Skip to content

Setting Slovak T&Cs for Czech Companies

Ensuring Legal Certainty

JUDr. Jakub Dohnal, Ph.D., LL.M.
JUDr. Jakub Dohnal, Ph.D., LL.M.
Attorney|Czech Bar Association Reg. No. 14551
ARROWS law firm
Published:

A Czech company that intends to sell goods or provide services in Slovakia on a long-term and continuous basis often faces uncertainties in the legal regulation of commercial relationships. One of the most common sources of uncertainty is general terms and conditions. This article explains how to properly set up Slovak GTCs to ensure legal certainty in commercial relationships with Slovak partners.

The photo shows a specialist consulting on the setup of Slovak general terms and conditions.

Key takeaways

If a Czech company is at the beginning and deciding whether to enter Slovakia, it should consider the following approach:
1. Analysis of existing GTC: The Czech company takes its existing GTC and has them reviewed by a lawyer who knows Slovak law. It is often found that some arrangements that work without issue in the Czech Republic are invalid in Slovakia or are debatable.
2. Creating Slovak GTC: Based on the analysis, “Slovak GTC” are created, which are not merely a translation but adaptations reflecting Slovak law and local business customs.
3. Clear communication with the partner: When the Czech company contacts a Slovak partner, it should clearly communicate which GTC apply and provide them before anything is signed.
4. Inclusion in the contract: All key arrangements (price, due date, delivery time, liability, complaints) should be written directly into the purchase agreement. The reference to the GTC should be stated as: “This contract is governed by the GTC set out below, which form an integral part hereof. In the event of any conflict, the contract shall prevail.”
5. Resolving a GTC conflict: If the Slovak partner returns the order with its own GTC, the Czech company should not simply accept and perform. It should address the conflict—either accept a compromise or clearly state that it operates only under its own terms.
6. Documentation: Everything should be in writing—emails, confirmation emails, signed contracts, photos of seals or signatures. In the event of a future dispute, it will be important to prove that the parties were aware of the individual terms.
Attorneys from ARROWS, a Prague-based law firm, can help Czech companies with each of these steps—from analysis through preparation of new GTC to negotiations with a Slovak partner or, if necessary, representation in a dispute. Contact them at consultation@arws.cz.

Need legal advice?

Get in touch, we are happy to help.

ARROWS law firm
consultation@arws.cz245 007 740

Specifics of B2C relationships: When a Czech company sells to a Slovak consumer

If a Czech company sells goods or services directly to consumers in Slovakia (for example via an e-shop), much stricter rules apply. Slovak Act No. 250/2007 Coll. on Consumer Protection and related regulations expressly prohibit various practices that may be acceptable in B2B (between businesses).

In a B2C relationship, the trader (the Czech company) has a number of obligations towards the consumer:

  • Information obligations: It must clearly provide all essential information about the goods, price, right of return, due dates, etc. This information must be easily accessible and understandable.
  • Right of withdrawal: In both the Czech Republic and Slovakia, the consumer has the right to withdraw from the contract within 14 days without giving any reason. This right also applies to distance purchases (e-shop, phone). The Czech company cannot simply deprive the consumer of this right.
  • GTC adjustments: GTC towards consumers must not contain “unfair commercial practices”. For example, the following is not acceptable: “Return of goods without a refund, exchange only”, “A paper receipt is not necessary, the online page is sufficient”, “The return period is 3 days”, etc.
  • Performance deadlines: The Czech company must deliver the goods within a reasonable time (usually within 30 days), unless the parties agree otherwise.

Czech companies often do not realize how strict the rules are in B2C. They often use wording that would work in B2B, but is not acceptable towards consumers. This subsequently leads to fines from the Slovak Trade Inspection or other issues.

Therefore, when a Czech company launches e-commerce or other B2C activity in Slovakia, it should have its GTC reviewed specifically from a consumer protection perspective. ARROWS attorneys have the expertise precisely in this area and can help.

