General terms and conditions

GENERAL TERMS AND CONDITIONS

of the business company
Trivi a.s.
with its registered office in the Czech Republic, Prague 2 – Vinohrady
Španělská 770/2,Postal Code: 120 00
ID No.: 283 78 440

registered in the Commercial Register of the Municipal Court in Prague, Section B, File 23166
for a Task Order Contract

  1. In compliance with the Section 1751 par. 1 of the Act No. 89/2012 Coll., Civil Code (hereinafter only as the “Civil Code”) these General terms and conditions (hereinafter only as the “General terms”) govern mutual rights and duties between the business company Trivi a.s., with its registered office in the Czech Republic, Prague 2 - Vinohrady, Španělská 770/2, Postal Code: 150 00, ID No.: 283 78 440, registered in the Commercial Register of the Municipal Court in Prague, Section B, File 23166 (hereinafter only as the “Provider”), and third persons (hereinafter only as the “Client”) arising from task order contracts connected with Provider’s business activities (hereinafter only as the “Task Order Contract ”).
  2. In compliance with the Section 1725 of the Civil Code the contract parties agree, that the Provider may unilaterally modify the General terms in the appropriate extent. The Client shall be notified about any modification of the General terms to its electronic address mentioned in Client’s superuser account (Article 4) (hereinafter only as the “Client’s address”). The Client may deny any modification of the General terms and cancel particular Task Order Contract within a notice period, which shall be two (2) months.
  3. If the Client expresses its consent with particular new version of the General terms, then previous General terms shall become invalid and such new version of the General terms becomes the integral part of the Task Order Contract.
  1. Website means Provider’s website, which is located on the internet address www.trivi.cz and www.trivi.com, which includes (but not limited to) user interface of the web application “Trivi”) (hereinafter only as the “Web application”). Database of the Web application may be accessed also through Provider’s special online application (hereinafter only as the “Mobile application”).
  2. Attached pricelist means Provider’s pricelist, which forms the attachment and integral part of the Task Order Contract.
  3. Current pricelist means Provider’s pricelist published within the website, which shall always replace the attached pricelist or any other previous pricelist of the Provider. Such current pricelist may be send to the Client to Client’s address.
  1. Accounting services mean Provider’s services consisting of the administration of Client’s financial accounting or Client’s tax records in the extent of and in compliance with generally applicable laws:
  1. including:
  1. service of the preparation of Client’s financial statements, if the Client has accounting;
  2. service of the preparation of tax returns for corporate income tax as for individual activities according to the Section 7 of the Act No. 586/1992 Coll., on income taxes, as amended (hereinafter only as the “Act on income taxes”), if the Client is a legal person, or the preparation of tax returns for individuals as for individual activities according to the Section 7 of the Act on income taxes, if the Client is a natural person (including the preparation of Client’s reports for social security authorities and health insurance company (hereinafter only as the “Tax returns”);
  3. evidence of tangible assets;
  4. accounting consulting consisting of the providing of accounting consulting to the Client within a maximum of thirty (30) minutes in each calendar month;
  5. creation and preparation of internal accounting operations and documents;
  1. also including, unless stated otherwise in the Task Order Contract:

2.4.2.1 service of the representing of the Client in relation to public authorities in connection with Provider’s activities according to the Task Order Contract, including the postponement of the deadline for the submission of Tax returns, because the Client will be represented in relation to a tax office in order to ensure the postponement of the deadline for the submission of Tax returns according to a power of attorney granted by the Client to the Provider;

  1. service of the administration and downloading of bank statements, which shall be based on a passive on-line access to Client’s bank account, either directly through bank’s interface or through third person’s service (hereinafter only as the “Administration and downloading of statements”);
  2. service of the preparation of tax returns for VAT (hereinafter only as the “VAT Administration");
  3. ensuring of the registration of an identified person in compliance with the Section 6g of the Act No. 235/2004 Coll., on VAT, as amended, and submission of tax returns or identified person’s summary report;
  1. and also including, if it is expressly stated in the Task Order Contract:
  1. service of the accounting of bulk electronic transactions, which shall be based on the automatic accounting of a big number of accounting operations by the Provider thanks to the special data connection between Client’s software and database of the Web application.
