Terms of Service
Terms of Service
Terms of Service
Terms of Service of INSIO software s.r.o.
I. INTRODUCTION AND SERVICES PROVIDED BY INSIO SOFTWARE S.R.O.
1) These Terms of Provision of Service (hereinafter referred to as „Terms“) regulate the rights and obligations between INSIO software s.r.o., with registered office at Vinohradská 3217/167, Strašnice, 100 00 Praha 10, ID 27389847, registered in the Commercial Register maintained by the Municipal Court of Prague, section C, insert 109725 (hereinafter referred to as „INSIO“), and the client as a party interested in the conclusion of a contract with INSIO or as the other contractual party from such a contract (hereinafter referred to as „Client“), in particular in connection to the agreed upon licensing contract or a contract on the provision of software as a service (hereinafter referred to as „Contract“).
2) INSIO is the owner of INSIO Software, which consists of a complex system for optimization of business processes and management of the complete entrepreneurial agenda in electronic form, consisting of individual functional modules created by INSIO, which allow for optimalisation of processes and governance of agenda on various levels (hereinafter referred to as „SW“).
3) INSIO runs SW on their own server (hereinafter referred to as „Cloud“), which is accessible through an online web application at https://insio.cz/ (hereinafter referred to as „Web Application“) or through the INSIO software mobile application for Android and iOS operating systems (hereinafter referred to as „Mobile Application“). INSIO provides their Clients with a service consisting of use of said SW (hereinafter referred to as „Service“) based on the Contract, for the negotiated remuneration covered by the Client.
4) The specific parameters of the Service ordered by the Client from INSIO, e.g. the specific accessible modules, the number of active end users, arrangement for the use of the Mobile Application, the specific components of remuneration, details of implementation, further contact details etc. (hereinafter referred to as „Service Parameters“), shall be agreed upon within the text of the relevant Contract between INSIO a the Client or in an annex thereto.
II. RIGHTS AND OBLIGATIONS DURING THE PROVISION OF THE SERVICE
1) Within the scope of Act No. 121/2000 Coll., on Copyright, on Rights Related to Copyright and on Amendments to Certain Acts, as amended (hereinafter referred to as „CA“), SW is considered an author’s work. While using the Service, the Client agrees not to carry out such activity, which could enable him or third parties to make unauthorised use of the SW or otherwise interfere in the rights of INSIO to SW, as well as in the rights of third parties.
2) The Client is entitled to process data via the Service to that extent, of which the functions of SW, or rather functions of SW (modules) accessible to the Client, are capable.
3) The Client is entitled to utilise the Service exclusively for their own personal use. Personal use shall mean the use of the Service by the Client, members of their bodies, and their employees or by third parties as end users specified in the INSIO consent as defined below (hereinafter referred to as "Authorised User"). The Client is solely entitled to utilise the Service for the purpose and within the scope implied in the Contract, or otherwise for a purpose agreed upon with INSIO and in accordance with the general purpose of SW. The Client is not entitled to provide access to the Service, partial or full, to a third party without prior written consent from INSIO. In case INSIO grants consent to such provision of access to the Service for a third party, this third party becomes an Authorised User. The provisions of these Terms concerning the checks on compliance apply similarly in this case.
4) Upon conclusion of the Contract, the Client is to receive access details (a username and a password) to a Client’s standard user account in the Web Application, or also in the Mobile Application. Further user accounts for Authorised Users and the access details thereto may be created by the Client in the Web Application, or also in the Mobile Application, after logging in to the basic user account. The Client is obligated to secure any and all access details, including those for the Web Application and the Mobile Application, against loss, theft, and misuse by third persons, in order to prevent usage of the Service by a third party. In case of risk of misuse of access details by a third party, the Client is obliged to immediately notify INSIO in writing. The INSIO company is also entitled at any time, in particular based on its own findings, to ask the Client to state whether there is risk of loss, theft or misuse of access details or, alternatively, whether such an event already took place, in which case the INSIO company also has the right to ask the Client to rectify this within a reasonable period of time. In such an event, the INSIO company is also entitled to block the access details for the affected account and provide the Client with new details.
5) In accordance with this Contract, the number of Authorised Users utilising the Service may not exceed the number of end users agreed upon within the Service Parameters. The Client shall establish a separate user account for each end user. User accounts may not be shared by multiple end users. For the sake of control of compliance with this condition of provision of the Service, INSIO is entitled to follow and evaluate available data about end devices, from which the specific accounts are logged in to. Should INSIO find out based on this data that there is a possible violation of this condition of provision of the Service according to this section, the Client will be made aware of this fact and will be asked to rectify such an error.
6) The scope of the provided Service may be limited by technical resources for the protection of rights of INSIO. The Client is not entitled to bypass, remove or limit technical resources and mechanisms aimed at protection of rights of INSIO.
7) The Client is hereby made aware of the fact that for regular use of the Service, co-interaction with other computer programs (e.g. a web browser) may be necessary. The Client is aware of this co-interaction and acknowledges that the authorization to use such other computer programs is not subject to the Contract or the relationship with INSIO, and is instead governed by specific contractual arrangements with the holders of the rights to such computer programs.
III. RIGHTS TO SW, CONTENT AND MOBILE APPLICATION
1) INSIO is the owner and holder of all intellectual property rights, ownership rights and proprietary rights to SW, as well as to any electronic or printed materials supplied to the Client together with the provision of the Service, including all reproductions thereof.
