Business Terms and Conditions of WELDIA CZECH s.r.o.

Company Registration No.: 01400711, Tax ID No.: CZ01400711, Registered seat: Jasmínová 1259, Mladá Boleslav, Postcode 293 01
A company entered in the Commercial Register of the Municipal Court in Prague, Section C Insert 206077.

(hereinafter only the “Provider”)

I. Basic provisions

1.1 These General Business Terms and Conditions (hereinafter only “GBTC”) govern relations in the provision of services in the form of the sale of the licenses for the web applications for creation and management of technical documentation and related services of the Provider to Users and their use, and they are binding for any business dealings with the Provider.

1.2 By sending an Order for services using an online Order form, the User confirms that they are aware of these GBTC, agrees to their wording and accepts them in their entirety.

1.3 The currently valid version of GBTC is always published on the official website of the Provider, https://www.weldia.com/, hereinafter only the Product Website.

1.4 To conclude a Contract according to these GBTC, a means of distance communication may be used enabling the Contract to be concluded without the physical presence of the Contracting Parties.

1.5 The creation of an obligation relationship is always conditioned upon the acceptance of a User’s Order by the Provider.

1.6 Definition of basic terms:

Contracting Parties – parties to these GBTC and a Contract, or parties to a contractual relationship with the Provider, as one party, and a User as the other party

Provider is understood to mean WELDIA CZECH s.r.o, Company Registration No.: 01400711, registered seat: Jasmínová 1259, Mladá Boleslav, Postcode 293 01. A company entered in the Commercial Register of the Municipal Court in Prague, Section C, Insert 206077.

User is understood to mean an entrepreneur, either an individual or a legal entity, acting within the scope of its business or other entrepreneurial activities in concluding and performing a Contract, or an individual.

Individual Order – is carried out by the Provider on the basis of a User’s requirements for a tailor-made materially detectable result of intellectual or other activities of the Provider.

Product – lease of the web applications for creation and management of technical documentation in the form of a time-limited license sold through the web interface.

Delivery – service or Product.

License Contract – an agreement to provide a software license made between the Provider and a User on the basis of and in accordance with these GBTC (hereinafter only the “License Contract” or “Contract”). The Contracting Parties agree to the conclusion of the License Contract between the parties pursuant to Sec. 46 (1) of Act No. 121/2000 Coll., the Copyright Act, according to these GBTC.

Contract – a contract with the Provider as the lessor on the one side and a User as the lessee on the other side, the subject-matter of the Contract being the execution of the Delivery within the agreed period, in the case of an Individual Order. With respect to the nature of the Delivery, it can be a lease agreement, a license contract, an innominate contract or a hybrid contract (pursuant to Sec. 1746 (2) of the Civil Code), always concluded under Act No. 89/2012 Coll., the Civil Code, and Act No. 121/2000 Coll., the Copyright Act. If reference is made to a Contract thereafter in these GBTC, the Contract is understood to mean any document that constitutes the Contract or is a part thereof, such as an Order, inseparable annex, price list, GBTC, and so on. The Contracting Parties acknowledge and agree that a Contract is made by a means of distance communication (distance contract) and that it consists of a User’s Order, the Provider’s Acceptance and these GBTC.

Electronic Order Form, or only the “Order Form”, is a means to create an Order by a User through a form available on the website of the Provider.

An Order is made electronically using the Electronic Order Form on the website of the Provider. The sending of an electronic Order is deemed to be a User’s act which indisputably identifies the Order, price, User and the means of payment, i.e. for the User it is a binding offer to make a Contract. An electronic Order is valid on condition that all required details in the Order Form are filled out, that it is possible to familiarise oneself with these GBTC on the Provider’s website, and that the User confirms that it has familiarised itself with these GBTC.

Provider’s Acceptance – electronic confirmation of the User’s Order by the Provider by e-mail with the following details: the Provider’s identification details, the Provider’s declaration of its ability to provide the Delivery to the User, a Contract duration, the date of supply of the Delivery by the Provider to the User, the amount of Provider’s remuneration and its due date, the amount of advance payment and its due date.

Notification – a short communication from the Provider regarding changes with respect to itself, the launch of a new service, product or goods, or the introduction of a new valid price list. The Provider notifies the User of the content of a Notification, usually by an electronic message.

Time-limit or Delivery Date – a date, clearly specified by the day, month and year, by which the Provider is obliged to perform the Delivery of an Individual Order while meeting the conditions stipulated by a Contract and these GBTC. In the case of an Individual Order, the Provider is entitled to determine the date unilaterally depending on the demands of the Delivery and its time and operational capacity. The Delivery Date is stated in the acceptance of an Order. The Provider undertakes to make and supply a Delivery item to a User in accordance with the schedule stated in the acceptance of an Order. In case of delay in handing over documents necessary to make a Delivery on the part of the User, the Provider is entitled to extend the date for handing over the Delivery.

