A. General provisions 

These terms and conditions (hereinafter also referred to as "T&C") govern the rights and obligations of the contracting parties resulting from the purchase agreement concluded between the supplier and the customer, the subject of which is the sale and purchase of goods through the wholesale online store www.edukid.shop (hereinafter referred to as "Edukid"). These OPs do not apply to the delivery of goods to consumers. 

B. Definition of Parties 

1. Supplier: 

kiWision, s.r.o., Budovateľská 1062/25, 821 08 Bratislava, Slovak Republic 

ID: 46616951 

Tax identification number: 2023510137, VAT number: SK2023510137 

Registered in the OR of the District Court Bratislava I, section Ltd., company number 80670/B 

Slovenská Sporiteľňa, a.s. 

BBAN/Bank Code: 5071123094/0900 

IBAN / SWIFT: SK62 0900 0000 0050 7112 3094 / GIBASKBX 

Fio banka, a.s., SR 

BBAN/Bank Code: 2801675517/8330 

IBAN / SWIFT: SK55 8330 0000 0028 0167 5517 / FIOZSKBA 

Fio banka, a.s., CR 

BBAN/Bank Code: 2801675517/2010 

IBAN / SWIFT: CZ44 2010 0000 0028 0167 5517 / FIOBCZPP 

(hereinafter referred to as "Supplier")

2. Customer: 

A legal entity that is registered at www.edukid.shop, where it purchases goods under wholesale conditions for the purpose of resale (hereinafter referred to as the "Customer").  

C. Exclusive Distribution 

1. For the territory of the Slovak Republic, the Supplier is the exclusive distributor of TOLO Bio, Dolce, Tooky Toy, Tookyland, Magni, Natruba, Swim Essentials, Creá Lign, Petit Jour, Magna-Tiles, Yuko B, Clics, Blockaroo, Spaghetteez, Magimals, Clixo, Les Deglingos, Tuban, Science4you, Kinderfeets, Rabbit & Friends. 

2. For the territory of the Czech Republic, the Supplier is the exclusive distributor of TOLO Bio, Dolce, Tooky Toy, Tookyland, Magni, Natruba, Swim Essentials, Creá Lign, Petit Jour, Magna-Tiles, Yuko B, Clics, Blockaroo, Spaghetteez, Magimals, Clixo, Science4you, Kinderfeets. 

3. In the event that the Customer is interested in products that are not in stock at the Supplier at the time, the Supplier will do its best to stock the goods, if necessary also on the basis of a deposit. 

4. The Customer undertakes that any questions regarding the brands from points 1 and 2 of this article will be directed primarily to the Supplier.

D. Ordering goods 

1. The customer purchases through Edukid. All orders placed through Edukid are binding. Placing an order means its creation, approval and sending by the Customer, who by sending the order through Edukid confirms and declares that: 

a) has familiarized himself with the OP, which are an integral part of the purchase contract, and that he agrees with them 

b) has familiarized himself with the conditions of the complaint, which are an integral part of the purchase contract and these OPs, and that he agrees with them 

c) was informed that part of the order is the obligation to pay the purchase price and shipping (delivery costs) 

d) all data provided by him are true and up-to-date. 

2. The condition for the validity of the order is the completion of all forms and the completion of all data marked as mandatory.

3. The sent goods order is a proposal for concluding a purchase contract submitted by the Customer. Acceptance of the proposal for the conclusion of the purchase contract (hereinafter referred to as "order confirmation") will be confirmed by the Supplier by an informative e-mail to the Customer at the e-mail address indicated in the registration form, whereby the purchase contract is considered concluded. The Supplier's silence or inaction does not mean confirmation of the order. The supplier is entitled to reject the order even silently, or without giving a reason, while the Customer is not entitled to conclude a purchase contract. 

4. The customer is obliged to provide the correct registration data, in particular the full postal address to which the goods are to be sent. The Customer is also obliged to keep all registration data valid during the entire period of cooperation with the Supplier and, in the event of any changes, to inform the Supplier immediately. The supplier is not responsible for any damages, or increased costs for the Subscriber that occur as a result of incorrect registration data (including typing errors or out-of-date data).

