Terms and Conditions

Basic information

Who are we?

Company: CoinFactory s.r.o.
Registered office: Štítné 71, Žirovnice 394 68, Czech Republic
Company registration number: 198 33 610
Registration in the Commercial Register at: District Court in České Budějovice under file No. C 33550
Mobile phone number: +420 777 006 685
Contact e-mail: info@coin-factory.cz

What are the terms and conditions for?

1. These terms and conditions set out the content of purchase contracts concluded within the framework of the business activities of CoinFactory s.r.o. (hereinafter referred to as "the Company").

2. Further information about the Company can be found in the "About Us" section of its website.

Consent to the terms and conditions

3. The Terms and Conditions become a binding part of the contract whenever the purchaser sends a proposal for conclusion of the contract.

4. If the offer to conclude the contract is made by the company, these terms and conditions become a binding part of the contract at the moment of acceptance of this offer by the purchaser.

General provisions on the conclusion of contracts

5. An offer by a company to supply goods or services at a specified price, made by advertisement, catalogue or display of goods, is not an offer but just an invitation to tenders.

6. An order delivered to the company in a written form by the purchaser is an offer to conclude a contract. This applies only if the offer contains the essential elements of a contract so that it can be concluded by simple and unconditional acceptance and if it implies the purchaser's intention to be bound if the offer is accepted. An offer made orally or by telephone by the purchaser shall not be accepted as an offer.

7. If an offer to conclude a contract is made by a company, the offer is valid five days after it´s dispatch. If the purchaser does not accept the offer within this period, the offer is not longer valid.

8. If the company deviates from the offer to conclude the contract without substantially changing the content of the offer, this deviation is considered as a modified acceptance under to Section 1740 (3) of Act No. 89/2012 Coll., the Civil Code (hereinafter referred to as the "CC").

9. The offer sent by the Purchaser is accepted at the moment of dispatching the written acceptance by the Company. The offer sent by the Company is accepted at the moment of delivery of its acceptance to the Company.

10. The email confirming the acceptance of the order from the Company's e-shop is automatically generated and cannot be considered as an acceptance of the offer. Nor can email correspondence from the company, which does not content a clear intention to be bound by the contract, be considered as acceptance.

11. The Company trades only on the basis of these Terms and Conditions. All changes to these Terms and Conditions must be made in written form and The Company have to expressly agree to them; the contracting parties have guaranteed right to exclude or change any provision of these Terms and Conditions. Acceptance of a proposal from the Company containing any deviation from the content of the proposal or the attached terms and conditions is considered as a counterproposal, unless otherwise expressly agreed.

12. A subsequent modification of the contract is only allowed by mutual agreement or under the conditions provided for by law or these terms and conditions. A change to the contract made in a form other than in a written form shall not be accepted.

13. The risk of damage to the goods passes to the purchaser at the time of acceptance of the goods. The same consequence shall apply if the purchaser does not accept the goods although the seller has allowed him to dispose of them. If the goods are to be transported, the risk of damage shall assume at the moment the goods are handed over to the first carrier by the company's subcontractor.

14. Ownership of the goods passes on full payment of the purchase price.

Method of performance

Time of performance

15. The delivery time stated on the website of the company is only approximate.

16. If the contractual parties have not agreed on the time of performance, the company is obliged to perform without undue delay, but at the latest within one month of the conclusion of the contract; this does not apply to performance under a pre-order, which is performed as soon as possible.

17. If the company delivers the subject of purchase earlier then agreed period, the purchaser is obliged to accept the goods.

18. If it does not follow from the contract, that the purchaser cannot be interested in the delayed performance, the company may perform even after the agreed period, especially if the delay is caused due to its subcontractor or carrier.

19. The company is always obliged to inform the purchaser that the company will not fulfil its obligation within the agreed time period, without undue delay from the moment it becomes aware of a fact that raises doubts that it will be possible to fulfil the obligation on time; however, the company is obliged to inform the purchaser within ten days from the moment it becomes aware of such fact at the latest.

20. In the event of additional performance after the agreed period, the company shall also specify a new delivery period of a reasonable duration with the information pursuant to the previous arrangement. Within this period, the purchaser may not make a claim that is incompatible with the seller's performance of the obligation.

