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1. Introductory provisions

1.1. The trading company Quanda International s.r.o., I.D. No. 02285665, with its registered office at Podvinný Mlýn 2357/44, 190 00 Praha 9, registered in the Commercial Register of the Municipal Court in Prague, Section C, File No. 217649 (hereinafter referred to as the "Provider") provides the QUANDA service, which consists of a set of online tools and resources for the creation, administration and management of information databases on people and businesses, and the creation, administration, sending and management of online surveys, online analyses and e-mail marketing campaigns (hereinafter referred to as the "Service"). The Service is provided to the Customers as defined below under the conditions set out in these Terms and Conditions.

1.2 The term Customer means a natural person or a legal entity (hereinafter referred to as "LE") that has registered for the Service in accordance with these Terms and Conditions (hereinafter referred to as the "Customer"). The Customer must be a person with full legal capacity.

1.3 The Customer and the Provider are hereinafter referred to jointly as the "Parties".


2. Customer Registration

2.1 The registration shall be done by completing the registration form published on the Service website, http://www.quanda.com. When registering, the Customer must report all required information completely, truthfully and accurately. For this purpose, the LE must indicate who is performing the registration for that legal entity. When registering, the Customer shall consent to these Terms and Conditions as well as to the processing of the Customer‘s personal data by the Provider. Otherwise the Customer’s registration shall not be carried out.

2.2 In connection with the registration, the Provider is allowed to retain the Customer’s registration data for the time that the Customer uses the Service and a further four [4] years after that Service use ends, in order to identify the registered person, and the Customer unconditionally agrees to this.

2.3 Throughout the period of their Service use, the Customer is required to update its registration data to ensure that it corresponds to the reality. The Customer remains responsible for the accuracy and veracity of such data for the entire period of this contract.

2.4 In the course of registration, the Customer shall select one of the Provider´s Service plans, for which the range of offered Services and their price will always be specified (hereinafter referred to as the "Plan").

 

3. Establishment and Duration of the Service Agreement

3.1 After the Customer has filled in the registration form, consent has been indicated to the Terms and Conditions, the personal data have been processed, and the form has been sent to the Provider, the Provider shall send an activation link to the Customer’s e-mail address.
Clicking on this activation link as the Subcriber and the first log-in to the Service with the Subscriber‘s assigned or chosen user name and password (hereinafter referred to as the "Access Data") shall mark the conclusion of this contract on the provision of the QUANDA Service. After the conclusion of the contract, the Customer shall be bound by these Terms and Conditions, just as the Provider is bound by these Terms and Conditions from the date of their publication.

3.2 This contract is concluded for an indefinite period.

 

4. Rights and Obligations of the Parties

4.1 After the Customer’s Access Data have been entered into the Service website, the Provider shall allow the Subscriber to access the Service.

4.2 At the time of the initial log-in to the Service, the Provider shall establish for the Customer its own sub-domain (e.g. companyname.onquanda.com) as well as an e-mail address for dispatching e-mail campaigns. The Customer will then be entitled to use the Service on this address (e.g. companyname.onquanda.com). The Customer acknowledges that this set-up can only take place once, on the initial log-in to the system, and the Service cannot be used to make future changes. The e-mail address can be changed during the period of the Service use by sending a written request to the Provider.

4.3 The Customer acknowledges and agrees that the Provider may use the services of third parties to send out e-mail campaigns. For this purpose and to verify the e-mail address of the Customer, the Provider or a third party will send an activation e-mail message to the Customer. The activation will take place following the verification of the Customer and the e-mail campaign mail-out feature will take effect.

4.4 The Provider reserves the right to change the Customer’s subdomain even without the consent of the Customer, if there is a reasonable suspicion that the domain name conflicts with generally binding legal regulations or good etiquette, or that it could infringe the proprietary or personal rights of third parties.

4.5. The Provider reserves the right to modify these Terms and Conditions or to supplement them from time to time for the sake of their future effectiveness (e.g. to adapt them to the legal and legislative situation; to extend the range of the services offered by the Provider, etc). Any changes to these Terms and Conditions will be communicated by notice to the Customer on its registration for the Service, or by sending an e-mail to the email address specified in the registration form.

