A.GENERAL PART

1 BASIC PROVISIONS

1.1This is the complete wording of the General Terms and Conditions (hereinafter referred to as the “GTC”) of SVCK s.r.o., which take effect from 15.01.2020.

1.2These GTC govern the relationships between the Lessor and the Sub‑lessee arising on the basis of or in connection with the Operational Leasing Agreement (hereinafter “OLA”), the Vehicle Sub‑lease Agreement (hereinafter “SLA”), or any other contract or agreement concluded on the basis of or in connection with the OLA and/or the SLA, as well as all relationships arising in connection with actions aimed at concluding an OLA and/or an SLA or any other contract or agreement concluded on the basis of or in connection with the OLA and/or the SLA, unless expressly stated otherwise in these GTC or in the OLA and/or the SLA.

1.3The GTC form part of the OLA and/or the SLA concluded between the Lessor and the Sub‑lessee. The GTC constitute an inseparable part of the OLA and/or the SLA unless the validity of the GTC as a whole or of certain provisions of the GTC is expressly excluded.

1.4In the event of any discrepancy between the provisions of the GTC and the OLA and/or the SLA, the provisions of the OLA and/or the SLA shall prevail.

2 DEFINITIONS

Terms used in these GTC and in the OLA and/or the SLA or in related documentation have the meaning defined in these GTC unless expressly stated otherwise in the relevant document.

Lessor SVCK s.r.o., with its registered office at Tbiliská 15/A, 831 06 Bratislava, Company ID: 52121445, Tax ID: 2120895436

Sub‑lessee a natural or legal person who has concluded at least one OLA and/or SLA with the Lessor;

Authorised Person (of the Lessor) a natural person empowered to perform a specific legal act or certain legal acts on behalf of the Lessor on the basis of a power of attorney with the Lessor’s notarised signature (e.g. collection of the subject of the sub‑lease and/or lease), or a natural person acting on behalf of the Lessor under a power of attorney pursuant to special regulations; 

Authorised Person (of the Sub‑lessee) a natural person empowered to perform a specific legal act or certain legal acts on behalf of the Sub‑lessee on the basis of a power of attorney with the Sub‑lessee’s notarised signature, or a power of attorney signed by the Sub‑lessee before an employee of the Lessor, or a natural person acting on behalf of the Sub‑lessee under a power of attorney pursuant to special regulations;

Supplier a natural or legal person who owns the subject of the sub‑lease and/or lease and is in a contractual relationship with the Lessor under which the Lessor acquires or has acquired the right to use the subject of the sub‑lease and/or lease for consideration in order to lease or sub‑lease it;

Operational Leasing Agreement (OLA) a written agreement between the Lessor and the Sub‑lessee that sets out the conditions of the operational lease and the scope of related Services provided to the Sub‑lessee;

Vehicle Sub‑lease Agreement (SLA) a written agreement between the Lessor and the Sub‑lessee that sets out the conditions of the sub‑lease and the scope of related Services provided to the Sub‑lessee;

Lease Object (LO) a new or used movable item that the Sub‑lessee is entitled to use under an operational lease. The Lessor is the lawful holder and user (lessee) of the LO for the entire duration of the leasing relationship;

Sub‑lease Object (SO) a new or used movable item that the Sub‑lessee is entitled to use temporarily under a sub‑lease. The Lessor is the lawful holder and user (lessee) of the SO for the entire duration of the sub‑lease relationship;

Excessive use of LO/SO the Sub‑lessee has exceeded the annual and/or total mileage limit when using the LO/SO;

Annual km limit the projected kilometres specified in the OLA and/or the SLA that the sub‑lease or lease object is expected to drive in one year of the contractual relationship;

Total km limit the projected kilometres specified in the OLA and/or the SLA that the sub‑lease or lease object is expected to drive over the entire contractual term;

Over‑limit km rate the rate per kilometre specified in the OLA and/or the SLA, which, subject to the conditions set out in these GTC, is multiplied by every, even commenced, kilometre driven by the Sub‑lessee with the LO/SO above the Annual/Total km limit agreed in the OLA and/or the SLA during one year/the entire contractual term;