2) All data uploaded to the Cloud by the Client or Authorised Users when using the Service is the property of the uploader of the content and may be protected by applicable laws and regulations, including those aimed at protection of intellectual property. The Client or Authorised User, as the case may be, shall bear all responsibility for the content uploaded.
3) If the subject of the Contract also includes enabling the use of the Service via the Mobile Application, INSIO, through the Contract, grants the Client a license to use the Mobile Application in the scope specified in the Contract and these Terms (hereinafter referred to as the "License"). The Mobile Application provided to the Client on the basis of this Contract is an independent copyright work within the meaning of the CA. The owner of the Mobile Application and the executor of all property rights to the Mobile Application is INSIO.
4) The Licence to the Mobile Application is granted exclusively for use in the manner resulting from the Contract, i.e. for creating a copy of the Mobile Application on the Client's end device and for the Client or Authorised Users to access the Service via such copy of the Mobile Application, or for other uses if such use is necessary to fulfil the purpose of the Contract. The Licence is not granted for uses other than those specified in the preceding sentence. In particular, the licence is not granted for the distribution, rental, lending or display of the original or a copy of the Mobile App, nor for the communication of the Mobile App to the public within the meaning of Section 12(4)(b) to (f) of the CA.
5) The Mobile App is licensed on a non-exclusive basis. The licence is limited in time to the period of provision of the Service to the Client in accordance with the Contract. The licence is limited to the territory of the Czech Republic. The Client is not entitled to assign the Licence to a third party or grant a sub-licence to a third party without the prior written consent of INSIO. INSIO shall be entitled at any time to call upon the Client to remedy a breach of the obligations agreed above in connection with the Licence within a reasonable period of time.
IV. GUARANTEE, SERVICE SUPPORT AND OPERATION
1) As part of the provision of the Service, INSIO guarantees minimum availability and undertakes to provide the Client with technical and service support (hereinafter referred to as "Service Support").
2) INSIO guarantees that the availability of the Service will not be lower than 99%, measured always for all working days in a calendar month from 8:00 to 20:00 at the place where the INSIO server is connected to the Internet. INSIO shall not be liable for any unavailability caused by a fault in the Internet connection provided by third parties or for unavailability of the Service for any other reason on the part of the Client.
3) Service Support is provided to resolve Service availability issues and other requests made by the Client in relation to the Service. INSIO does not provide any Service Support under the Contract to resolve faults on the Customer's end devices or faults on the Internet connection provided by third parties.
4) Service Support is provided on working days between 9:00 and 17:00 through the following contacts:
a) by telephone at the following number: +420 775 550 097;
b) by e-mail sent to: helpdesk@insio.cz;
c) via an insert to the helpdesk at: www.helpdesk.insio.cz.
5) INSIO, when performing Service Support, guarantees the maximum time for repair and resolution of the Client's requirements in the following terms:
a) faults that completely prevent the use of the Service: immediate response to remove the fault within 24 hours;
b) defects causing reduced functionality of the Service: 5 working days;
c) defects not limiting the use of the Service and other requirements: within the next update to the SW (usually 10 working days).
6) The number of requests that are not of the "fault" type is limited to 5 requests and a maximum of 2h of total resolution time per calendar month. Additional requests beyond this limit are charged according to the time spent resolving the requests, with an estimate of resolution time and cost being agreed in advance by the Client. The fees and costs for these additional requests will be charged to the Client along with the Service usage fee for the relevant month.
7) INSIO keeps backups of the application and SW database used by the Client through the Service. Full backups will be made every working day at 2:00 and retained for five days. Differential backups will be performed every two hours. All backups will be stored in two geographically separate data centers, in case of hardware failure, natural disaster or other unforeseen event.
8) INSIO notifies the Client of anticipated downtime of the Service, in particular for maintenance and upgrades. Unless otherwise specified, routine maintenance is expected to take place every Thursday between 23:00 and 24:00. The time of scheduled downtime is included in the overall availability of the Service.
9) INSIO shall not be liable for damages resulting from the use of the Service or for the Client's lost profits. The Service is provided as it stands and lies, without warranty of any kind, whether express or implied.
9) The Client is entitled to claim a contractual penalty of 20 % of the monthly fee for the use of the Service for each violation of INSIO's obligations regarding Service support and a maximum of 100 % of the monthly fee for the use of the Service for one calendar month.
V. REMUNERATION AND PAYMENT TERMS
1) Unless otherwise agreed between INSIO and the Client, the remuneration for the use and operation of the Service (hereinafter referred to as the "Remuneration") is determined periodically in monthly payments. The Client undertakes to pay INSIO the Remuneration for each commenced month in which the Service is provided. The moment of commencement of the provision of the Service shall be deemed to be the moment of handing over the access data to the Client's basic user account.
2) The amount of the Remuneration is dependent on the Parameters of the Service.
3) The Remuneration is payable on the basis of a tax document (invoice) issued by INSIO with a due date of 14 (fourteen) days from the date of delivery to the Client. Invoices are issued at the beginning of the Service period, usually on the first day of the month.
4) Invoices are sent exclusively by electronic mail, unless otherwise agreed between INSIO and the Client, to the Client's e-mail address specified in the Service Parameters or otherwise demonstrably communicated by the Client to INSIO.