5. The subject of the concluded purchase contract is the Supplier's obligation to deliver the ordered goods to the Customer by sending them to the place of delivery specified by him, and the Customer's obligation to receive the goods at the place of delivery at the agreed time, to pay the purchase price and shipping (delivery costs) for it properly and on time. 

6. Any change or cancellation of the order after the conclusion of the purchase contract is a proposal to change the content of the purchase contract and is possible only after the mutual agreement of the Customer and the Supplier. The Supplier is not obliged to accept a proposal to change the content of the purchase contract. 

7. Ownership of the goods is transferred to the Customer only after full payment of its purchase price. 

8. The risk of damage to the goods passes to the Customer when the goods are handed over to the carrier for transport.

9. When creating an order, the customer has the option of mass uploading goods to the shopping cart of the ordering system using a "CSV" file. The customer is obliged to properly check that the result of uploading the CSV file to the basket is the correct list of goods, both in terms of scope and content, before confirming and sending the order. The customer bears full responsibility for the list of ordered goods, which he confirms and sends with the order, regardless of the way of filling the basket (whether it is individual addition of products to the basket or uploading using a CSV file). In the event of any incorrect (e.g. duplicate, faulty, etc.) uploading of goods to the basket using a CSV file or incorrect addition of individual products by the Customer, the Supplier is not responsible for these errors and processes the order in accordance with the rules stated in these Terms and Conditions, while the Customer is obliged to properly pay the full purchase price in accordance with these OPs for such an order.

E. User Account 

1. The Customer is obliged to notify the Supplier of any changes to the data in the user account. The Customer is responsible for the correctness of the data in the user account. 

2. Access to the user account is secured by a username and password. The customer is obliged to maintain confidentiality regarding the information needed to access his user account. 

3. The customer is not authorized to allow third parties to use the user account. 

4. The Supplier may cancel the user account, especially if the Customer does not use his user account for more than 6 months, or if the Customer violates his obligations under the purchase contract (including business conditions). 

 F. Prices and Payment Terms 

1. All wholesale purchase prices are set by the Supplier. The prices listed in Edukid are valid at the time of ordering the goods. The supplier has the right to unilaterally change the prices related to the products sold.

2. The customer acknowledges that his first three orders placed through Edukid must be paid in advance, either by bank transfer based on the issued invoice or cash on delivery (this payment method can be entered directly through the order form on Edukid). If the Customer prefers payment by bank transfer, he informs the Supplier in advance of this fact, by e-mail or by telephone. The removal of the goods is carried out only after the payment has been credited to the Supplier's account. In the case of timely and proper payment of the first three orders by the Customer, the Supplier issues the following invoices with a maturity of 7 days. The due date of invoices is calculated from the date of their issue. The supplier issues an invoice immediately upon removal of the goods.

3. The Buyer's obligation to pay the purchase price is fulfilled at the moment of crediting the entire purchase price marked with the relevant variable symbol to the relevant account of the Supplier, or by handing over the purchase price to the courier, or by handing over the purchase price in cash to the Supplier's cash desk for personal collection. If the Customer falls into a delay in paying the purchase price, or part of it, the Supplier has the right to demand interest on the unpaid amount in the amount of 0.2% for each day of the delay, even without the need for special notice. In the event that the Supplier sends the Customer an electronic reminder for an unpaid invoice, the Customer is obliged to pay a handling fee for issuing the reminder in the amount of EUR 5. In case of breach of the due date of even one invoice, the Supplier is entitled to demand payment in advance for all subsequent orders of the Customer, unless the contracting parties agree otherwise in a specific case. 

4. The minimum order value is EUR 80 without VAT. If the value of the order does not reach this amount, the Supplier will charge the Customer an administrative fee of EUR 10.

5. By submitting an order through Edukid, the Customer agrees to electronic invoicing and sending tax documents and other related documents electronically to the e-mail address specified in the registration form. If a paper invoice is required, the Customer will inform the Supplier of this fact. If the invoice is not delivered to the Customer in accordance with this point of the OP within 2 days from the date of dispatch of the goods, the Customer is obliged to notify the Supplier of this fact, on the basis of which a copy of the invoice will be sent to the Customer. If this fact is not notified, the invoice is considered delivered on the 2nd day from the day the goods are dispatched.   

