Law & Q&A

Art. 3. 

(1) Requiring, agreeing on, or applying an inappropriate condition between the parties to a business relationship is prohibited.

(2) An inappropriate condition is the monetary performance or non-monetary performance of a party to a business relationship for

1. inclusion in the register of suppliers at the buyer or the register of buyers at the supplier, including changes in such register,
2. inclusion of the supplier's food product in the register of food products sold by the buyer, including changes in such register,
3. renewal or expansion of the business network of the party to the business relationship,
4. lower profit or lower margin of the buyer compared to the planned profit or planned margin of the buyer,
5. a service aimed exclusively at promoting the buyer,
6. a visit by a party to a business relationship at a prospective party to a business relationship for the purpose of establishing a business relationship,
7. placement of food in the buyer’s establishment even if it is an establishment located outside the territory of the Slovak Republic,
8. the design related to the external presentation and packaging of the food; this does not apply in the case of monetary performance of the buyer for a special design agreed between the parties to the business relationship based on the buyer’s request,
9. collection and processing of data on parties to the business relationship,
10. market research or computer related data processing service performed by the buyer.

(3) Unless subsection (4) stipulates otherwise, an inappropriate condition is also a monetary performance or non-monetary performance of the supplier to the buyer for

1. a buyer’s service aimed at promoting the supplier or their food product,
2. use of the buyer’s distribution channels,
3. compliance with a condition agreed between the parties to the commercial relationship concerning the purchase of a certain quantity or volume of food products, which is charged separately,
4. the placement of a food product in a specific place on the buyer’s premises.

(4) An inappropriate condition is not a monetary performance or a non-monetary performance of the supplier to the buyer pursuant to subsection (3), if

1. it is agreed in advance,
2. it is concluded in writing,
3. the supplier does not have the possibility to deliver the food products to the buyer if it is an activity pursuant to point (a) and (b) of subsection (3), and
4. its total value does not exceed 6% of the supplier's turnover for food delivered to an individual buyer in the relevant calendar year, this value being the sum of the value not exceeding 3% of the supplier's turnover alone for the service under point (a) and (b) of subsection (3) and a value not exceeding 3% of the supplier's turnover separately for services under points (a), (c) and (d) of subsection (3); excise duty shall not be included in this value in the case of a food product to which excise duty applies.

(5) An inappropriate condition is also

1. the conclusion of a contract under which a food product is supplied, which does not contain

1. identification of the type of food,

2. determination of the quantity of the food or the method of its determination,

3. the purchase price or the method of determining it,

4. the method of reducing or increasing the purchase price, if any,

5. the deadline for payment of the purchase price, or

6. the type and price of the service, if it shall be provided,

2. carrying out inspections of the supplier's premises by the buyer or carrying out analyses and tests of the supplier's food products by the buyer; this does not apply if the buyer carries out, at his own expense, inspections of the supplier's premises or analyses and tests of the supplier's food to a reasonable extent and, when carrying out inspections of the premises, also with the supplier's consent,
3. prioritization of the results of other inspections of food quality and safety, nutritional data, and other mandatory food information over the results of inspections carried out by state administration bodies pursuant to a special regulation without a fundamental change in circumstances,
4. return of food to the buyer, except in cases stipulated by the Commercial Code,
5. exchange of food at the supplier's expense, except in cases stipulated by the Commercial Code,
6. non-payment of the purchase price within the due date, which is a maximum of

1. 30 days from the date of delivery of the food, provided that the invoice for the food is delivered to the buyer within 10 days from the date of delivery of the food, and if the invoice for the food is delivered to the buyer after 10 days from the date of delivery of the food product, the disproportionate condition is non-payment of the purchase price within the due date, which is a maximum of 20 days from the date of delivery of the invoice to the buyer, or

2. 15 days from the date of delivery of a correctly prepared invoice for the delivery of the selected food product; the maturity period according to points 1 and 2 does not apply to financial payments made within the school program under a special regulation or to financial payments made by an entity of public law who is also a provider of health care under Section 340b(5) of the Commercial Code.