21. Delayed delivery shall not constitute a defect in performance. The Company shall be not liable for damages resulting from late performance if the delay originates in the disposition of a third party (in particular a subcontractor or carrier).

22. the Company shall not be obliged to order the goods from the subcontractor before it has been paid the deposit or purchase price.

23. Payment is made by the method of payment agreed in the purchase contract. If the contractual parties have not agreed on the method of payment, it applies that the goods may be paid either by wire transfer to the seller's account No. 3970302003/5500 held with Raiffeisenbank, by wire transfer via the ThePay payment system or to the company's cryptocurrency wallet specified in the purchase contract. If the parties have agreed on an advance payment, the purchaser may pay wire transfer to the seller's account No. 3970302003/5500 held with Raiffeisenbank or to the company's cryptocurrency wallet specified in the purchase agreement.

24. The contractual parties have agreed that the purchase price shall be paid in the currency in which the invoice was issued or in cryptocurrency.

25. In case of payment in cryptocurrency, the amount paid in such cryptocurrency must correspond to the purchase price in Czech crowns at the time of payment. When paying in cryptocurrency, the purchaser is obliged to inform the company when the payment was made and the exchange rate of the cryptocurrency to the Czech koruna (CZK) at the time of payment.

26. The Purchaser is obliged to check whether the address of the wallet corresponds to the entered data before sending the payment to cryptocurrency wallet of the company. If the Purchaser sends the purchase price to other cryptocurrency wallet, this shall not be considered to be fulfilled; fulfilment to another cryptocurrency wallet shall not affect the obligation to pay the purchase price.

27. Unless the contractual parties have agreed otherwise, the purchase price is due within ten days after the invoice is issued. The invoice shall be issued by the company without undue delay after the conclusion of the contract. Section 2119(1) CC shall not apply.

28. If the parties have so agreed, the purchaser is obliged to pay an advance payment of 50% of the purchase price within ten days after the invoice is issued. The advance invoice shall be issued by the company without undue delay after the conclusion of the contract. The rest of the purchase price is due within 10 days from the date of delivery of the object of purchase to the purchaser. Section 2119(1) CC shall not apply.

29. The Company reserves the right to reject the purchaser's offer to pay the deposit.

30. The purchaser shall always pay the purchase price including the variable symbol of the payment.

31. The parties are obliged to arrange and comply with the formalities provided for in the contract, law or other legal regulation to enable payment of the purchase price.

Method of delivery

32. The method of delivery is agreed in the purchase contract.

33. The company offers delivery by personal collection at Otín 286, Jindřichův Hradec, 377 01.

34. The company also offers delivery via the postal service provider. The purchaser is entitled to choose delivery to a PPL outlet or delivery to a place selected by the purchaser.

35. Under a service contract (hosting contract), the cryptocurrency mining equipment may be delivered to a data centre.

36. If the purchase price of the subject of the purchase exceeds CZK 5,000, shipping is free of charge. If the price of the subject of purchase does not exceed CZK 5,000, the purchaser is obliged to pay a shipping charge of CZK 121 for the delivery via the postal service provider. Delivery by personal collection is always free of charge.

37. If the object of purchase is transported on the basis of special requirements of the purchaser, the purchaser is obliged to pay the additional delivery costs.

38. The purchaser is obliged to pay the additional costs related with repeated or failed delivery.

Arrangements for the obligations of the parties

Basic rights under the purchase contract

39. The seller undertakes to hand over the object of purchase to the purchaser and to enable to the purchaser to acquire ownership.

40. The purchaser undertakes to accept the object of purchase and to pay the purchase price.

41. Due to the specifics of the company's international trade, the company's subcontractors provide minimal protection against defects in the object of purchase. The object of purchase is transferred to the purchaser (if is not-consumer) in the aggregate within the meaning of Section 1918 CC. However, the purchaser is provided with a guarantee of quality in accordance with the following provisions.

Quality guarantee

42. The company provides the non-consumer purchaser with guarantee of quality, by which it undertakes that the object of purchase will be suitable for its usual purpose during the guarantee period. Purchaser is entitled to have the object of purchase repaired if this is possible in the circumstances. With the consent of the company, he is also entitled to replace the faulty object of purchase with a new one without defects.