  1. Administration of payrolls means service of the administration of payrolls provided by the Provider within the scale defined by generally applicable laws, including the annual accounting of income taxes of Client’s employees for a calendar year. According to conditions defined in the Task Order Contract this service of the administration of payrolls includes also payroll consulting or consulting in the field of personal and payroll agenda within a time frame defined in the Task Order Contract. The administration of payrolls shall not include the processing of business trips of Client’s employees or the provision of legal services.
  2. Additional services mean Provider’s services related to the provision of accounting services or the administration of payrolls, which mean:
  1. preparation of tax returns for a road tax, which consists of the preparation of Client’s tax returns for a road tax (hereinafter only as the “tax returns for a road tax”);
  2. physical archiving of documents, which consists of the archiving of tangible documents for the Client during agreed period;
  3. tax consulting, which consists of the providing of tax consulting within the agreed scale to the Client;
  4. accounting and payroll consulting, which consists of the providing of accounting or payroll consulting above particular time frame defined by the Task Order Contract;
  5. processing of business trips of employees, which consists of the processing of Client’s travel orders;
  6. processing of Client’s logbook, which consists of the processing of Client’s logbook;
  7. ensuring of Client’s voluntary registration for the VAT (hereinafter only as the “VAT”);
  8. provision of express services, which consists of the ensuring of particular services by the Provider for the Client earlier than the Provider is obliged according to the Task Order Contract;
  9. services included in the Article 2.4.2 of the General terms, if they are not included in accounting services according to the Task Order Contract;
  10. other services, which are further specified in the current pricelist.
  1. Additional works mean any Provider’s activities for the Client, which are above the agreed scale of services, especially activities, which may be needed because of circumstances on Client’s side or circumstances on the side of third persons (including public authorities), including:
  1. preparation or submission of correction or additional VAT tax returns;
  2. preparation or submission of correction or additional income tax returns;
  3. participation on inspections performed by a tax office or other public authority at Client’s premises;
  4. corrections and modifications of outputs within the accounting services performed according to Client’s request.
  1. Services mean together accounting services (Article 2.4), administration of payrolls (Article 2.5), additional services (Article 2.6) and additional works (Article 2.7), unless it is obvious otherwise out of context.
  2. Accounted transaction means each document, which must be or should be accounted (including documents about contractual obligations or Client’s other legal acts, which must be or should be accounted) or other accounting transaction, which must be or should be accounted, including transactions recorder on a bank statement.
  3. Manually accounted transaction means an accounting transaction, which must be recorded in the database of the web application by Provider’s workers by non-automatized manner or which is not an automatically accounted transaction (Article 2.11) because of any other reason.
  4. Automatically accounted transaction means an account transaction, which is recorded in the database of the web application automatically based on a data connection with Client’s system or based on information inserted to the web application by the Client.
  5. Working hours mean a time period from 9 A.M. to 7:30 P.M. CET during working days in the Czech Republic.
  1. CONCLUSION OF THE TASK ORDER CONTRACT AND ORDERING OF ADDITIONAL SERVICES
    1. The Task Order Contract shall be concluded with the Provider only in a written form.
    2. Agreement on the provision of additional services may be concluded between the Provider and the Client in a following manner. The Client shall deliver its request about the provision of additional services to the Provider using electronic mail or through web application and based on such request the Provider shall send information about the expected scale of additional services to the Client, including the amount of Provider’s remuneration for the provision of such additional services and including other conditions of the provision of such additional services, while the amount of Provider’s remuneration shall be calculated in compliance with the current pricelist (hereinafter only as the “Draft of an agreement”). Section 1740 par. 3 of the Civil Code shall not be applied. The Provider shall not be obliged to provide the Draft of an agreement especially in the case, when it is not able to ensure the provision of additional services or when the Client previously breached its duties. Particular agreement on the provision of additional services is concluded, when Client’s consent with the Draft of an agreement is delivered.
