OUR T&C's

GENERAL TERMS & CONDITIONS

EAST BALANCE s.r.o.
(trading as “SMALL BATCH TOOLS”)

Effective Date: 1 July 2020
Amended and Restated: 1 September 2025
Version: 2.3

1. Seller Identification and Legal Framework

Legal Entity: EAST BALANCE s.r.o. (trading as SMALL BATCH TOOLS)
Registered Address: Vladislavova 250, Pražské Předměstí, 397 01 Písek, Czech Republic
Company ID (IČO): 07642971
VAT ID (DIČ): CZ07642971
Registered with: Regional Court in České Budějovice, Section C, Insert 28198
Website: www.smallbatchtools.com
Contact Email: info@smallbatchtools.com

These General Terms and Conditions (“Terms”) are issued pursuant to §1751 et seq. of Act No. 89/2012 Coll. (Civil Code of the Czech Republic) and govern all business relationships between EAST BALANCE s.r.o. and its customers.

B2B relationships: governed primarily by the Civil Code and applicable commercial provisions. Parties may exclude provisions not mandated by law.

B2C relationships: mandatory consumer protection provisions apply where they cannot be contractually excluded, in particular Act No. 634/1992 Coll. (Consumer Protection Act) and §1810 et seq. of the Civil Code.

These Terms apply to all deliveries of machines, tools, parts, consumables, custom-developed products, services, training programmes, digital content, documentation, transport, travel-related services, and all related works supplied by the Seller under the SMALL BATCH TOOLS brand.

2. Contract Formation

A binding contract is formed only upon the Seller’s written confirmation of the Buyer’s order. Offers and quotations issued by the Seller are non-binding until confirmed. Verbal agreements are not binding.

The Seller issues written offers upon request. Quotations are valid for 30 days unless stated otherwise.
Any general terms of the Buyer are expressly excluded and do not form part of the contract unless accepted in writing by the Seller.
Modifications to a confirmed order are binding only if confirmed in writing by both parties.
The Seller reserves the right to refuse any order at its sole discretion, including on grounds set out in Article 15 of these Terms.

3. Scope of Deliveries and Custom Works

The Seller supplies both standard catalogue products and custom-engineered items, including but not limited to: machines, tooling, accessories, consumables, parts, prototypes, test series, markings, adaptations, software or hardware modifications, and bespoke developments.

Standard Products

Standard products are supplied as described in the Seller’s current catalogue, price list, and offer documentation. Minor technical modifications not affecting function or quality are reserved.

Custom Works

All custom works — including development, part production, trials, testing, adaptations, marking, engraving, software modifications, and bespoke configurations — are subject to the following conditions:

Performed solely upon the Buyer’s written request and written approval of the specification.
Executed entirely at the Buyer’s risk. The Buyer bears full responsibility for the accuracy of technical specifications, suitability, regulatory compliance, and intended use.
Non-cancellable, non-returnable, and non-refundable once production or development has commenced.
Fully chargeable regardless of final usability, commercial outcome, or the Buyer’s satisfaction with the result.

4. Order Cancellation

All orders, whether for standard or custom products, may be cancelled only by written request from the Buyer and are binding only upon the Seller’s written confirmation of the cancellation. Cancellation does not take effect until confirmed by the Seller in writing.

Regardless of whether goods have been dispatched, all costs and expenses incurred by the Seller from the point of order confirmation up to and including the point of cancellation are fully billable to the Buyer. This includes in particular:

materials, components, and consumables ordered or purchased for the order;
machining, manufacturing, assembly, and preparation time, charged at EUR 110 per commenced hour excluding VAT;
third-party services engaged in connection with the order, including tooling, finishing, marking, and subcontracting;
freight, logistics, and carrier costs already booked or incurred;
travel, accommodation, and related expenses already committed or spent;
any administrative or customs documentation costs already incurred.

Any advance payment already received will be offset against the costs invoiced. If costs exceed the advance payment, the outstanding balance is immediately due and payable. No refund of any advance payment will be made unless costs incurred are demonstrably lower than the advance paid.

Once goods have been dispatched, cancellation is no longer possible and the full invoiced amount remains due regardless of whether the Buyer accepts delivery.

Cancellation of a custom work is subject to the additional conditions set out in Article 3.