  G. Delivery of goods 

1. The supplier ships the ordered goods, which are in stock, in the shortest possible time. In the event that the ordered goods are not in stock, the Customer is informed of this fact, as well as of the possible deadline for the delivery of the goods.

2. The place of delivery is the address specified by the Customer in the order as "Address for transport", or in the case of the method of delivery through the delivery point of Packeta s.r.o., it is the address of the delivery point specified in the Customer's order. The Supplier's obligation to deliver the goods is fulfilled by handing over the goods to the first carrier for transport for the Customer. 

3. The shipment also includes a delivery note/guide, which is located inside the shipment or is stuck on the outside of the package in the package envelope. The customer undertakes to take over the ordered goods and, when taking over the goods, carry out a proper inspection (i.e. quantity, completeness, obvious damage to the goods). After the inspection, the Customer is obliged to inform the Supplier of the detected defects without delay, but no later than 24 hours after receiving the goods, by filling out and sending an online complaint form via Edukid: https://edukid.shop/index.php?route=account/return/add. and by sending the relevant photo documentation to e-mail edukid@edukid.shop. For later filed complaints regarding quantity, damage to product packaging, etc. will not be taken into account and will be borne by the Customer.

4. The supplier is not responsible for damage to the goods or for late delivery caused by the carrier during transport. If, when receiving the goods from the carrier, damage to the main packaging of the goods is detected (i.e. a violation of the carton in which the goods are transported or the cartons placed on the pallet), or its getting wet, the Customer shall immediately check the condition of all goods, and in the event of damage to the goods taken from the carrier, the Customer is obliged to write a damage report with the carrier along with photo documentation. The Customer must inform the Supplier about this fact. The carrier bears responsibility for damage during transportation. By signing the shipping document, the Customer agrees to take delivery of the shipment and confirms that it arrived without visible damage. In the event that the Customer accepts the goods despite obvious damage to the packaging and at the same time does not write a report on the damage with the carrier and does not make photo documentation about it, the Supplier is not responsible for possible later complaints for this reason, as well as for deficiencies detected during the acceptance of the goods according to the previous point 3. of this article OP.

5. In the event that the Customer does not accept the goods (for reasons on the Customer's side) and the latter returns to the Supplier and asks the Supplier to resend them, additional postage will be charged to the total price of the shipment, depending on the chosen method of transportation and the value of the order. and the shipment will be dispatched to the Customer only after payment in advance by bank transfer. In case of non-acceptance of the shipment, the Supplier is entitled to demand from the Customer compensation for transport costs related to the unsuccessful delivery of the goods due to reasons on the part of the Customer, based on a written request sent to the Customer by e-mail.   

6. Shipping prices are listed on Edukid in the "Shipping and postage" section. 

H. Cancellation of order 

1. The order can be canceled if it is in the confirmed order status and has not yet been processed and shipped. The Customer may notify the Supplier of the cancellation of the order by e-mail or by telephone. The order is canceled only when the Supplier confirms its cancellation (by e-mail or by phone).

2. If the order is processed and ready for shipment, it can be canceled only after agreement with the Supplier. In such a case, the Supplier has the right to compensation for damages that arose as a result of the cancellation of the order. These are mainly, but not exclusively, cases where the Supplier procures goods (which it does not have in stock) based on the Customer's request, or when demonstrable costs have been incurred in connection with the procurement of goods. In case of cancellation of the order, the Customer is also obliged to pay the Supplier a handling fee of EUR 10 excluding VAT, which includes the Supplier's wasted costs for processing and picking up the order, including the costs of packaging material consumed in connection with the canceled order.  

3. The Customer may request the cancellation of an individual item from the order that is not in stock, but without delay (no later than 12 noon) after receiving information from the Supplier according to Article G. point 1. of these OPs.  

4. The supplier reserves the right to cancel the order, or part of it, and withdraw from the contract in particular in the following cases:

a) if the Customer does not take over the ordered goods from the carrier within the agreed term for reasons other than those on the part of the Supplier, 

b) if the Supplier is unable to deliver the goods, especially because the goods have been sold out, are no longer produced or supplied and it is not possible for the Supplier to procure them otherwise, or if the Supplier finds damaged pieces of goods when completing the order 

c) if the price at which the Supplier purchases the goods has changed significantly, 

d) if the incorrect purchase price of the goods was caused by a technical error of the system, 

e) if the goods do not meet the expected quality, 

f) if the Customer violates the provisions of these OPs despite the Supplier's warning. 

