Business Terms of Service

for EQUIRADAR paid services

(hereinafter referred to as the "Business Terms" or just "BT")

1. Introductory provisions

1.1. These Business Terms of Service have been issued by EquiRadar s.r.o., ID No.: 08671516, with its registered office at Ronkova 1832/8, Prague 8, registered in the Commercial Register maintained by the Municipal Court in Prague, file No. C 322957 (hereinafter referred to as the "Provider"), and regulate the rights and obligations in connection with the provision of the services and products of the Provider defined below (hereinafter also referred to as the "Services") through the EQUIRADAR Internet portal.

1.2. These Business Terms of Service follow the General Terms and Conditions of Service of the EQUIRADAR portal (hereinafter referred to as "User Terms" or "UT"), which regulate the basic rights and obligations in connection with the use of the portal and apply to all users regardless of whether they are provided with the Services. In the event of a conflict between the User Terms and the Business Terms, the Business Terms shall apply to the relationships related to the provision of the Services.

2. Definition

2.1. The following terms will have the following meanings in these BT:

2.2. Unless otherwise stated, capitalised terms defined in the User Terms have the same meaning in these Business Terms as in the User Terms.

3. Services

3.1. The Provider offers registered Users of the Portal information, advertising, marketing and other services and/or products within the scope of the current offer available at any given time in the web interface of the Portal (hereinafter referred to as "Services"). The exact specification of the Services, in particular the subject of performance, parameters, terms and conditions of their provision and the current amount of the Fee is set out in the description of the relevant Service in the web interface of the Portal. After the Order is placed, this specification is sent to the User's contact e-mail together with the Confirmation.

3.2. Unless otherwise specified, any Portal features, performance or products of the Provider that do not result in an Order and/or the issuance of a Confirmation in accordance with these BTs will not be considered a Service, even if subject to a fee. However, if the provision of such Portal feature, performance or product would be considered as the provision of a service or supply of goods within the meaning of the relevant provisions of the Act, the provisions of these Business Terms on Services shall apply mutatis mutandis.

3.3. The Provider is entitled to change the scope and specification of the Services provided, their parameters, terms of provision and the amount of the Fee at its discretion. Unless otherwise specified, such changes shall not affect the content of the already concluded Contracts. The Provider is not obliged to inform the User of such changes in advance; however, it will usually do so by means of a Notice in accordance with the User Terms. Before concluding any Contract, the User is always obliged to familiarize himself with the current description of the Service.

3.4. For the avoidance of doubt, it is stipulated that the offer of Services placed on the Portal is informative and non-binding for the Provider. The Provider is not obliged to conclude a Contract with the Client.

4. Contract for the provision of services

4.1. Contracts for the provision of Services are concluded: (i) by automated procedure via the web interface of the Portal, or (ii) by other procedures pursuant to paragraph 4.9 et seq. of these BT.

CONTRACTING VIA THE WEB INTERFACE OF THE PORTAL

4.2. Contracts are concluded primarily with registered Users via the web interface of the Portal. However, the Provider is entitled to make such a procedure available to other persons - one-time or occasional users who, for this purpose, carry out a simplified registration, enter the required data and express their consent to the User Terms and Conditions and these BT. The provisions of the User Terms and Conditions shall apply to these persons accordingly. In the event that these BT refer to a User, the relevant provisions shall also apply to such persons.

4.3. The User is entitled to make a proposal for the conclusion of the Contract (hereinafter referred to as the "Order") after logging into his User account of the web interface of the Portal, or after simplified registration according to par. 4.2 above, in the following manner:

(a) by selecting the relevant Service offered by the Portal and, if applicable, its parameters;

(b) by filling in the additional data required by the Provider;

(c) by agreeing to the current version of these Business Terms;

(d) by confirming the selected Service and sending the completed data to the Provider in the web interface of the Portal (e.g. using the button provided for this purpose).

4.4. By placing an order, the User confirms that he/she has read the User Terms and Conditions and these Business Terms, which become binding for him/her.