Lease instalment the amount that the Sub‑lessee is obliged to pay the Lessor for the relevant Payment Period for granting the LO for use under an operational lease, for providing related Services specified in the OLA, and for administrative activities related to the OLA, in accordance with these GTC and the OLA;

Sub‑lease instalment the amount that the Sub‑lessee is obliged to pay the Lessor for the relevant Payment Period for granting the SO for temporary use under a sub‑lease, for providing related Services specified in the SLA, and for administrative activities related to the SLA, in accordance with these GTC and the SLA;

Payment Period the time interval for which the Sub‑lessee is obliged to pay the Lessor individual lease/sub‑lease instalments;

Insurance Conditions the general insurance terms and contractual or special agreements between the Lessor and the relevant insurer that apply to the agreed insurance relations concerning the insurance of the LO/SO or compulsory third‑party liability (MTPL). The Insurance Conditions form an inseparable appendix to the OLA and/or the SLA and apply to the insurance of all LO/SO that are the subject of the OLA and/or the SLA. The Lessor is obliged, upon the Sub‑lessee’s request, to hand over the Insurance Conditions to the Sub‑lessee when concluding the OLA and/or the SLA or without undue delay after the insurance relationship arises if it arose after the conclusion of the OLA and/or the SLA. The Insurance Conditions also include instructions on the procedure in the event of an insurance claim concerning the LO/SO;

MTPL compulsory motor third‑party liability insurance as per specific legislation;

Sub‑lessee’s deductible the financial contribution of the Sub‑lessee to the damage incurred in the event of an insurance claim;

Excessive interior/exterior contamination of LO/SO the Sub‑lessee used the LO/SO in such a way that resulted in contamination beyond normal levels, especially by smoking in the LO/SO, transporting animals, etc.;

Excessive brake wear the Sub‑lessee used the LO/SO in such a way that resulted in brake wear beyond normal levels, e.g. demonstrably warped discs on the returned LO/SO, etc.;

Excessive tyre wear the Sub‑lessee used the LO/SO in such a way that resulted in tyre wear beyond normal levels, e.g. tyre destruction by puncture, improper use, bubbles, drifting, etc.;

Use of LO/SO within the EU the Sub‑lessee is entitled to use the LO/SO exclusively within EU countries;

Take‑over Protocol of LO/SO a document by which the Sub‑lessee confirms the take‑over of the LO/SO from the Lessor. The Take‑over Protocol is part of the relevant OLA and/or SLA;

Return Protocol of LO/SO a document whereby the Lessor and the Sub‑lessee confirm the return of the LO/SO to the Lessor;

Service performance related to the use of the LO/SO under an operational lease/sub‑lease and ensuring the Sub‑lessee’s mobility, which the Lessor provides to the Sub‑lessee throughout the contractual term, either by itself or through a third party. The scope of Services is set out in the OLA and/or the SLA, and the method and conditions of their provision are set out in these GTC and in the OLA and/or the SLA;

Sub‑lease paid use of the SO agreed between the Lessor and the Sub‑lessee for a period shorter than 13 (thirteen) calendar months;

Operational sub‑lease paid use of the LO agreed between the Lessor and the Sub‑lessee for 13 (thirteen) or more calendar months;

Uncovered risk financial claims arose to the Lessor against the Sub‑lessee in connection with the sub‑lease/operational lease exceeding the paid deposit;

User’s folder a set of information and documents related to the LO/SO that the Sub‑lessee receives from the Lessor when taking over the LO/SO, unless otherwise stated in these GTC or agreed in writing. Depending on the type of LO/SO and the scope of Services, the User’s folder may include, in particular: the vehicle registration certificate, authorisation to use the LO/SO, proof of MTPL for the Slovak Republic (white card) and abroad (green card), SK sticker, Slovak motorway vignette for the relevant calendar year, service cards, General Conditions for Assistance Services, assistance card, instructions for insurance claims, forms for reporting insurance claims to the Lessor, and other documents listed in these GTC, in the OLA and/or the SLA, or in the Lease Agreement;

Confidential information all information relating to the contracting parties of the OLA and/or the SLA or third parties that are in a contractual relationship with the Lessor or the Sub‑lessee, which the parties have obtained based on or in connection with the OLA and/or the SLA, including trade secrets under the Commercial Code, information protected under the Personal Data Protection Act, as well as all other information on the legal status, economic and financial situation, and activities of the Lessor and the Sub‑lessee or third parties in a contractual relationship with them;

Publication making a document or information available in publicly accessible areas of the Lessor’s business premises or those of a cooperating person when concluding the OLA and/or the SLA, or on the Lessor’s website (www.365cars.sk), or in another form deemed appropriate by the Lessor, thereby giving the relevant document or information effect unless stated otherwise therein.