In the event that such a situation occurs, the Supplier will immediately contact the Customer in order to agree on the next course of action.

CH. Claims from product defects 

1. Claims for product defects must be made by the Customer to the Supplier without delay by reporting via the online complaint form on Edukid: https://edukid.shop/index.php?route=account/return/add and sending the relevant photo documentation to e-mail edukid@edukid.shop. It is not possible to start the complaint procedure without filling out and sending the mentioned complaint form and attaching photo documentation (if relevant). 

2. The complaint conditions are part of the OP and define the basic rules for complaining about goods. The complaint procedure published on the Supplier's website also forms part of the OP. By checking the box "I have read and agree to the B2B Business Terms and Conditions" before sending the order, the Customer confirms familiarity with and consent to all provisions of the OP, including the terms of the complaint and the complaint procedure. 

3. The customer is obliged to fulfill all inspection obligations upon receipt of the goods defined in Article G. points 3 and 4 of these OPs. 

4. The resolution of the complaint is subject to individual assessment by the Supplier. The Supplier will notify the Customer of the solution based on the available information.

I. Sale of goods to the end customer 

1. The Supplier and the Customer have agreed that the Supplier will establish a recommended selling price for sale to the end customer, for each product, listed as "RRP with VAT" and the Customer will respect the specified RRP. The customer may set a lower than recommended minimum RRP only if it is a sale, but the product must be clearly marked in that case ("sale", "discount" or "promotion") The supplier recommends keeping the products on sale no longer than 7 calendar days in order to avoid the deterioration of the brand in the exclusive distribution of the Supplier. RRP increase is unlimited. 

2. The Customer may sell the purchased goods only on the Supplier's approved retail websites or in the premises of the brick-and-mortar store, which he indicated when registering with Edukid, or temporarily during exhibitions when displayed in a stand under the brand of his e-shop or store. 

3. Selling on third-party sites (eg Ebay, Amazon, Alza, Mall, Glami, Bonami, etc.), on drop-ship accounts (eg Buy.com, Newegg.com, Overstock.com, etc.) or on social networking sites (e.g. Facebook Marketplace, Instagram, Craigslist.com) including sales on social forums (e.g. Modrýkoník) is strictly prohibited. Any exceptions to the above prohibitions are possible only after the prior written consent of the Supplier.

4. The Customer and the Supplier agree that the Customer will not sell the goods purchased on Edukid to other retailers, other B2B accounts, wholesalers or other distributors. The sale of purchased goods is permitted only to end consumers of the Customer. 

5. The Customer may not integrate products that are exclusively distributed by the Supplier (listed in Article C, points 1 and 2 of these OPs) into its own products or products of third parties, or sell them as part of sets with products of the same brand and /or with products of another brand, or with products of another brand of third parties.   

6. The customer is obliged to sell the mentioned products in the original packaging, may not modify them, remove them from the original packaging or combine them in any way, whether with products of the same brand or products of another brand. Removing products from their original packaging and reselling them in a different packaging or under a different name or in conjunction with other products is strictly prohibited. 

7. In case of violation of any provision of this article "I" of the OP, the Supplier is entitled to immediately unilaterally terminate the business relationship with the Customer and cancel his user account on Edukid, even without prior notice. 

8. In the event of any violation of the provisions contained in points 2 to 6 of this Article "I" OP, the Customer is obliged to pay the Supplier a contractual fine of EUR 2,000 excluding VAT.

J. Wholesale purchase of exclusively distributed brands only from the Supplier 

1. Brands in the exclusive distribution of the Supplier (listed in Article C, points 1 and 2 of these GTs) may be purchased by the Customer only from the Supplier listed in these GTs. 

2. The Customer may not purchase products (listed in Article C, points 1 and 2 of these GTs) from other sellers or from distributors of these brands from other countries or wholesale platforms selling these brands without the prior written consent of the Supplier. In case of violation of the provisions of this article of the OP, the Supplier is entitled to demand from the Customer a contractual fine in the amount of EUR 1,000 excluding VAT. 