5. Prices, Payment and Financial Security

All prices are quoted in EUR excluding VAT unless expressly stated otherwise. VAT is applied in accordance with applicable Czech and EU VAT legislation.

The following are not included in quoted prices unless explicitly stated:

VAT, customs duties, import taxes, and tariffs.
Transport, packaging, insurance, and logistics costs.
Travel, accommodation, subsistence, and related expenses.
Costs of third-party services, certifications, or inspections.

Payment terms:

Payment is due within 7 calendar days of invoice date unless agreed otherwise in writing.
Payment is deemed completed only upon full crediting of the Seller’s bank account.
For orders above EUR 5,000 or for custom works, the Seller may require an advance payment of up to 100% prior to commencing production or dispatch.
Claims or complaints do not entitle the Buyer to withhold or delay payment.
Late payment entitles the Seller to statutory default interest under §1970 of the Civil Code (repo rate + 8 percentage points) and to suspend all ongoing deliveries and services without liability.

Service and Labour Rates

All services, technical assistance, consultation, configuration, on-site support, troubleshooting, repairs, commissioning, and any time spent by the Seller’s personnel on behalf of the Buyer are charged at the Seller’s standard hourly rate of EUR 110 per commenced hour, excluding VAT. Commenced hours are billed in full. The minimum charge is one hour per engagement. Time is counted from the moment the Seller’s personnel begins work, including preparation, travel time, remote diagnostics, and post-service reporting.

Additional costs incurred in connection with service delivery — including travel, accommodation, transport of tools or equipment, and third-party services — are charged separately at cost plus a 15% handling fee, unless agreed otherwise in writing.

Third-Party Services

Services provided by third parties — including but not limited to freight, customs brokerage, certification bodies, repair subcontractors, and installation partners — are priced according to the Seller’s standard pricing policy at the time of service and may be subject to change without prior notice. Such services are outside the Seller’s control. The Seller acts as an intermediary only and bears no liability for the performance, delays, or errors of third-party providers.

6. Delivery, Shipping and Incoterms

Unless expressly agreed otherwise in writing, all deliveries are made under DAP – Delivered at Place (Incoterms® 2020). Risk of loss or damage passes to the Buyer upon delivery to the agreed place.

DDP – Delivered Duty Paid may be offered only upon explicit written request and confirmation. EXW – Ex Works is not a standard option and may be accepted only at the Seller’s sole discretion.

Under all Incoterms:

The Buyer bears all import duties, taxes, inspections, and customs clearance costs unless explicitly agreed otherwise.
The Seller may deliver in partial shipments at its discretion.
Delivery dates are estimates only and are not guaranteed. Delays do not entitle the Buyer to cancel the order or claim damages unless caused by the Seller’s gross negligence.

Any customs clearance, export documentation, or administrative coordination performed by the Seller is a chargeable service. All related costs must be paid in full prior to dispatch.

7. Preferential Origin and Customs Documentation: EUR.1, REX, and A.TR

The following conditions apply equally to all preferential origin and customs status certificates issued or requested in connection with the Seller’s deliveries, including EUR.1 movement certificates, REX (Registered Exporter) statements, and A.TR movement certificates.

General Conditions Applicable to All Certificates

The Seller expressly reserves the unconditional right to refuse issuance of or assistance with any preferential origin or customs status documentation — including EUR.1, REX, and A.TR — without obligation to state reasons.

All requests must be submitted in writing at least three (3) months prior to the intended shipment date.
Issuance is subject to regulatory feasibility, availability of valid supplier declarations, administrative capacity, and full legal compliance. Issuance is never guaranteed.
All administrative fees, customs authority charges, and costs related to preparation and processing are borne by the Buyer and charged at cost plus a 15% handling fee.
The Seller bears no liability for delays, refusals, errors, or consequences attributable to Czech customs authorities, foreign customs authorities, or any other third party involved in the process.
The Buyer is solely responsible for verifying the admissibility of any certificate with the relevant customs authority in the destination country and for compliance with all applicable import regulations.

EUR.1 Movement Certificates

EUR.1 certificates confirm the preferential origin of goods under EU free trade or association agreements. They are issued by Czech customs authorities (Celní správa České republiky) at the Seller’s request where the goods satisfy the applicable rules of origin.

