General Terms and Conditions of PromoTron Solutions a.s.

I. Basic provisions

  1. These General Terms and Conditions (hereinafter "Terms and Conditions") govern the rights and obligations of PromoTron Solutions a.s., RegNum: 07029918, VAT ID: CZ07029918, registered office Prague 10, Ciruvkova 127/10, postal code 104 00, Czech Republic (hereinafter "PromoTron" or "Provider") and the other party to this Contract (hereinafter "Customer").
  2. These Terms and Conditions and the rights and obligations not treated therein are governed by the laws of the Czech Republic, in particular Act 89/2012 Coll., Civil Code (hereinafter "CC").
  3. The Customer is obliged to become familiar with these Terms and Conditions prior to registering for get Discount Voucher or concluding the Contract.
  4. In the event of a conflict between the provisions of these Terms and Conditions and the provisions provided in the Contract, the provisions of the Contract shall prevail.

II. Terms

  1. The Provider is PromoTron Solutions a.s.
  2. The Website is the website www.promotron.com, where visitors have the opportunity to become acquainted with the future Products of the Provider and order the Voucher.
  3. The Voucher is a coupon for a discount of up to 50% off the price of the Product specified in the price list of the Provider published on the Website at the moment the sale of Products commences. The conditions for applying the discount are given in article IV of these Terms and Conditions.
  4. The Product is the application - "Software as a Service" or "SaaS". The contents and features of each Product are listed on the Website.
  5. The License is permission to use the software Product in the manner specified in the Contract. The term of the License also means the sublicense to use the software. The License is provided under the Contract.
  6. The Contract is a contract for the supply of the Product that the Customer has the opportunity to conclude with the Provider the moment the Products go on sale on the Website. The Contract will be concluded in the manner specified on the Website, namely in the form of an order confirmed by the Provider. In the event of purchasing goods, the Contract can also include the same purchase contract.
  7. The Customer is an entrepreneurial company or individual interested in using the Voucher for the future purchase of the Product and possibly interested in obtaining ownership of Goods. In accordance with the provisions of Section 420 et seq. of CC, the business is an entity that carries out independent gainful activity or a trade on their own account and responsibility consistently in order to make a profit. For the purposes of consumer protection, entrepreneurs are also those entities that conclude contracts related to their own commercial, manufacturing or similar activity in the separate performance of their profession or an entity that acts for and on behalf of the entrepreneur.
  8. Under the provisions of Section 419 CC, the Consumer is an individual who is the Customer of the Provider and who does not use the services of the Provider as part of their business activities. The Consumer is any person who enters into a contract with the entrepreneur or deals with them otherwise outside the scope of their business activities or outside the scope of the separate performance of their profession.
  9. For the purposes of these Terms and Conditions, Goods shall be understood as the consumer goods that the Provider is entitled to sell to the Customer and which are offered on the Website.
  10. Services are those services provided by Provider to the Customer as part of using the Product to the extent provided by the Contract. The offer of Services will be provided on the Website, which is continuously updated.
  11. The Launch is the launch of the eshop of the Provider on the Website, where the Customers will have the chance to buy Products and Goods.

III. Communication ahead of the conclusion of the Contract

The Provider specifies that:

  1. The cost of the means of remote communication does not differ from the standard rate (for Internet and dial-up connections under the terms of the operator). The Provider does not charge any additional fees not concerned with packaging, shipping and insurance costs;
  2. The price of the Products and Goods listed on the Website is final in the moment of visiting and may be changed during time. The prices are excluding VAT, perhaps all other taxes and fees, which the Customer must bear for obtaining permission to use the Product, unless the Website expressly states otherwise. All costs will be automatically listed in the order before being dispatched to the Provider;
  3. The contract for the delivery of the Product is concluded with the Provider for a fixed term specified in the Contract;
  4. The contract for the delivery of the Product is a contract for the delivery of digital content, which is not delivered on a tangible medium and is delivered online, with the previous explicit consent of the Consumer, prior to the deadline for withdrawing from the contract. The Consumer may not withdraw from such contract within the time limit stipulated by the provisions of Section 1829 of the Civil Code;
  5. The Consumer is entitled to withdraw from the contract for the delivery of Goods within the time limit stipulated by the provisions of Section 1829, paragraph 1 CC;
  6. All contractual documents and other documents related to the relationship between the Provider and Customer will be stored in the electronic archive of the Provider and the Customer shall not have access to this archive. The Provider shall send the Customer a contract in the form of an order confirmation by email within 1 business day after conclusion of the Contract;
  7. The Provider is not bound to the Customer by any formalized codes of conduct within the meaning of the provisions of Section 1826 paragraph 1(e) of CC;
  8. The Provider shall deal with any non-judicial complaints of Customers-Consumers through the Website in the section Contacts Information about dealing with the complaint of a Customer-Consumer will be sent by the Provider to the email address specified in the order;
  9. The Provider is entitled to sell the Products, Goods and render the Services based on a trade license. The local Trade Licensing Office carries out checks within its authority. The Office for the Protection of Personal Data conducts oversight in the protection of personal data. The Czech Trade Inspection Authority conducts oversight for compliance with the law on consumer protection within the defined scope and deals with non-judicial consumer complaints in the manner and under the conditions stipulated by the appropriate laws;
  10. Disputes from contracts concluded with the Provider that cannot be settled out of court are in the jurisdiction of the high court in accordance with the applicable laws of the Czech Republic. The legal code of the Czech Republic is the applicable law.

IV. Provision of the Voucher

  1. The Voucher is provided to the Customer at the moment the Registration Form is properly completed on the Website by clicking "SUBMIT and get 50% discount".
  2. The Voucher will be sent to the Customer electronically in the form of electronic, email message and will be stored in the system of Provider.
  3. The Voucher is provided free of charge. Voucher is alpha-numerical code unique generated for Customer. Customer recieve one Voucher per Product.
  4. The Customer understands that the prices of the Products listed on the Website represent the minimum prices for one month of using each Product.
  5. The provision of the Voucher does not oblige the Customer to order any Product, nor does it oblige the Provider to deliver any Product or provide any Service to the Customer.
  6. The Provider is obliged to inform every Customer who receives the Voucher in the manner specified under these Terms and Conditions about the Launch of selling the Products and about the current offer of Products. The Provider shall further inform this Customer about the option of purchasing each new version of the Products.
  7. The Customer agrees that the discount provided under the Voucher only applies for the Products specified in article V of these Terms and Conditions.
  8. The Customer understands that their personal data will be processed for the purpose of providing the Voucher and of meeting the obligations of the Provider under these Terms and Conditions to the extent commercial partners

V. Redeeming the Voucher

  1. The Customer is entitled to redeem the Voucher only for the Products TronLogo, TronDesigner and Tronshop. The content of these Products is shown on the Website. A brief summary of these Products is likewise given in article V of these Terms and Conditions. The Voucher may not be redeemed for the other Products of the Provider.
  2. The Customer is entitled to redeem the Voucher when ordering any Products referred to in Article V.1. The Voucher may be redeemed when sending the Order anytime between the Launch of operations and 30 November 2019. The discount can be used for the license granted between the moment the Contract is concluded and 31 December 2019. Voucher contain 30% discount of actual price of any Product listed on Website and the Voucher discount is added together with a 0-20% discount for the length of the subscribed period. Maximum discount is 50% when ordered Product for 12 months.

VI. Products which can be used to redeem the Voucher

  1. TronLogo
    A tool (software) which allows the Customer to use one click to display their logo on all products from the online catalog at once (or the Customer may choose certain product groups) in a position suitable for an imprint, which is specified in advance. The pre-printing data is then generated.
  2. TronDesigner
    A tool (software) which provides color configuration (putting together the individual parts of objects at random from all available colors), which is immediately displayed on a 3D model of the object. The price of the packages will vary according to the number of visits per month.
  3. TronShop
    New eshop filled with products from leading suppliers, which the Customer simply downloads and can start selling from it (there is no need to create their own shop).