3 ACTING AND SIGNING

3.1Acting by the Sub‑lessee

3.1.1A legal entity registered in the Commercial Register acts through its statutory body as determined by the Commercial Register excerpt, or through a representative. A legal entity not registered in the Commercial Register acts through its statutory body, i.e. those persons authorised by its founding document or other documents prepared in accordance with relevant legislation.

3.1.2If there is a change in the composition of the statutory body of a legal entity, this change becomes effective towards the Lessor upon submission of the original or notarised copy of the final decision of the body authorised to make such a change under the articles of association or statutes of the legal entity. This does not affect the Sub‑lessee’s obligation to submit to the Lessor, without delay after registration, a new Register excerpt. The Lessor is entitled to assess the credibility and sufficiency of submitted documents at its own discretion.

3.1.3A natural person may act independently towards the Lessor only if they have full legal capacity. In case of limited legal capacity, the person acts through their legal representative.

3.2Acting through a representative

3.2.1Both legal and natural persons may be represented in legal acts by an agent based on a power of attorney.

The power of attorney must be in writing and sufficiently specific. The Sub‑lessee’s signature on the power of attorney must be notarised or otherwise authenticated in a manner acceptable to the Lessor. The Sub‑lessee undertakes to notify the Lessor without delay of any change or termination of the power of attorney’s validity.

3.3Proof of identity

3.3.1The Lessor is entitled to request proof of identity from the Sub‑lessee at every act, and the Sub‑lessee is obliged to comply.

3.3.2The Sub‑lessee – natural person proves identity with a valid ID. The Sub‑lessee – legal entity proves identity with a valid ID of the acting natural person and a document showing authorisation to represent.

3.3.3Identity documents include an ID card, passport, or residence permit for foreigners.

The Lessor may, in cases determined at its discretion, request additional documents proving the correctness and completeness of the information provided by the Sub‑lessee. The Sub‑lessee agrees that the Lessor may make photocopies of identity documents or other supplementary documents provided and keep them in compliance with data protection legislation.

B.SPECIAL PART

4 SUBJECT OF LEASE/SUB‑LEASE

4.1Order, delivery and take‑over of LO/SO

4.1.1The Sub‑lessee may express the will to use the LO/SO under an operational lease/sub‑lease in writing, by e‑mail, fax, telephone or in any other form (hereinafter the “Request”), stating in particular the specification of the LO/SO and its accessories, the requested delivery date, the duration of the sub‑lease/operational sub‑lease, the projected annual mileage, the scope of required Services and other essential particulars. The Request is non‑binding and informative only; its receipt by the Lessor does not create an OLA and/or SLA or any other contractual relationship, and the Lessor assumes no obligations towards the Sub‑lessee. The Request becomes binding only upon confirmation by the Lessor.

4.1.2Upon receiving a binding Request and the valid conclusion of an OLA and/or SLA, the Lessor shall invite the Sub‑lessee in writing, by e‑mail, fax or telephone to take over the LO/SO, specifying the place, date and time of handover and any other particulars necessary for proper take‑over (the “Take‑over Notice”). The Lessor and the Sub‑lessee may agree in writing on a different place, date, time or other particulars than those stated in the Take‑over Notice. If the take‑over conditions are neither stated in the Take‑over Notice nor agreed in writing, the Sub‑lessee shall take over the LO/SO under conditions usual for similar movable property. The Sub‑lessee shall confirm take‑over by signing the Take‑over Protocol of LO/SO.

4.1.3The Lessor shall deliver the lease/sub‑lease object in a condition fit for the agreed use, or, if no use was agreed, fit for ordinary use of similar property.

