Terms and Conditions

1. Operator

The company SROVNAME, s.r.o., with its registered office at Jaurisova 515/4, Prague 4, ZIP code 140 00, ID: 28462998, VAT ID: CZ28462998, registered in the commercial register maintained by the Municipal Court in Prague, section C, file 143321 (hereinafter referred to as "Operator"), is a provider of internet services in the field of online price comparison of goods from online stores on the Portals.

2. Scope of the Terms

These Terms govern the relationship between the Operator and operators of online stores (hereinafter referred to as "User"), who are interested in presenting their goods through the Operator's portals on the website srovname.cz (hereinafter referred to as "Operator's Portal") and further in the Operator's partner network (hereinafter referred to as "Partner Portals"). (The Operator's Portal and the Partner Portals together hereinafter also referred to as "Portals")

3. Binding Nature and Changes to the Terms

3.1. The Operator is the operator of promotional websites that serve end users to search for and compare products and services offered by Users on their online stores.

3.2. The Operator offers Users the opportunity to place their products and services on the Portals for the purpose of more effective promotion among end users.

3.3. These Terms are an integral part of any offer from the Operator to conclude a contract for the provision of services with any person. The business terms govern, in accordance with the provisions of § 1751 par. 1 of Act No. 89/2012 Coll., the Civil Code (hereinafter referred to as "Civil Code"), the mutual rights and obligations arising from the contract for the provision of services.

3.4. Unless otherwise agreed below or in a separate contract, these Terms take precedence over the provisions of the contract.

3.5. In accordance with the provisions of § 1752 of the Civil Code, the parties agree that the Operator may unilaterally change the Terms to a reasonable extent. The change to the Terms will be communicated to the User by email to the address provided in their account. The User may reject the change to the Terms and in such a case terminate the contract for the provision of services in writing during a notice period of one (1) month.

4. Registration

4.1. The User applies for registration by sending a completed electronic registration application on the Operator's Portal.

4.2. If the Operator accepts the registration request, they will promptly inform the User about the creation of their user account via email to the email address provided in the registration form. The Operator is entitled to verify the authenticity of the information provided by the User before accepting the registration, primarily by requesting additional information or documents.

4.3. The Operator reserves the right to refuse the registration request at their sole discretion.

4.4. In the registration request, the User is informed that by submitting it, they agree to these Terms.

4.5. The User may, by agreement with the Operator, conclude the contract in another way that raises no doubt as to whether and to what extent the contract has been concluded. By concluding the contract, the User agrees to these Terms.

4.6. The Operator will assess the User's registration request without undue delay after it is received and if not proceeding under items 4.3., 4.5. or 4.7., will accept the registration.

4.7. If in individual cases registration is not possible or purposeful, the Operator may offer the User to conclude a separate contract.

4.8. Without undue delay after completing the registration or concluding the contract, the Operator will send the User the access details for their user account.

5. Subject of Cooperation

5.1. The Operator undertakes to place the User's products on the Portals, which may change from time to time, based on the XML product feed that the User will provide to the Operator through their user account, unless the parties agree otherwise.

5.2. For these services, the User agrees to pay the Operator a fee, through a prepaid user credit. Unused credit may be returned to the User under the conditions established by these Terms.

5.3. The order of products from individual sellers on the Portals is determined by the Operator based on several input factors, including the selected cost-per-click or the selected share of costs to turnover in the user account.

5.4. Some of the Portals allow for user reviews. If this service is included in the provided services, the Operator actively solicits end users who have purchased from the User to provide feedback on their purchases based on user behavior statistics. The Operator has the right to delete any reviews that are vulgar or otherwise contrary to good morals. The User is obliged to refrain from reviewing their own online stores, competing online stores, or affiliated online stores.

6. User Account

6.1. Upon duly completing the registration and agreeing to these Terms or after concluding a contract under item 4.7., the User will gain access to their own user account.

6.2. The User provides the Operator with the necessary data for the placement of products on the Portals through their user account, in the form of an XML product feed.

6.3. The data in the form of XML feed must meet the requirements specified in the XML specification on the Operator's Portal. The Operator is not responsible for any damages resulting from any errors in the provided XML feed. Any changes to the XML specification will be communicated to the User by email to the address provided in the user account.

6.4. The User is responsible for the content of the XML feed, which must not be contrary to legal regulations or the legitimate interests of third parties or the Operator.