4.5. The Provider is entitled to request additional data from the User in order to submit the Order. This is usually done automatically, via the relevant form included in the Order. In particular, the Provider is entitled to request:

(a) identification data of the User, in particular: (i) name and surname, (ii) date of birth, (iii) residential or registered office address; (iv) identification number;

(b) identification data of the Client, if different from the User, in particular: (i) the name and surname of the natural person or the name of the legal entity, (ii) the address of residence or registered office, (iii) date of birth or identification number;

(c) the User's authorization to represent the Client, if different from the User;

(d) billing data, in particular: (i) the Client's tax identification number (ID/TIN), (ii) whether the Client is a VAT payer;

(e) any other data, if required by the web interface of the Portal as mandatory.

4.6. The Contract is concluded at the moment of confirmation of the Order by the Provider, including any automatically generated confirmations (hereinafter referred to as "Confirmation"). In the event that the Provider commences the performance of the ordered Service prior to the Confirmation, including automated performance via the Portal (e.g. by automatic publication of an advertisement), the Contract is already concluded at such time, without the need for a retroactive Order Confirmation. The Confirmation is sent in the form of a Notification to the User's contact email and is deemed to have been made at the time of sending the relevant email message. The Provider shall also send the Confirmation to the Client's contact email address if different from the User. The Provider shall also include in the Confirmation a recapitulation of the Order, including the Fee, its due date and any payment instructions.

4.7. The User is entitled to name a third party as a Client within the Order. In this case, the User is deemed to conclude the Contract on behalf of this third party. The same effect shall be given to the indication of the billing data of the third party. The Provider concludes the Contract in good faith that the User is actually authorised to represent the respective Client. In the absence of such authorisation, the User shall be bound by the Contract itself. However, the Provider shall be entitled to require the User to prove its authorisation to represent the Client and to make the conclusion and/or performance of the Contract conditional upon this. In the event that the User fails to provide the corresponding authorization within three (3) days from the receipt of the Provider's request, the Provider shall be entitled to withdraw from the Contract.

4.8. The User is obliged to provide only true information when placing an Order.

CONTRACTING IN OTHER WAYS

4.9. Contracts may also be concluded in other ways not prohibited by law, in particular: (i) in writing, (ii) by e-mail, (iii) by telephone, or (iv) orally in person with a person authorized to represent the Provider.

4.10. If the Contract is not concluded in written form, it is always concluded only when the Client, or the person acting on behalf of the Client, is sent a confirmation of his/her order to the contact e-mail provided to the extent corresponding to the Confirmation according to par. 4.6 of these BT, from the Provider's e-mail address. This also applies when concluding the Contract via e-mail. In cases where these BT refer to a Confirmation, the relevant provision shall apply mutatis mutandis to the confirmation according to this paragraph.

4.11. Unless expressly stated otherwise, the conclusion of the Agreement in accordance with para. 4.9 and following of these BT, the Client agrees to the User Terms and these BT.

4.12. In the event of the conclusion of the Agreement in writing, these BT and the User Terms and Conditions shall apply unless otherwise expressly stated in the written Agreement.

5. Reward

5.1. By concluding the Agreement, the Client undertakes to pay the Provider the Fee specified in the Confirmation.

5.2. The maturity of the Reward depends on the type of Service and is usually indicated in the web interface of the Portal when placing an Order and subsequently in the Confirmation. If the due date is not stated elsewhere, the Fee is due within three (3) days of the conclusion of the Agreement. The Provider shall not be obliged to provide the agreed Service until the Fee has been paid in full.

5.3. The fee does not include the Client's and User's costs associated with accessing and using the Portal, or other costs of the Client or User necessary to use the Service.

5.4. The remuneration is deemed to be paid when the relevant amount is credited to the Provider's account.

5.5. The Client is entitled to choose the method of payment of the Fee in the Order from the options offered by the Provider. As a rule, the Provider offers the following methods of payment:

a) by credit card;

b) via a quick online payment to the Provider's account;

c) by bank transfer to the Provider's account.

5.6. The Provider is entitled to change the options for payment of the Fee at its discretion.

5.7. In the event that the Client chooses to pay the Fee by online payment, i.e. payment by card or payment gateway, at the time of submitting the Order, such payment shall be deemed to be an advance payment which shall be credited towards the payment of the Fee at the time of conclusion of the Agreement. In the event that the Contract is not concluded, the Provider shall, upon the Client's request, return such advance payment to the account from which it was transferred to the Provider.

