parties is governed by the provisions of Sections 409 et seq. of Act No. 513/1991 Coll., the Commercial Code, as amended (hereinafter referred to as the "Commercial Code"). In the event that the Buyer has a separate framework purchase agreement concluded with the Seller, the terms contained in such framework agreement shall take precedence over the provisions of these GTC.

Definitions

  • Seller means the company LYRA GROUP s.r.o., with its registered office at Pri parku 1, Ivanka pri Nitre 951 12, Company ID (IČO): 44 473 826, registered in the Commercial Register of the District Court Nitra, Section: Sro, Insert number: 23414/N.
  • Buyer means a legal entity or a natural person - entrepreneur.
  • Goods means the products offered for sale on the pages of the Online Store.

Customer Account

If the Buyer wishes to use the discount and bonus system provided by the Seller and, at the same time, simplify the ordering process, the Buyer may register in the Online Store and create their customer account.

During registration, the Buyer must duly and accurately complete the registration form found in the Online Store, entering all information necessary for future orders, i.e., the Buyer’s trade name, registered office, exact delivery address, Company ID, Tax ID, VAT ID, phone number, e-mail address (which will later also be used as the login username), password, and confirmation that the Buyer has read these GTC, the Privacy Policy, and Cookies Policy and agrees to their content. It is in the Buyer’s interest to create a sufficiently secure password and protect their account. The Buyer must keep the password confidential and not share it with other persons. The Buyer is fully responsible for all actions carried out through their customer account.

The Buyer must promptly inform the Seller if they suspect that their password has been misused or disclosed to a third party. If there is justified concern that the Buyer’s account has been or may be misused, the Seller is entitled to block the Buyer’s account or request that the Buyer change the password. The Seller shall not be liable for any damage caused by the disclosure or misuse of the Buyer’s password.

Conclusion of the Purchase Contract

When purchasing Goods, a Buyer who is not registered in the Online Store is required to correctly and truthfully fill out all required data in the relevant order form. Basic information about a Buyer with a customer account will be automatically pre-filled upon logging into their account.

The Online Store contains a list of Goods offered by the Seller for sale, including the prices of individual items. Prices of Goods are listed including VAT but do not include delivery costs. The offer of Goods, including prices, remains valid as long as the Goods are displayed in the Online Store. This provision does not limit the Seller’s right to conclude a Purchase Contract under individually agreed terms.

To conclude a Purchase Contract, the Buyer selects the desired quantity of Goods and provides the address where the order will be delivered, and, if applicable, additional information important for the delivery of the order. The delivery fee will be added to the final purchase price after entering the address unless the Buyer is entitled to the “Free Shipping” service, under the conditions specified in the Online Store.

Before submitting the order to the Seller, the Buyer has the option to review and modify the data entered in the order form (shopping cart), including the ability to check and correct errors made when entering data. The Buyer submits the order by clicking the “Order with payment obligation” button. By submitting the order, the Buyer also confirms that they have read these GTC and agree that the Purchase Contract concluded with the Seller will be governed by them.

The Purchase Contract is deemed concluded by the binding acceptance of the Buyer’s proposal to conclude the Purchase Contract by the Seller. The proposal takes the form of a properly completed and submitted order form in the Online Store (hereinafter referred to as the “Order”), which must include all information specified in the order form. The binding acceptance of the Buyer’s Order by the Seller is an e-mail confirmation labeled as “Order Confirmation.”

By the Purchase Contract, the Seller undertakes to deliver the Goods to the Buyer, and the Buyer undertakes to receive the Goods and pay the purchase price.

The Seller is obliged to deliver Goods that meet safety and quality standards, comply with applicable quality norms, and are labeled in accordance with the applicable legal regulations of the Slovak Republic (SR) and the European Union (EU), regarding production, import, sale, and labeling of products. The Seller is also obliged to package the Goods exclusively in designated packaging that complies with all applicable legal regulations, including hygiene requirements, so that the quality, appearance, and properties of the Goods and packaging are preserved, and the Goods are suitable for transportation and regular handling.

Delivery of Goods

Delivery of ordered Goods is carried out by the following methods:
(i) shipment by courier service at the expense and risk of the Buyer; or
(ii) personal pickup at the Seller’s premises.

Delivery of Goods is governed by the Ex Works (EXW) clause under Incoterms 2020; the Seller fulfills its delivery obligation at the moment when the Buyer is allowed to collect the Goods at the Seller’s premises at Pri parku 1, Ivanka pri Nitre. The Buyer undertakes to collect the Goods on working days between 8:00 a.m. and 3:00 p.m.; outside these hours, the Seller may refuse to release the Goods, in which case the Buyer must collect them on the next working day.

If the Buyer selects in the Order that the Seller should arrange transport of the Goods to the delivery address specified by the Buyer, delivery shall be governed by the Carriage Paid To (CPT) clause under Incoterms 2020. In this case, the Seller selects the carrier, and the risk of loss or damage passes from the Seller to the Buyer at the moment the Goods are handed over to the first carrier. Delivery time in such cases does not include the duration of transportation. The Seller is entitled to fully charge the Buyer for the transportation costs in this case.

The Seller undertakes to deliver the Goods to the Buyer no later than 30 days from the moment of acceptance of the Buyer’s Order and payment of the purchase price, whichever occurs later. The exact delivery period will be communicated by the Seller to the Buyer after receiving the Order. The Buyer undertakes to accept the ordered Goods at the time communicated by the Seller and at the address specified in the Order.

The Seller reserves the ownership right to the Goods, and the Buyer becomes the owner only after full payment of the purchase price.