4.2Use of LO/SO

4.2.1The Lessor is recorded as the holder of the LO/SO according to Slovak law. A power of attorney issued by the Lessor at the Sub‑lessee’s request after signing the OLA and/or SLA serves as proof of the Sub‑lessee’s right to use the LO/SO.

4.2.2The Sub‑lessee shall use the LO/SO in accordance with these GTC, the OLA and/or the SLA and Slovak legislation.

4.2.3The Sub‑lessee may not, without prior written consent of the Lessor, dispose of the LO/SO in any manner other than provided herein or in the OLA/SLA, especially may not re‑lease, lend, gift, sell, pledge or otherwise transfer possession to a third party. For breach, the Lessor may claim a contractual penalty of 10 % of the agreed lease/sub‑lease instalment for each even commenced day of breach. Any breach is also deemed material, entitling the Lessor to withdraw from the OLA/SLA. The right to damages is unaffected; the Lessor may claim damages exceeding the penalty.

4.2.4The Sub‑lessee shall immediately notify the Lessor in writing of any third‑party rights enforcement, interference, damage, theft, loss or other material facts regarding the LO/SO or mutual obligations, including changes of name, seat, statutory body, bank details, etc., and upon request document such facts. The Sub‑lessee shall also report the actual mileage whenever asked by the Lessor, at least annually.

4.2.5The Sub‑lessee must promptly inform the Lessor and the Police of Slovakia of loss, destruction or theft of any part of the User’s folder or accessories, and bear all related costs.

4.2.6No modifications, technical or other alterations or additions ("Modifications") may be made without prior written consent of the Lessor. Any Modifications are at the Sub‑lessee’s cost and risk unless agreed otherwise, and must be removed and the LO/SO restored to original state upon termination, unless agreed otherwise. The Sub‑lessee shall compensate the Lessor for any reduction in value or damage caused by Modifications or their removal.

4.2.7The Sub‑lessee shall keep the LO/SO operational, use it only as instructed by the manufacturer, observe the operating manual, technical and safety rules, and take all measures to prevent damage, loss or excessive wear. Racing, hazardous goods transport, training drives, overloading, etc. are prohibited. Smoking in the LO/SO is forbidden.

4.2.8The Sub‑lessee shall handle the LO/SO with professional care, check technical condition before each use, and promptly inform the Lessor of service indications. Defects removable through routine maintenance are borne by the Sub‑lessee; other defects must be reported to and handled by the Lessor through authorised service unless urgent to prevent damage or endanger safety. Costs outside basic regular service are borne by the Sub‑lessee.

4.2.9All penalties imposed by authorities due to Sub‑lessee’s breach of law or poor technical condition shall be paid by the Sub‑lessee, plus an administrative fee of EUR 20 + VAT per processed fine.

4.2.10The Sub‑lessee may use the LO/SO only within EU territory.

4.2.11When parked, the Sub‑lessee shall always activate electronic security systems and use all mechanical locks.

4.2.12If the Sub‑lessee materially breaches obligations or a breach is imminent, the Lessor may inspect or temporarily seize the LO/SO without prior consent. The Sub‑lessee must grant unlimited access, tolerate removal and reimburse all related costs. A contractual penalty of 10 % of the lease/sub‑lease instalment applies per commenced day of non‑compliance, without prejudice to damages.

4.2.13The Lessor may also seize the LO/SO when an Uncovered risk arises under the same conditions and penalties as above.

4.2.14The Lessor may at any time make photographic, video or other records of the LO/SO or related documents for the protection of its rights; the Sub‑lessee agrees such records may be used as evidence.

4.2.15The Sub‑lessee may not replace or remove the licence‑plate frame bearing the Lessor’s identification; loss or damage must be reported and replaced at the Sub‑lessee’s expense.

4.2.16The Sub‑lessee shall not tamper with the odometer. In case of malfunction, the Lessor will arrange repair and estimate kilometres driven while non‑functional; the Sub‑lessee accepts this estimate as accurate.

5 PAYMENT TERMS

5.1The Sub‑lessee shall pay each lease/sub‑lease instalment duly and on time in accordance with these GTC, the OLA and/or the SLA, unless otherwise agreed. Instalments are invoiced by the Lessor: the first by the end of the month of take‑over; subsequent instalments on the first day of the preceding month. Payment periods may be longer if agreed. Invoices are due at least 14 days from issue. Advances may be required as agreed in the OLA/SLA.