Extra Work – work performed by the Provider on a Delivery beyond the scope of work stipulated in a Contract or expressly assumed by a Contract, required by the User to achieve their objectives or aims. Extra Work is deemed to be any change which the User requires the Provider to make on the already agreed part of the Delivery. Extra Work is also deemed to be any other function required by the User beyond the Delivery specification stated in the acceptance of an Order. After the User specifies their requirement of Extra Work, the contractor prepares its price calculation including the time frame of its execution and the means of payment, which will be sent to the ordering party for approval. The Provider may perform Extra Work only upon the User’s express specific request and under the conditions agreed with the User in a mutually approved annex to the Contract, which can also be arranged by means of distance communication.

Advance Payment – financial fulfilment by the User for the benefit of the Provider before the Provider proceeds to execute a Delivery. The amount of Advance Payment and its due date will be determined unilaterally by the Provider with respect to the demands of the Delivery. The Advance Payment is at least 40% of the Delivery price.

Invoice – tax document – a statement of the amount of the User’s payment for the purchased Delivery having all legal requirements, created and distributed in electronic form (e.g., pdf).

1.7 Definition of technical parameters of Products

1.7.1 A trial license is intended for users to try out all functions of the Product. The content createrd by User with a trial license can contain a watermark with the Provider’s logo or text.

Each User is given access to the web applications on the basis of the license type.

1.7.2 Where a multi-user license is purchased, the Provider reserves the right to check the e-mail addresses of Users of a given company enabled by the company to access the application. Each User may log in only under an e-mail address that can be clearly assigned to the given company. For example, jan@xyz.cz is an e-mail address that may be clearly assigned to XYZ s.r.o.. Every company holding a valid multi-user license is obliged, upon the Provider’s request, to show that it has given access to the application through the given e-mail address only and solely to its employee. A company undertakes to provide access to the purchased multi-user license only to Users who are its employees.

1.7.3 Where a single-user license is purchased, the User undertakes to access the application only for its own use. The User may not provide its access credentials to a third person.

1.7.4 The User undertakes not to distribute documentation or images created in the application without the Provider’s consent publicly or to third persons, with the exception of User's business clients where the exchange of documentation is necessary in its business dealings.

1.7.5 In case of a breach of provisions in Articles 1.7.2, 1.7.3, and 1.7.4 of this Contract, the User is aware of a willful gross breach of license agreements and each such breach will be enforced according to Art. 6.2 of this contract.

1.7.6 The User agrees to the collection of data and information by the Provider if necessary regarding the use of the Product for the purpose of improving the functionality and design of the Product.

II. Conclusion of a Contract

2.1 Procedure to conclude a Contract and a Contract granting a license to exercise the right to use a work

2.1.1 Individual Orders are made by means of an on-line form on the product website or an e-mail. A Contract to grant a license to exercise the right to use a work is concluded once the Provider accepts an Order sent by the User via the on-line form on the product website or an e-mail, according to Art. 2.1.5. Acceptance is understood to mean also the issuance of a pro-forma invoice by the Provider and its sending to the User.

2.1.2 Contractual relationship between the Provider and the User in connection with the Provider’s performance carried out in connection with a Delivery is created:

  • upon the receipt of the User’s electronic or paper Order by the Provider, and
  • an electronic or written (e-mail, WWW interface) acceptance of such an Order of the User by the Provider,
  • upon the issuance of an invoice to the amount corresponding to the type of license chosen by the User or to the amount corresponding to the extension of the given license type by the Provider and its sending (electronically or in writing) to the User,
  • upon the payment of the first invoice by the User to the amount and under the conditions specified in the invoice and in the Provider’s Acceptance.

2.1.3 On the basis of the Contract concluded in this way between the Provider and the User, the Provider undertakes to provide the Delivery and grant a license to the User.

2.1.4 The User is obliged to pay the Provider a price for the Delivery and license in a set manner, stated in the Provider’s Acceptance.

2.1.5 The Order must contain, besides the requisites stated above, requisites as stated in the Electronic Order Form on the website of the Provider.

2.1.6 After receiving the Order, the Provider will send the acceptance of the Order to the User by e-mail or post. The Provider is obliged to send the acceptance of the Order within 4 working days of the day of delivery of the Order. If the basic data (the scope and characteristics of the Order) in the acceptance of the Order issued by the Provider match the content of the User’s Order, the Provider confirms, by sending the acceptance of the Order, its willingness to accept the User’s Order as binding, and if all other conditions stated above are met, i.e. in particular the payment of an Advance Payment by the User to the Provider, the Contract is concluded – a contractual relationship is created.