4.6 The Customer is entitled to change its Plan once per calendar month. The provision and billing of Services according to this new Plan shall start from the first day of the month following the delivery of the Customer’s relevant request to the Provider.

4.7 The Customer may object to changes to these Terms and Conditions by sending a letter or an e-mail within five [5] days from the receipt of the notice of these changes. If the Customer fails to object to the changes to these Terms and Conditions within that time frame, or it continues to use the Service after a change to these Terms and Conditions, then those changes will be deemed to be accepted. If the Customer does complain within the stated period, the Provider may cancel its account. Any pre-payment for the provision of the Service will be refunded less the amount of CZK 100 which represents a handling fee covering the cost of refunding the amount to the Customer. However, this refund only applies if the changes to the Terms are based on the sole prerogative of the Provider and such changes will substantially weaken the existing rights of the Customer. Any other claims by the Customer are excluded.

4.8. The Provider guarantees the effective operation of the Service only when the following Internet browsers are used: Microsoft Internet Explorer 9 or higher, Google Chrome 11 or higher, (Apple) Safari 5 or higher, Mozilla Firefox 3.5 or higher. The Customer is advised to regularly update its Internet browser whenever this is suggested by that browser to assure the security of the Service and the data of the contractual Parties. In order to access the Service, customers need to have "JavaScript" enabled in their Internet browser and they must allow "Cookies" to be set up and stored.

4.9. The Customer bears full responsibility for its data that will be used in the Service and stored on the Provider’s servers, and it shall fully comply with the law in this respect, including when obtaining these data. Where personal data of third parties are concerned, the Customer must obtain its consent to the collection and processing of these data, and it is also obliged to dispose of these data according to the law. If this obligation is breached, the Customer shall reimburse the Provider for any damage incurred as a result of this breach, and the Provider may terminate this contract with immediate effect; in this case, there will be no refunds to the Customer of any pre-payments for the Service.

4.10 The Customer agrees that as part of the Provider’s provision of the Service and especially during the sending and managing of online surveys, online analyses and e-mail marketing campaigns, the Provider will be named as the Service provider, including an active link leading to the website of the Service and/or the Provider. Customers who use the Service under the PROindividual, PROteam and PROenterprise plans shall be able to switch off these public identifications of the Provider within the settings for the Service.

4.11 The Parties agree that all relations established by these Terms and Conditions shall be governed by Czech law. In case of any potential disputes arising from these legal relations, the Parties agree that the District Court in Prague 1 shall have jurisdiction; where the subject matter of a dispute is appropriate to a regional court, the Municipal Court in Prague shall have jurisdiction.

 

5. Copyright

5.1 The Provider is the author and owner of all copyright rights pertaining to the Service, and as such it is justified in providing the Service or its parts to third parties.

5.2. Based on these Terms and Conditions, the Provider provides the Customer with non-exclusive, non-transferable access to make use of the Service for its own needs, applicable for the effective period of this contract between the Provider and the Customer. The Customer has no right to make the Services available to third parties, either freely or for profit, and nor may it transfer any rights or obligations of the Customer hereunder to a third party.

5.3. The Customer must not infringe on the copyright of the Provider with respect to the Service or any of its parts, use the Service for purposes contrary to this contract or legislation, reduce the value of Service as a piece of work, interfere with the source code of the Service, make any copies of the Service or a part thereof, or in any other way violate the Provider’s rights to the Service as a piece work.

5.4 The Customer must not infringe on the Provider’s rights with respect to its business name, trademarks, logos or domain names or on any of its other rights to its intellectual property.

5.5 Should the Customer breach any obligation stated in this Article, the Provider may withdraw from this contract with immediate effect, and the Customer shall receive no refund of any prepayment of the fee for the Service in that case. The Customer shall reimburse the Provider for any damage that it incurred as a result of such breach of duty.

 

6. Guaranteed Availability of the Service

6.1 The Provider shall ensure the availability of the Service to the Customer for 98% of the billing period ("Guaranteed Availability").

