General Terms and Conditions for Entrepreneurs and Institutions
General Terms and Conditions for Entrepreneurs and Institutions of
ČESKÁ INFORMAČNÍ AGENTURA, s.r.o.
1. Introductory Provisions
1.1. These General Terms and Conditions (the "GTC") of ČESKÁ INFORMAČNÍ AGENTURA, s.r.o., Reg. No. (IČO): 251 28 337, having its registered office at Praha 1, Klimentská 52, postcode: 110 00, registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Entry No. 52059 (the “Provider”) are published in accordance with Section 1751 of Act No. 89/2012 Sb., the Civil Code (the “Civil Code”), and form an integral part of the Contract entered into by and between (the “Contract”) the Provider and an individual - entrepreneur or a legal entity to whom the Provider provides its services based on the concluded Contract (the “Customer”)..
1.2. Under the Contract, the Provider will provide the Customer and the users designated by the Customer (the “Users”) with access to the application "News Service" (the “Application”) in which the processed digital content is available - information, news service, or another similar summary in the electronic form, the content of which (especially the orientation, content arrangement, territorial coverage, periodicity, availability) is determined by the Customer within the parameters made accessible by the Provider (the “Product”). The Product means, including but not limited to, the Standard Products (Sector Profiles, Czech AM) and the individual tailor-made products (Filters of news items) or other Products according to the Provider´s current offer that are available in the Application. The Product also means the information and/or news service database made and continuously updated by the Provider available by means of the Application intended for use by the Customer in the scope specified by the Customer (including but not limited to the orientation, structure, territorial coverage, and availability). Within the Application, the Customer or the User is entitled to choose the relevant Products from the Provider´s offer in which it is interested. The conditions and the scope of access to the Application are specified in these GTC.
1.3. The offer of the Products is intended neither for consumers nor for persons that would act in the position of a consumer when concluding the Contract. Individuals not pursuing business activities may access the Application made available to the Customer only if it results from their contractual relation (e.g. an employment) to the Customer. By entering into the Contract, the Customer confirms that it does not act as a consumer and acknowledges that the legal regulations for the consumer protection do not apply to the obligation established by the Contract.
1.4. The Customer confirms that prior to entering into the Contract, it had an opportunity to become familiar with the Provider´s Products and the manner of the Application functioning in the sufficient extent.
2. Conclusion of the Contract
2.1. The Contract is concluded on the basis of a Provider´s individual offer delivered directly to the Customer in writing and after this offer is accepted by the Customer. The Customer will accept the offer without undue delay, within five (5) business days, at the latest, unless a longer period is stated in the offer. The offer must contain a reference to these GTC, a number of users, and the price of access to the Application and the Products, or method of its determination. When concluding the Contract, the Parties may communicate by email.
2.2. In case of its consent to the offer the Customer accepts it by a timely delivery of its written order and/or in case the offer contained also an advance invoice, also by a simple payment of the advance invoice, whichever occurs earlier. By accepting the offer, the Customer confirms the consent to the offer as well as to these GTC and so the Contract is concluded (in such case, the Contract consists of the offer, the order and the GTC).
2.3. The Customer´s written order must contain at least a reference to the Provider´s offer and it must be evident that the Customer accepts this offer. In case of email communication, it is sufficient when the Customer sends the order as an answer to the original email containing the Provider´s offer. In case the offer contained variants (duration of the Contract, an option of automatic renewal, etc.) or information to be completed, a choice of these variants or an addition of the foreseen information is not considered to be an amendment to or a modification of the offer. However, the Provider is always entitled to reject the order within three (3) business days at the latest, if an incorrect choice of variants was made or the information was added incorrectly; in such case, the Contract is made void.
2.4. Otherwise, the conclusion of the Contract is governed by the provisions of Section 1731 and the following provisions of the Civil Code, excluding Section 1740(3) of the Civil Code.
2.5. In case the Customer´s order contained any amendments or modifications, even if not substantially changing the offer conditions (or the GTC), it is not the acceptance of the offer and the conclusion of the Contract, unless:
it is the general purchase conditions or a similar document of the Customer which the Customer attached to the order and used it provably in purchasing the goods and services from its suppliers already before the date of the delivery of the Provider´s offer; and
the Provider expressly confirms in writing (also by email) that it accepts such amendments or modifications under the conditions specified hereafter.