5.8. All amounts are exclusive of value added tax, unless explicitly stated otherwise. For the purposes of the Contract, the price current at the time of placing the Order shall prevail.

6. TERMS OF SERVICE PROVISION

6.1. Services are provided electronically through the Portal, unless otherwise specified for a particular Service. The Client agrees to the use of remote means of communication.

6.2. The Services are provided with the parameters and features that are specified in the web interface of the Portal when placing an Order and subsequently also in the Confirmation, to the extent appropriate to the capabilities and functions of the Portal. In the event that the Service allows the selection of certain parameters or features, the Client shall make this selection when placing the Order and the Provider shall confirm it in the Order Confirmation. If no such choice is made, the Service will be provided with the standard parameters and features offered by the Provider.

6.3. The Client is not entitled to choose any special features of the Services. Any features that the Client in any way arranges in contravention of this Agreement and which are not expressly confirmed in writing by the Provider shall be disregarded. The Provider shall not give the Client any assurance about the features of the Services that is not expressly stated in these BTs and/or in the Confirmation.

6.4. Services are always provided in the manner and quality (quality) specified in the Confirmation and which correspond to the capabilities and functions of the Portal.

6.5. Services are provided on the dates specified in the Order Confirmation. If no date is specified in the Order Confirmation, the Service will be provided on the date specified in the Order Confirmation, otherwise within a reasonable time. The Provider shall not be obliged to commence the provision of the Service until the relevant Fee has been paid in full. The time or period for the provision of the Service shall not commence until the Fee for that Service has been paid. If the Client is a Consumer, the Provider shall commence performance of the Service only after the period for withdrawal from the Contract pursuant to Section 1829 of the Civil Code has expired. This does not apply if the Client has expressly requested performance of the Service before the expiry of this period in accordance with the provisions of Section 1834 of the Civil Code.

6.6. The Provider does not provide any warranties in relation to the Services that are not expressly stated in these BT or in the Confirmation, in particular warranties of merchantability, fitness for a particular purpose, warranties of ordinary performance, warranties of uninterrupted use, warranties of accuracy of information content, or other warranties arising from legal action, law, custom or commercial practice.

6.7. If the Service consists in the mediation of performance by a third party, the Provider is not liable for the proper performance of obligations by the third party.

7. Obligations of the Client

7.1. The Client undertakes to comply with the following obligations in connection with the performance of the Agreement and the provision of the Services:

(a) In the event that the Service includes making Content available or promoting it, the Client shall ensure that it is not Illegal Content. At the same time, the Client shall ensure that the communications made available are not misleading, false, inaccurate or deceptive.

(b) The Client is not entitled to issue the Services for his/her own services, nor to mediate the use of the Services to third parties for a fee without the Provider's prior consent.

(c) The Client is obliged to use the Services, in particular the fee-based outputs and functions of the Portal, only for the purpose for which these Services have been expressly designated in these BT, in the Confirmation and/or within the description of the relevant Service in the web interface of the Portal.

8. Liability for defects

8.1. The Provider is responsible for the fact that the Services will have the characteristics, parameters and quality set out in accordance with Art.6 of these BT. In the event that the Service does not substantially comply with these characteristics, it is a defect of the Service (hereinafter referred to as "Defect"), unless otherwise specified below. In such case, the Client shall be entitled to exercise the rights under the Defects in accordance with this Article.

8.2. In addition to the relevant provisions of the Act, the Provider shall not be liable for any deficiencies of the Services within the meaning of the preceding paragraph if such deficiencies are caused by: (i) improper use of the Services, e.g. by unprofessional intervention in the system and software equipment and environment, or by the creation, uploading or connection of inappropriate content, etc, (ii) as a result of inadequate security of the User's account by the Client, infection of the Client's local network or its computers by viruses, spyware, malware, hacker attack or other similar external attack, (iii) as a result of communication of incorrect or ambiguous data by the Client or the User, and/or (iv) for other reasons on the part of the Client or the User. Such deficiencies will not be considered Defects for the purposes of Contracts entered into under these BTs. It shall not be considered a Defect if the Provider refuses and/or terminates the provision of the Service due to a breach of the User's or Client's obligations under these BT or the User Terms, in particular for reasons entitling the Provider to terminate the User Account.