43. The guarantee of quality applies only if item was already faulty at the time of the transfer of the risk of damage and if defect became apparent within the guarantee period.

44. The warranty period for the ASIC miners for mining the SHA-256 (Bitcoin) algorithm is 12 months. The warranty period for the ASIC miners mining other cryptocurrencies is 6 months. The warranty period for accessories for cryptocurrency mining equipment is 12 months.

45. The company shall claim the defects without undue delay from its business partner via standardised form. The application of the defect by the purchaser must include a description of the defect and its impact on the incapacity of the object of purchase to perform its normal function. If the object of purchase has more than one defect, it is necessary to list and define all of them. The application must also include a statement of the time when the defect became apparent and the time when the purchaser became aware of the manifestation of the defect. Failure to include these elements in the statement of defect shall not be considered a proper statement. The claim of defect may only be made in written form.

46. If the defect is not obvious, it must be claimed against the company without undue delay from the moment when the purchaser became aware that it had appeared, but at the latest within ten days of its appearance. If the defect is not so claimed, the purchaser's rights under the guarantee of quality shall be expired.

47. An obvious defect is a defect that is detectable during a regular inspection of the goods or that is detectable by a regular test, especially physical damage of the object of purchase or its actual non-functionality is an obvious defect. The time limit for claiming obvious defects starts from the moment of delivery and is ten days.

48. The purchaser has no right under the warranty if the defect was caused by an external event or by the purchaser himself. The right under the warranty also does not apply to goods that have been sold as already unpacked or used. A defect claimed after the expiry of the defect claim period shall not be accepted.

Change of circumstances and force majeure

49. If the price of the object of purchase changes significantly after the conclusion of the contract or if the availability of the object of purchase at the company's subcontractor changes after the conclusion, the company is not obliged to perform the debt until an amendment to the purchase contract is negotiated. In the event that such a change of contract is not negotiated within a reasonable period of time, but not later than one month after the first attempt to negotiate, the contract shall be cancelled from the outset; the deposit paid shall in such case be refunded to the purchaser.

50. A significant change in the price of the object of purchase is considered to be 3% of the purchase price. The parties have agreed that a significant change in the price of the object of purchase constitutes a particularly gross disproportion by disadvantaging one of them by disproportionately increasing the cost of performance.

51. The purchaser assumes the risk of a change of circumstances within the meaning of Section 1765(2) CC.

52. The parties shall not be liable for failure to perform any obligation if they prove that the failure was caused by an obstacle beyond their control and in respect of which the party could not reasonably have been expected to avoid or overcome the obstacle or its consequences. In particular, the destruction or loss of the object of purchase shall be considered to be force majeure.

Special arrangements for securing and consolidating the claim

General provisions

53. If the purchaser breaches any of the contractual obligations, he is obliged to pay the negotiated contractual penalty. This contractual penalty is due and payable at the time of the breach of the obligation, and the company does not need to request the purchaser to pay this penalty in any appropriate way.

54. If the company breaches any of the contractual obligations, it is obliged to pay the negotiated penalty. This contractual penalty is due and payable ten days after delivery of the notice to be paid.

55. The contractual penalty shall not be claimed if the breach of the obligation is caused by the other party.

56. The negotiated contractual penalty does not preclude a party's right to claim damages, default interest or other similar legal institutes. The claim for default interest shall not preclude a party's claim for compensation for damages or liquidated damages.

57. If either party is in default in the payment of a payment, it is obliged to pay also default interest together with the payment. This is due and payable at the time of default and no special notice to pay is required.

58. Default interest on the payment of compensation shall only accrue from the date on which the amount of the damage to be compensated becomes undisputed.

59. The amount of default interest is determined by Government Decree No. 351/2013 Coll., which determines the amount of default interest and costs associated with the claim, determines the salary of the liquidator, liquidator and member of the body of a legal person appointed by the court and regulates certain issues of the Commercial Bulletin, public registers of legal and natural persons and registers of trusts and register of data on beneficial owners; however, if this amount is lower than 14% per annum, the amount of default interest is negotiated at 14% per annum.

Suspension of performance

60. The company may suspend performance of its obligations if, after the conclusion of the contract, it becomes apparent that the buyer will not perform a substantial part of its obligations due to a serious lack of its ability to perform, due to its illiquidity or due to its behaviour.