5) The Remuneration shall be automatically adjusted each calendar year with effect from 1 January of that year according to the inflation rate officially announced by the Czech Statistical Office, expressed as the increase in the consumer price index for the same month of the previous year (the so-called annual Consumer Price Index). The first increase in the Remuneration under this Agreement shall take place on 1 January of the calendar year following the conclusion of the Contract. INSIO shall calculate the increase in the Remuneration without undue delay after the publication of this index and in accordance with the procedure set out in this paragraph and invoice the Remuneration in the adjusted amount for the first time for January of the relevant calendar year. In the event of deflation, the Remuneration shall not be reduced in a similar manner, i.e. any deflation as expressed by the Consumer Price Index shall not result in a corresponding reduction in the Remuneration.
6) INSIO shall be entitled to interest on late payments at the rate of 0.05% (five hundredths of one percent) of the amount due for each day of delay in payment of the Remuneration, even if the provision of the Service has been terminated due to non-payment of the Remuneration or fees and costs for excess Service Support requests, or parts thereof. In the event of delay in payment of the duly invoiced amount for a period exceeding 1 (one) month from the due date of the invoice, if the Client fails to pay such amount even upon a written demand delivered to the Client within a specified additional period of time not less than 5 (five) days from the delivery of the demand, INSIO shall be entitled to suspend the provision of the Service to the Client for the period of the Client's delay in payment of such amount.
VI. FINAL PROVISIONS
1) Should INSIO lose any authorisation necessary for the activities under the Contract, it shall immediately notify the Client of this fact. In such case, the Contract shall terminate on the date on which the relevant authorisation to carry out the relevant activity ceases to exist.
2) On the date of termination of the Contract, all user accounts and their access data of the Client are blocked. In the event of termination of the Contract, the Client is entitled to a data backup in CSV file format (or other as agreed), which INSIO will provide free of charge.
3) INSIO and the Client mutually undertake to maintain confidentiality of all facts of which they have already became aware during the negotiation of the Contract or during activities related to the performance of this Contract, in particular facts that constitute trade secrets and confidential information of an operational or commercial nature that are not publicly available or are marked as confidential by the contracting party. Trade secrets shall also and in particular mean the Client's data processed by the Service. The parties are obliged to maintain the confidentiality of said information after termination of the Contract and to ensure its protection in the usual manner as for the protection of their own confidential information. The parties shall have the right to require each other to prove the sufficiency of the protection of confidential information. The parties shall also be obliged to ensure the protection of the confidential information received by their employees, agents and cooperating third parties, if such information has been provided to them. The parties shall have the right to use, provide and disclose confidential information only to the extent and under the conditions necessary for the proper performance of their rights and obligations under the Contract.
4) In the course of providing the Service, INSIO may handle certain personal data. In such case, INSIO shall comply with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), and Act No. 110/2019 Coll., on the processing of personal data, as amended. More detailed information is available in a separate document called Privacy Policy available on the website of INSIO software s.r.o. (https://insio.cz/), and upon request.
5) By concluding the Contract, the Client grants INSIO permission to refer to them as a reference customer, including in procurement procedures under Act No. 134/2016 Coll. on Public Procurement, as amended. The Client is entitled to revoke this permission in writing at any time.
6) The rights and obligations not governed by these Terms or the Contract shall, in the alternative, be governed by the valid and effective legislation of the Czech Republic, in particular Act No. 89/2012 Coll., the Civil Code, as amended.
7) Unless otherwise expressly agreed in a particular case, in the event of a conflict between the wording of the Contract and these Terms, the arrangement of rights and obligations in the Contract with the relevant Customer shall prevail.
This version of the Terms of Service of INSIO software s.r.o. is valid and effective from 1.1.2024
Terms of Service of INSIO software s.r.o.
I. INTRODUCTION AND SERVICES PROVIDED BY INSIO SOFTWARE S.R.O.
1) These Terms of Provision of Service (hereinafter referred to as „Terms“) regulate the rights and obligations between INSIO software s.r.o., with registered office at Vinohradská 3217/167, Strašnice, 100 00 Praha 10, ID 27389847, registered in the Commercial Register maintained by the Municipal Court of Prague, section C, insert 109725 (hereinafter referred to as „INSIO“), and the client as a party interested in the conclusion of a contract with INSIO or as the other contractual party from such a contract (hereinafter referred to as „Client“), in particular in connection to the agreed upon licensing contract or a contract on the provision of software as a service (hereinafter referred to as „Contract“).
2) INSIO is the owner of INSIO Software, which consists of a complex system for optimization of business processes and management of the complete entrepreneurial agenda in electronic form, consisting of individual functional modules created by INSIO, which allow for optimalisation of processes and governance of agenda on various levels (hereinafter referred to as „SW“).
3) INSIO runs SW on their own server (hereinafter referred to as „Cloud“), which is accessible through an online web application at https://insio.cz/ (hereinafter referred to as „Web Application“) or through the INSIO software mobile application for Android and iOS operating systems (hereinafter referred to as „Mobile Application“). INSIO provides their Clients with a service consisting of use of said SW (hereinafter referred to as „Service“) based on the Contract, for the negotiated remuneration covered by the Client.
4) The specific parameters of the Service ordered by the Client from INSIO, e.g. the specific accessible modules, the number of active end users, arrangement for the use of the Mobile Application, the specific components of remuneration, details of implementation, further contact details etc. (hereinafter referred to as „Service Parameters“), shall be agreed upon within the text of the relevant Contract between INSIO a the Client or in an annex thereto.