REX Statements (Registered Exporter System)

REX statements of origin are issued by the Seller as a registered exporter where applicable under the EU’s Generalised Scheme of Preferences (GSP) or other relevant trade agreements. The Seller’s ability to issue REX statements is contingent on its current REX registration status, which may change without notice.

A.TR Movement Certificates (EU–Turkey Customs Union)

A.TR movement certificates are applicable to goods exported from the European Union to Turkey under the EU–Turkey Customs Union Agreement (Decision 1/95 of the EU–Turkey Association Council). An A.TR certificate confirms the free circulation status of goods in the EU at the time of export — it does not certify preferential origin.

SMALL BATCH TOOLS machinery is manufactured in the Czech Republic, a Member State of the European Union, and qualifies for A.TR free circulation status. A.TR certificates are issued by Czech customs authorities at the Seller’s request. All general conditions stated above apply in full.

8. Retention of Title

Ownership of delivered goods transfers to the Buyer only upon receipt of full payment of all amounts due, including any interest, costs, or ancillary charges. This retention of title is valid pursuant to §2132 et seq. of the Civil Code.

Until full payment, the Buyer may not pledge, resell, modify, encumber, or otherwise dispose of the goods.
If goods are resold prior to payment, the Buyer assigns its corresponding receivable from the sub-buyer to the Seller as security.
If goods subject to retention of title are incorporated into another product, the Seller acquires proportional co-ownership of the resulting product.
The Seller is entitled to reclaim goods at the Buyer’s cost in the event of payment default.

9. Warranty, Defects, and Returns

To the maximum extent permitted by applicable law:

Warranty applies solely to manufacturing defects existing at the time risk transfers to the Buyer, subject to proper use and maintenance.
The warranty period is 12 months from the date of risk transfer for B2B customers. For B2C customers, the statutory warranty period of 24 months applies pursuant to §2165 of the Civil Code.
Warranty claims must be submitted in writing without undue delay after discovery of the defect, within the applicable warranty period.
The Seller’s liability under warranty is limited to repair or replacement at the Seller’s choice. Refund is available only if repair or replacement is not feasible within a reasonable time.
Custom products, services, software, digital content, training, and bespoke development works are supplied without warranty unless expressly agreed otherwise.
Warranty is void if the goods have been modified, improperly maintained, used outside specified parameters, or damaged through misuse, negligence, or unauthorised repair.
Minor defects that do not materially affect the function or use of the goods do not entitle the Buyer to reject delivery.

For B2B customers, the right of withdrawal and return is excluded. For B2C customers, the statutory 14-day right of withdrawal applies to distance contracts pursuant to §1829 et seq. of the Civil Code, with the exception of custom-made goods excluded under §1837(d) of the Civil Code.

10. Training, Services and Digital Content

All services are provided at the Seller’s standard hourly rate (see Article 5) unless a fixed price has been agreed in writing.
Access to digital content (manuals, software, video tutorials, Academy content) is granted upon payment and is non-transferable, non-reproducible, and for internal use only.
Cancellations made more than 14 days before a scheduled training or service are subject to a 25% cancellation fee. Cancellations within 14 days are non-refundable.
Rescheduling is subject to availability and must be confirmed in writing. Rescheduling within 7 days of a session may incur an administrative fee.
The Seller’s Academy content and educational materials are protected by intellectual property rights and may not be reproduced, distributed, or resold without written authorisation.

11. Equipment Use, Safety, and Operator Responsibility

SMALL BATCH TOOLS equipment is designed for use by trained adult operators in professional workshop environments.

The Buyer is solely responsible for ensuring that all operators are adequately trained and familiar with operating procedures before use.
All equipment must be operated in accordance with supplied technical documentation, safety instructions, and applicable health and safety regulations in the country of use.
Modifications — whether mechanical, electrical, or software-related — are strictly prohibited without the Seller’s prior written consent and void any warranty.
The Seller’s equipment is CE-marked and manufactured to applicable EU machinery directives. The Buyer is responsible for verifying compliance with local regulations in the country of use.
The Seller accepts no liability for damage, injury, or loss arising from improper use, inadequate training, failure to follow instructions, or use outside the equipment’s intended application.