2.6. In case the Customer´s order contained amendments or modifications that were permissible in accordance with clause 2.5 (a) and (b), the applicability of such amendments or modifications is as follows:
if the respective issue is not regulated by the GTC, or if it is regulated differently in the GTC, the regulation resulting from the Customer´s order will be applied, i.e. including the amendments and modifications;
however, by way of derogation from the previous letter (a), the GTC will take precedence in the following issues:
(1) the manner of the conclusion of the Contract;
(2) the scope of the licence to the Application and to the Products being provided to the Customer according to the Contract, particularly with regard to the prohibition of unauthorized distribution of the Products or their content;
(3) the extent of the Provider´s liability for damage resulting from breaching the Contract;
(4) duration and termination of the Contract;
(5) setting unit or maximum prices, discounts, the extent of support available free of charge and maximum limitation of the price.
2.7. In case that in compliance with the will of both parties the issues given in clause 2.6 (b) should be modified by the way of derogation from these GTC, remote contracting in the above-mentioned manner is not possible and the Contract with such modifications may be concluded only in writing in the documentary form with signatures of the authorized representatives of both parties to the Contract.
2.8. The GTC are considered to be an integral part of the Contract also in case the Contract was concluded in writing in another manner, if the text of the Contract refers to these GTC or if they are attached to the Contract.
2.9. A similar manner as described above applies also to concluding the amendments to the Contract when the Provider sends a draft of the amendment instead of an offer and the Customer sends a confirmation of accepting such a draft. This is without prejudice to other manners of amending the Contract, if it results from the legal regulations or these GTC.
2.10. The Provider makes reasonable efforts to comply with the Customer´s request for extending the scope of the users authorized to access the Application compared to the scope given in the Contract. The increase of the number of users is effective as at the date of making the amendment to the Contract or also with the retroactive effect, if the amendment sets out so.
3. Subject Matter of the Contract
3.1. By entering into the Contract the Provider undertakes to:
grant to the Customer and the users on the Customer´s part access to the Application together with the right to use this Application in the scope, manner and for the purposes arising from the GTC and the Contract;
grant to the Customer and the users on the Customer´s part the licence subject of which is the right to use the content of the Products available in the Application in the scope, manner and for the purposes arising from the GTC and the Contract;
provide the Customer and its users with technical support in compliance with the GTC and the Contract (the “Services").
3.2. By entering into the Contract the Customer undertakes to:
provide the Provider with the necessary assistance for providing the Services;
observe the conditions of access to the Application and the conditions of using the Products and cause by due instructing the users of the Application that they will comply with these conditions;
pay to the Provider the agreed price for the Services provided unless the subject matter of the Contract is the trial access to the Application.
3.3. If the trial access to the Application is the subject matter of the Contract, with the exception of the obligation to make payment, the Customer´s obligations according to the GTC remain unaffected thereby.
4. Place and Time of Performance
4.1. After entering into the Contract, the Provider will send to the Customer, to the provided electronic or other contact, the access data to the Application for the single users on the Customer´s part, possibly for the Customer´s administrator, and commence providing the Services.
4.2. If appointed, the Administrator is authorized to establish access accounts to other users on the Customer´s part for using the Application, however, for the maximum number set out in the Contract (such a number includes also the Administrator).
4.3. The periodicity of updating the content and making the new outputs of the individual Products accessible as well as their historical re-accessibility is given in the description of each of the Products given in the Application.
4.4. The periodicity of sending the notifications to the users is determined by the Provider; however, it may be modified by the Customer or its users in the Application. Within the guarantee of availability of the Application the Provider is not liable for delivering the email notification to individual users.
4.5. The Contract is concluded for a definite period of time of 12 months, unless another time period of the Service prepayment is stated in the Contract.