5.2Each Payment (instalment, fee, cost or other amount) is stated in the currency agreed in the OLA/SLA exclusive of VAT unless otherwise stated. VAT is added per Slovak law. Payments must be made in full by bank transfer quoting the OLA/SLA number (or other variable symbol). The Sub‑lessee must notify any change of bank account; the Lessor’s new account must be accepted.

5.3Costs incurred by authorised persons of the Lessor shall be reimbursed by the Sub‑lessee.

5.4Payments must be credited to the Lessor’s account no later than the due date (14 days from invoice unless otherwise stated).

5.5In case of delay, the Lessor may charge default interest of 0.05 % per day and recover the debt itself or via third parties, with all recovery costs borne by the Sub‑lessee, plus a flat EUR 40 compensation under Government Regulation 21/2013. Non‑payment within 7 days is a material breach allowing the Lessor to withdraw.

5.6If a variable symbol is indicated, the payment is assigned to that invoice; otherwise, to the oldest outstanding invoice, first to principal.

5.7The Lessor may unilaterally change Payments, due dates or structure if: (a) legislation changes taxes or fees; (b) insurance terms or rates change; (c) insurance premium increases due to high claims. The Lessor shall notify the Sub‑lessee in advance, stating reasons and effective date.

5.8Payments may be changed by written agreement, particularly if: (a) lease term changes; (b) scope of Services changes; (c) Modifications costs borne by the Lessor.

5.9The Lessor is entitled to reimbursement of all actual costs relating to the LO/SO not included in instalments (the “Costs”), invoiced separately. Costs include: (a) repair costs not covered by insurance; (b) deductible amounts; (c) maintenance or tyre service beyond the Services; (d) replacement vehicle costs where not included; (e) other costs not included in instalments.

5.10The person signing the OLA/SLA for the Lessor (the “Acceding Debtor”) agrees to assume the Sub‑lessee’s obligations; if the Sub‑lessee fails to pay, the Acceding Debtor shall pay.

6 SERVICES

6.1Motor vehicle tax and motorway vignette

6.1.1If the LO/SO is a vehicle and unless agreed otherwise, the Lessor shall pay Slovak motor vehicle tax and motorway vignette before handover; these costs are included in the lease/sub‑lease price.

6.2Insurance of LO/SO

6.2.1MTPL

6.2.1.1If compulsory MTPL is required, the Lessor shall arrange it with its insurer, including a Green Card if agreed. The Sub‑lessee pays no MTPL premium as it is included in the price.

6.2.1.2The White Card (Slovakia) and Green Card (abroad) are part of the User’s folder.

6.2.1.3The Sub‑lessee shall familiarise with and comply with the Insurance Conditions; if breach leads to insurer refusal or reduction of indemnity, the Sub‑lessee shall compensate the Lessor for the full damage or the difference.

6.2.2Other insurance

6.2.2.1Unless agreed otherwise, the Lessor shall arrange comprehensive insurance against usual risks (collision, theft, damage, natural peril). If such insurance is not arranged by the Lessor, the Sub‑lessee shall arrange it at own expense with benefits pledged to the Lessor.

6.2.2.2If no or insufficient insurance exists, the Sub‑lessee shall compensate all damage or the uncovered part.

6.2.2.3Upon written request, the Lessor shall arrange additional insurance (e.g. accident, luggage, legal protection) at the Sub‑lessee’s cost.

6.2.2.4Scope, deductible and terms are in the Insurance Conditions.

6.2.2.5Breach of Insurance Conditions leading to refused or reduced indemnity obliges the Sub‑lessee to compensate the Lessor for the full damage or difference.

6.2.3Common provisions

6.2.3.1The Sub‑lessee shall endeavour to prevent insurance events and take measures to avert or minimise damage.

6.2.3.2In the event of any insurance claim, the Sub‑lessee shall: (a) follow instructions in the User’s folder or obtain specific directions; (b) promptly report to Police where required and obtain a record; (c) notify the Lessor within 24 hours using the claim form; (d) secure evidence and documents.

6.2.3.3The Sub‑lessee compensates the Lessor for damage incurred in territories not covered by insurance.