6.5. The data provided by the User must be in accordance with copyright law.

The User agrees to provide the Operator only with photographs and texts that exclusively belong to the User or for which the User has other rights that allow their publication on the Portals.

6.6. The User is responsible for ensuring that the information provided about the goods complies with the relevant legal regulations and is not contrary to good morals.

6.7. Through the user account, the User can set their preferred cost-per-click rate, depending on the desired efficiency of promoting their products (a higher rate means more effective promotion of products according to the description for the given rate in the user account) (hereinafter referred to as "CPC"). CPC can be set individually for each category that the User sees in their user account.

6.8. Through the user account or by phone, the User can set their preferred share of costs to turnover (i.e. how much percentage of the turnover obtained through the Portals the User intends to spend on promotion), depending on the desired efficiency of promoting their products (a higher share means more effective promotion of products) (hereinafter referred to as "PNO"). In case of setting the User's PNO, the Operator will attempt to bring the maximum volume of traffic that will meet the User's preferred PNO.

6.9. PNO can only be set uniformly for all categories of the User's products. The PNO set by the User is only the User's preferred amount and the Operator does not guarantee its achievement in any way and is not liable for its achievement. The User may set the amount of clicks for the given PNO. If the User wants to limit the amount they will have to pay for bidding through PNO, they can use the average daily budget as per item 11 of these Terms.

6.10. The User can choose between using CPC or PNO by using their user account, whereby at any given moment, they can only use one of these bidding methods. In case of a change in the bidding method in the user account, the change will take effect no later than 24 hours after the change is made in the user account.

6.11. The user account also includes some statistical tools, such as tracking traffic, incoming clicks, and if using a tracking pixel, the number of incoming orders. Since tracking pixels use cookies, the accuracy of statistical tools depends on the implementation of cookies by the User. The Operator is not responsible for the accuracy of these tools.

6.12. The user account contains a section with an overview of the User's credit status and allows for reloading. Reloading can be performed by transfer according to the instructions in the user account or via the online payment gateway operated by [*] according to the instructions in the user account.

6.13. The User may utilize the option to integrate the tracking pixel. In the user account, in the "Tracking pixel" section, they will find all the necessary information for implementation. The tracking pixel is implemented directly into the User's online store. In such a case, the Operator undertakes not to use the information provided for any purpose other than the designated one.

6.14. If the parties agree, connection via Google Analytics can also be used as part of their cooperation.

7. Use of the Service

7.1. The User acknowledges that the Operator is not responsible for the settings made by the User in their user account. The User is responsible for the accuracy of the information entered into their user account.

7.2. The User may not use mechanisms, tools, software, or procedures within the service that have or could have a negative impact on the operation of the Operator's devices, the security of the internet, or other internet users.

7.3. The User must not engage in activities aimed at disabling or restricting the operation of the Operator's server on which the service is provided, nor perform other attacks on this server, nor assist a third party in such activities. The User must not use the user account and the service in a way that would unreasonably restrict other customers and users of the Operator in their use of the service or unreasonably restrict the Operator. The User must not overload the Operator's server on which the service is operated with automated requests.

7.4. The User understands that during the processing of the XML feed provided, the matching of items is prioritized based on the mandatory EAN code field. If this item is not included in the XML feed, the store will appear in full-text search, but the quality of the export of all data to the price comparison catalog is not guaranteed. 7.5. The User understands and agrees that the information and data provided to the Operator upon registering their e-shop will not be used only on the Operator's Portal but also on the Partner Portals that are in the Operator's partner network but are not directly owned or operated by the Operator.

7.6. After the User registers on the Operator's Portal, their e-shop offering will also be displayed on the Partner Portals, with the rights and obligations arising from these Terms or the contract and any settings in the user account being applied to the display of the User's e-shop offer on these Partner Portals. After registration, the User's e-shop offering will be displayed on Google Shopping unless the User states that they are not interested in publication on Google Shopping.

7.7. The Operator informs, at the User's request, about the Partner Portals where the User's e-shop offers are published. If the User does not agree to the publication of their e-shop offer on any Partner Portal, they should promptly inform the Operator. 7.8. The Operator does not guarantee the accuracy of the information on the Portals, uninterrupted operation of the Portals, or flawless operation of the Portals.