4.6. If the parties agree in the Contract on an automatic renewal of the Contract, such a renewal and extension of the effect of the Contract will proceed as follows. If one party to the Contract does not notify the other party to the Contract in writing at least 21 days in advance of its intention not to renew the Contract, the duration of the Contract is renewed automatically, i.e. it is extended by the definite period of the same length as the original duration of the Contract. Such a renewal will take place repeatedly unless the effect of the Contract is terminated in another way or a timely notification of the intention not to renew the Contract is made by any of the parties.
4.7. The Provider will advise the Customer of the on-coming expiration of the Contract duration at least one (1) month in advance; it does not apply to the Contracts concluded for the period of three (3) months or shorter. If the automatic renewal of the Contract was not agreed and the Provider sends to the Customer an advance invoice for the performance for the period after the termination of the agreed effect of the Contract and the Customer will pay such an invoice in time, the effect of the Contract will be extended by the original duration of the Contract. Failing to pay the advance invoice does not extend the Contract and does not mean a delay of the Customer.
4.8. In case of the Contracts the subject matter of which is the trial access to the Application, the Contract is concluded for a definite period of 30 days and the automatic renewal of the Contract does not apply.
5. Price and Method of Payment for the Services
5.1. The Provider is entitled to the remuneration agreed in the Contract for providing the Service (the “Remuneration"). The Provider will add the VAT in the statutory amount to the Remuneration.
5.2. The Remuneration for access to the Application and the use of the Products is specified in the individual offer of the Provider accepted by the Customer, and unless agreed otherwise, it depends on the number of users for whom access to the Application is offered, and on the rate of the remuneration for access of one user to the Application per month as given in the offer. The amount of the Remuneration does not depend on the actual number of users accessing the Application and the Products, if this number does not exceed the maximum number of the authorized users according to the Contract.
5.3. The Remuneration for the Provider´s technical support provided, if provided in excess of the scope being provided according to the Contract free of charge, depends on the number of man-hours consumed in providing technical support and on the rate of the remuneration for one man-hour stated in the offer. The amount of the Remuneration is not affected in case the entire scope of technical support provided free of charge has not been used.
5.4. The Remuneration is paid by the Customer in advance as the prepayment of the Service for the period agreed in the Contract. The technical support provided in excess of the scope being provided free of charge will be charged once a month after the end of each calendar month.
5.5. The Provider will issue the tax document for the payment of the Remuneration for the Services immediately after concluding the Contract or after the commencement of providing the Services, whichever occurs later. In case the Customer has paid the advance invoice, such a payment will be included in the tax document.
5.6. The Provider will issue the next tax document for the payment of the Remuneration for the Services after the beginning of the next prepaid period of the Service, except in cases where the Contract should not be renewed (see clause 4.5).
5.7. The tax document for the Remuneration for technical support possibly provided in excess of the scope being provided free of charge will be issued after the end of the calendar month and sending the worksheet for this calendar month to the Customer for approval provided that the Customer does not raise any reasoned comments to such worksheet within three (3) business days.
5.8. The tax document becomes due and payable in fourteen (14) days. For these purposes the parties to the Contract have agreed that the Provider is entitled, at its own discretion, to send the tax documents also by email. In this respect the Customer expressly agrees with the electronic form of the tax document.
5.9. The Customer is not entitled to set off the Provider´s debts to the Customer against the Customer´s debts to the Provider.
5.10. In case that the cumulated consumer price index to the previous months increases during the year by 5% and more compared to the month when the Contract was concluded the Provider is entitled to adjust the agreed amount of the price for the following prepaid period by this rate of inflation anytime after reaching the above-given level.
5.11. The Provider is obliged to notify the Customer in writing of the new amount of the Remuneration in compliance with previous clause 5.10 of the GTC for the following prepaid period. A new amount of the Remuneration will be valid from the first day of the month following the delivery of the notification to the Customer.
5.12. In case of the Customer´s delay to pay the Remuneration the Provider is entitled to interrupt providing all the Services and is entitled to charge the contractual interest on late payment in the amount of 0.05% per day.