2.1.7 If any of the requirements stated in the User’s Order cannot be satisfied by the Provider, the Provider will send an offer to the User again, stating possible options of the Order, and will request the User’s opinion. If the User’s Order contains a non-standard Delivery, the Provider may request, before accepting the Order, 7 working days to consider the Order. In case of an individual Order, the Delivery Date, stated on the acceptance of the Order, is confirmed upon the payment of an Advance Payment and a Deposit by the User.

2.1.8 A modified Order sent to the User according to Sec. 2.1.7 of GBTC is deemed to be a new offer to make a Contract and in this case a contractual relationship is created only upon the acceptance of such offer by the User.

2.1.9 The content and the scope of Deliveries to be provided and other provisions, such as in particular the setting of the aims, the duration, the time-limit and the obligations of the User to render assistance and payments, are determined according to these GBTC and each and every Contract, if such Contracts contain provisions different from these GBTC.

2.1.10 In case of an Individual Order, the Provider undertakes to make and hand over a Delivery at its own expense and within the agreed time.

2.1.11 In the case of an Individual Order, the User undertakes to hand over to the Provider all necessary documents and render necessary assistance for the due performance of its obligations under this Contract according to the time schedule.

2.1.12 For the purpose of these GBTC, the Contract and mutual cooperation, the User expressly agrees that if they do not actively respond to any documents, time schedules, notifications, detailed information or requests of the Provider within 3 working days, the Provider will deem all its proposals as having been approved by the User.

2.1.13 Amendments to the Contract are agreed by the User and the Provider in a manner stated in Art. 2.1 and subseq.

2.1.14 The Provider is entitled to request that the User prove his or her identity by a copy of an identity card or another photo ID, and in the case of the User’s representative the Provider is entitled to request that the representative prove their relation to the User by submitting a written power of attorney authorising the User’s representative to act for the User. The Provider is entitled to make and keep a copy of an identity document or a power of attorney according to the previous sentence for the purpose of its record-keeping.

2.2 Individual Order

2.2.1 The issuance of an Order is usually preceded by a price offer from the Provider stated on its product website or made upon the User’s request.

2.2.2 All offers of the Provider remain non-binding unless otherwise expressly stated in the offer. The conclusion of Contracts and other provisions become binding only upon the Provider’s Acceptance. The right to slight, technically contingent deviations from the offer is reserved by the Provider even after the acceptance of a Delivery.

2.2.3 Any individual modifications implemented under the User’s Order exclude subsequent updates specified in Art. 4.2.

2.2.4 The User pledges that without the prior written consent of the Provider, third persons will not be acquainted in any way with the offer in question, if it is made upon the User’s request, since the information is confidential within Sec. 1730 of the Civil Code. The User is responsible for the damage caused and the loss of profits.

2.3 The cancellation of an Order

2.3.1 The cancellation of an Order on the part of a User – the User may cancel their Order within 3 days of the binding acceptance of the Order. The Order must be cancelled and this confirmed by e-mail: info@weldia.com. The User always states the number of the Order and possibly also the reason for its cancellation. If the User decides to cancel the Order after the period of 3 days, it is possible to do so according to the Article “Withdrawal from a Contract”.

2.3.2 The cancellation of an Order on the part of the Provider – the Provider reserves the right to cancel an Order or a part thereof if it is not able to meet the Delivery Date of an Individual Order due to serious reasons or if it no longer provides the Delivery or if the Delivery price has significantly changed. Should this situation occur, the Provider will contact the User by e-mail or phone and, as the case may be, the Provider and the User will discuss further steps. If there is no substitute for the Delivery, the Order will be cancelled.

III. Delivery distribution, price, payment conditions

3.1 The distribution of a Delivery

3.1.1 The User may obtain the Delivery in the way published on the product website. The basic form of distribution is the lease of the Delivery.

3.1.2 The distribution of the Delivery by means of leasing is carried out solely by means of the hosting of the Delivery on the Provider’s servers. In such a case the Provider is obliged to make a reasonable effort to make the Delivery available to the maximum extent.

3.2 Price

3.2.1 The Provider's remuneration with the license price is determined depending on the type of Delivery distribution in accordance with a Contract. Such a price does not include any other services of the Provider. Extra Work is charged for by the Provider upon an individual agreement, usually at an hourly rate agreed with the person interested in such services.