II. RIGHTS AND OBLIGATIONS DURING THE PROVISION OF THE SERVICE
1) Within the scope of Act No. 121/2000 Coll., on Copyright, on Rights Related to Copyright and on Amendments to Certain Acts, as amended (hereinafter referred to as „CA“), SW is considered an author’s work. While using the Service, the Client agrees not to carry out such activity, which could enable him or third parties to make unauthorised use of the SW or otherwise interfere in the rights of INSIO to SW, as well as in the rights of third parties.
2) The Client is entitled to process data via the Service to that extent, of which the functions of SW, or rather functions of SW (modules) accessible to the Client, are capable.
3) The Client is entitled to utilise the Service exclusively for their own personal use. Personal use shall mean the use of the Service by the Client, members of their bodies, and their employees or by third parties as end users specified in the INSIO consent as defined below (hereinafter referred to as "Authorised User"). The Client is solely entitled to utilise the Service for the purpose and within the scope implied in the Contract, or otherwise for a purpose agreed upon with INSIO and in accordance with the general purpose of SW. The Client is not entitled to provide access to the Service, partial or full, to a third party without prior written consent from INSIO. In case INSIO grants consent to such provision of access to the Service for a third party, this third party becomes an Authorised User. The provisions of these Terms concerning the checks on compliance apply similarly in this case.
4) Upon conclusion of the Contract, the Client is to receive access details (a username and a password) to a Client’s standard user account in the Web Application, or also in the Mobile Application. Further user accounts for Authorised Users and the access details thereto may be created by the Client in the Web Application, or also in the Mobile Application, after logging in to the basic user account. The Client is obligated to secure any and all access details, including those for the Web Application and the Mobile Application, against loss, theft, and misuse by third persons, in order to prevent usage of the Service by a third party. In case of risk of misuse of access details by a third party, the Client is obliged to immediately notify INSIO in writing. The INSIO company is also entitled at any time, in particular based on its own findings, to ask the Client to state whether there is risk of loss, theft or misuse of access details or, alternatively, whether such an event already took place, in which case the INSIO company also has the right to ask the Client to rectify this within a reasonable period of time. In such an event, the INSIO company is also entitled to block the access details for the affected account and provide the Client with new details.
5) In accordance with this Contract, the number of Authorised Users utilising the Service may not exceed the number of end users agreed upon within the Service Parameters. The Client shall establish a separate user account for each end user. User accounts may not be shared by multiple end users. For the sake of control of compliance with this condition of provision of the Service, INSIO is entitled to follow and evaluate available data about end devices, from which the specific accounts are logged in to. Should INSIO find out based on this data that there is a possible violation of this condition of provision of the Service according to this section, the Client will be made aware of this fact and will be asked to rectify such an error.
6) The scope of the provided Service may be limited by technical resources for the protection of rights of INSIO. The Client is not entitled to bypass, remove or limit technical resources and mechanisms aimed at protection of rights of INSIO.
7) The Client is hereby made aware of the fact that for regular use of the Service, co-interaction with other computer programs (e.g. a web browser) may be necessary. The Client is aware of this co-interaction and acknowledges that the authorization to use such other computer programs is not subject to the Contract or the relationship with INSIO, and is instead governed by specific contractual arrangements with the holders of the rights to such computer programs.
III. RIGHTS TO SW, CONTENT AND MOBILE APPLICATION
1) INSIO is the owner and holder of all intellectual property rights, ownership rights and proprietary rights to SW, as well as to any electronic or printed materials supplied to the Client together with the provision of the Service, including all reproductions thereof.
2) All data uploaded to the Cloud by the Client or Authorised Users when using the Service is the property of the uploader of the content and may be protected by applicable laws and regulations, including those aimed at protection of intellectual property. The Client or Authorised User, as the case may be, shall bear all responsibility for the content uploaded.
3) If the subject of the Contract also includes enabling the use of the Service via the Mobile Application, INSIO, through the Contract, grants the Client a license to use the Mobile Application in the scope specified in the Contract and these Terms (hereinafter referred to as the "License"). The Mobile Application provided to the Client on the basis of this Contract is an independent copyright work within the meaning of the CA. The owner of the Mobile Application and the executor of all property rights to the Mobile Application is INSIO.
4) The Licence to the Mobile Application is granted exclusively for use in the manner resulting from the Contract, i.e. for creating a copy of the Mobile Application on the Client's end device and for the Client or Authorised Users to access the Service via such copy of the Mobile Application, or for other uses if such use is necessary to fulfil the purpose of the Contract. The Licence is not granted for uses other than those specified in the preceding sentence. In particular, the licence is not granted for the distribution, rental, lending or display of the original or a copy of the Mobile App, nor for the communication of the Mobile App to the public within the meaning of Section 12(4)(b) to (f) of the CA.
5) The Mobile App is licensed on a non-exclusive basis. The licence is limited in time to the period of provision of the Service to the Client in accordance with the Contract. The licence is limited to the territory of the Czech Republic. The Client is not entitled to assign the Licence to a third party or grant a sub-licence to a third party without the prior written consent of INSIO. INSIO shall be entitled at any time to call upon the Client to remedy a breach of the obligations agreed above in connection with the Licence within a reasonable period of time.