6.2 Guaranteed Availability does not include planned shutdowns for routine maintenance tasks to safeguard the Service’s secure operation, especially server maintenance, which should preferably take place outside of working hours. The Customer shall be informed about these tasks in advance via the Service website or by e-mail message; a shutdown shall not occur more than once per calendar month; and it shall not exceed four [4] hours . If, however, the Provider does not exercise its right to hold a shutdown in these parameters in a particular month (or over particular months), it may carry over this overdue Service shutdown into coming months (if time-consuming measures are needed).

6.3 The Guaranteed Availability period also excludes Service unavailability caused by Acts of God (Force Majeure events ) or by a third person other than the Provider.

6.4. The Provider undertakes to manage data related to the Customer‘s Service on servers and to back up those data once per day.

6.5 The Provider shall not be liable for unintentional server downtime. In the event that server downtime lasts for more than two [2] hours and leads to the unavailability of the Customer’s data, the Provider shall inform the Client and provide operational services as soon as possible.

6.6 The Service is constantly being adjusted and improved. The Provider may add or remove Service features , provided, however, that it only removes the type of features that do not affect the use of the Service, as described in the price list and in the basic parameters of the Service stated at http://www.quanda.com

6.7. The Customer’s data stored on the Provider‘s server shall be made available to the Customer for the entire term of this contract. After the Customer ceases to use the Service, that is, from the time that it stops paying the fee for Service use, it will continue to have access to its own data on the Provider’s servers in line with the "Free" plan, as defined further on in these Terms and Conditions, however it will not be allowed to use the Service, i.e. to store data for further processing or to add new data. After four [4] years have expired, the Customer's data will be deleted, and Customer will be informed of this deletion in advance. In the event of termination of the Service or of its any parts, the Provider shall inform the Customer beforehand and allow it to obtain its stored data.

 

7. Fair Use of the Service

7.1. The Customer undertakes to use the Service in a reasonable scope and for the purposes for which the Service is intended. Furthermore, the Customer undertakes not to use the Service in violation of generally binding legal regulations or good etiquette, or in a manner that could infringe on the personal or proprietary rights of the Provider or a third party. In the event of a breach of this provision, the Customer shall reimburse the Provider for damage that it incurred as a result of the Customer‘s breach of duty, and the Provider may reduce or completely suspend the Customer's access to the Service until such time as the Customer remedies the issue. This suspension period shall not count towards the period of Guaranteed Availability. The Provider may limit or completely suspend the Customer's access to the Service if there are excessive or technical demands on the Service that could jeopardise use of the Service by the Customer or any other user. The Provider‘s suspension or restriction of Service access based on fair Service use principles shall not entitle the Customer to a discount or any other legal or financial compensation from the Provider.

 

8. Service Fee

8.1 The fee for Service use is stated in the current price list located on the Provider's website http://www.quanda.com/prices. This price list represents an integral part of these Terms and Conditions.

8.2. Payment for the Service (the billing period) shall be monthly or annual, depending on the choice of the Customer. The Provider shall inform the Customer of any change in the fee due in the same manner as applies in the case of a change to the Terms and Conditions, and the Customer shall have the same rights as apply in that situation.

8.3 Payment of the Service fee, if made annually, shall be based on an invoice issued on the first day of the billing period, with a due date fourteen [14]days after the issue date. For monthly payments, the fee for the first month of Service use shall be calculated proportionately based on the number of days of Service use in the first month, and an invoice shall be issued on the first day of the month after the month when Service use began, with a maturity period of fourteen [14] days. Subsequent monthly invoices, with a maturity period of fourteen [14] days, shall always be issued on the first day of the month for which the Service is being provided. Each invoice shall be sent to the Customer by e-mail on the issue date, and it shall be deemed to have been delivered on the next business day. If there is a demonstrable delay with delivery, then the due date for the payment will extend according to this delay.

8.4 Customers that have their residence, registered office or place of business in the territory of the Czech Republic shall be charged value added tax on the fee for the Service (hereinafter referred to as the "VAT") Customers that are entrepreneurs with a registered office or place of business in an EU member state, shall not be charged VAT on the Service. Customers that have their residence, registered office or place of business outside an EU member state and are not registered as VAT payers in one of the EU member states, shall not be charged VAT on the Service.