61. If the Company intends to suspend the performance of its obligations under the previous arrangement, it may do so only after notifying the purchaser of its intended action. The notice shall include a time period for the providing of a reasonable deposit of money or other adequate guarantee. If the purchaser has not provided a reasonable deposit of money or other adequate guarantee within the specified time period, the company may suspend performance of its obligations.

62. A reasonable cash security is considered to be 50% of the purchase price. Other adequate security is considered to be, in particular, the creation of a contractual pledge.

List of contractual penalties

63. If the purchaser is in default of payment, he is obliged to pay a one-off contractual penalty of 10% of the amount due; this does not exempt him from the liability to pay the amount due increased by default interest.

64. If the purchaser refuses to pay the purchase price despite the fact that the object of purchase has already been ordered from a subcontractor of the company, he is obliged to pay a one-time contractual penalty of 10% of the purchase price. Payment of this penalty shall release the purchaser from the liability to pay the purchase price and shall be annulled from the outset; however, the advance payment of the purchase price as well as the object of purchase shall be held by the company.

65. If it is proved that the purchaser has untruthfully declared any of the facts stated in the part of these terms and conditions marked as “Purchaser's Declaration,” the purchaser is obliged to pay a one-time contractual penalty of CZK 10,000.

66. If a party violates the procedure for dispute resolution by asserting its claim in court without first sending the other party a preventive warning of an impending dispute or a warning of an existing dispute, it is obliged to pay the other party a one-time contractual penalty of CZK 10,000.

Dispute Resolution

67. The company is interested in good business relations and strives to avoid unnecessary disputes. Therefore, if any dispute arises between the purchaser and the Company before, during or after the conclusion of the contract, the parties shall proceed in accordance with the following provisions.

68. If one of the parties reasonably believes that a dispute may arise in the future, it shall be obliged to draw the other party's attention to this fact as a precaution. In the precautionary notice it shall send the other party the substance of the dispute or all the facts in dispute. If possible, the party shall also send a proposal for the resolution of such dispute.

69. If a dispute has already arisen, the party is obliged to notify the other party of this fact. The previous provisions shall apply accordingly to the details of the notice.

70. A party that has received a precautionary notice or a warning notice must respond to it without undue delay, but no later than ten days after receiving it. The reply shall contain a statement of the substance of the dispute or of the facts in dispute and, if possible, a proposal for a solution.

71. If the parties do not agree on an amicable solution to the dispute within ten days of the date of delivery of the reply according to the previous arrangement, but no later than twenty days from the date of delivery of the precautionary notice or warning, the parties are entitled to enforce their right in court.

Special arrangements for concluding a contract with a consumer

Legal regime for consumer contracts

72. The company primarily concludes business commercial contracts. If the company concludes a contract with a consumer within the meaning of Section 419 of the CC, such a contract is governed by the statutory regime of consumer contracts, in particular pursuant to Section 1810 et seq. or Section 2158 et seq. of the CC, as well as other regulations governing the rights and obligations of consumers, in particular Act No. 634/1992 Coll., on Consumer Protection.

73. The option of law made in the final arrangements does not exclude the consumer from the protection afforded by the rules of private international law.

Rights and obligations of the consumer

74. A purchase contract for cryptocurrency mining equipment is a contract for the supply of goods, which price depends on the fluctuations of the financial market independently of the will of the company. This also applies to spare parts for such equipment. For this reason, the contract cannot be cancelled under Section 1837 CC in accordance with Section 1829 CC.

75. In the event of an insignificant defect in performance, the consumer has the right to claim removal of the defect, the right to delivery of a new item without defect and the right to a reasonable discount on the purchase price. The company declares that the delivery of a new item without defects is usually associated with disproportionate costs for the company.

76. The purchaser may withdraw from the contract only in cases provided for by the law. Withdrawal is effective against the company only if it has been delivered to the company.

77. Arrangements arising from these terms and conditions that are contrary to mandatory consumer law norms shall not be applied if the purchaser is a consumer. The special provisions on concluding a contract with a consumer shall apply as a priority to the rest of the terms and conditions if the purchaser is a consumer.

Consumer withdrawal procedure

78. For withdrawal from the purchase contract, the purchaser can use the sample form provided by the seller, which is an Appendix to the terms and conditions. The purchaser may send the withdrawal from the purchase contract to the seller's e-mail address info@coin-factory.cz.