  2. SUPERUSER ACCOUNT
    1. According to the concluded Task Order Contract the Client may access its superuser interface of the web application and mobile application. From its superuser interface the Client may especially perform the administration of its data, insert and delete documents and perform their administration, including submission of orders to the Provider to account documents and administer user accounts of end users (Article 5.1) (hereinafter only as the “superuser account”).
    2. Client’s superuser account shall be made accessible in connection with the conclusion of the Task Order Contract.
    3. Information included in the superuser account shall be updated by the Client, if there will be any change. Information included in Client’s superuser account is considered to be true by the Provider. Each Client may have only one superuser account.
    4. Access to the superuser account is secured by particular username (e-mail address) and password. The Client shall maintain confidentiality about all information necessary for the access to its superuser account and the Client is acknowledges, that the Provider shall not be liable for Client’s breach of this duty.
    5. The Provider may block the usage of Client’s superuser account and especially in the case, when the Client will breach its duties arising from the Task Order Contract (including these General terms).
  3. OPERATION AND USE OF THE WEB AND MOBILE APPLICATION
    1. The web application and the mobile application may be used also by natural persons as end users, which have a user access created by the Client (hereinafter only as the “end user”). The Client acknowledges that any end user shall provide its consent about the processing of its personal data by the Provider in order to commence its use of the web or mobile application.
    2. Operation of the web or mobile application may not be ensured by the Provider in the case, when their providing is prevented because of difficulties on the side of Client or any other third person. So the operation of the web or mobile application may not be ensured by the Provider especially in the case, when there will be power failures, failures of data networks or other failures caused by third parties or because of the force majeure.
    3. During the operation of the web or mobile application there may be failures, temporary restrictions, interruptions or deteriorations of quality of the operation of the web or mobile application.
    4. Within the web or mobile application the Client shall not use mechanisms, tools, software or procedures, which have or may have a negative impact on the operation of Provider’s devices, internet security or the security of other internet users.
    5. The Client shall not take such actions, which will be focused on blocking or limitation of the operation of Provider’s server, on which the web application is run, or to perform other attacks against such server and the Client shall not even help any third person with such activities. The Client shall not use its superuser account or the web application in a way, which could excessively limit other Provider’s customers as for their use of the web application or which could excessively limit the Provider. The Client shall not burden Provider’s server, on which the web application is run, with automatic requests. The Client shall not perform any programming modifications of the web application.
    6. The Client and a final user shall agree on the licence conditions of the mobile application in order to use the mobile application.
  4. CONTENT OF THE TASK ORDER CONTRACT
    1. According to the Task Order Contract the Provider shall provide the services to the Client, while the Client shall pay the remuneration for services to the Provider according to the Task Order Contract.
    2. According to the Task Order Contract the Provider shall provide the additional works to the Client, while the Client shall pay the remuneration for additional works to the Provider.
  1. According to the Task Order Contract the Provider shall provide the additional services to the Client, which shall be agreed according to the Article 3.2 of the General terms, while the Client shall pay the remuneration for them.
  2. In cases, when there should be performed any legal actions on Client’s behalf or any other activities on Client’s behalf during Provider’s providing of the services, then the Client shall grant the Provider a written power of attorney for the whole duration of the Task Order Contract. The Client acknowledges, that if such power of attorney will be recalled by the Client, then the Provider may not be able to provide the services to the Client.
  3. If it is agreed in the Task Order Contract, then the Provider shall provide the accounting services even for the period before the validity of the Task Order Contract to the Client, i.e. for the period defined in the Task Order Contract.