VII. Order

  1. The License to use the Product can be ordered using the electronic order form available on the Website. The Customer completes the order form and sends it to the Provider by clicking the respective box.
  2. By submitting the order, the Customer expresses their interest in concluding the Contract. The order is binding.
  3. Prior to sending the electronic order, the Customer is obliged to express their agreement with the Terms and Conditions by checking the box. These Terms and Conditions are available on the Website and the Customer is obliged to become familiar with them prior to sending the order.
  4. By expressing their agreement with the Terms and Conditions, the Customer confirms that they are familiar with these Terms and Conditions and they agree with the version of them published on the Website at the date of sending the order.
  5. The Customer is aware that the Provider stores the orders of Customers for the purpose of keeping records.

VIII. Concluding the Contract

  1. The Contract between the Provider and Customer is deemed concluded the moment the Provider confirms the receipt of an order made under these Terms and Conditions in writing to the email of the Customer provided in the order. The concluded Contract can be amended or terminated only on the basis of an agreement between the parties. The Contract is effective on the date of concluding it.
  2. Concluding the Contract without negotiating all the formalities established by the CC is excluded within the meaning of the provisions of Section 1726 of CC.
  3. In accordance with the provisions of Section 1740 paragraph 3 of CC, the Provider furthermore excludes the acceptance of an offer with an addendum or deviation.
  4. The Provider is hereunder obliged to grant the Customer the License to use the Product specified in the order and the Service associated therewith, or specified in the confirmed order, or to deliver the ordered Goods to the Customer and enable them to acquire the title to the Goods.
  5. The Customer is obliged to pay the Provider the price of the Product, which will include the price for the License, and in the event of the delivery of Goods, to pay the Provider the price of those Goods and to take them.
  6. In the event of concluding a purchase contract for the Goods, the Provider reserves the ownership of the Goods. The Customer shall become the owner of the Goods upon the full payment of the price.

IX. Duration of the Contract

  1. The Contract between the Provider and Customer is concluded for the term specified in the Contract.
  2. Unless the Customer informs the Provider in writing at least one month prior to the end of the Contract that they wish to let the Contract expire, the Contract shall be extended by the same period of time for which the Contract was originally negotiated.
  3. Prior to the end of the Contract, the Contract may be terminated only by the agreement of the Parties or by withdrawal from the Contract in accordance with article XII of these Terms and Conditions.

X. The Rights and Obligations of the Parties

  1. The Customer shall use the Product in accordance with the Contract, Terms and Conditions, and the instructions of the Provider.
  2. The Customer is obliged to provide all the data in the order truthfully and completely.
  3. The Customer is obliged to inform the Provider without delay about all issues that have an effect on the proper performance of the Contract, including any malfunctions or failures of the system or hardware.

XI. License Terms and Conditions

  1. This provision shall apply to the right to use the Product in the agreed manner. The Customer acknowledges that the Product is run and provided to the Customer as so-called "SaaS", i.e. "Software as a Service". The Customer does not become the owner of the Product, rather is entitled to use this product for the period of time agreed by the Contract and under the conditions stipulated by the Contract.
  2. The Product is protected by copyright law and international treaties.
  3. The Customer is entitled to use the Product solely on the basis of the Contract while complying with the following licensing terms and the Terms and Conditions. The Customer is entitled to use the Product for the terms specified in the Contract and subject to meeting the conditions provided in the Contract. The Provider is entitled to disable the use of the Product in the event of a delay by the Customer with paying the price of the Product under the Contract by more than 7 days.
  4. Under the Contract, the Customer is entitled to install the Product and use it unreservedly.
  5. The Customer is entitled to use the Product only:
    • for the purpose for which it was intended by the Provider and only in the copy supplied by the Provider,
    • for their own use,
    • for the number of Licenses (for the devices in the number indicated in the Contract) as specified in the Contract, in the manner specified in the manual supplied with the Product.
  6. The Customer is not entitled to:
    • use the Product to develop additional application code or to operate other applications of the Provider,
    • reproduce the Product,
    • do any programmatic changes to the Product, translate it into other programs or ethnic languages,
    • transfer the License to a third party.
  7. Should the Customer breach any of the provisions of this article, all the obligations imposed on the Provider by the Contract shall cease immediately. In this case, the Customer is obliged to destroy all copies of the Product, including related written materials. The Customer is furthermore obliged to destroy all products resulting from a change, new translation or inclusion of other software.
  8. Should the Customer breach the licensing terms for using the software, the Provider is entitled to demand that the Customer pay a contractual penalty in the amount of 500,000 CZK. This does not affect the right to compensation for damages.
  9. The Provider reserves the right to check for compliance with the conditions stipulated by these Terms and Conditions and by the Contract.