6. Legal and Factual Nature of the Product and the Licence
6.1. The Provider represents and warrants that:
it makes all the efforts that can be reasonably requested from it to keep the content of the Products updated, substantively correct and corresponding to the parameters determined by the Customer;
each Product provides the basic, descriptive and not-annotated information on a certain event or a fact and in principle, it does not express any Provider´s opinion, attitude, evaluation, or conclusion;
it obtains the information from the available external sources where it relies on truthfulness, completeness and availability (not being subject to confidentiality) of the data obtained and it is not obliged to verify such data and does not guarantee its accuracy;
a particular output, or the content, of the Product need not to be complete at the given time, i.e. it need not contain information on all the events complying with the parameters determined by the Customer, for the specified period. It cannot be excluded that because of the non-existence, non-availability, unreliability and/or unpredictability of information complying with the parameters determined by the Customer, it will not be possible to prepare any Product output in the given time due to reasons beyond control;
each Product is protected in compliance with Act No. 121/2000 Sb., regulating the Copyright, the Rights related to the Copyright and amendments to some other laws (the Copyright Act), as amended (the “Copyright Act"); it applies with necessary modifications also to the relevant parts of the Product (e.g. metadata created by data indexing in the Provider´s database);
each Product originated as the original work by creative activity of an employee and/or a contractual partner of the Provider; it does not apply to the works or parts thereof used within the framework of the statutory licence for using in the news service (including but not limited to the borrowed works related to the news service and daily news);
each Product is a result of creative activity consisting in, in whole or in part, in the literary representation of the information, data, events and facts by the Provider obtained independently, and in a wholly unique method of selection and arrangement of the content and the Provider is the exclusive exerciser of the proprietary rights in the Product; in relation to the databases, the Provider is a producer of such a database being solely authorized to exploit and utilize its content;
each Product is a part of the Provider´s trade secret; the Provider is solely authorized to decide whether and to what extent, in what form and under what conditions its trade secret will be disclosed to third parties;
for the purpose of this clause, the Product also means any freely available part of the Product (a sample, an extract, a summary, etc.);
in principle, the Product is created in the Czech language; other language versions are created either by the creative activity of the Provider´s employee and/or a Provider´s contractual partner, or by means of the machine translation using the Google Translate service;
the Provider´s rights to the Product are protected regardless of any language version of the Product.
6.2. By entering into the Contract, the Provider grants the provisional and non-exclusive authorization to exercise the right to use the Application and the Products available in it (the “Licence"), solely for the Customer´s internal needs provided that all the modes of use according to Section 12(4)(b) through (f) of the Copyright Act are excluded. The Licence is granted for the period of the Contract duration without any territorial restriction and for a consideration which is a part of the Remuneration. The quantity scope of the Licence is limited by the number of users accessing the Application; this number is given in the Contract.
6.3. The Customer is authorized to use the Products and the Application solely for its internal need; it also applies to all users who access the Products through the Application (i.e. they may use them solely for the Customer´s purposes). Neither the Customer nor any of the users is authorized to disclose, transfer, forward, or give the Application, the Product or a part thereof to a third party, or facilitate to gain access by a third party to the Application, the Product or a part thereof. The Customer is neither authorized to disclose, transfer, forward, or give to a third party, or facilitate to gain access by a third party to the metadata created, among others, by data indexing in the Provider´s database, nor to use this metadata anyhow for itself, with the exception for the purposes of using the corresponding Product.
6.4. The Customer is not authorized to:
sell, lease, or otherwise provide the Application, Product, licences or sublicenses to them to any third party, or distribute them howsoever (severally or as a part of another system);
use the Application or the Product in a manner other than expressly permitted in these GTC;
modify the Application or the Product or interfere in them anyhow except for the manners permitted by the user interface of the Application;
remove, alter, or destroy the proprietary, brand, or copyright marks, and identification of the sources, or other notices placed or included in the Application or the Product;
alter, compile, analyze, or compile back (decompile or disassembly) the computer programs making the Application or any part thereof, or otherwise attempt to gain the source codes of the Application or a part thereof;
make the same or derived computer programs according to the Application either directly or with the use of third parties;
exploit or utilize the content of the databases available in the Application without a prior written consent of the Provider.
6.5. It is not in violation of the Licence granted, if the Product is used in such a manner which is allowed by the available functionality within the framework of the web interface or the mobile version of the Application provided that this manner is adequate to the permitted purpose of use and it is not the evasion of the Contract, especially limitation of the quantity scope of the Licence by inadequate sharing of the content, evasion of the GTC or the law.