IV. GUARANTEE, SERVICE SUPPORT AND OPERATION
1) As part of the provision of the Service, INSIO guarantees minimum availability and undertakes to provide the Client with technical and service support (hereinafter referred to as "Service Support").
2) INSIO guarantees that the availability of the Service will not be lower than 99%, measured always for all working days in a calendar month from 8:00 to 20:00 at the place where the INSIO server is connected to the Internet. INSIO shall not be liable for any unavailability caused by a fault in the Internet connection provided by third parties or for unavailability of the Service for any other reason on the part of the Client.
3) Service Support is provided to resolve Service availability issues and other requests made by the Client in relation to the Service. INSIO does not provide any Service Support under the Contract to resolve faults on the Customer's end devices or faults on the Internet connection provided by third parties.
4) Service Support is provided on working days between 9:00 and 17:00 through the following contacts:
a) by telephone at the following number: +420 775 550 097;
b) by e-mail sent to: helpdesk@insio.cz;
c) via an insert to the helpdesk at: www.helpdesk.insio.cz.
5) INSIO, when performing Service Support, guarantees the maximum time for repair and resolution of the Client's requirements in the following terms:
a) faults that completely prevent the use of the Service: immediate response to remove the fault within 24 hours;
b) defects causing reduced functionality of the Service: 5 working days;
c) defects not limiting the use of the Service and other requirements: within the next update to the SW (usually 10 working days).
6) The number of requests that are not of the "fault" type is limited to 5 requests and a maximum of 2h of total resolution time per calendar month. Additional requests beyond this limit are charged according to the time spent resolving the requests, with an estimate of resolution time and cost being agreed in advance by the Client. The fees and costs for these additional requests will be charged to the Client along with the Service usage fee for the relevant month.
7) INSIO keeps backups of the application and SW database used by the Client through the Service. Full backups will be made every working day at 2:00 and retained for five days. Differential backups will be performed every two hours. All backups will be stored in two geographically separate data centers, in case of hardware failure, natural disaster or other unforeseen event.
8) INSIO notifies the Client of anticipated downtime of the Service, in particular for maintenance and upgrades. Unless otherwise specified, routine maintenance is expected to take place every Thursday between 23:00 and 24:00. The time of scheduled downtime is included in the overall availability of the Service.
9) INSIO shall not be liable for damages resulting from the use of the Service or for the Client's lost profits. The Service is provided as it stands and lies, without warranty of any kind, whether express or implied.
9) The Client is entitled to claim a contractual penalty of 20 % of the monthly fee for the use of the Service for each violation of INSIO's obligations regarding Service support and a maximum of 100 % of the monthly fee for the use of the Service for one calendar month.
V. REMUNERATION AND PAYMENT TERMS
1) Unless otherwise agreed between INSIO and the Client, the remuneration for the use and operation of the Service (hereinafter referred to as the "Remuneration") is determined periodically in monthly payments. The Client undertakes to pay INSIO the Remuneration for each commenced month in which the Service is provided. The moment of commencement of the provision of the Service shall be deemed to be the moment of handing over the access data to the Client's basic user account.
2) The amount of the Remuneration is dependent on the Parameters of the Service.
3) The Remuneration is payable on the basis of a tax document (invoice) issued by INSIO with a due date of 14 (fourteen) days from the date of delivery to the Client. Invoices are issued at the beginning of the Service period, usually on the first day of the month.
4) Invoices are sent exclusively by electronic mail, unless otherwise agreed between INSIO and the Client, to the Client's e-mail address specified in the Service Parameters or otherwise demonstrably communicated by the Client to INSIO.
5) The Remuneration shall be automatically adjusted each calendar year with effect from 1 January of that year according to the inflation rate officially announced by the Czech Statistical Office, expressed as the increase in the consumer price index for the same month of the previous year (the so-called annual Consumer Price Index). The first increase in the Remuneration under this Agreement shall take place on 1 January of the calendar year following the conclusion of the Contract. INSIO shall calculate the increase in the Remuneration without undue delay after the publication of this index and in accordance with the procedure set out in this paragraph and invoice the Remuneration in the adjusted amount for the first time for January of the relevant calendar year. In the event of deflation, the Remuneration shall not be reduced in a similar manner, i.e. any deflation as expressed by the Consumer Price Index shall not result in a corresponding reduction in the Remuneration.
6) INSIO shall be entitled to interest on late payments at the rate of 0.05% (five hundredths of one percent) of the amount due for each day of delay in payment of the Remuneration, even if the provision of the Service has been terminated due to non-payment of the Remuneration or fees and costs for excess Service Support requests, or parts thereof. In the event of delay in payment of the duly invoiced amount for a period exceeding 1 (one) month from the due date of the invoice, if the Client fails to pay such amount even upon a written demand delivered to the Client within a specified additional period of time not less than 5 (five) days from the delivery of the demand, INSIO shall be entitled to suspend the provision of the Service to the Client for the period of the Client's delay in payment of such amount.
VI. FINAL PROVISIONS
1) Should INSIO lose any authorisation necessary for the activities under the Contract, it shall immediately notify the Client of this fact. In such case, the Contract shall terminate on the date on which the relevant authorisation to carry out the relevant activity ceases to exist.
2) On the date of termination of the Contract, all user accounts and their access data of the Client are blocked. In the event of termination of the Contract, the Client is entitled to a data backup in CSV file format (or other as agreed), which INSIO will provide free of charge.