XII. Price and Payment terms

  1. The current and valid prices of the Products, including the price of Licenses, related Services and the price of Goods are given on the Website in the price list of the Provider. The price in the Contract matches the price of the respective Product, Service and Goods published on the Website at the moment the Customer sends the order to the Provider. The Provider shall indicate the price in the confirmation of the order.
  2. The price of the Products, Services and Goods is final, i.e. including VAT, perhaps all other taxes and fees, which the Customer must bear for obtaining permission to use the Product, unless the Website expressly states otherwise.
  3. The price of the Goods does not include the costs for shipping, installation, service for the Goods or any other costs incurred by the Customer in connection with placing the order.
  4. The Customer shall pay the price of the Goods together with the price of the Product.
  5. Payment can be made in the following manner: Payment in advance via the internet interface of the bank , bank debet card or PayPal.
  6. Any payment of the Customer made to the Provider in connection with the Contract and these Terms and Conditions shall be deemed complete at the moment it is credited to the account of the Provider.
  7. The Goods shall remain the property of the Provider until they are fully paid and accepted. The risk of damage to the Goods passes to the Customer after taking delivery of the Goods. The same is true if the Customer does not accept the Goods even though they are allowed to handle the Goods.
  8. In the event of a delay by the Customer with making any payment under the Contract, the Provider may claim the payment of a contractual penalty in the amount of 0.5% of the outstanding amount for each day of delay.

XIII. Withdrawing from the Contract, penalties

  1. In the event that either Party seriously breaches the Contract, the other Party is entitled to withdraw from the Contract.
  2. A serious breach of the Contract by the Customer shall be especially deemed:
    • A delay by the Customer with making any payment under the Contract longer than 7 days
    • The breach of any obligation of the Customer under article X of the Terms and Conditions.
  3. A serious breach of the Contract by the Provider shall be deemed the failure of the Product to work for more than 7 days.
  4. The withdrawal must be done in writing. Withdrawing from the Contract shall take effect when it is delivered to the other Party.
  5. The Customer expressly grants their consent for the Product to be delivered online before the deadline to withdraw under the provisions of Section 1829 paragraph 1 of CC. The Customer acknowledges that withdrawal from the Contract is not possible within this period.

XIV. Liability of the Provider, compensation for damages

  1. The Customer acknowledges that the Provider is not responsible for the accuracy of the data published on the Internet by third parties.
  2. The Provider is not liable for damages caused by force majeure, such as natural disasters, natural events, accidents, failures of public telecommunication networks, war or terrorist attacks, or outages caused by a disruption in the supply of electricity, server downtime, etc.
  3. The Provider is not responsible for the services provided by third parties.
  4. The Provider is not responsible for the behavior of individual users or the way in which they use the Product, especially if not in accordance with these Terms and Conditions or the law, and is not liable for the damages or the harm caused in this manner.
  5. Should the Provider be liable to the Customer under these Terms and Conditions and the respective legal provisions for damages (harm) incurred, the amount of the compensation for these damages shall equal at the most the price of the Product paid by the Customer to the Provider.