6.6. The Provider´s individual offer to the Customer, i.e. the Customer´s proposal to the Provider to enter into the Contract, may also include other arrangements about the Licence, e.g. limiting the Licence for particular users – an employee or a group of employees of the Customer. In such a case a third party according to these GTC means also an employee different from the designated users of the Customer.
6.7. The Customer is obliged to familiarize all its users, i.e. employees and co-workers who access the Application and/or the Products, with the conditions of the granted Licence in order to avoid a violation of the Licence.
7. Rights and Obligations of the Customer
7.1. As at the date of commencement of providing the Service, the Customer is obliged to have the usual hardware and software available which allows access to the Internet through the latest version of the supported browser.
7.2. The Customer is obliged to access the mobile version of the Application by means of a suitable compatible device according to the information given in the documentation of the mobile version of the Application in the App Store (for the iOS operation systems) or in the Google Play service (for the Android operation systems).
7.3. The Customer takes into account and undertakes to instruct also its users that
in order to access the Application by the user it is necessary to use the authentication data provided by the Provider (login name, password);
the Customer as well as the user are obliged to protect the authentication data against abusing, including but not limited to a theft, copying and a loss;
the Customer as well as the user are obliged to report a loss, a theft or abuse of the authentication data, including a possible loss or theft of the device where the data is stored, to the Provider immediately;
the abuse of the authentication data and/or the Service may cause damage.
7.4. In case the Customer granted to the Provider its consent to sending the commercial communications concerning the products and services of the Provider and/or third parties by the electronic means using the provided Customer´s electronic contact, the Customer may withdraw such consent at any time by a written notification of its consent withdrawal sent to the Provider´s email address firstname.lastname@example.org, or by the procedure according to the instructions given in the footing of the commercial communication delivered. For the avoidance of doubt, the Provider´s electronic communication containing the operational information to the Service made available to the Customer is not deemed to be commercial communication.
7.5. For the purposes of communication with the Provider, for sending suggestions and comments, possibly for correcting the registration data, the Customer is obliged to use the Provider´s contact form accessible from the web interface and the mobile version of the Application of the Provider.
the Customer´s data necessary for its identification and fulfilling the obligation resulting from the Contract such as:
(1) name and surname, address or registered office, company registration No., and taxpayer identification No. of the Customer - an individual pursuing business;
(2) names and surnames of the Customer´s representatives;
(3) email and phone contacts of the Customer or its representatives.
the data of users necessary for the purpose of accessing the Application and fulfilling the obligations arising from the Contract:
(1) name and surname
(2) email address;
(3) access data to the Application.
7.7. For the above-mentioned purposes, the Provider may process the personal data in cooperation with its suppliers, in particular with Unicorn Systems a.s., having its registered office at: Praha 3, V Kapslovně 2/2767, postcode: 130 00, company registration No.: 251 10 853.
The Provider may also process the anonymised data on the movement of users in the Application and their use of the Application for the purpose of improving the Service.
8. Provider´s Liability
8.1. The Provider bears no other liability for the functionality or availability of the Application than expressly stated in the Contract or these GTC.
8.2. The Provider is not liable for the consequences of any business or other decision or act of the Customer based, partly or fully, on using the Products or their content by the Customer. The Customer takes into account that the information provided within the framework of the Product is not verified and is used so as the Provider obtained it from the respective source. The Provider is not liable for accuracy of any translation of the information contained in the Product, whether it is a translation carried out by the Provider´s employees or contractual partners, or a machine translation. The Customer is not entitled to rely on accuracy and completeness of the information being provided within the framework of the Product either in the original or translated version.
8.3. The Customer takes into account the facts that in addition to the proper performance by the Provider, the Customer´s possibility to use the Services also depends on other conditions for fulfilling of which the Provider is not liable; they include but are not limited to:
availability of the Customer´s internet connection (and at the same time availability of standby internet connection) with the sufficient capacity for providing the Services;
proper functioning and compatibility of the device used by the Customer for the Services (software, hardware, etc.);
proper functioning of the internet connection between the Customer and the data centre from which the Services (or parts thereof) are provided;
providing proper assistance by the Customer; and
possibly any other circumstances beyond the Provider´s control and the proper providing of the Services depending on them.