  1. DELIVERING OF DOCUMENTS AND INFORMATION
    1. During the provision of the services the Providers proceeds according to materials, documents and information provided by the Client, while the Provider fully relies on their correctness and completeness during the provision of the services. So this is why the Client shall be always fully responsible for the correctness and completeness of materials, documents and information handed over to the Provider in order to provide the services. If the Provider receives only copies of materials and documents, then the Client shall be always fully responsible, that such copies correspond with their originals and by the provision of such materials and documents to the Provider, Client’s duties arising from the generally applicable laws shall not be affected (archiving etc.). If the Client will provide information without documents to the Provider for the purpose of the provision of the services, then the contract parties agree, that the Provider will use only such information for the provision of the services. In such case, the Provider is not obliged to require proving of such information using documents or proofs by the Client and the Provider may fully rely on the correctness and completeness of such information provided by the Client.
    2. Materials and documents may be handed over by the Client to the Provider:
      1. in a digital form using the web application or mobile application,
      2. in a digital form using electronic mails sent to Provider’s electronic address mentioned in Client’s superuser account and the Provider shall place such delivered documents to the web application, while the Client shall be fully responsible for possible mistakes or imperfections caused by the communication using an electronic mail (including matters connected with their security);
      3. by the delivery in a printed form on Client’s expenses to Provider’s address – Drtinova 557/8, Prague 5 – Smíchov, Postal Code 150 00, Czech Republic and such documents will be digitalized by the Provider and stored in the web application and sent back to the Client to its address defined in its superuser account. If the parties agreed on the provision of the service of the physical archiving of Client’s documents, then such documents will not be sent back to the Client. If the parties agreed on the administration of payrolls, then documents connected with this service will not be sent back to the Client.
    3. In order enter a document into accounts by the Provider (regardless of the manner, how such document was handed over to the Provider), the Client shall always set (define) in the web application or mobile application, that particular document shall be entered into accounts by the Provider and:
      1. documents, which meet all criteria for their entering into accounts and for which the Client set during working hours, that they shall be entered into accounts, shall be entered into accounts by the Provider within 72 hours since they were set to be entered into accounts by the Client.
      2. documents, which meet all criteria for their entering into accounts and for the Client set outside working hours, that they shall be entered into accounts, shall be entered into accounts by the Provider within 72 hours since the commencement of its working hours.
    4. In case, when the Provider shall submit tax returns on Client’s behalf in compliance with the Task Order Contract, then it shall submit them within the statutory period, unless the Client is in default with the provision of materials, documents and information.
    5. If the service of the VAT administration will be provided to the Client according to the Task Order Contract, then all documents and information necessary for VAT tax returns shall be handed over (set) for the entering into accounts always at least fifteen (15) days before the statutory term for the submission of VAT tax returns by the Client.
    6. Unless agreed otherwise, all documents and information for the submission of any tax returns within the service of income tax returns shall be handed over (set) for the entering into accounts before the end of the month following the end of a tax year by the Client.
    7. Unless agreed otherwise, all documents and information for the submission of any tax returns within the service of road tax returns shall be handed over (set) for the entering into accounts within ten (10) days since the end of a tax period by the Client.
    8. Unless agreed otherwise, all documents and information for the processing of payroll of particular Client’s employee within the service of the payroll administration shall be handed over (set) for the entering into accounts by the Provider within seven (7) working days before the payment term of such employee.
    9. Unless agreed otherwise, all documents and information connected with new Client’s employee (within the service of the payroll administration) shall be handed over by the Client to the Provider within forty eight (48) hours since the commencement of a labour relationship between such employee and the Client. Within the same period the Client shall hand over to the Provider all documents and information connected with any modifications of labour relationships of Client’s employees.
    10. In case, when Client’s duties according to the Articles 7.5 – 7.9 of the General terms will be breached, then Provider’s activities performed in connection with such circumstance shall be considered as additional works, which shall be additionally paid (Article 8.7).
    11. Each Provider’s question connected with the services shall be answered by the Client within two (2) working days since its sending at maximum.
    12. The Client shall inform the Provider about all facts, which affect the provision of the services according to the Task Order Contract, including the performance of Client’s notification duties. During the whole duration of the Task Order Contract the Client shall inform the Provider about all its trades between related parties according to the Section 23 par. 7 of the Act on income taxes.