79. In the event of withdrawal from the contract under Section 1829 of the CC, the purchase contract is cancelled from the outset. The purchaser is obliged to return the goods within 14 days of the delivery of the withdrawal to the company. The company is obliged to return the purchase price to the purchaser within 14 days of delivery of the withdrawal in the same way as the purchase price was received.

80. In the event of withdrawal from the purchase contract, the purchaser shall cover the costs of returning the goods if the goods cannot be returned by the usual delivery method due to their nature of the goods.

81. In the event of withdrawal from the contract after a request for the performance has already been submitted during the withdrawal period under section 1824a(3) or section 1828(5) CC, the purchaser must provide the seller with a payment in accordance with section 1834 CC.

Out-of-court settlement of consumer disputes and supervisory authorities

82. Disputes that could not be resolved through the company's customer service line, available at info@coin-factory.cz, may be resolved by extra-judicial resolution of consumer disputes in accordance with Act No. 634/1992 Coll., on Consumer Protection (hereinafter referred to as the "Consumer Protection Act"), at the Czech Trade Inspection. Further information is available on the website of the Czech Trade Inspection.

83. The contact point under Regulation (EU) No 524/2013 of the European Parliament and of the Council of 21 May 2013 on online dispute resolution for consumer disputes and amending Regulation (EC) No 2006/2004 and Directive 2009/22/EC (Regulation on online dispute resolution for consumer disputes) is the European Consumer Centre Czech Republic. Further information is available on the website of the European Consumer Centre Czech Republic.

84. Supervision in the sector of trade law is provided by the competent trade licensing authority. Supervision in the sector of personal data protection is provided by the Authority for Personal Data Protection. Supervision in the sector of consumer protection is provided by the Czech Trade Inspection Authority within the scope defined by the LSA. In the event that a submission to initiate an administrative procedure is submitted to an authority that is not competent locally or substantively, the submission will be referred for lack of jurisdiction under Section 12 of Act No 500/2004 Coll., the Administrative Procedure Code.

Withdrawal from the contract by the company

85. The company is entitled to withdraw from the purchase contract if its subcontractor withdraws from the contract (usually due to unavailability of the goods).

86. The Company is entitled to withdraw from the Purchase Contract if it appears that the purchaser has untruthfully declared any of the facts set out in the section of these Terms and Conditions referred to as "Purchaser's Declaration."

87. The Company is entitled to withdraw from the Purchase Agreement if the purchaser refuses to pay the Purchase Price. If a deposit has already been paid, the company may retain it. This is not affected by clause 64 of these terms and conditions.

88. The company also is entitled to withdraw from the contract if the purchaser has breached an important obligation of a non-monetary nature (in particular to take over the object of purchase, to claim a defect or to resolve disputes by first attempting an amicable solution).

Final provisions

Legal status of the contract

89. The parties exclude the application of the UN Convention on Contracts for the International Sale of Goods.

90. All contracts concluded within the framework of the Company's business activities shall be governed by Czech law.

91. The Czech courts shall have jurisdiction to settle all disputes arising from contracts, as well as disputes arising from pre-contractual liability.

92. In the event that national norms limit the amount of negotiated contractual penalties or default interest, such amount as is permissible under national law shall apply.

Arrangements for interpretation

93. In the event of a contract being drafted in more than one language, the Czech language version shall apply to the interpretation of the contract.

94. In the interpretation of these Terms and Conditions and the purchase agreement, the meaning and purpose of these Terms and Conditions shall be considered in addition to the words of the provisions; no person may invoke any provision of these Terms and Conditions against its meaning. If the purchaser is not a consumer, account shall also be taken of the commercial practices recognised in the company's line of business as well as of the established practice between the parties, unless the company and the purchaser are dealing together for the first time. Section 557 CC shall not apply to the interpretation of these terms and conditions; this shall not apply to the interpretation of an offer or acceptance of a contract of sale.

95. Words admitting of different meanings are to be given, in the interpretation of these Terms and Conditions and the purchase agreement, such meaning as they usually have in the commercial practices recognised in the company's line of business.

96. The written form shall be considered to be, in particular, e-mail communication. The purchaser may be notified at the purchaser's e-mail address.