3) INSIO and the Client mutually undertake to maintain confidentiality of all facts of which they have already became aware during the negotiation of the Contract or during activities related to the performance of this Contract, in particular facts that constitute trade secrets and confidential information of an operational or commercial nature that are not publicly available or are marked as confidential by the contracting party. Trade secrets shall also and in particular mean the Client's data processed by the Service. The parties are obliged to maintain the confidentiality of said information after termination of the Contract and to ensure its protection in the usual manner as for the protection of their own confidential information. The parties shall have the right to require each other to prove the sufficiency of the protection of confidential information. The parties shall also be obliged to ensure the protection of the confidential information received by their employees, agents and cooperating third parties, if such information has been provided to them. The parties shall have the right to use, provide and disclose confidential information only to the extent and under the conditions necessary for the proper performance of their rights and obligations under the Contract.
4) In the course of providing the Service, INSIO may handle certain personal data. In such case, INSIO shall comply with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), and Act No. 110/2019 Coll., on the processing of personal data, as amended. More detailed information is available in a separate document called Privacy Policy available on the website of INSIO software s.r.o. (https://insio.cz/), and upon request.
5) By concluding the Contract, the Client grants INSIO permission to refer to them as a reference customer, including in procurement procedures under Act No. 134/2016 Coll. on Public Procurement, as amended. The Client is entitled to revoke this permission in writing at any time.
6) The rights and obligations not governed by these Terms or the Contract shall, in the alternative, be governed by the valid and effective legislation of the Czech Republic, in particular Act No. 89/2012 Coll., the Civil Code, as amended.
7) Unless otherwise expressly agreed in a particular case, in the event of a conflict between the wording of the Contract and these Terms, the arrangement of rights and obligations in the Contract with the relevant Customer shall prevail.
This version of the Terms of Service of INSIO software s.r.o. is valid and effective from 1.1.2024
Terms of Service of INSIO software s.r.o.
I. INTRODUCTION AND SERVICES PROVIDED BY INSIO SOFTWARE S.R.O.
1) These Terms of Provision of Service (hereinafter referred to as „Terms“) regulate the rights and obligations between INSIO software s.r.o., with registered office at Vinohradská 3217/167, Strašnice, 100 00 Praha 10, ID 27389847, registered in the Commercial Register maintained by the Municipal Court of Prague, section C, insert 109725 (hereinafter referred to as „INSIO“), and the client as a party interested in the conclusion of a contract with INSIO or as the other contractual party from such a contract (hereinafter referred to as „Client“), in particular in connection to the agreed upon licensing contract or a contract on the provision of software as a service (hereinafter referred to as „Contract“).
2) INSIO is the owner of INSIO Software, which consists of a complex system for optimization of business processes and management of the complete entrepreneurial agenda in electronic form, consisting of individual functional modules created by INSIO, which allow for optimalisation of processes and governance of agenda on various levels (hereinafter referred to as „SW“).
3) INSIO runs SW on their own server (hereinafter referred to as „Cloud“), which is accessible through an online web application at https://insio.cz/ (hereinafter referred to as „Web Application“) or through the INSIO software mobile application for Android and iOS operating systems (hereinafter referred to as „Mobile Application“). INSIO provides their Clients with a service consisting of use of said SW (hereinafter referred to as „Service“) based on the Contract, for the negotiated remuneration covered by the Client.
4) The specific parameters of the Service ordered by the Client from INSIO, e.g. the specific accessible modules, the number of active end users, arrangement for the use of the Mobile Application, the specific components of remuneration, details of implementation, further contact details etc. (hereinafter referred to as „Service Parameters“), shall be agreed upon within the text of the relevant Contract between INSIO a the Client or in an annex thereto.
II. RIGHTS AND OBLIGATIONS DURING THE PROVISION OF THE SERVICE
1) Within the scope of Act No. 121/2000 Coll., on Copyright, on Rights Related to Copyright and on Amendments to Certain Acts, as amended (hereinafter referred to as „CA“), SW is considered an author’s work. While using the Service, the Client agrees not to carry out such activity, which could enable him or third parties to make unauthorised use of the SW or otherwise interfere in the rights of INSIO to SW, as well as in the rights of third parties.
2) The Client is entitled to process data via the Service to that extent, of which the functions of SW, or rather functions of SW (modules) accessible to the Client, are capable.
3) The Client is entitled to utilise the Service exclusively for their own personal use. Personal use shall mean the use of the Service by the Client, members of their bodies, and their employees or by third parties as end users specified in the INSIO consent as defined below (hereinafter referred to as "Authorised User"). The Client is solely entitled to utilise the Service for the purpose and within the scope implied in the Contract, or otherwise for a purpose agreed upon with INSIO and in accordance with the general purpose of SW. The Client is not entitled to provide access to the Service, partial or full, to a third party without prior written consent from INSIO. In case INSIO grants consent to such provision of access to the Service for a third party, this third party becomes an Authorised User. The provisions of these Terms concerning the checks on compliance apply similarly in this case.