12. Intellectual Property

All intellectual property rights in the Seller’s products, designs, documentation, software, Academy content, branding, and communications are and remain the exclusive property of EAST BALANCE s.r.o. The Buyer acquires no intellectual property rights through purchase of goods or services.

Use of the SMALL BATCH TOOLS brand, logo, or product imagery in marketing, social media, or public communications requires prior written consent from the Seller.
Any feedback, improvement suggestions, or technical data provided by the Buyer may be used by the Seller without restriction or compensation.

13. Liability and Force Majeure

Direct damage: the Seller is liable only for damage caused by its own intentional misconduct or gross negligence, up to the value of the relevant order.
Indirect damage excluded: loss of profit, business interruption, loss of data, and consequential or indirect damage are excluded to the maximum extent permitted by law.
Third-party services: the Seller bears no liability for damage caused by third-party providers, including freight, customs, installation, and repair subcontractors.

Force majeure includes, without limitation: natural disasters, pandemics, war, civil unrest, export or import restrictions, permit denials, regulatory changes, energy shortages, and supply chain disruptions. Payment obligations are not suspended by force majeure.

14. Data Protection

The Seller processes personal data in accordance with Regulation (EU) 2016/679 (GDPR) and Act No. 110/2019 Coll. (Czech Personal Data Processing Act). Details are set out in the Seller’s Privacy Policy at www.smallbatchtools.com.

Personal data is processed for contract performance, customer account management, legal compliance, and — where consent has been given — marketing communications. Data is not sold or transferred to third parties except as required for delivery, payment processing, or legal obligations.

15. Business Conduct Standards and Right to Refuse Service

SMALL BATCH TOOLS serves professional clients across the eyewear and creative industries and maintains high standards of professional communication. We expect the same from all customers, partners, and correspondents across all channels, including email, telephone, social media, and trade fairs.

Right to Refuse Service

The Seller expressly reserves the unconditional right to refuse, suspend, or terminate any business relationship — including refusing an order, cancelling a confirmed order, or ceasing all communication — with any person or entity that:

uses abusive, threatening, discriminatory, or otherwise inappropriate language toward the Seller’s team or representatives;
makes threats of any kind, including legal threats made in bad faith or as a means of coercion;
acts dishonestly, misleadingly, or in bad faith in any dealings with the Seller;
does not accept, or persistently disregards, these Terms and Conditions;
fails to meet basic standards of professional ethics and courtesy;
engages in conduct the Seller reasonably considers harmful to its reputation, team wellbeing, or business interests.

The Seller’s decision to refuse service is final and does not require justification. Where an order is refused or terminated on these grounds, the Seller’s sole obligation is to refund any payment received for undelivered goods, net of costs already incurred. No further compensation, damages, or liability of any kind will be accepted.

The Seller does not tolerate harassment of any member of its team. Conduct meeting the above threshold will result in immediate cessation of service without prior warning.

16. Export Control and Sanctions Compliance

The Seller is committed to full compliance with all applicable export control regulations, including EU Regulation 2021/821 (dual-use goods), Czech Act No. 594/2004 Coll., and applicable UN, EU, and national sanctions regimes.

The Buyer warrants that it is not subject to any export restriction, trade embargo, or sanctions designation.
The Buyer warrants that goods will not be used for any prohibited purpose, including weapons of mass destruction, military use (unless explicitly licensed), or re-export to restricted destinations.
The Seller may require end-user certificates or other documentation prior to dispatch.
Non-compliance releases the Seller from all delivery obligations and entitles the Seller to cancel the order and retain any advance payments as liquidated damages.

17. Governing Law and Dispute Resolution

These Terms are governed exclusively by the laws of the Czech Republic, with the exclusion of conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

All disputes shall be resolved by the courts competent for the Seller’s registered address (Písek, Czech Republic), unless mandatory consumer law provides otherwise.

For B2C disputes, Czech consumers may seek resolution through the Czech Trade Inspection Authority (Česká obchodní inspekce, www.coi.cz) as an alternative dispute resolution body.

18. Amendments and Severability

The Seller may amend these Terms at any time by publishing the updated version on www.smallbatchtools.com. For ongoing contracts, amendments take effect on the date of the next order placed after publication.

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and shall be replaced by a valid provision most closely reflecting the original intent.

Version 2.3 – last updated 1 September 2025