8. Other Rights and Obligations

8.1. The User acknowledges that the Operator is not responsible for the functionality of the User's data network, the functionality of the public data network, the functionality of the User's hardware, the state of the User's software, for data backup by the User, and for any third-party interventions into the User's software.

8.2. In the event of injury to the User in connection with the Operator's responsibility for service defects (including individual services), unless caused by the Operator intentionally or through gross negligence, the parties have agreed on limits of compensation for any such injury incurred by the User so that the total compensation for damages, including lost profits, is limited to the amount of one half of the fee actually paid by the User (used credit or paid invoice) for the use of the service in the last month before the occurrence of the event that led to the User's injury. 8.3. The User agrees to the use of their anonymized data stored on the Portals for analytical purposes, even after the termination of the contractual relationship.

8.4. The User acknowledges that the Operator does not guarantee any business results for the User related to the provision of services by the Operator, even in the case of using PNO bidding.

9. Licensing Provisions

9.1. The User declares that they are authorized to provide the Operator a license to all provided information about products and their individual elements, including all product photographs and other materials related to the products, which are protected by copyright or other intellectual property rights.

9.2. The User acknowledges that if the Operator incurs any damage or harm due to their false declaration above, they are obliged to compensate it in full.

9.3. By providing the XML feed, the User grants a non-exclusive and time-limited license for the use of any work protected by intellectual property rights that is part of the provided XML feed.

9.4. The User also grants the Operator a license to use the User's logo, name, and other promotional elements and any sublicense to such elements from the manufacturers of the placed products or services, if the User is not their manufacturer.

9.5. The license under this article of the Terms is granted for the purpose of fulfilling the Operator's obligations under these Terms.

10. Remuneration and Payment Method

10.1. Unless otherwise agreed between the parties in a separate contract, the remuneration (or its partial amount) is provided for each individual outgoing click by the end user on the link of the User's e-shop placed on any Portal (in the pay-per-click mode according to the settings in the user account), and is deducted from the recharged credit of the User.

10.2. The Operator is entitled to change the remuneration model in justified cases, even after the cooperation between the parties has commenced. The User will be promptly notified of the change.

10.3. In case of misuse of the click consumption system by a third party, the User has the right to contest the clicks with the Operator, and this must occur no later than the fifteenth (15th) day of the month following the month in which the click consumption system was misused. The properly substantiated complaint will be assessed by the Operator, who will communicate their position to the User. In doing so, they will primarily act based on their own discretion. Unjustified or repeated complaints will not be assessed by the Operator.

10.4. If the CPC remuneration model is used during the cooperation between the parties, the User will pay the Operator a fee for each outgoing click by the end user on the link placed on any Portal. The maximum rate for a click that the User is willing to pay can be set in the User's account, whereby the actual price per click is influenced by the prices per click of other users. The actual price per click will never exceed the highest rate for clicks set by the User. The setting must be done by the User, or by the Operator, but always with the User's consent.

10.5. Individual rates are always determined by the Operator's price list available at this link. Any change in the price list will be communicated to the User by email to the address provided in the user account at least 14 days before the change becomes effective.

10.6. If the PNO remuneration model is used during the parties' cooperation, the User will pay the Operator a fee for the total number of outgoing clicks by end users on the links placed on the Portals, which will be paid continuously from the User's credit. The price of the total amount of clicks is not known to the User or Operator in advance and depends on the preferred PNO and other variables. The total budget and preferred PNO can be set in the User's account, whereby the User will only know the total price of the clicks already provided together. The setting must be made by the User, or the Operator, but always with the User's consent.

10.7. If the User uses the services of the Operator in connection with the Google Shopping service according to item 7.6 of these Terms, the price lists issued by the Operator do not apply. In this case, the Operator facilitates the purchase of clicks at prices set by Google Shopping. For this facilitation, the Operator is entitled to a reasonable fee, which will be invoiced to the User along with the cost incurred for Google Shopping clicks.

10.8. The Operator is a payer of value-added tax, and VAT will be added to all amounts in accordance with generally binding legal regulations. 10.9. Payment is made from the User's prepaid credit. Credit can be recharged through the User's account. If the User exhausts all prepaid credit, the Operator will automatically cease to provide services under these Terms. No later than within three (3) business days from the moment the credit is recharged, the Operator will resume providing services to the User. Reloading credit means adding cash to the Operator's account.

10.10. Payment for the remuneration is accounted for in advance or subsequently within 5 days from the day of performance; the method of accounting is decided by the Operator unless stated otherwise in the contract.