  2. PROVIDER’S REMUNERATION AND COMPENSATION OF EXPENSES
    1. For the provision of the accounting services the Client shall pay the remuneration to the Provider, which consists of:
      1. monthly lump sum remuneration, which amount shall be defined in the Task Order Contract;
      2. remuneration for each manually accounted transaction within a month in the amount according to the current pricelist and according to the nature of such accounted transaction, unless such remuneration is included in the lump sum according to the Article 8.1.1. of the General terms in compliance with the Task Order Contract;
      3. remuneration for each automatically accounted transaction within a month in the amount according to the current pricelist and according to the nature of such accounted transaction, unless such remuneration is included in the lump sum according to the Article 8.1.1. of the General terms in compliance with the Task Order Contract;
      4. remuneration for each item (thing) in the evidence of Client’s tangible assets exceeding two (2) items at the end of Client’s tax year, which shall be in the amount according to the current pricelist;
      5. remuneration for the processing of a travel order in the amount according to the current pricelist and remuneration for the accounting of a travel order in the amount according to the current pricelist.
    2. If it is agreed in the Task Order Contract, then the Provider shall provide accounting services even for the period before the validity of this Contract (Article 6.5) to the Client and the Client shall pay the remuneration even for such accounting services to the Provider in compliance with the Article 8.1 of the General terms.
    3. If it is agreed in the Task Order Contract, that the Provider shall provide the service of the accounting of bulk electronic transactions to the Client, then the Client shall pay the remuneration for such accounting services for each automatically accounted transaction within a month in the amount according to the current pricelist and nature of such accounted transaction.
    4. For the provision of the service of the payroll administration the Client shall pay the remuneration to the Provider, which consists of:
      1. monthly lump sum remuneration, which is defined in the Task Order Contract and which includes the processing of one (1) wage by the Provider at the end of such calendar month;
      2. remuneration for each second (2nd) and next wage processed by the Provider at the end of such calendar month in the amount defined in the Task Order Contract;
      3. remuneration for the annual billing of the income tax for each Client’s employee in the amount defined in the Task Order Contract;
      4. remuneration for the payroll administration agreed in the Task Order Contract shall be valid only in the case, that the number of Client’s employees, which are subject of the execution by deductions from wages, is not higher than 30% of all Client’s employees at the end of each calendar month and at the same time, that the fluctuation of Client’s employees is not higher than 30% within a calendar year pursuant to the Article 8.19 of the General terms. In case, when conditions according to the previous sentence are not met within a particular calendar year, then Provider’s activities performed in connection with such circumstance shall be considered as additional works, which shall be additionally paid by the Client (Article 8.7).
    5. For the provision of the service of road tax returns the Client shall pay the one-time remuneration in the amount defined in the Task Order Contract to the Provider, i.e. for each vehicle, which is a subject of the road tax according to the Act no. 16/1993 Coll., on road tax, as amended.
    6. For the provision of the additional services the Client shall pay the remuneration in the amount defined by particular agreement of parties to the Provider according to the Article 3.2 of the General terms, which shall be in compliance with the current pricelist (at the time of a draft of such agreement), which shall be usually Provider’s one-time remuneration or hour remuneration. If the Client will be interested in the provision of express services by the Provider, then Provider’s remuneration for the provision of such services shall be increased for the amount agreed by the contract parties. This shall not affect the Article 8.5 of the General terms.
  3. For the provision of the additional works the Client shall pay the remuneration in the amount defined in the current pricelist (at the time of the provision of such additional works) to the Provider, which shall be usually Provider’s one-time remuneration or hour remuneration.
  4. The Client shall compensate the Provider for all direct expenses incurred by the Provider in connection with the provision of the services (especially expenses for court or administration fees, postage).
  5. If the Provider is providing services for the period before the validity of the Task Order Contract to the Client, then the Client shall pay the remuneration in the same amount, as if such services were provided for the period after the validity of the Task Order Contract to the Provider.