3.2.2 Catalogues and price lists issued by the Provider, as well as oral and telephone information or information provided by means of internet www servers about the prices of a Delivery, are informative, non-binding on the part of the Provider and unenforceable by the User. The Provider reserves the right to change the technical parameters or if need be also the prices of a Delivery without prior notice. The Provider is not responsible for mistakes that occur during the printing of business and technical documents.

3.2.3 To obtain a specific price and the specifications of an individual Order, the User is entitled to request a binding price offer (hereinafter only a "binding price offer"), which is valid for 30 calendar days after the issuance day, unless stated otherwise.

3.2.4 For the price calculation of a Delivery, prices stated in the valid binding price offer of the Provider or prices valid at the time of the acceptance of the Delivery apply. The prices of the Delivery stated in the price offer do not include any related services, unless otherwise expressly stated. A request for related services needs to be expressly stated in the Order.

3.2.5 A special offer of a Delivery is valid only in case of the purchase of the given amount or type of Deliveries, and always only until the given date, and the timely payment of an Advance Payment.

3.2.6 The specific prices of Deliveries and performances and the total payment follow from a given specific Contract or a valid price list of the Provider.

3.3 Payment conditions

3.3.1 The User always makes payments on the basis of an electronic or paper pro-forma invoice or an invoice in the form of a tax document sent by the Provider, with the due date at least 5 days from the issue date. Payment is made by transfer to the Provider's account as stated in the pro- forma invoice. This provision is not valid in the case of on-line payments (e.g. by PayPal, or by payment or credit cards). In such cases the User makes payment through the relevant interface of an on-line payment system to which it is redirected during the Order.

3.3.2 After the acceptance of the User's order by the Provider, the Provider issues the User a pro-forma invoice or a paper invoice in the form of a tax document, which the User is obliged to pay, whereby a Contract in accordance with Art. 2.1.2 of GBTC is made. After the Delivery is launched, the User will always receive, if the pro-forma invoice is paid, a final invoice – a tax document which is at the same time deemed to be a delivery note. The final invoice includes a statement of the account of an Advance Payment.

3.3.3 The User's duty to pay its obligation with respect to the Provider in a due and timely manner is fulfilled on the day on which the agreed payment is credited to the Provider's account stated in the invoice.

3.3.4 If the User requests the modification of regular payment conditions, these need to be discussed with the Provider and the conditions thus discussed stated in an Order. The modification of payment conditions may influence the amount of the agreed price of a Delivery.

3.3.5 If the User for any reason is not able to pay an invoice issued by the Provider by the due date stated therein, they are obliged immediately to contact the Provider and agree with the Provider on the change of payment conditions. If they fail to do so, the Provider is entitled to charge the User a contractual penalty of 0.1% of the outstanding amount excluding VAT for each day of delay after the original due date of the obligation until its complete payment. In the case of a delay in payment, the Provider will send successively four demands for payment to the User. With the third demand, the Provider is entitled to charge the User an additional one-time contractual penalty of EUR 4. With the fourth demand, the Provider is entitled to charge an additional one-time contractual penalty of EUR 200.

3.3.6 If the User fails to meet its obligation to pay the price for the deliverables in due time and in full, the Provider is entitled to suspend the providing of deliverables until the User's obligation has been paid in full, including the agreed interest (penalty) or contractual penalties for delayed payment. The suspension of performance does not affect the User's duty to pay all outstanding obligations, to continue to make payments for the deliverables and to pay the Provider contractual penalties, interest on late payment and damages.

3.3.7 If the User fails to meet its obligation to pay the price for the deliverables in due time and in full, the Provider is entitled to hand over the claim(s) to an external company for the due collection thereof in full, including all claims arising out of the collection of the claim.

IV. Terms of delivery

4.1 The delivery of a Delivery item

4.1.1 The Provider is obliged to enable the User to access the administration interface of the hosted application and to notify the User of this fact. In this case the date of performance is deemed to have been met after the Delivery is put into operation on the internet in accordance with these GBTC and the Contract. On no account does the Provider provide the source codes of the application.

4.1.2 The User is entitled to get information from the Provider about the progress of the Delivery creation.

4.1.3 The User is obliged to check the Delivery immediately following the notification of its having been put into operation. The User is obliged to notify the Provider immediately of any discovered defect and agree on further steps. The User is obliged to claim for defects in the Delivery within two days of the notification of its having been put into operation.

4.2 Delivery update, upgrade, services and technical support

4.2.1 The Provider secures the following services for the User:

  • password-protected access to use the Product,
  • a contact person for handling requests,
  • e-mail technical support regarding the operation of the system.

4.2.2 The Provider will perform free updates of the core of a Delivery (hereinafter only "updates"). Updates relate to the administration of the Delivery and the core of the system.