8.4. Based on the above-mentioned, the Customer acknowledges that the Provider is liable only for performing its obligations determined in the Contract or in these GTC.
8.5. The parties to the Contract agreed that the Provider´s liability for any damage or other loss that could arise, be imminent or has arisen to the Customer in connection with (i) failing to provide the Service, or failing to supply the Product, as the case may be, to the Customer, (ii) the content of the Products that was inaccurate, biased, false, unclear, outdated, incomplete or brief, interchangeable, confusing (iii) any breach of the Contract by the Provider, is limited to the amount corresponding to 100% of the amounts paid to the Provider during the previous six (6) months of the Contract effect (or 100% of the amounts paid by the Customer to the Provider during the Contract effect, if the Contract was effective for a shorter period of time), and that the Provider´s aggregate liability for the damage arisen from all possible breaches of the Contract by the Provider is limited to 100% of the amounts paid by the Customer to the Provider during the previous twelve (12) months of the Contract effect (or 100% of the amounts paid during the Contract effect if the Contract was effective for a shorter period of time). The Customer is not entitled to damages in relation to breaching the obligations by the Provider if such a breach is resolved by granting a discount from the Remuneration; and granting such a discount fully covers all the damage and loss caused by such a breach.
8.6. The Provider is liable neither for the selection of the Products of its portfolio carried out by the Customer, nor for their suitability for the Customer´s needs, nor for their capability to meet the purposes intended by the Customer or the Customer´s requirements or expectations.
8.7. The Provider is not liable for lost profit, loss of income, loss of data, or for indirect or accidental damage. The Provider is not liable for any loss which could not be reasonably foreseen.
9. Form and Manner of Providing the Product
9.1. The Provider is obliged to supply to the Customer such a Product that corresponds to the Customer´s proposal (especially orientation, content arrangement and/or territorial coverage, dates of providing, etc.) in compliance with clause 5 of the GTC.
9.2. The Product is available to the Customer in the Application through the Provider´s web interface or through the mobile version of the Application, always depending on the current offer and the nature of the Product. The Application is accessible for the authenticated users through the interface available at the address: https://business.cianews.cz or through the mobile version for the supported mobile devices (iOS, Android).
9.3. If the Provider provides it in the respective Product, the archive of the Products is available to the Customer in the Application; it can be accessed with the aid of the access data to its user account. Unless agreed otherwise, the archive saves the Products provided from the period of at least three (3) past months. The archive of older Products is available to the Customer only, if it is agreed so with the Provider. The archive will cease to be available to the Customer if the Contract is terminated.
9.4. The Provider declares that it makes all the effort that can be reasonably required from it to keep the Application available to the users both at the web interface and through the mobile version at least for 99% of the time in each month (with the exception of the planned shut-downs). The Provider undertakes to notify of the possible planned shut-downs of the Application well in advance. In case of provable outages of the Application or unavailability of its main functions out of the period of the planned outages in the extent exceeding 1% of the total period of a calendar month (without the time of the planned shut-downs), the Customer is entitled to the repeated provision of the Product output which was not available because of the outage; by a substitute manner in case that the outage continues or the output cannot be obtained in the Application any more. This right is an exclusive right arising to the Customer by reason of unavailability of the Application and the associated late supply or failing to supply the Product.
9.5. In case the Customer is delayed with the payment of the Remuneration, the Provider is not obliged to provide the Service. If such a delay continues for more than thirty (30) days, the Provider is entitled to withdraw from the Contract. The withdrawal is without prejudice to the obligation to pay the Remuneration due.
10.1. The Customer is obliged to maintain confidentiality of, not to disclose to any third party and protect against any unauthorized use the Provider´s trade secret as well as all the confidential information communicated by the parties to the Contract with each other in connection with the Contract (the “Confidential Information").
10.2. The Confidential Information means, but is not limited to, the following information:
technical or business data or other information that is not publicly available, including but not limited to, know how, computer programs, processes, proposals, conceptions, specifications, reports, data, metadata, analyses, price information, business, financial and marketing plans, inventions and discoveries;
other information the Provider expressly and manifestly marks as "confidential"; and
personal data of the Customer and the users.