6.2.3.4In case of total loss, the OLA/SLA terminates and final settlement is made after indemnity is known.

6.2.3.5Insurance events do not affect the Sub‑lessee’s duty to pay instalments unless otherwise provided.

6.2.3.6If the claim was the Sub‑lessee’s fault, a standing charge equal to 70 % of the lease instalment is payable for the downtime.

6.3Maintenance, repairs and tyre service

6.3.1Basic regular and mandatory service is included in instalments.

6.3.2Under sub‑lease, tyre replacement due to misuse, defect or seasonal change is not included and is borne by the Sub‑lessee.

6.3.3Under operational sub‑lease, tyre replacement after 30 000 km on one set or due to misuse is not included.

6.3.4No instalment discount applies if the vehicle is unusable due to lack of spare tyre.

6.3.5The Lessor arranges warranty and post‑warranty service, bearing costs except those covered by supplier. All other maintenance, repair and tyre costs are borne by the Sub‑lessee.

6.3.6Only authorised service providers approved by the Lessor may be used.

6.3.7The Sub‑lessee is entitled to a replacement vehicle in case of an insurance claim; if the Sub‑lessee is at fault, costs of the replacement vehicle are chargeable.

7 TERMINATION OF OLA AND/OR SLA AND RETURN OF LO/SO

7.1Proper termination

7.1.1Unless agreed otherwise, the OLA/SLA ends upon expiry of its term, but not before the LO/SO is returned and all obligations are settled.

7.2Early termination

7.2.1Both parties may withdraw only in cases specified herein, in the OLA/SLA or by the Commercial Code. Withdrawal must be in writing and is effective on delivery unless stated otherwise.

7.2.2The Lessor may withdraw particularly if: (a) the Sub‑lessee is in default over 7 days; (b) insolvency proceedings are initiated; (c) the LO/SO is misused causing or threatening damage; (d) the Sub‑lessee disagrees with payment changes or GTC changes; (e) death or liquidation, major corporate changes; (f) substantial adverse changes affecting solvency; (g) seat moved abroad; (h) criminal activity with the LO/SO; (i) false or incomplete information provided.

7.2.3Withdrawal does not affect the Lessor’s right to outstanding instalments, charges, penalties and damages, nor recovery costs.

7.2.4If multiple OLA/SLA exist, the Lessor may terminate any or all of them.

7.2.5In total loss, the OLA/SLA ends on the date of loss; instalment duty ceases upon receipt of the insurer’s decision. Overpaid amounts are credited.

7.2.6In theft, the OLA/SLA ends on the date the theft was reported to Police; instalments cease upon receipt of the criminal proceedings decision. If the LO/SO is recovered before such decision, the contract continues.

7.3Return of LO/SO

7.3.1Upon expiry of term, mileage limit or early termination, the Sub‑lessee shall return the LO/SO within 3 working days, except in total loss or theft.

7.3.2The LO/SO shall be returned at the agreed place, or as directed in writing by the Lessor, or at the Lessor’s seat. The Sub‑lessee bears risk of damage until proper return.

7.3.3The LO/SO must be returned in the condition it was received, allowing for normal wear, with all accessories, documentation and User’s folder, keys, radio panel, service book, fuel card, assistance card and tyre storage list.

7.3.4Costs arising from missing items or cleaning will be charged to the Sub‑lessee.

7.3.5The Lessor will inspect the LO/SO; the Sub‑lessee is liable for excessive wear or unreported damage discovered later, with costs charged.

7.3.6Return is confirmed by signing the Return Protocol, listing mileage, damages, missing items and date.

7.3.7Failure to return within the deadline authorises the Lessor to seize the LO/SO at the Sub‑lessee’s cost, with a contractual penalty of 10 % of the lease/sub‑lease instalment per commenced day and damages claim.

8 FINAL SETTLEMENT

8.1Final Settlement is the mutual financial settlement upon early termination. In total loss, it is done after indemnity is known. Overpayments are credited and underpayments invoiced.

C.FINAL PART

9 CONFIDENTIAL INFORMATION

9.1Confidential information

9.1.1The Lessor shall handle Confidential Information in accordance with law and maintain confidentiality even after the contract ends.