4.2.3 Updates are performed for the User on the Provider's servers automatically and free of charge. Nevertheless, the Provider may impose a charge for this service after a prior notice.

4.2.4 The Provider decides on the periodicity and scope of updates. The primary aim of updates is to adapt the Delivery to new versions of programming languages in which the Delivery is written. The secondary aim is the easier operation of the Delivery. New functions and modules of the Delivery administration are not automatically a part of updates and their inclusion or non- inclusion in update packages is at the discretion of the Provider.

4.2.5 The Provider is entitled to limit or suspend the operation of a Delivery for a period necessary for performing updates. The Provider is not liable for possible financial losses of the User caused by the suspended operation of the Delivery due to updates.

4.2.6 With respect to other updates, if a registered User pays an update fee to the amount and under the conditions set below, the User is entitled to access on-line updates (adding to and updating the Delivery) and upgrades (extending and adding functions and improving the user interface).

4.2.7 The Provider cannot guarantee problem-free functionality of the connection of the Product to third-party software or services.

4.3 Duration and termination of a Contract

4.3.1 A Contract comes into effect on the day of its conclusion, unless agreed otherwise.

  • A Contract is always concluded for a definite period of time defined by the license duration. The notice period is one month from the first day of an invoice period following the submission of a written or electronic notice.

4.3.2 A Contract terminates:

  • Purchased Product's license expires,
  • upon a written agreement between the parties on the termination of the Contract,
  • upon a written notice sent to either contracting party without a stated reason with a notice period of one month, which starts running on the first day of an invoice period following the delivery of the notice to the other party, unless agreed otherwise by the parties in the Contract.
  • In the case of a notice from the Provider due to the emergence of a circumstance, excluding unlawfulness, which prevents it from fulfilling its obligations under the Contract, the notice period is 15 days,
  • as a result of withdrawal from the Contract for reasons and in a manner according to these GBTC, unless agreed otherwise by the parties in the Contract.

4.3.3 Withdrawal from a Contract is possible solely for reasons stated in the legislation and these GBTC, unless agreed otherwise by the parties in the Contract, on the basis of a written notice delivered to the other party with the stated reason for withdrawal and effective as of the time of delivery of such notice to the other party.

4.3.4 Either Contracting Party is entitled to withdraw from a Contract if the other party has entered into liquidation, if insolvency proceedings have been launched and are ongoing, if an insolvency petition has been dismissed due to the lack of property, or if the execution of a decision has been commenced with respect to the party.

4.3.5 Further, the User is entitled to withdraw from a Contract due to a material breach of the Contract on the part of the Provider, which is deemed to consist in repeated failure to meet the obligations of the Provider under the Contract, and which the Provider does not remedy within 30 (thirty) days of the delivery of a written notice of such failure to perform. The suspension of performance according to Art 3.3.6., however, is not deemed to be such a breach.

4.3.6 The Provider is entitled to withdraw from a Contract also due to a material breach of the Contract on the part of the User, which is deemed to include:

  • delay in the payment of an outstanding claim of the Provider against the User according to the Contract of over 21 (twenty-one) days,
  • repeated delays in the payment of an outstanding claim of the Provider against the User according to the Contract,
  • a provable breach of copyright on the part of the User,
  • the provision of a Delivery purchased by the User from the Provider to a third person without the prior written consent of the Provider,
  • another material breach of the User’s obligations stipulated in the Contract.

4.3.7 Withdrawal from a Contract terminates all rights and obligations of the parties to the Contract, with the exception of:

  • those which are to remain in existence even after the termination of the Contract given their nature and according to the will of the parties, in particular the rights and obligations contained in provisions on damages, contractual penalties, the obligation to maintain confidentiality or provisions on the protection of the Provider’s copyright,
  • the User’s obligation to pay outstanding commitments, e.g. the price of the Delivery or part thereof actually provided.

4.3.8 When the withdrawal from the Contract becomes effective:

  • Orders issued (or parts thereof) for Deliveries not yet provided expire; with respect to Deliveries which have been provided but not paid for at that time, the Contract remains in force and the User is obliged to pay the agreed price to the Provider for such Deliveries; however, the parties may agree otherwise,
  • the Provider has the right to charge for Deliveries which have been actually provided and/or charge for the actual performance of a Delivery, and the User is obliged to pay the agreed price for such Deliveries.

4.3.9 Any notifications regarding the termination of the Contract must be made in accordance with Art. VIII of the GBTC, delivered by registered letter to a relevant contact address of the other party, and they are deemed to have been delivered and become effective upon their delivery by post. A notification which the addressee refuses to take delivery of, which has not been collected within the pick-up period or which has been returned as undeliverable, is also deemed to have been delivered as of the day when the sender learnt of this fact.