XV. Protection of Personal data

  1. The Customer understands that unless they provide their consent with the processing of their personal data for another purpose, their personal data will be processed by the Provider only for the purpose of providing the Voucher and meeting the obligations of the Provider under these Terms and Conditions.
  2. Information about the Products and any other promotional messages from the Provider are solely for informational purposes and are not a proposal to conclude a contract.
  3. The sender of the information about the Products and other promotional messages and at the same time the administrator of personal data is the Provider, i.e. PromoTron Solutions a.s., ID: 07029918, registered office Čirůvková 127/10, Pitkovice, 104 00 Prague 10, European Union.
  4. The Provider processes the personal data of Customers, which includes their name and surname, postal address, email address and telephone contact, for the purpose of sending them commercial offers.
  5. The Provider declares that it will handle their personal data in accordance with the Regulation of the European Parliament and of the Council (EU) No. 2016/679 of 27 April 2016 (hereinafter "GDPR"), and the Personal Data Processing Act.
  6. In accordance with the provisions of GDPR, the Provider, as the administrator of personal data, hereby informs Customers, as data subjects, about the issues provided in the following paragraphs of this article.
  7. The Provider processes the personal data of Customers in electronic form, or even in paper form.
  8. The legal basis for processing personal data is the need to process the data in order to meet the obligations of the Provider - the performance of a contract and implementing measures adopted prior to concluding the contract.
  9. The personal data of the Customer will be processed for the duration of the registration of the Customer and further for indefinite period.
  10. Should the Contract be concluded between the Customer and Provider, the personal data of the Customer will be processed by the Provider for the time strictly needed to meet the obligations imposed by the Contract.
  11. No automatic decision-making or profiling will occur when the personal data is processed, with the exception of profiling in the sense of information about the field of activities of the Customer in the event the Customer provides this data in their consent.
  12. The personal data will be processed by authorized employees of the Provider or by a personal data processor with whom the Provider will always have a contract concluded for processing personal data. The personal data will not be provided to third parties with the exception of a contracted personal data processor and furthermore parties providing legal services and institutions or authorities that require it under applicable laws. An updated list of possible processors will be provided to Customers upon request.
  13. The Provider, as the administrator of personal data, has not appointed a trustee for the protection of personal data, has not authorized the processing of personal data to any processor, nor has specified a representative for meeting the obligations of GDPR;
  14. The Provider does not intend to transfer the personal data of the data subject to a third country, international organization or entity other than the aforementioned third parties.
  15. The Customer has the right to ask the Provider for access to their personal data, to correct or delete it, or restrict the processing of it, and to raise objections to processing it, and has the right to the transferability of this data to another administrator, as well as the right to file a complaint with the Office for the Protection of Personal Data, should the Customer feel that the Provider is processing their personal data in contravention to GDPR.

XVI. Final provisions

  1. Relations and disputes arising under the Contract shall be dealt with solely according to the law of the Czech Republic and be settled by the courts of jurisdiction of the Czech Republic.
  2. These Terms and Conditions are drawn up in the Czech language and the Czech version of the Terms and Conditions is binding also in the event of a dispute with the version translated into a foreign language for the needs of the Contract. The Contract is concluded in the Czech language. Should the Customer need a translation of the Contract, the Contract in the Czech language shall prevail in any dispute over the interpretation of terms.
  3. In the event that one or more provisions of these Terms and Conditions shall be deemed unlawful, invalid or legally unenforceable, and such unlawfulness, invalidity or unenforceability does not affect the other provisions of these Terms and Conditions, the provisions of the Terms and Conditions shall be construed as if the unlawful, invalid and legally unenforceable provision does not exist. The Parties declare that all unlawful, invalid or unenforceable provisions shall be replaced by lawful, valid and enforceable provisions that most closely approximate the meaning and purpose of these Terms and Conditions.
  4. The Provider is entitled to change and amend the Terms and Conditions. An amended Terms and Conditions will become effective upon their publication on the Website. In the event the Customer disagrees with the changes to the Terms and Conditions, they shall inform the Provider about it in writing within 30 days of the publication of the changes. The next steps will be determined by an agreement between the Parties.
  5. These Terms and Conditions, including their components, are valid and effective as of May 15, 2018 and are available at the head office of the Provider or on the Website.
  6. The Parties are required to maintain the confidentiality of matters that constitute the trade secrets and confidential information of the other Party.
  7. The Parties are obliged to inform each other about all the issues not mentioned in the Contract that may affect the performance of the obligations of the Contract and to provide the necessary assistance.

These Terms and Conditions are valid from the date May 15, 2018 until new conditions are issued.
Issued by PromoTron Solutions a.s. in Czech Republic