97. The ordinary purpose of cryptocurrency mining equipment and accessories thereto shall be the mining of cryptocurrencies for profit by the pursuit of a separate and continuous gainful activity on one's own account and under one's own responsibility in a trade or similar manner. A cryptocurrency mining device shall be considered to serve its ordinary purpose if it has a hashrate of at least 90 % of the declared hashrate.

98. In the event that a contract has also been concluded between the purchaser and the company for the hosting of the object of purchase, which is a cryptocurrency mining device, in a data centre on the basis of a service contract (hosting contract), the moment of delivery shall be considered to be the moment of connection of such device.

99. The Company's business is the arranging of international business purchase of cryptocurrency mining equipment and the arranging of space for such equipment in datacenters for the purpose of hosting.

100. The invalidity of any provision of these Terms and Conditions or the Agreement shall not invalidate these Terms and Conditions or the Agreement as a whole.

Buyer's Declaration

101. The Buyer declares that it is not insolvent, that it is not over-indebted and that it is not aware of any circumstances for which it should be insolvent. The purchaser represents that it has sufficient funds to pay all of its debts created by this agreement or these terms and conditions and that it will retain such funds in its possession until all such debts have been paid.

102. The purchaser declares that it is not purchasing the object of purchase on the basis of credit or other debt financing.

103. The Purchaser declares that it is purchasing the purchased goods solely for the purpose of making a profit by engaging in a self-employed and continuous gainful activity on its own account and under its own responsibility and that it will do so in a trade or similar manner. The buyer declares that he intends to use the goods for their usual purpose.

104. The Purchaser accepts that the purchase of cryptocurrency mining equipment is a risky investment.

105. The Purchaser declares that it has read these Terms and Conditions and the Contract in detail, that it understands their contents and that it unconditionally agrees to them.

106. The Purchaser declares that these Terms and Conditions and the Contract of Sale are the expression of his true, free and unmistakable will, that he considers these Terms and Conditions and the Contract to have been negotiated in accordance with good morals, and that neither the Contract nor the Terms and Conditions have been concluded under duress or on manifestly unilateral disadvantageous terms.

Declaration by the company

107. The Company does not guarantee the profitability of the mining facilities. All calculations available on the Company's website provide only a rough estimate of actual profitability. Profitability depends on many factors, in particular the overall network hashrate, difficulty or the cryptocurrency exchange rate. If the profitability at the time of handover is lower than at the time of purchase, this is not a defective transaction.

108. The Company does not provide any investment recommendations. Purchaser accepts that the purchase of cryptocurrency mining equipment is a risky investment. Current and past profitability does not guarantee future results.

109. The Company declares that it sells the cryptocurrency mining equipment and accessories to the purchaser solely on the condition that the purchaser will use them for their usual purpose.

110. The Company declares that it is not insolvent, that it is not over-indebted and that it is not aware of any circumstances that would cause it to become insolvent.

111. The Company declares that these Terms and Conditions and the Purchase Agreement are the expression of its true, free and unmistakable will, that it considers these Terms and Conditions and the purchase agreement to have been negotiated in accordance with principles of good morals, and that neither the Agreement nor the Terms and Conditions were entered into under duress or on terms that are manifestly unilaterally disadvantageous.

Effectiveness of the terms and conditions

112. These terms and conditions are effective from 04.03.2025.

Annexes to the terms and conditions:

Sample withdrawal form

I, [your name and surname], residing at [street and no., city, state, postcode], hereby

withdraw from the contract of sale

which was concluded between us on [DD. MM. YYYY], the subject of which was the delivery of [number] units of [specification of goods] for the purchase price of [amount of purchase price as per invoice]. We have concluded this contract in respect of order no. [order number]. The goods were delivered to me on [date of delivery in DD. MM. YYYY format].

I have decided to do this because [specification of defect, in case of withdrawal from the distance contract this field does not need to be filled in].

I am therefore sending the above-mentioned goods back to you with a request for a refund of the purchase price in the amount of [amount of the purchase price according to the invoice] to my bank account No. [bank account number].

At [place of dispatch of this withdrawal] on [date of dispatch of this withdrawal].

[Your surname]

Attachments:

Invoice, proof of delivery.