Related questions on B2C business in Slovakia

1. Can we state in our e-shop that returns are only possible within 5 days of purchase?

No. Slovak (and also Czech) law gives consumers the right to return goods within 14 days without stating a reason. If your e-shop restricts or refuses this right, it will be a breach of the law and you may face a fine. In some cases the period can be extended, but it cannot be shortened.

2. How long do we have to deliver the goods after the order is placed?

The law sets a “reasonable period”, which is usually understood to be up to 30 days. Unless the parties agree otherwise, this is the standard. If you want a longer period, you should clearly state this on the website and in the ordering process.

3. If the buyer complains about the quality of the goods, what must we do?

You must handle the complaint under Slovak law – typically, the defect can be remedied or the goods replaced. If that is not possible, you should offer a refund. You cannot freely choose what you will do; the law determines the procedure.
ARROWS law firm
consultation@arws.cz245 007 740

Dispute resolution: Where to turn when negotiations fail

If a disagreement arises in a transaction with a Slovak partner and negotiations fail, there are standard routes for a Czech company to resolve it. It can turn to a Slovak court, but it can also use out-of-court dispute resolution (mediation, arbitration) or attempt an informal solution through consultation.

In Slovakia, as in the Czech Republic, there are bodies for alternative dispute resolution. If the other party is a Slovak entrepreneur, the terms and conditions often include a so-called arbitration clause – i.e., an agreement that the dispute will be resolved by an arbitrator (arbitration) instead of in court. This can be advantageous for both parties because it is faster and more discreet.

However, it is far more important to prevent a dispute from arising in the first place. That is why it is crucial that all terms are clear from the outset, that the terms and conditions are explicitly accepted, and that everything is documented. 

The attorneys at ARROWS, a Prague-based law firm, know that “prevention is the cure”; that is why clients often submit contracts to them for review even before signing, thereby avoiding later complications.

However, if a dispute does arise, the attorneys at ARROWS are able to represent the client both in negotiations and in arbitration or court proceedings. They have experience with how disputes between Czech and Slovak companies are typically resolved, and which arguments are most effective in Slovakia.

Final summary

Slovak general terms and conditions are not “unnecessary administration”. They are legally binding documents that affect all key elements of the business relationship – from price and payment terms to liability for defective goods and dispute procedures. A Czech company that wants to do business in Slovakia successfully over the long term cannot rely on its existing Czech terms and conditions working without changes.

The most common mistake Czech companies make is underestimating the legal environment. They think Slovakia is almost the same as the Czech Republic, and therefore that “it won’t be that serious”.

The reality, however, is that Slovakia has its own legal customs, that the “last shot rule” is applied in Slovakia in relationships between entrepreneurs, that the main contract always takes precedence over the terms and conditions, and that ignorance of these principles can lead to very specific losses – loss of negotiating position, invalidity of key arrangements, fines from the regulator, or court disputes.

Properly setting Slovak terms and conditions therefore requires:

  • Understanding the local legal framework (the Commercial Code, the Civil Code, the Slovak Consumer Protection Act).
  • Clearly defining all key terms directly in the purchase agreement itself.
  • Ensuring that the terms and conditions are a translation and adaptation of the Czech terms, not merely a literal translation.
  • Ongoing communication with the Slovak partner and resolving any conflicts in the terms and conditions before concluding the contract.
  • Documenting all arrangements in writing.

If you want to minimize risk and ensure legal certainty, you should contact specialists who understand both the Czech and Slovak legal systems and have experience with cross-border relationships.

The attorneys at ARROWS, a Prague-based law firm, focus on this area and can assist you with everything from drafting Slovak T&Cs, through negotiations with a Slovak partner, to representation in the event of a future dispute. Contact them at consultation@arws.cz and make sure your business in Slovakia has a solid legal foundation.