K. Compliance with the Supplier's instructions regarding trademarks, materials on the Supplier's website and brands distributed by the Supplier

1. Establishing companies, registering domain names or usernames, or pages on social media that contain any of the trademarks listed in Article C, points 1 and 2 of these OPs is strictly prohibited. 

2. The Supplier provides the Customer with product photos of the brands that it distributes exclusively. Subscriber may use these photographs for its own communication and promotional purposes only under the following conditions: 

a) communication and promotion in retail stores, 

b) at exhibitions and fairs, 

c) in print advertisements, 

d) on their websites and  

e) on the social pages of your business brand. 

f) communication and promotion in the online space 

At the same time, the Supplier provides the Customer with access to lifestyle photos, which are intended exclusively for communication on the Customer's social networks under its brand name. The customer undertakes not to use the photos for any other purpose in accordance with this point of the OP. The Customer also undertakes not to use them for communication and promotion of products on sales portals according to Article I of these OPs.

3. The supplier has all rights reserved. Any use of parts or the whole that are the subject of the original work and/or intellectual property of the Supplier or another seller, in particular, but not exclusively, the reproduction and dissemination of texts, images, photos, samples or other content on Edukid, in the Supplier's newsletters and social networks, in any mechanical or electronic way is prohibited without the prior written consent of the Supplier. 

4. In case of violation of the provisions of this article of the OP, the Supplier is entitled to demand from the Customer a contractual fine in the amount of EUR 1,000 excluding VAT. At the same time, in case of violation of the provisions of this OP article, the Supplier is entitled to immediately unilaterally terminate the business relationship with the Customer and cancel his user account on Edukid, even without prior notification. 

L. Notification of Sale 

At the request of the Supplier, the Customer is obliged to submit to the Supplier a sales report for the requested period, from which it will be possible to determine the quantity of the product according to the selected model, SKU, and the quantity and method of concluding a business transaction with the final consumer, as well as the remaining inventory.

M. Personal data 

Personal data provided to the Supplier for the purpose of fulfilling the order are collected, processed and stored in accordance with Act No. 18/2018 Coll. on the protection of personal data and amendments to certain laws as amended. 

N. Final Provisions 

1. These terms and conditions become valid and effective from 26.09.2023 until the time of issuing new OPs. These OPs are valid in the following countries of the Supplier's jurisdiction: 

a) Slovak Republic, 

b) Czech Republic, 

c) or after approval also in another region. 

2. The Supplier reserves the right to amend and supplement these OPs, and shall notify the Customer of their changes by publishing them on the website www.edukid.shop. OP changes take effect on the day they are published on Edukid.  

3. By sending an electronic order, the Customer confirms that he has thoroughly familiarized himself with the OP, understands its content and accepts without reservation all the provisions of the OP in the wording valid on the day the order is sent, as well as the valid amount of the price of the ordered goods (including shipping and transport costs).

4. Legal relations established by the purchase contract will be governed by the provisions of the purchase contract (i.e. the content of the order and order confirmation), the provisions of these OPs, the relevant provisions of the Commercial Code, while the provisions of the purchase contract take precedence over the provisions of these OPs and the dispositive provisions of generally binding legal regulations, and the provisions of these OPs take precedence over the dispositive provisions of generally binding legal regulations.   

5. In the event that any provision of these OPs is or becomes invalid, ineffective and/or unenforceable, this does not affect the validity, effectiveness and/or enforceability of the other provisions of these OPs, unless the very nature of such a provision precludes this in accordance with the relevant legal regulations . The parties undertake, without undue delay, after discovering that any of the provisions of the purchase contract or these OPs is invalid, ineffective and/or unenforceable, to replace the affected provision with a new valid provision, the content of which will fulfill the purpose of the original provision to the greatest extent possible. 

6. The contracting parties agree on the applicable Slovak law for the legal relationship established by the purchase contract, containing an international (foreign) element.

7. These OPs are published on the website of the online store www.edukid.shop. 

8. The Supplier has the right to withdraw from cooperation with the Customer, withdraw from the purchase contract, cancel the user account on Edukid, in addition to the cases already mentioned in these OPs, in the following cases: 

a) if the Customer violates the good name of the brand on the market 

b) if the Customer is in arrears with the due date of the invoice 

c) if the Customer's actions are in conflict with the Commercial Code or Slovak legislation 

Last GT update 5/20/2024.