  6. Unless it is agreed otherwise in the Task Order Contract, Provider’s monthly remuneration shall be due within fourteen (14) days since the end of a particular month, for which it is paid. Provider’s annual remuneration shall be due within fourteen (14) days since the end of a particular calendar month, in which services paid by the annual remuneration were provided. Unless it is agreed otherwise in the Task Order Contract, Provider’s remuneration defined according to the number of accounted transactions or the number of other Provider’s activities shall be due within fourteen (14) days since the end of a particular month, in which such accounted transactions were performed. Unless it is agreed otherwise in the Task Order Contract, Provider’s one-time remuneration shall be due within fourteen (14) days since the end of a particular calendar month, in which services paid by this type of remuneration were provided. Unless it is agreed otherwise in the Task Order Contract, Provider’s remuneration defined according to particular hour rate shall be due within fourteen (14) days since the end of a particular calendar month, in which services paid by this type of remuneration were provided. Compensation of expenses shall be due together with such services, for which purpose such expense was paid by the Provider.
  7. In the case, when the Task Order Contract about a particular service paid by the lump sum remuneration is valid only for the part of particular period, then the Provider shall be entitled for the proportionate part of such lump sum remuneration. This shall not affect the Article 8.2 of the General terms.
  8. Provider’s remuneration shall be paid by a wire transfer to Provider’s bank account no. 2200179219/2010, in the bank Fio banka, a. s., or using a credit/debit card through the web application.
  9. If it is required by the generally applicable laws, then the VAT or other similar tax shall be added to Provider’s remuneration for the provision of the services.
  10. In the case of payment by a wire transfer to Provider’s bank account the Client shall mention the variable symbol of particular payment of Provider’s remuneration.
  11. The Provider shall issue a tax document – invoice for the Client about payments paid in compliance with the Task Order Contract, which is usually after the payment of Provider’s remuneration. Such tax document – invoice shall be issued and sent electronically to Client’s electronic address or such tax document – invoice may be issued in Client’s superuser account.
  12. If the Client will be in default with any payment of Provider’s remuneration, then the Provider has the right to charge the Client with the interest on arrears in the amount of 0,03% of the outstanding amount for each day of such default.
  13. If the Client will be in default with any payment of Provider’s remuneration or its part, then the Provider has the right to suspend performing of its obligations in relation to the Client, including the provision of the services, until the moment, when all Client’s obligations are paid.
  14. Possibility to use the services may be postponed by the Provider until the moment, when Provider’s remuneration is actually credited to Provider’s account.
  15. For the purpose of the General terms the percentage rate of the fluctuation of Client’s employees in a calendar year shall be calculated as a share of Client’s former employees on the average number of Client’s employees in a calendar year, using the formula CF = (BZ/PPZ)*ioo and:
    1. CF means the total fluctuation of Client’s employees in a calendar year in percent;
    2. BZ means the number of Client’s former employees and such former Client’s employee is an employee, whose labour relationship with the Client was terminated during such calendar year;
    3. PPZ means the average number of Client’s employees in a calendar year, which shall be calculated as a sum of the number of Client’s employees on the first day of a calendar year and the amount of Client’s employees on the last day of such calendar year divided by two (2).
  16. OTHER RIGHTS AND DUTIES OF THE CONTRACT PARTIES
    1. The Client shall ensure compliance with the Task Order Contract (including General terms) of end users. In the case, when the Task Order Contract (including General terms) will be breached by particular end user, then the Client shall be liable as if it was its breach of the Task Order Contract.
  17. The Client acknowledges, that the Provider shall not be liable for any settings performed by the Client in the superuser account and the Provider considers such settings to be true and complete.
  18. In the case, when the Provider provides to the Client the service “administration and downloading of bank statements”, then the Client shall check, if its financial institution provided the passive (looking) access to Client’s account to the Provider.
  19. The services may be provided by the Provider using any third persons.
  20. Rights and duties of the contract parties about Provider’s liability for any defects of the services shall be governed by the generally applicable laws, especially by the Section 1914 and following of the Civil Code. The Provider shall be liable to the Client only for its intentional breach of legal duties. The Client may execute its rights arising from Provider’s liability for any defects of the services at the Provider, especially on the address of its registered office.