8.3. In the event of defective performance, the Client, who is an Entrepreneur, has the right to have the defect repaired and to extend its right to use the Service for a period of time corresponding to the duration of the defect. If the defect cannot be remedied and the Service cannot be used because of it, the Client is entitled to withdraw from the Agreement.

8.4. In case of defective performance, the Client, who is a Consumer, has the rights according to the previous paragraph and also the rights from defects within the scope of the relevant provisions of the Civil Code.

8.5. The Client shall notify the Defects and exercise his/her chosen right from the defective performance by a Notice sent from his/her contact e-mail address: support@equiradar.com or by a written Notice in accordance with the User Terms (hereinafter referred to as " Claim"). In the Complaint, the Client shall identify the defect found or describe exactly how the defect manifests itself. The date of filing a Complaint shall be deemed to be the date of receipt of the Complaint containing a description of the defect or its manifestations so that the notified defect can be examined by the Provider. The Provider shall issue a confirmation to the Client in an appropriate manner containing information on when the Client made his/her claim, what is the content of the Complaint, and what method of handling the Complaint is requested.

8.6. The Provider shall decide on the method of handling the Complaint without undue delay from the receipt of the Complaint, in complex cases no later than within three (3) working days from the date of application. The Provider shall be obliged to settle the Complaint, including the removal of the Defect, within thirty (30) days of the application, unless the Provider and the Client agree on a longer period. These time limits do not include the reasonable time required for a professional assessment of the Defect.

8.7. The Client is obliged to notify the Provider of the Defects and to exercise the chosen right of defective performance without undue delay after it could have discovered them with timely inspection and sufficient care. The Provider shall not be liable for obvious Defects that were not pointed out by the Client at the latest when the Service was made available and for hidden Defects that were not pointed out by the Client without undue delay after the Client had the opportunity to discover the Defects within the meaning of Section 1921 of the Civil Code.

8.8. The Client, who is an Entrepreneur, is obliged to check the proper performance of the Service with professional care already when it is made available, and then continuously check the performance of the Service. In addition to the obligations under the preceding paragraph, the Client, who is an Entrepreneur, is obliged to notify the Provider of any Defects and to exercise the chosen right of defective performance always within an objective period of three (3) working days from the date on which the Defect first appears. Otherwise, the Client shall be deemed not to consider the performance as defective and its rights under the Defect shall be extinguished.

9. Liability for damages

9.1. In connection with the performance of the Contracts, the Provider and the Client shall not be liable to the other party for any indirect damage or harm, in particular for loss of income, loss of profit, loss of production, business interruption, costs caused by delay, loss of use, or other indirect, special, incidental, contingent or consequential damages of any kind.

9.2. In the event that the Provider should incur liability for any loss or damage in connection with the performance of any Contract, the User agrees for itself and, if the Contract is concluded on behalf of the Client, also for the Client that the total amount of all its claims for liability for loss and damage is limited and shall not exceed CZK 1,000 in total.

9.3. If the limitation or exclusion of liability for damages would not be permitted by mandatory provisions of applicable law applicable to the relationship between the Provider and the Client, the Provider's liability is limited to the maximum extent permissible.

10. Withdrawal from the contract

10.1. In addition to the reasons set out in the Civil Code, the Provider has the right to withdraw from the Contract concluded with the Client for the following reasons:

(a) in the event that the Client and/or the User who has concluded the Contract on behalf of the Client violates the User Terms, in particular in the event that the User uploads any Illegal Content to the Portal or violates other obligations under Article 5 of the User Terms;

(b) in the event that the Client and/or the User who has concluded the Contract on behalf of the Client breaches these Terms and Conditions, in particular in the event that the Client breaches any of its obligations under Art. 7 of these BT or that he/she provides false information in the Order;

(c) if the Client is in default in payment of the Fee under the relevant Agreement;

(d) if the User does not provide the authorization to represent the Client;

(e) if the Provider is unable to provide the Services due to Force Majeure or for reasons on the part of third parties with whom it cooperates, e.g. for technical reasons, or if the Contract was concluded with an incorrect amount of the Fee due to a technical error in the internal information system when processing the data on the amount of the Fee.