10.3. Disclosure of the Confidential Information in the necessary extent to bodies or persons that have the statutory right to such information, providing the Contract to persons being bound by the duty of confidentiality under the law at least in the extent of this Contract or another use of the Confidential Information by the Customer with a prior Provider´s express written consent is not a breach of the duty of confidentiality.
10.4. Each of the parties to the Contract is obliged to inform the other party to the Contract immediately about arisen or imminent cases according to the previous clause as well as in cases of discovered endangering or violating of the Confidential Information.
11.1. For each case of breaching the duty of confidentiality regulated in clause 10 of the GTC or in case of any breach of the Licence conditions by the Customer, the Provider is entitled to request the payment by the Customer of the contractual penalty in the amount of CZK 50,000 for each single breach. Disclosure of the Application or the Product (or a part thereof) to any third party contrary to the GTC and the granted Licence is also a breach of the Licence conditions.
11.2. The claims of the parties to the Contract according to this clause are cumulative, i.e. they are not mutually exclusive. The claim for damages to the full extent is not affected by the payment of the contractual penalty.
11.3. The contractual penalty is payable within ten (10) days from the written application of the contractual penalty with a proper reasoning at the liable party to the Contract.
12. Termination of the Contract
12.1. In principle, this Contract is concluded for a definite period of time; its duration corresponds to the prepaid period of the Service.
12.2. The Contract may be terminated at any time by a written agreement of the parties to the Contract.
12.3. The Contract may be withdrawn in cases regulated by these GTC or by the Civil Code. The Provider is also entitled to withdraw from the Contract and/or suspend providing the Services, if it is found that in concluding the Contract, the Customer provided the Provider with incorrect or non-functional identification or contact data.
12.4. The withdrawal of one party to the Contract is effective if executed in the written form stating the reason of withdrawal and if delivered to the other party to the Contract.
12.5. In case the Contract is terminated, the Provider is authorized to cancel the Customer´s user account in the web interface of the Application as well as in the mobile version of the Application, and prevent the Customer from accessing the archive.
12.6. The Provider is entitled to cancel all its obligations towards the Customer arising from the Contract, in particular the obligation to provide the Service, at any time during the Contract duration and without giving a reason if the Provider pays to the Customer the compensation in the amount of the monthly Remuneration. The Provider´s obligation arising from the Contract is cancelled with effect from the moment of the compensation payment.
13. Amendments to the GTC and the Subject Matter of Performance
13.1. The Provider reserves the right to make amend the GTC at any time, in particular in the scope of: the Customer´s rights and duties, exclusion or limitation of the Provider´s liability, penalties and issues concerning the Contract termination.
13.2. The Provider will notify the Customer of the respective amendment to the GTC at least seven (7) days prior to their coming into effect by sending the notification to the Provider´s electronic address registered in the Provider´s database.
13.3. The Customer is entitled to reject the amendment to the GTC by a written notification sent to the Provider together with termination of the Contract by giving a 14-day notice of termination, beginning on the day following the date of delivery of the notice of termination to the Provider.
13.4. The Provider reserves the right to develop, alter and modify the Application arbitrarily. Such changes are not considered as amendments to the Contract provided that they will not limit the Customer’s access to the Products.
13.5. The Provider also reserves the right to develop, alter and modify arbitrarily the portfolio of the Products and the descriptions and the contents of the Products. Such changes are not considered as amendments to the Contract provided that:
they are changes not having a significant impact on the Product content; or
they are changes responding to the changes of the input sources or other conditions that could not be influenced by the Provider; or
the Provider has informed the Customer about the Product change in writing to its electronic address in sufficient time of at least one (1) month prior to implementing the change;
if it is a change in the price list for the Customer, the Provider notified the Customer of such a change in writing to its electronic address at least one (1) month prior to the date when the Customer may reject to renew the Contract.
14. Final Provisions
14.1. The stipulations of the Contract take precedence over the stipulations contained in these GTC.
14.2. These GTC are executed in the Czech language version and regardless of a possible existence of any translation, the Czech version will prevail and is decisive.