What businesses come to us with
A new supplier sends you their contract
We check what is missing and propose changes or a framework agreement of your own.
A customer complains about the quality of a delivery
We look at what the contract says, including any contractual penalty, and suggest a way forward that lets you keep doing business together.
You need terms and conditions
We write them for the way you sell and set up how they become part of every order.
Your company has no internal policies
We set out rules for signing, approvals and handling data that people in day-to-day operations will actually use.
A new shareholder is joining the company
We update the articles of association, the shareholdings and the decision-making rules before the first dispute arises.
Your general manager should be able to sign for the company
We draft the prokura, a commercial power of attorney, along with internal rules on what the manager may sign alone, and arrange its entry in the Commercial Register.
How we work together
Free first consultation
At least half an hour in person in Zlín or online. You tell us what is going on and we ask what you want to achieve.
Analysis of the situation and its impact
Before we write the first line, we look at what the decision means for your operations, your finances and your relationships with partners.
Three levels of work
The first level deals with structure and purpose, the second with the design of documents and systems, the third with the drafting itself. That way more than one person thinks about your matter.
We come to you
We visit our clients and walk through their operations, so the documents fit the way the business really works.
Have your own lawyer?
We work alongside your in-house lawyer
Working next to in-house lawyers is a normal part of our practice. Our best collaborations are the ones where the in-house lawyer stayed, because they know the company from the inside and we add an outside view.
- We take over a defined area of work or a single project
- We agree up front who prepares what and who reviews it
- We train your sales staff in contract practice
The firm in numbers
- 20 yearsof practice under our own name
- 180+long-term clients
- 95%of new clients come through referrals
Client logos
Frequently asked questions about corporate law
Short answers to what companies ask us most often. We look at your specific situation at the first consultation.
What should terms and conditions contain, and how do they become part of a contract?
Terms and conditions cover what repeats in every order, typically delivery, payment, complaints, liability for damage and termination. Under Czech law they become part of the contract when the contract or order refers to them and the other party is already aware of them or receives them with the offer. A clause the other party could not reasonably expect only applies if they accept it expressly.
When is a framework agreement worth it?
When you trade with the same supplier or customer repeatedly. A framework agreement sets prices or the way they are calculated, delivery times, liability for defects and penalties once. Individual orders then only cover quantity and date, so the terms do not have to be negotiated again for every job.
How high can a contractual penalty be?
The parties agree the amount in the contract, and between businesses Czech law sets no fixed upper limit. A court can, however, reduce a disproportionately high penalty at the debtor's request (Section 2051 of the Civil Code). Unless the contract says otherwise, you cannot claim damages for the same breach on top of the penalty. That is why we set the penalty according to what the breach would really cost you.
What is prokura and who should hold it?
Prokura is a special commercial power of attorney that a company entered in the Commercial Register can grant. The holder may act for the company in everything connected with running the business and is entered in the register, just like the managing directors. They may sell or encumber real estate only if the prokura expressly allows it (Section 450 of the Civil Code). It suits, for example, a general manager who runs the company but is not one of its managing directors.
When can we withdraw from a contract?
Withdrawal from a contract is possible when the contract or the law allows it (Section 2001 of the Civil Code). The law allows it mainly for a material breach by the other party, and you then have to withdraw without undue delay. If the other party is late and the delay is not a material breach, you first have to give them an additional reasonable period to perform. That is why it pays to agree your own grounds for withdrawal in the contract, such as repeatedly late deliveries. Withdrawal cancels the obligation from the outset, but for repeated deliveries only for the future. Any right to a contractual penalty or damages that has already arisen remains.
What happens at the first consultation and what does it cost?
The first consultation is free and takes at least half an hour, in person in Zlín or online. You describe what you are dealing with and we ask what you want to achieve. At the end you know how we would proceed and what further work would cost.