4) Upon conclusion of the Contract, the Client is to receive access details (a username and a password) to a Client’s standard user account in the Web Application, or also in the Mobile Application. Further user accounts for Authorised Users and the access details thereto may be created by the Client in the Web Application, or also in the Mobile Application, after logging in to the basic user account. The Client is obligated to secure any and all access details, including those for the Web Application and the Mobile Application, against loss, theft, and misuse by third persons, in order to prevent usage of the Service by a third party. In case of risk of misuse of access details by a third party, the Client is obliged to immediately notify INSIO in writing. The INSIO company is also entitled at any time, in particular based on its own findings, to ask the Client to state whether there is risk of loss, theft or misuse of access details or, alternatively, whether such an event already took place, in which case the INSIO company also has the right to ask the Client to rectify this within a reasonable period of time. In such an event, the INSIO company is also entitled to block the access details for the affected account and provide the Client with new details.
5) In accordance with this Contract, the number of Authorised Users utilising the Service may not exceed the number of end users agreed upon within the Service Parameters. The Client shall establish a separate user account for each end user. User accounts may not be shared by multiple end users. For the sake of control of compliance with this condition of provision of the Service, INSIO is entitled to follow and evaluate available data about end devices, from which the specific accounts are logged in to. Should INSIO find out based on this data that there is a possible violation of this condition of provision of the Service according to this section, the Client will be made aware of this fact and will be asked to rectify such an error.
6) The scope of the provided Service may be limited by technical resources for the protection of rights of INSIO. The Client is not entitled to bypass, remove or limit technical resources and mechanisms aimed at protection of rights of INSIO.
7) The Client is hereby made aware of the fact that for regular use of the Service, co-interaction with other computer programs (e.g. a web browser) may be necessary. The Client is aware of this co-interaction and acknowledges that the authorization to use such other computer programs is not subject to the Contract or the relationship with INSIO, and is instead governed by specific contractual arrangements with the holders of the rights to such computer programs.
III. RIGHTS TO SW, CONTENT AND MOBILE APPLICATION
1) INSIO is the owner and holder of all intellectual property rights, ownership rights and proprietary rights to SW, as well as to any electronic or printed materials supplied to the Client together with the provision of the Service, including all reproductions thereof.
2) All data uploaded to the Cloud by the Client or Authorised Users when using the Service is the property of the uploader of the content and may be protected by applicable laws and regulations, including those aimed at protection of intellectual property. The Client or Authorised User, as the case may be, shall bear all responsibility for the content uploaded.
3) If the subject of the Contract also includes enabling the use of the Service via the Mobile Application, INSIO, through the Contract, grants the Client a license to use the Mobile Application in the scope specified in the Contract and these Terms (hereinafter referred to as the "License"). The Mobile Application provided to the Client on the basis of this Contract is an independent copyright work within the meaning of the CA. The owner of the Mobile Application and the executor of all property rights to the Mobile Application is INSIO.
4) The Licence to the Mobile Application is granted exclusively for use in the manner resulting from the Contract, i.e. for creating a copy of the Mobile Application on the Client's end device and for the Client or Authorised Users to access the Service via such copy of the Mobile Application, or for other uses if such use is necessary to fulfil the purpose of the Contract. The Licence is not granted for uses other than those specified in the preceding sentence. In particular, the licence is not granted for the distribution, rental, lending or display of the original or a copy of the Mobile App, nor for the communication of the Mobile App to the public within the meaning of Section 12(4)(b) to (f) of the CA.
5) The Mobile App is licensed on a non-exclusive basis. The licence is limited in time to the period of provision of the Service to the Client in accordance with the Contract. The licence is limited to the territory of the Czech Republic. The Client is not entitled to assign the Licence to a third party or grant a sub-licence to a third party without the prior written consent of INSIO. INSIO shall be entitled at any time to call upon the Client to remedy a breach of the obligations agreed above in connection with the Licence within a reasonable period of time.
IV. GUARANTEE, SERVICE SUPPORT AND OPERATION
1) As part of the provision of the Service, INSIO guarantees minimum availability and undertakes to provide the Client with technical and service support (hereinafter referred to as "Service Support").
2) INSIO guarantees that the availability of the Service will not be lower than 99%, measured always for all working days in a calendar month from 8:00 to 20:00 at the place where the INSIO server is connected to the Internet. INSIO shall not be liable for any unavailability caused by a fault in the Internet connection provided by third parties or for unavailability of the Service for any other reason on the part of the Client.
3) Service Support is provided to resolve Service availability issues and other requests made by the Client in relation to the Service. INSIO does not provide any Service Support under the Contract to resolve faults on the Customer's end devices or faults on the Internet connection provided by third parties.
4) Service Support is provided on working days between 9:00 and 17:00 through the following contacts:
a) by telephone at the following number: +420 775 550 097;
b) by e-mail sent to: helpdesk@insio.cz;
c) via an insert to the helpdesk at: www.helpdesk.insio.cz.
5) INSIO, when performing Service Support, guarantees the maximum time for repair and resolution of the Client's requirements in the following terms:
a) faults that completely prevent the use of the Service: immediate response to remove the fault within 24 hours;
b) defects causing reduced functionality of the Service: 5 working days;
c) defects not limiting the use of the Service and other requirements: within the next update to the SW (usually 10 working days).
6) The number of requests that are not of the "fault" type is limited to 5 requests and a maximum of 2h of total resolution time per calendar month. Additional requests beyond this limit are charged according to the time spent resolving the requests, with an estimate of resolution time and cost being agreed in advance by the Client. The fees and costs for these additional requests will be charged to the Client along with the Service usage fee for the relevant month.
7) INSIO keeps backups of the application and SW database used by the Client through the Service. Full backups will be made every working day at 2:00 and retained for five days. Differential backups will be performed every two hours. All backups will be stored in two geographically separate data centers, in case of hardware failure, natural disaster or other unforeseen event.