10.11. If the User does not utilize more than 50% of the newly recharged credit for a minimum of 2 months from the credit recharge, they may request the Operator to return the unused credit via email at support@srovname.cz. In this case, the Operator will return the unused credit within 1 (one) month from the day the request is received. Each request for credit return is subject to an administrative fee of 500 CZK, whereby the User hereby grants consent to offset this fee against the returned credit. Credit acquired based on promotional activities of the Operator cannot be returned to the User.

10.12. If the User does not utilize all their credit and does not request its return within 12 months from the credit recharge date, the credit will be forfeited to the Operator without further ado unless the Operator decides otherwise.

11. Average Daily Budget

11.1. Through the user account, the User can set the average daily budget - i.e. the amount they intend to spend daily for the provision of the Operator's service (hereinafter referred to as "Budget").

11.2. If the User reduces their Budget through the user account, this reduced Budget will take effect no later than 24 hours after the change in the user account is made. Typically, the reduced Budget will be effective from the beginning of the calendar day following the day on which the Budget was reduced in the user account.

11.3. If the User increases their Budget through the user account, this increased Budget will take effect without undue delay from the change in the user account.

11.4. The Operator undertakes not to exceed the effective Budget on any given calendar day.

12. Sanction Provisions

12.1. If the User fails to pay the Operator's remuneration properly and on time, the Operator is entitled to refuse further provision of the service until the remuneration is paid in full.

12.2. The refusal to provide service does not affect the obligation of the User to pay the remuneration.

12.3. In case of delay in payment of remuneration, the User is obliged to pay the Operator a contractual default interest of 0.05% of the outstanding amount for each day of delay. This does not affect the obligation of the User to compensate the Operator for the damage incurred due to the delay and possibly statutory default interest. The payable default interest and incurred damage may be offset by the Operator against any payment made by the User.

13. Duration of Cooperation and Its Termination

13.1. Cooperation between the parties based on these Terms is not time-limited.

13.2. Either party may terminate the cooperation at any time, even without stating a reason.

13.3. The notice period is 1 (one) month from the date of written notification of termination of cooperation to the other party.

13.4. If there is any unused credit associated with the User's account, the Operator will return it to the User after the termination of cooperation.

13.5. The Operator is entitled to process certain important data obtained from the User even after the termination of the cooperation between the parties, particularly but not exclusively photos, names, and descriptions of products, and further user reviews of products. Other data and information will be returned to the User after the termination of cooperation. Data that cannot be returned for practical or possible reasons will be destroyed after the termination of cooperation unless the special legal regulation requires its archiving.

13.6. Either party is further entitled to withdraw from this contract in the case of a serious violation of these Terms or the contract.

13.7. The User is obliged to assign or otherwise transfer their rights or obligations arising from these Terms to any legal successor of the User.

14. Confidentiality of Information, Personal Data Processing, Cookie Storage

14.1. The parties undertake not to disclose confidential information of the other party to any third party except in cases where required by generally binding legal regulations.

14.2. If during the cooperation of the parties any data characteristic of the parties' business is passed on, it shall be regarded as confidential.

14.3. The obligation to maintain confidentiality remains in force even after the termination of the contractual relationship between the parties.

14.4. The User agrees to receive information and commercial communications from the Operator relating to the Operator's services via the User's email.

14.5. The User agrees to the storage and subsequent collection and analysis of cookies by the Operator.

14.6. Confidential information does not expressly include any information provided to the Operator by the User in the form of XML feeds.

15. Final Provisions

15.1. If any provision of these Terms is found to be invalid or unenforceable, such invalidity or unenforceability shall not affect the validity of the other provisions of these Terms, and the entire Terms shall be interpreted as if it did not contain individual invalid or unenforceable provisions and in this sense the rights and obligations of the contractual parties arising from these Terms shall be interpreted and enforced.

15.2. The legal relationship established between the Operator and the User shall be governed by Czech law, excluding conflict-of-law rules.

15.3. The Operator and the User have agreed on the jurisdiction of the courts of the Czech Republic.

15.4. The Operator and the User hereby exclude the use of recognized business customs within the meaning of § 558 par. 2 of the Civil Code and further the provisions of articles § 1748, § 1799, and § 1800 of the Civil Code.

15.5. These Terms are valid and effective from May 1, 2023.