4.4 General delivery provisions

4.4.1 Where the failure to meet the Time-limits for Deliveries has not been caused by fault of the Provider, the Time-limit for a Delivery is extended accordingly.

4.4.2 Where the Provider is in delay, the User may set a reasonable, extended Time-limit for performance after agreement with the Provider. After the lapse of the extended Time-limit, the User may seek damages according to the relevant provision of the Civil Code. Other claims are excluded.

V. Obligations of the parties, guarantee

5.1 User obligations – technical requirements

5.1.1 The User is responsible for the content and data published and placed on a virtual server and undertakes to use all services only in accordance with valid legal regulations of the Czech Republic and the European Union, international treaties that the Czech Republic is bound by, and honest practices.

5.1.2 The User is not entitled to use the Product or services to send SPAM which could harass the recipient or morally or mentally harm the recipient.

5.2 Rights and obligations of the Provider

5.2.1 The Provider is entitled to suspend briefly the operation of the server, for a necessary period, in particular due to the maintenance and adjustment of equipment directly influencing the running of services ordered by the User. If possible, the Provider will notify the User of the outage in advance by e-mail or phone.

5.2.2 The Provider has the right to keep an electronic database of its Users, and monitor and keep records of all operations that are performed on its equipment for the purpose of evaluation and improvement of the services provided, pursuant to Act No. 101/2000 Coll., on Personal Data Protection.

5.3 Liability

5.3.1 The Provider is liable for damage caused to the User by the breach of the Provider’s obligations in this contract based on fault. The Provider is not liable for defects or damage caused by defects in a Delivery or by its erroneous output if they were caused by the User, third persons or circumstances excluding liability. The Provider is not liable for defects or damage caused, in particular:

  • by the input of wrong data in the Delivery by the User, a wrong procedure of the User in entering information or files in the Delivery or an incorrect interpretation of data presented by the Delivery,
  • by the infection of the User’s local network or its computers with computer viruses (spyware, malware etc.) or by hacker attacks or any similar attack from the outside,
  • as a result of damage caused by unqualified intervention in the Delivery in the system software and environment,
  • by damage caused by incorrect function of hardware, the operating system or network, as a result of damage caused by incorrect function of programmes of other manufacturers running simultaneously with the delivered software,
  • the Provider is not liable for the suspension of services, defects, damage and the loss of or damage to data caused by force majeure in the case of a malfunction of a device, electric power failure, internet connection failure caused by an internet provider or in the case of an attack on the network by a third person,
  • the Provider is not liable for defects, damage and the loss of or damage to data as a result of incorrect operation by the administrator of the User’s system, or as a result of an attack on the server by a third person due to the failure to maintain security standards customary during the operation of internet hosting services,
  • the Provider is not liable for the infringement of copyright, rights to trade marks, rights to a corporate name and other rights protected by Czech law.

5.3.2 Parties to this obligation relationship stipulate that the amount of foreseeable damage that could potentially occur as a result of the breach of the obligations of the Provider will not exceed 30% of the price of the Delivery with regard to which the harmful event occurred, unless a different amount is stipulated. The Provider is not liable for the loss of or damage to the User’s data, and the potential reconstruction of lost or degraded data is at the expense of the User.

5.3.3 Parties to this obligation relationship are not liable, except as stipulated by the applicable law, for the breach of obligations caused by force majeure, i.e. circumstances arising independently of the will of the parties which could not be avoided even by exercising their best efforts or which are an objectively unavoidable occurrence.

5.3.4 Force majeure – The mentioned facts beyond the parties’ control that exclude liability mean:

  • a state of war,
  • statutory restrictions on import, export, production; strikes, sabotage,
  • natural disasters,
  • other facts which the Provider was not able to reasonably anticipate or control by exercising reasonable efforts and which prevent the fulfilment of the concluded Contract.

5.3.5 The affected party is obliged to notify the other party of the emergence of circumstances excluding liability without undue delay; otherwise, they forfeit the right to claim for the consequences of such circumstances. After the circumstances end, the affected party is obliged to notify the other party immediately of an alternative date of performance. The Provider fulfils its duty according to this paragraph by publishing information about the commencement/termination of such circumstances on its official product website.

5.3.6 Unless expressly stipulated otherwise, the parties will not pay compensation to each other for:

  • the loss of profit in connection with the performance of a Contract; this does not apply if damage occurs as a result of actions based on fraudulent practices, intent or gross negligence of the responsible party;
  • damage that occurs in connection with an Order made orally.

VI. License provisions

6.1 License and its scope

6.1.1 Copyright and other intellectual property rights related to software products, including handbooks, manuals and other documents distributed along with software products, continue to belong to relevant entities as holders thereof and are not affected by this obligation relationship.