10.2. The Provider and the Client are also entitled to withdraw from the Contract in other cases that are expressly stated in these Business Terms.

10.3. Both the Provider and the Client are entitled to withdraw from the Agreement by means of a Notice made in accordance with the User Terms.

10.4. In the event of withdrawal from the Contract, the Provider is obliged to return the Fee already paid to the Client. If the Service has already been partially performed by the Provider, the Provider is entitled to a part of the Fee corresponding to the extent of the Service provided. For breach of the obligations referred to in par. 10.1 point. (a) to (d) of these BT by the Client, the Provider is entitled to demand payment of a contractual penalty in the amount of the agreed Fee. In the event that the Provider withdraws from the Contract due to a breach of these obligations, the Provider is entitled to set off its claim for payment of the contractual penalty against the Client's claim for reimbursement of the Fee.

10.5. In the event that the Client is a Consumer and the Contract was concluded by means of distance communication, the Client is also entitled to withdraw from the Contract within fourteen (14) days from the date of conclusion of the Contract, without giving reasons and without any penalty. In this case, the Client may withdraw from the Contract, in addition to the procedure set out in the preceding paragraph, also in any other way allowing its unambiguous identification, through the Provider's contact details provided on the Portal, or use the withdrawal form available in the web interface of the Portal. In the event that the Provider has commenced the provision of the Service before the expiry of the withdrawal period upon the Client's request, the Client shall be obliged to pay the pro rata part of the Fee under the conditions set out in the provisions of Section 1834 of the Civil Code.

11. Higher Power

11.1. Neither party to the Contract shall be liable to the other for any breach of this Contract which is the direct result of events occurring after the Contract is entered into, which are beyond its reasonable control and which the relevant party could not, with the exercise of ordinary care and diligence, have foreseen or avoided (a "Force Majeure Event"). A Force Majeure Event shall include, but not be limited to, a strike, blockade, war, act of terrorism, insurrection, riot, fire, explosion, natural disaster, failure or restriction of electricity and other media, telecommunications or data networks or services, DoS attack (hacking attack aimed at making the Service unavailable), embargo or denial of relevant permits by a government agency.

11.2. If, as a result of a Force Majeure Event, performance of the Contract is delayed or prevented, either party to the Contract shall be entitled to withdraw from the Contract.

12. Changes to the Business Terms and Conditions

12.1. The Provider is entitled to change these Business Terms by unilateral decision under the conditions set out in Section 1752 of the Civil Code. Unless otherwise stated in the Provider's decision, changes to these BT do not apply to already concluded Contracts.

12.2. In the event that the changes to these BT do not apply to already concluded Contracts, the Provider is not obliged to actively inform the User or the Clients about the changes. Users and Clients accept the changes to these Business Terms by concluding a new Contract, if any.

12.3. In the event that changes to these BT apply to already concluded Contracts, the Provider is obliged to inform the Clients about the changes to these BT through a Notice in accordance with the User Terms and Conditions. In such case, Clients are entitled to reject the amendment of these BTs within one (1) week from the delivery of such Notice by withdrawing from all Contracts affected by the respective amendment of the BTs. In such event, Clients shall be entitled to a refund of a pro rata portion of the Fee already paid for the Services.

13. Applicable law and jurisdiction clause

13.1. Legal relations arising from the Contracts and/or legal relations otherwise subject to these Business Terms shall be governed by the law of the Czech Republic.

13.2. By accepting these BT, the Client, who is an Entrepreneur, also agrees that any disputes between the Client and the Provider arising under and/or in connection with the Agreements shall be finally settled by the competent courts of the Czech Republic with jurisdiction in the place where the Provider's registered office is located on the date of acceptance of these BT.

14. Separability

14.1. If individual provisions of these BT are or become wholly or partially invalid, ineffective, void, or illusory, or if any provision of these BTs is completely missing, the validity and effectiveness of the remaining provisions shall not be affected.

15. Validity and Effectiveness, Applicable Law

15.1. These Business Terms shall come into force and effect on 1.10.2021.

15.2. Legal relations under the Agreement are governed by Czech law.

15.3. English translation of the BT is provided for your convenience. In case of conflicts of interpretation the Czech version prevails.