According to the Slovak Commercial Code, a part of the content of the contract may also be determined by reference to the general business terms and conditions drawn up by expert/public interest organizations (such as UNCITRAL) or to other general terms and conditions (“GTC”).

As far as the general business terms and conditions drawn up by expert/public interest organizations are concerned, the mere reference to such terms in the contract will result in their application to the contractual relationship between the parties.

This is, however, not the case of the so-called other GTC, which are terms and conditions typically drawn up by one of the contracting parties. Such GTC must either be known to the parties concluding the contract (in which case they need not to be attached to the contract) or, providing the parties are not acquainted with such terms, they need to be attached to the draft of the contract to be concluded by the parties.

Therefore, companies that have drawn up their own GTC that they wish to apply to business relationships with their (mainly new) customers, should always remember to attach these GTC to the contract (e. g. as an annex to the contract). We wish to emphasize that it is not sufficient even if the other party is only allowed to inspect the GTC before concluding the contract (but the GTC are at the same time not attached to the contract).

Should the GTC be known to both parties (e. g. due to a long-lasting relationship between the parties), the GTC do not need to be attached to the contract and it is sufficient to only refer to them in the contract. However, in the event of a lawsuit regarding the application of the GTC, the party that claims that the GTC were known to the other party (typically the company that has drawn up the GTC) will be the one that has to prove this also in court.