6.1.2 Subject to the due payment of the agreed price for granting a license (license fees), the Provider grants a license to the User, i.e. permission to exercise the right to use the Delivery specified in a Contract for the purpose following from the Contract and under the following conditions:

  • the license is arranged as a non-exclusive license,
  • duration of license: the User is granted the license upon the payment of an Advance Payment for the period of one year, and upon the payment of a given price for the extension of the license, the license is extended by 1 year; the parties may agree on a different duration of the license,
  • regional scope of the license: unlimited

6.1.3 The User is not authorised to grant a sub-license. The User is entitled to assign rights to the Delivery, and may also do so to a person that forms with it a group of companies within the provision of Sec. 71 and subseq. of Act No. 90/2012 Coll., on Business Corporations and Cooperatives, only with the express consent of the Provider.

6.1.4 The User is not entitled to reproduce the Delivery for the purpose of its dissemination, disseminate or share it with third persons in any way, rent it or lend it unless the Provider has given its express prior consent. Likewise, the User is not entitled to exceed the license quantity stipulated in the Contract or stipulated by these GBTC.

6.1.5 The User must not modify, back-analyse, recompile, make transfers from the source code of the application, or access the source code; and it must not make the source code of the application accessible to a third person.

6.1.6 Further, the User is obliged to comply with all restrictions on the use of the software stipulated by legislation, the Contract and these GBTC.

6.1.7 The User is not entitled to remove, change, cover or interfere with any copyright or other marks of the relevant entities placed or saved in software products or any parts thereof or on documents disseminated along with software products.

6.1.8 Copyright to the delivered Product, accessories and documentation belongs to the relevant manufacturer. Any logos, registered trademarks, trademarks, other marks and names of products belong to their owners. Where a software license is granted, all copyright belongs to the Provider and the author of the software. No rights to trademarks of the Provider or third persons arise for the User upon the conclusion of a Contract and the granting of a license.

6.1.9 The User shall ensure that third parties will not be informed in any way of the scope and the process of the Contract performance and of the related documents without the prior written consent of the Provider. The User understands that this information constitutes confidential information within Sec. 1730 of the Civil Code.

6.1.10 The Provider is obliged to maintain confidentiality about all material facts obtained during its activities under a Contract, and in particular about facts that constitute trade secrets and confidential information of the User.

6.1.11 Without the express consent of the Provider, it is prohibited to copy, either partially or fully, price lists, brochures, photographs, catalogues, technical data etc. Potential mistakes or inaccurate data stated in these materials do not give rise to any User’s right.

6.1.12 Copyright is governed by the legislation of the Czech Republic.

6.1.13 The User agrees that information about the Provider as the owner of relevant licenses within the Copyright Act and as the owner of the server and software within business -law provisions will be provided in the footer on the web interface.

6.2 The Provider’s claims arising from the breach of license

6.2.1 If the User fails to meet the license conditions stated above, the Provider may withdraw from this Contract and demand financial compensation in the case of the loss of profits. In this case the User must respect the settlement between the User and the Provider, or, as the case may be, a court’s decision.

6.2.2 The software in question, as a copyrighted work, and the databases included therein, enjoy the protection in particular of Act No. 121/2000 Coll., the Copyright Act, and Act No. 40/2009 Coll., the Criminal Code. The User is entitled to use it only to the extent and manner determined by the Provider.

6.2.3 Infringement of the Provider’s copyright by the User gives rise to a claim of the Provider to a contractual penalty of CZK 100,000 (in words: one hundred thousand Czech crowns). The contractual penalty is due on the basis of a demand for payment of the contractual penalty within 15 days of the day the demand is delivered. The Provider’s claim for damages against the User arising from the User's infringement of the Provider’s copyright is not affected by the payment of the contractual penalty.

6.2.4 In addition to the claim to a contractual penalty, the Provider has rights arising from the Copyright Act in the case of the User’s infringement of its copyright, and in particular a right to demand that the User refrain from further infringement of copyright, a right to be given information about the manner and extent of the unlawful use of software, and a right to the removal of the consequences of the copyright infringement, including the provision of adequate satisfaction and the recovery of potential unjust enrichment.

VII. Personal data protection

7.1 When an Order is made, only data necessary for the successful handling of the Order (name and address, contact) are mandatory. The provided data will be used to comply with statutory requirements, obligations stated in the Contract and these GBTC, such as the handling of Orders or complaints, etc. Personal data are also processed through an electronic database in the case of necessary actions closely connected with the performance of the Provider’s obligations and the implementation of the Contract or also through third parties – personal data processors responsible for their actions.