8) INSIO notifies the Client of anticipated downtime of the Service, in particular for maintenance and upgrades. Unless otherwise specified, routine maintenance is expected to take place every Thursday between 23:00 and 24:00. The time of scheduled downtime is included in the overall availability of the Service.
9) INSIO shall not be liable for damages resulting from the use of the Service or for the Client's lost profits. The Service is provided as it stands and lies, without warranty of any kind, whether express or implied.
9) The Client is entitled to claim a contractual penalty of 20 % of the monthly fee for the use of the Service for each violation of INSIO's obligations regarding Service support and a maximum of 100 % of the monthly fee for the use of the Service for one calendar month.
V. REMUNERATION AND PAYMENT TERMS
1) Unless otherwise agreed between INSIO and the Client, the remuneration for the use and operation of the Service (hereinafter referred to as the "Remuneration") is determined periodically in monthly payments. The Client undertakes to pay INSIO the Remuneration for each commenced month in which the Service is provided. The moment of commencement of the provision of the Service shall be deemed to be the moment of handing over the access data to the Client's basic user account.
2) The amount of the Remuneration is dependent on the Parameters of the Service.
3) The Remuneration is payable on the basis of a tax document (invoice) issued by INSIO with a due date of 14 (fourteen) days from the date of delivery to the Client. Invoices are issued at the beginning of the Service period, usually on the first day of the month.
4) Invoices are sent exclusively by electronic mail, unless otherwise agreed between INSIO and the Client, to the Client's e-mail address specified in the Service Parameters or otherwise demonstrably communicated by the Client to INSIO.
5) The Remuneration shall be automatically adjusted each calendar year with effect from 1 January of that year according to the inflation rate officially announced by the Czech Statistical Office, expressed as the increase in the consumer price index for the same month of the previous year (the so-called annual Consumer Price Index). The first increase in the Remuneration under this Agreement shall take place on 1 January of the calendar year following the conclusion of the Contract. INSIO shall calculate the increase in the Remuneration without undue delay after the publication of this index and in accordance with the procedure set out in this paragraph and invoice the Remuneration in the adjusted amount for the first time for January of the relevant calendar year. In the event of deflation, the Remuneration shall not be reduced in a similar manner, i.e. any deflation as expressed by the Consumer Price Index shall not result in a corresponding reduction in the Remuneration.
6) INSIO shall be entitled to interest on late payments at the rate of 0.05% (five hundredths of one percent) of the amount due for each day of delay in payment of the Remuneration, even if the provision of the Service has been terminated due to non-payment of the Remuneration or fees and costs for excess Service Support requests, or parts thereof. In the event of delay in payment of the duly invoiced amount for a period exceeding 1 (one) month from the due date of the invoice, if the Client fails to pay such amount even upon a written demand delivered to the Client within a specified additional period of time not less than 5 (five) days from the delivery of the demand, INSIO shall be entitled to suspend the provision of the Service to the Client for the period of the Client's delay in payment of such amount.
VI. FINAL PROVISIONS
1) Should INSIO lose any authorisation necessary for the activities under the Contract, it shall immediately notify the Client of this fact. In such case, the Contract shall terminate on the date on which the relevant authorisation to carry out the relevant activity ceases to exist.
2) On the date of termination of the Contract, all user accounts and their access data of the Client are blocked. In the event of termination of the Contract, the Client is entitled to a data backup in CSV file format (or other as agreed), which INSIO will provide free of charge.
3) INSIO and the Client mutually undertake to maintain confidentiality of all facts of which they have already became aware during the negotiation of the Contract or during activities related to the performance of this Contract, in particular facts that constitute trade secrets and confidential information of an operational or commercial nature that are not publicly available or are marked as confidential by the contracting party. Trade secrets shall also and in particular mean the Client's data processed by the Service. The parties are obliged to maintain the confidentiality of said information after termination of the Contract and to ensure its protection in the usual manner as for the protection of their own confidential information. The parties shall have the right to require each other to prove the sufficiency of the protection of confidential information. The parties shall also be obliged to ensure the protection of the confidential information received by their employees, agents and cooperating third parties, if such information has been provided to them. The parties shall have the right to use, provide and disclose confidential information only to the extent and under the conditions necessary for the proper performance of their rights and obligations under the Contract.
4) In the course of providing the Service, INSIO may handle certain personal data. In such case, INSIO shall comply with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation), and Act No. 110/2019 Coll., on the processing of personal data, as amended. More detailed information is available in a separate document called Privacy Policy available on the website of INSIO software s.r.o. (https://insio.cz/), and upon request.
5) By concluding the Contract, the Client grants INSIO permission to refer to them as a reference customer, including in procurement procedures under Act No. 134/2016 Coll. on Public Procurement, as amended. The Client is entitled to revoke this permission in writing at any time.
6) The rights and obligations not governed by these Terms or the Contract shall, in the alternative, be governed by the valid and effective legislation of the Czech Republic, in particular Act No. 89/2012 Coll., the Civil Code, as amended.
7) Unless otherwise expressly agreed in a particular case, in the event of a conflict between the wording of the Contract and these Terms, the arrangement of rights and obligations in the Contract with the relevant Customer shall prevail.
This version of the Terms of Service of INSIO software s.r.o. is valid and effective from 1.1.2024