If, for reasons on the part of the Buyer, the Goods need to be delivered repeatedly or in a manner different from that stated in the Order, the Buyer must reimburse the Seller for the costs associated with such repeated or alternative delivery.

Upon receipt, the Buyer is advised to check the physical integrity and completeness of the shipment. If the shipment is visibly damaged or destroyed, the Buyer must immediately notify the Seller without accepting the shipment and prepare a damage report with the carrier. In the case of personal pickup, the Buyer is obliged to check the contents and integrity of the packaging, as later claims of incompleteness or damage will require proof that such issues existed at the time of collection.

Upon receipt or the first opportunity to inspect the Goods, the Buyer must check the quantity and any visible defects. The Buyer has the right to refuse acceptance if the Goods or packaging show visible signs of damage (odor, color changes, mold, etc.), except where such damage occurred during transportation by the carrier (e.g., failure to maintain the cold chain, mechanical damage, etc.).

Handover and acceptance of the Goods will be confirmed in the delivery note or another written document (e.g., CMR note). Each contracting party will receive one copy.

The risk of damage to the Goods always passes to the Buyer either:
(i) at the moment when the Buyer is allowed to collect the Goods at the Seller’s premises; or
(ii) when the Goods are handed over to the first carrier (in the case of delivery under the CPT clause).

Price of Goods and Payment Terms

The current price of the Goods is listed in the Online Store. The Seller may change the price at any time without providing a reason.

The Seller may grant a discount on the purchase price to Buyers with a customer account. The amount of the discount for a specific Buyer is determined for a one-year period starting February 1 of each calendar year, based on the turnover achieved during the previous year. The discount amount will be visible after logging in and applied automatically when placing an order. The Buyer has no legal entitlement to a discount, which is granted solely at the Seller’s discretion.

The Buyer is obliged to pay the agreed price of the Goods and any delivery costs. Prices in the Online Store include VAT and any applicable recycling or deposit fees but exclude delivery costs.

The Buyer may pay the purchase price and delivery costs by:

  • cash or card payment upon pickup at the Seller’s premises;
  • cash on delivery to the courier;
  • advance bank transfer (based on an invoice sent to the Buyer by email with payment details);
  • advance deposit payment by bank transfer (if allowed by the Seller) with the balance payable after delivery;
  • online card payment through a payment gateway.


Complaints and Warranty

The Seller is responsible for ensuring that the delivered Goods are in compliance with the Purchase Contract and applicable legislation.

The Buyer is obliged to inspect the delivered Goods without undue delay after delivery and verify that the Goods are in the agreed quantity, type, and quality, and that they are free of defects.

If the Buyer discovers defects, they must notify the Seller in writing without undue delay, no later than within 48 hours after receiving the Goods, otherwise their claim will not be accepted.

A complaint must include:

  • identification of the Buyer and order number,
  • precise description of the defect,
  • supporting documentation such as photographs, and
  • proposal for resolution.

The Seller shall handle complaints within a reasonable period, typically within 30 days of receipt, unless another period is agreed upon.

The Seller shall not be liable for defects if:

  • The buyer fails to store the Goods properly,
  • The goods have been handled contrary to instructions,
  • The defect was caused by transportation handled by the Buyer,
  • The shelf life of the Goods has expired.

The warranty period for Goods is determined by the expiration date or minimum durability date stated on the packaging.

Liability

The Seller shall not be liable for:

  • any indirect, incidental, or consequential damages incurred by the Buyer,
  • delays or non-performance caused by force majeure events, including but not limited to strikes, natural disasters, technical failures, or government interventions.

The Buyer is fully responsible for ensuring that the Goods are suitable for their intended use and comply with applicable legal regulations in the country where the Goods are to be marketed or used.

Withdrawal from the Purchase Contract

The Seller may withdraw from the Purchase Contract if:

  • the Buyer fails to pay the purchase price or delivery costs on time,
  • the Buyer refuses to accept the Goods without proper justification,
  • the ordered Goods are no longer manufactured, supplied, or available due to circumstances beyond the Seller’s control.

The Buyer may withdraw from the Purchase Contract only with the Seller’s consent, except in cases provided by law.

Upon withdrawal, both parties are obliged to return what they have mutually received under the Purchase Contract.

Processing of Personal Data

The Seller processes the Buyer’s personal data in accordance with Regulation (EU) 2016/679 (GDPR) and the relevant national legislation.

Personal data is processed for the purposes of fulfilling the Purchase Contract, invoicing, delivery of Goods, maintaining customer accounts, and for marketing purposes if consent is granted.

More details about the processing of personal data are provided in the Seller’s Privacy Policy, available on the Seller’s website.

Governing Law and Jurisdiction

These GTC and the Purchase Contract are governed by the laws of the Slovak Republic.

Any disputes arising out of or in connection with these GTC or the Purchase Contract shall be resolved by the competent courts of the Slovak Republic, with the District Court of Nitra having exclusive jurisdiction.

Final Provisions

The Seller reserves the right to amend these GTC at any time. Changes shall take effect on the date of their publication in the Online Store.

Orders submitted prior to the effective date of the new version of the GTC shall be governed by the version in force at the time of order submission.

If any provision of these GTC is found to be invalid or unenforceable, such invalidity shall not affect the validity and enforceability of the remaining provisions.

By placing an order, the Buyer confirms that they have read and understood these GTC and agree to be bound by them.

Effective from: [Insert Date]
LYRA GROUP s.r.o.
Pri parku 1, Ivanka pri Nitre 951 12
IČO: 44 473 826