8.5 The Provider offers Customers a fourteen [14]-day free trial in which to test the billable services, and this period shall be calculated from the date of the Customer’s first registration for the Service. This free use of the Service does not confer any legal right on the Customer or any third person, and the Provider reserves the right at any time, even during the fourteen [14]-day trial period, to unilaterally reduce or stop this Service provision.

8.6 The provider also offers Customer free use of Services in plan "Free", but its scope is limited compared Chargeable Services. The range of services provided in plan "Free" is available on the website http://www.quanda.com/prices. On the free use of the Service does not arise customer or other third person any legal claim and the Provider reserves the right to provide this service at any time unilaterally reduce, stop or cancel the Customer's account. If your account is canceled, the Provider may delete all the data associated with that account.

 

9. Service Fee Discount

9.1. If the Service is not available to the Customer according to at least the Guaranteed Availability, then the Customer shall be entitled to a pro rata refund on the Service (the "Discount"). The Discount shall be calculated in Czech crowns (CZK) as the result of the number of days of Service unavailability outside the Guaranteed Availability, divided by the total number of paid-up days in the Customer's billing period, then multiplied by the amount invoiced for that period, that is: (days of unavailability outside the Guaranteed Availability / length in days of the paid-up billing period) X amount paid for this claim period = Customer's Discount denominated in Czech crowns).

9.2. Any claim to the Customer‘s Discount must be lodged in writing with the Provider within thirty [30] days from the date on which the claim arose. The failure to exercise this right, or its late exercise, shall render it void.

 

10. Privacy Policy

10.1. The Privacy Policy, which is available on the Service website, provides information about the processing and use of personal data by the Service Provider, including especially personal data of the Customer or of third parties that the Customer enters into the Service. By accepting the Privacy Policy, the Customer gives its consent to the processing of its data according to the Privacy Policy.

10.2. The Customer undertakes that it has obtained relevant consent from persons concerned to the processing and storing of their personal data to be entered into the Service. If this undertaking proves to be false, the Provider shall be entitled to remove the affected personal data from its system without paying any compensation, and the Customer shall reimburse the Provider for any damage that it incurs owing to the breach of this obligation.

 

11. Delivery

11.1. The Parties agree that communication between them shall preferably take place electronically, with communication to the Customer preferably to be dispatched to the e-mail address given in the registration form, or, as the case may be by an official postal service to the the postal address given during registration. Communication to the Provider should preferably be sent to the email address listed on its contact web page, or by post to the address specified therein. Any consignment shall be deemed to have been delivered on the third [3rd] day after it is sent, if not demonstrably delivered earlier.

 

12. Contract Termination

12.1. This contract may be terminated by either Party, whose written notice of such termination shall be delivered to the other side, with delivery to be governed by these Terms and Conditions. The written notice must set out a notice period no shorter than thirty [30] days from the date of receipt of the notice by the other Party.

12.2. Where so provided by these Terms and Conditions, or in the event of a serious breach or repeated minor violations of these Terms and Conditions by either Party, the other Party may withdraw from this contract with effect from the date of the delivery of the written withdrawal notice to the Party in breach.

12.3. In the case of "Free" plan or during the trial period may terminate the Agreement by either Contracting Party at any time without giving any reason, effective delivery of the notice of withdrawal to the other Party.

12.4. The Customer has the right to withdraw from this contract without giving any reason within the thirty[30] days after the conclusion of the agreement, and this withdrawal shall take effect from the date of delivery of the withdrawal notice to the Provider. In such case, the Customer shall be refunded the total fee that it paid for the Service, minus an amount of CZK 100, representing the Provider’s handling fee for the cost of refunding the amount.

 

13. Sending of Commercial Communications

13.1 By registering according to Article 2, paragraph 1 of these Terms and Conditions, the Customer agrees that the Provider may send commercial communications containing offers of the Provider’s services to the Customer’s contact details provided during registration.