7. a period of maturity of the supplier's financial payment to the buyer shorter than the agreed period for payment of the purchase price,
8. additional financial payments or non-monetary performance after collecting the food products,
9. compensation for a sanction imposed by the public authorities on the buyer; this does not apply if the reason for imposing a sanction is a proven breach of the supplier's obligations,
10. compensation for financial payments or non-monetary performance provided by the buyer to the consumer for the exercise of the consumer’s rights under the Civil Code and special regulations in the field of consumer protection; this does not apply if the cause of the exercise of the right is a proven breach of the supplier's obligations,
11. non-fulfilment of a contractual obligation related to the ordering or receiving of food products by the buyer without a legal reason,
12. a unilateral change of the payment condition, purchase price, quality of delivered food or condition of food delivery, in terms of frequency of delivery, method of delivery, place of delivery, time of delivery or volume of delivered food, or a unilateral change of condition of service,
13. financial payment by the supplier to the buyer for deterioration of a food product or for the loss of a food product that occurred on the buyer’s premises or after the acquisition by the buyer of ownership title in the food products, if the deterioration or loss of the food product is not caused by the supplier;

14. advance payment for future contractual penalties,

15. making the supply of a food product by the supplier conditional on the production of the food product under the buyer’s brand,

16. refusal to state the trade name and registered office of the supplier on the packaging of food sold under the buyer’s brand, if the supplier so requests,

17. unauthorised or unjustified set-off of receivables of participants to the business relationship,

18. another moment of acquisition of ownership of the food or another moment of the transfer of the risk of damage to the food than the moment the food is collected by the buyer,

19. several contractual penalties against a party to a business relationship for breach of the same contractual obligation,

20. a contractual penalty, the amount of which is disproportionate regarding the value and significance of the breached contractual obligation the fulfilment of which is secured by the contractual penalty,

21. the sale of food by the buyer to the consumer at a price lower than the purchase price of the food delivered, except

1. the sale of food, the reason for which is the closure of the store, termination or change of the subject of business,

2. the sale of the food after three quarters of the shelf life or the date of minimum durability,

3. sale of the buyer’s stock; the food may not be ordered or collected by the buyer during the sale,

4. sale of food with deformed packaging,

22. financial payments or non-monetary performance that is not related to the subject of the contract,
23. a contractual penalty or any other contractual sanction for non-delivery of goods by the supplier, if the supplier has receivables from the buyer that are past due,
24. a contractual penalty or any other contractual sanction for non-delivery of goods by the supplier, if no agreement is reached on the purchase price between the parties within two months from the date of delivery of a written proposal to the buyer regarding a change of the purchase price,
25. requesting a guaranteed price for a period of more than 60 days,
26. assignment of a claim conditioned by the consent of the debtor,
27. disadvantaging a supplier or a group of suppliers by making them obliged to use a particular type of packaging while another supplier is allowed to use more economically advantageous packaging in the supply of the same or similar goods,
28. any other act or omission of a party to the business relationship towards the other party to the business relationship which deviates from fair business trade,
29. passing on the costs associated with the tax burden or passing on services which are an inappropriate condition into a reduction of the purchase price,
30. unauthorised acquisition, unauthorized use or unauthorized disclosure of trade secret by a party to a business relationship pursuant to Section 51 of the Commercial Code,
31. threatening a party to the business relationship with retaliation measures or taking such measures against a party to the business relationship if the latter exercises its statutory right or a right arising from a contract concluded between the parties to the business relationship,
32. compensation made by the supplier to the buyer for examining a consumer's submission concerning the sale of the supplier's food, even though there has been no breach of the supplier's obligations,
33. a refusal by the buyer to confirm in writing the terms of the food supply contract, if the supplier has so requested in writing.

(6) A delivery of an invoice for the purposes of time limits pursuant to point (f) of subsection (5) is deemed a delivery of an invoice meeting the requirements according to special regulations.

Art. 14. 

(3) Ministerstvo pôdohospodárstva uloží účastníkovi obchodného vzťahu, ktorý sa dopustí správneho deliktu tým, že v obchodnom vzťahu požaduje, dohodne alebo uplatní neprimeranú podmienku uvedenú v

1. § 3 ods. 5 písm. a), p) alebo písm. r), pokutu do 100 000 eur,
2. § 3 ods. 5 písm. b), c), o) alebo písm. y), pokutu do 300 000 eur,
3. § 3 ods. 5 písm. d), e), g), i) až n), q), s) až u), w), x), z), aa), ac) až af) alebo písm. ag), pokutu do 500 000 eur,
4. § 3 ods. 5 písm. f) pokutu vo výške do 10 % kúpnej ceny, ak k zaplateniu kúpnej ceny dôjde do 15 dní odo dňa uplynutia lehoty splatnosti, a vo výške do 20 % kúpnej ceny, ak k zaplateniu kúpnej ceny dôjde neskôr ako 15 dní odo dňa uplynutia lehoty splatnosti.

(4) Ak nemožno vyčísliť hodnotu peňažného plnenia alebo nepeňažného plnenia podľa odseku 2, ministerstvo pôdohospodárstva uloží účastníkovi obchodného vzťahu pokutu do 500 000 eur.