  21. The Provider is insured for the case, when where will be any damage caused to the Client as the result of Provider’s provision of the accounting services. The Client acknowledges, that insurance payment from such insurance covers caused damage and possible sanctions of public authorities, but it does not cover possible additionally assessed tax to the Client.
  22. The Client further acknowledges, that the Provider shall not be held liable for the functionality of Client’s data network, functionality of the public data network, functionality of Client’s hardware equipment, status of Client’s software equipment, Client’s data backups and for possible interventions of third persons to Client’s software equipment.
  23. The Provider is not providing legal services and all sample documents, which may be provided to the Client, are provided only as illustrative and the Provider shall not be liable for their content (correctness and completeness).
  24. If there will be any damage caused to the Client in relation to Provider’s liability for defects of the services, unless it is a damage caused intentionally by the Provider or as the result of its gross negligence, then the contract parties agree on the limitation of the compensation of such damage to the Client with respect to conditions of the provision of the services in a way, that the total compensation of damage, including the loss of profits, shall be limited to 2.000.000,- CZK. The contract parties state, that with respect to all circumstances connected with the conclusion of the Task Order Contract, the total expected damage, including the loss of profits, which could be caused to the Client because of any defects of the services, shall be no more than 2.000.000,- CZK.
  25. The Client gives its consent with the use of its anonymized data stored within the web application for analytic purposes and even after the termination of the Task Order Contract.
  26. The time range defined in the Task Order Contract for the use of Provider’s consulting, which will not be used by the Client within a calendar month, cannot be transferred to other months (be used in other months).
  27. PROCESSING OF PERSONAL DATA OF END USERS AND OTHER PERSONS
    1. In connection with the operation of the web application and mobile application the Provider may (because of Client’s incentive) process personal data of natural persons recorded in the database of the web application pursuant to the Act no. 101/2000 Coll., on personal data protection and modification of several acts, as amended (hereinafter only as the “Personal data protection act”). The contract parties are aware, that in compliance with the Personal data protection act the Client acts as the data administrator during the performance of this Contract and the Provider acts as the data processor. Because of those reasons their contractual relationship includes even the contract on personal data processing according to the Section 6 of the Personal data protection act, which is included in this Article (Article 10) of the General terms.
    2. For the purpose of this Contract the personal data mean information relating natural persons, which is subject of the Personal data protection act and which was stored on Provider’s server in connection with the service by the Client or in compliance with its instructions (hereinafter only as the “Personal data of users”).
    3. By the Task Order Contract the Client authorizes the Provider to process Personal data of users. The Client shall process Personal data of users in compliance with the Personal data protection act. The Client shall obtain a consent of all data subjects with the processing of their personal data in the database of the web application, including the consent with the processing of their personal data by a third party, which are ensuredfor the Provider by hosting services. The Provider may also request such consent to be granted directly to the Provider (as the administrator) by particular end users during their login to the web application or mobile application. The Client acknowledges, that when the Provider will discover, that the Client is breaching its duties arising from the Personal data protection act, then it shall immediately notify the Client about it and it shall terminate the processing of personal data (Section 8 of the Personal data protection act).
    4. The Provider shall not have the right to hand over Personal data of users to any third persons without the previous consent of the Client. The Provider shall be however entitled to use third parties for the technical ensuring of the operation of the service (including hosting services).
    5. Personal data of users will be processed during the duration of the Task Order Contract and archiving of documents handed over in compliance with the Task Order Contract and further during the period, which is necessary for the protection of justified interest of the Provider.
    6. The Provider shall implement basic measures to avoid unauthorized or random access to Personal data of users, their modification, loss or destruction, unauthorized transfers, or their other unauthorized processing and also other misuse of Personal data of users.
    7. The Provider shall ensure, that its employees and other persons working with Personal data of users will be informed, that such data shall be kept secret and that such data
  28. SENDING OF NEWSLETTERS AND COOKIES
    1. The Client grants its consent with the sending of information and newsletters connected with Provider’s services or business by the Provider to Client’s address and with the sending of newsletters of third persons to Client’s address. The Client agrees with the sending of information by third parties, which are also using Provider’s services, to Client’s address.