9.1.2The Lessor may disclose Confidential Information to third parties only as: (a) required by law or decisions; (b) agreed in these GTC or other contracts; (c) with the Sub‑lessee’s written consent.

9.2Consent to disclosure by the Lessor

9.2.1The Sub‑lessee consents to disclosure to third parties providing Services, insurers, debt collectors, etc., provided they can protect confidentiality.

9.2.2The Sub‑lessee consents to disclosure of default information to authorised recovery agents.

9.2.3Consent extends to agents fulfilling statutory or contractual duties, or representing the Lessor.

9.2.4The Sub‑lessee consents to disclosure when negotiating assignment of claims or obligations.

9.2.5The Sub‑lessee consents to disclosure for records management purposes.

9.3Confidentiality by the Sub‑lessee

9.3.1The Sub‑lessee must keep any confidential information obtained and may disclose it only with the Lessor’s prior written consent or where required by law.

10 NOTICES AND DELIVERY

10.1Written documents, notices, instructions and calls are delivered: (a) in person; (b) by post; (c) by electronic means (fax, e‑mail).

10.2Documents are deemed delivered: (a) in person upon handover; (b) by ordinary domestic post on the third day, abroad on the seventh day; (c) by registered mail: i. on receipt or end of storage period; ii. on refusal; iii. on return marked “unknown”; (d) by fax upon transmission confirmation; (e) by e‑mail upon sending unless delivery failure reported.

10.3Withdrawal is delivered by registered mail or in person with acknowledgement.

10.4The Sub‑lessee must provide and update contact details; delivery to the last known address is valid.

10.5Any notice must be clear, accurate, dated and signed.

10.6The Lessor may require notarised copies.

10.7The Lessor may require certified Slovak translations of foreign‑language documents at the Sub‑lessee’s cost.

11 LESSOR’S LIABILITY

11.1The Lessor is liable only for damage caused by its fault; strict liability is excluded.

11.2The Lessor is not liable for damage caused by authorities, force majeure, market disruptions, strikes, telecom failures, or events under the Sub‑lessee’s control or responsibility.

12 SUB‑LESSEE’S LIABILITY AND DAMAGES

12.1The Sub‑lessee is liable for damage caused by breach of obligations unless proven due to exonerating circumstances.

12.2The Sub‑lessee shall compensate the Lessor without delay upon written request.

12.3The Sub‑lessee must also compensate for damage caused intentionally or negligently by the Sub‑lessee or third parties.

12.4Compensation includes actual damage and lost profit as defined.

12.5Compensation shall be paid in money.

13 SET‑OFF

13.1The Lessor may at any time set off its claims against the Sub‑lessee’s claims, including unmatured or time‑barred claims.

13.2Set‑off of claims in different currencies is allowed after conversion by the National Bank of Slovakia or the ECB rate on the date of set‑off.

14 GENERAL AND FINAL PROVISIONS

14.1These GTC are an integral part of the OLA/SLA. The Lessor may change or supplement them; the current wording is published on www.365cars.sk. The Sub‑lessee may object in writing within 15 days. Continued payments or use after the effective date signify acceptance.

14.2The Sub‑lessee shall provide its audited or unaudited annual financial statements on request.

14.3The Sub‑lessee shall provide proof of incorporation or identity on request.

14.4The Sub‑lessee must notify if it becomes a politically exposed person under Act 297/2008.

14.5Both parties shall take measures to prevent damage to the LO/SO upon termination.

14.6After termination, mutual settlements follow these GTC unless agreed otherwise.

14.7If documents are in Slovak and another language, the Slovak version prevails.

14.8The rights and obligations are governed by Slovak law, particularly the Commercial Code.

14.9Slovak courts have jurisdiction and Slovak law applies.

14.10If any provision becomes invalid, the remaining provisions remain valid and the parties shall replace invalid provisions with valid ones of similar effect.

14.11Changes to written contracts must be in writing and signed by both parties.

14.12The Sub‑lessee expressly agrees that the Lessor may assign rights and obligations to a third party, effective upon written agreement and notification.

14.13The Lessor may assign claims to a third party without the Sub‑lessee’s consent, and will notify the Sub‑lessee.

14.14These GTC take effect on 15.01.2020.