Most common questions about Slovak general terms and conditions

1. Do we need Slovak T&Cs even if we are a Czech company and sell only to the Czech Republic?

If you sell in Slovakia as well (or plan to), yes—you should have Slovak T&Cs tailored to the Slovak legal system. If you sell only to the Czech Republic, Czech T&Cs are sufficient. If you are not sure which T&Cs you need, the attorneys at ARROWS, a Prague-based law firm, can advise you at consultation@arws.cz.

2. What happens if we do not have any T&Cs at all and sell without them?

Then the relevant laws (the Commercial Code, the Civil Code) apply to your business relationship. This means you may incur unexpected obligations—for example, having to take goods back if the buyer returns them, or being liable for damages that the legislator automatically attributes to an entrepreneur. T&Cs allow you to regulate these obligations appropriately. The attorneys at ARROWS can help you prepare T&Cs so that they are correct and usable.

3. How easy is it to change the T&Cs if we later realize that something in them is not correct?

If you have active contracts, it is not easy. Changes to T&Cs usually cannot be applied retroactively to contracts already concluded; they apply only to future contracts. If you want to change the terms of an existing contract, you must agree with the partner and execute an amendment. That is why it is important to have the T&Cs set up correctly from the start. This is precisely why we recommend having them reviewed by the attorneys at ARROWS, a Prague-based law firm, at the outset.

4. Is it necessary for the Slovak partner to sign a separate document “Consent to T&Cs”, or is it sufficient if the T&Cs are part of the order?

Ideally, the T&Cs should be part of the purchase agreement itself, or they should be sent to the partner at the beginning of the business relationship together with a request for confirmation that they are aware of them and accept them. If you want to be prepared, ARROWS attorneys can also prepare a separate signature form that partners exchange. Everything depends on the specific situation and the expected frequency of transactions.

5. We have an existing contract with a Slovak partner that is already 2 years old. Should we update it according to the new T&Cs we now want to have?

Formally, nothing compels you to do so if the existing contract is still valid and both parties comply with it. However, if the new T&Cs contain materially better terms (for example, extended complaint periods, reduced liability for certain matters, etc.), you should consider whether you can agree with the partner on an amendment. The attorneys at ARROWS can assess whether this is appropriate and how the client should proceed; contact consultation@arws.cz.

6. Should we have the same T&Cs for all countries, or should they differ for each country?

Ideally, they should be tailored to each country, because legal systems differ. T&Cs for Slovakia should reflect the Slovak legal framework; T&Cs for the Czech Republic the Czech one, etc. If you operate in several countries, you should have appropriately adapted T&Cs for each of them. ARROWS, a Prague-based law firm, has experience in preparing T&Cs for multiple countries and can advise clients on what is safest under each legal system.

DO YOU HAVE MORE QUESTIONS? GET IN TOUCH

ARROWS law firm
consultation@arws.cz245 007 740

Read also:

About the author

JUDr. Jakub Dohnal, Ph.D., LL.M.
JUDr. Jakub Dohnal, Ph.D., LL.M.

Associate, managing partner

LinkedIn|Czech Bar Association Reg. No. 14551
Jakub Dohnal is a solicitor and managing partner at ARROWS. He specialises in company sales, investor equity investments and property transactions — most often representing the owner who is selling a company whose value they have built up over many years and who needs the transaction to be completed on the agreed terms.
dohnal@arws.cz245 007 742

Disclaimer:

The information contained in this article is for general informational purposes only and serves as a basic guide to the issue as of 2026. Although we strive for maximum accuracy, laws and their interpretation evolve over time. We are ARROWS Law Firm, a member of the Czech Bar Association (our supervisory authority), and for the maximum security of our clients, we are insured for professional liability with a limit of CZK 400,000,000. To verify the current wording of the regulations and their application to your specific situation, it is necessary to contact ARROWS Law Firm directly (consultation@arws.cz). We are not liable for any damages arising from the independent use of the information in this article without prior individual legal consultation.