    2. The Client grants its consent with the storage of so called cookies on its computer. Cookies are small files, which are used for the detection of Client’s web explorer (or end user’s) by the Provider during its communication with the service and for the subsequent use of some functions of the service. If Provider’s obligation from the Task Order Contract may be performed without such storing of cookies on Client’s computer, then the Client may withdraw its consent according to the first sentence of this paragraph.
  29. DURATION OF THE TASK ORDER CONTRACT
    1. The Task Order Contract comes into effect, when it is concluded. This shall not affect the Article 6.5 of the General terms.
    2. Unless it is expressly agreed otherwise in the Task Order Contract, the Task Order Contract shall be conclude for an indefinite period of time.
    3. The Client shall have the right to withdraw from the Task Order Contract in a written form within sixty (60) days since its conclusion without giving a reason. When such withdrawal from the Task Order Contract according to the previous sentence is delivered to the Provider, the Task Order Contract is terminated.
    4. The Client shall have the right to terminate the Task Order Contract in relation to repeated performances anytime without giving a reason in a written form with the notice period of 2 months. The Provider shall have the right to terminate the Task Order Contract in relation to repeated performances anytime without giving a reason in a text form with the notice period of 2 months. The Task Order Contract cannot be terminated by a notice of Parties in relation to one-time performances. This shall not affect the Article 12.5 of the General terms.
    5. In the case, when the Client will breach any of its duties arising from the Task Order Contract (including General terms) or generally applicable laws, then the Provider may terminated the Task Order Contract in a text form. Such termination of the Task Order Contract in compliance with this Article shall come into effect, when it is delivered to the Client. Unless it is agreed otherwise or unless it is defined by the Provider otherwise, the Task Order Contact ceases to exist by the effect of such termination.
    6. The Client acknowledges, that if the Task Order Contract will be terminated, then all information inserted by the Client or the Provider for the Client to the database of the web application may be deleted. However, the Provider may store such information for the case of the repeated conclusion of the Task Order Contract with the Client.
    7. In the case, when the service of the administration and downloading of bank statements is provided to the Client according to the Task Order Contract, then the Client shall cancel Provider’s access to Client’s account at particular bank institution within thirty (30) days since the termination of the Task Order Contract.
  30. DELIVERING
    1. Unless it is agreed otherwise, correspondence related to any legal acts connected with the Task Order Contract shall be delivered to the other contract party in a written form or in a text form using the electronic mail. Deliveries for the Client shall be delivered to its address, i.e. address of its electronic mail mentioned in its superuser account.
    2. If it is delivered using the electronic mail, then any message is considered to be delivered at the moment, when it is accepted by the incoming mail server.
  31. FINAL PROVISIONS
    14.1. If any relationship connected with the use of the website or any legal relationship based on the Task Order Contract contains the international (foreign) element, then the contract parties agree, that such relationship shall be governed by the laws of the Czech Republic, especially by the Civil Code. For the purpose of relationships between the Provider and the mandatary:
    1. the use of maintained business usages pursuant to the Section 558 par. 2 of the Civil Code shall be excluded;
    2. the use of the Sections 1748, 1799, 1800, 2435, 2440 and 2443 of the Civil Code shall be excluded.

  1. The contract parties agree on the jurisdiction of courts of the Czech Republic.
  2. If any provision of the General terms is invalid or ineffective, or if it becomes invalid or ineffective, then provisions, of which purpose is the closest to such invalid provision, shall be applied. Invalidity or infectiveness of one provision shall not affect the validity of remaining provision.
  3. The Provider shall be entitled to assign its rights and duties arising from the Task Order Contract to any third person and the Client agrees with this right.

In Prague, Czech Republic, on 1st January 2018

Trivi a.s.

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Trivi s.r.o.
Španělská 770/2
120 00 Prag 2 - Vinohrady
Tschechische Republik

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