7.2 Data are available only to the Provider; they are provided to third parties only with the exceptions stated in Art. VII of GBTC and also with the exception of a situation related to the distribution or payments, bookkeeping and compliance with other statutory obligations of the Provider. They will not be provided to any other person.

7.3 By providing personal data, the User agrees that the data will be used by the Provider to offer its products.

7.4 By a binding confirmation of an Order, the User:

7.4.1 agrees to the use of its personal data for electronically sending business messages and promotional materials, direct selling, market surveys and direct offers of products on the part of the Provider and third entities with the maximum frequency of 1 time per week, and

7.4.2 declares that it does not consider the sending of information according to Art. 7.4.1 as unsolicited advertising within Act No. 40/1995 Coll., as amended, since the User expressly consents to the sending of information according to Art. 7.4.1. The User may withdraw consent according to this paragraph in writing at any time.

7.4.3 By the binding confirmation of an Order, the User consents to the use of its personal data to the extent stated above.

7.5 The User and the Provider undertake to handle in a confidential manner all materials and information which are expressly designated as confidential or whose confidentiality follows from a law or which are evidently not intended for a third person.

VIII. Delivery, payments by transfer

8.1 Notifications concerning the relations of the Provider and the User, in particular concerning the creation, duration and termination of a Contract, with the exceptions stated in the Contract and these GBTC, must be delivered by registered letter to the relevant contact address of the other party and they are deemed to have been delivered and effective upon their delivery by post. A notification which the addressee has refused to take delivery of, which has not been collected within the pick-up period or which has been returned as undeliverable is also deemed to have been delivered. In this case, notifications and other documents are deemed to have been delivered on the day when the sender receives the duly addressed document, returned by a postal service as undeliverable or rejected by the addressee.

8.2 Standard correspondence between the parties may be carried out by e-mail, where an e-mail is delivered at the moment when an electronic message is sent to the relevant e-mail address of the addressee, provided it happens on working days between 8:00 a.m. – 5:30 p.m., or otherwise at 8:00 a.m. on the next working day, and provided the delivery of the message is confirmed electronically to the sender from the same e-mail address to which the e-mail has been sent by the sender (except for the delivery of Orders).

8.3 Any payments by transfer between the parties will be executed between bank accounts stated in the Contract. An exception to this rule, or the change of a bank account number, needs to be announced to the other contracting party in a manner according to Art. 8.1.

IX. Final provisions

9.1 Unless agreed otherwise in a specific Contract, all business relations between the Provider and the User are governed by these General Business Terms and Conditions of the Provider. The applicable provisions of the Copyright Act and other legal regulations regulating the use of computer programmes and databases and penalties for the unlawful use thereof are unaffected by the Contract and these GBTC.

9.2 The Provider is entitled to change the GBTC. The Provider is obliged without undue delay to publish the new version of the GBTC on its website, or send the new version to the User’s e-mail address. The Provider will acquaint the User with the updated version of the GBTC no later than when sending a Delivery upgrade. By paying an invoice issued after such a modification of the GBTC, the User accepts such modifications (changes, update, etc.) of the GBTC to the full extent.

9.3 Any additional oral agreements are ineffective. Any amendments and annexes to a specific Contract must be made in writing or in accordance with these GBTC and signed by the governing bodies of the Provider and the User.

9.4 If any provision of these GBTC becomes ineffective, other provisions remain effective. The User and the Provider undertake to replace an ineffective provision immediately with a provision that comes as close as possible to the economic purpose intended by the ineffective provision and they will do so by a written amendment.

9.5 The concluded Contracts are kept by the Provider in an electronic form or in a written form and they are not accessible. The Czech language is the language of communication between the Provider and the User, and the language of the Contract.

9.6 These General Business Terms and Conditions, including other legal relations not stipulated therein, and License Contracts (confirmations of Orders) referring to these General Business Terms and Conditions, are governed solely by Czech legislation, specifically by the provisions of Act No. 89/2012 Coll., the Civil Code, and Act No. 121/2000 Coll., the Copyright Act, with respect to all Users, including Users abroad, and the sole jurisdiction of Czech courts applies.

9.7 Each party is obliged to notify the other party immediately of all facts not stated in the Contract that could affect the performance of obligations following from the Contract.

9.8 The User is not entitled to transfer User rights and obligations under the Contract, either partly or fully, without the prior written consent of the Provider. The Provider undertakes not to unreasonably withhold such consent.

9.9 The Provider is entitled to assign all rights and obligations following from this Contract without the prior written consent of the other contracting party if the User is in delay with performing any of its obligations under the Contract and the GBTC.

9.10 These GBTC are valid and effective as of June 1st, 2016.