Termeni și condiții

Terms and Conditions of the Dekovacka Application

  1. INTRODUCTORY PROVISIONS

This document serves as the general terms and conditions of the Děkovačka service and governs the legal relationships between the Client and the Provider arising in connection with this Service.

  1. DEFINITIONS

2.1. For the purposes of these Terms and Conditions (T&C), the following definitions apply:

2.1.1. Affiliate system refers to the method of paying for the provision of Services under the conditions stated in Article 7 of the T&C.

2.1.2. Agency account means an account of the Client that orders the Service in its own name and at its own expense for third parties.

2.1.3. Copyright Act refers to Act No. 121/2000 Coll., on Copyright, Rights Related to Copyright and on the Amendment to Certain Laws (Copyright Act).

2.1.4. Price List refers to the annex to these T&C, available at https://www.dekovacka.cz/cenik/, which contains detailed pricing terms for the use of the Service.

2.1.5. Code refers to a gift voucher, discount code, coupon, or any such voucher that the Customer receives for a purchase at a Partner Store and can redeem at the Client’s store.

2.1.6. Credit system refers to the method of paying for the provision of Services under the conditions stated in Article 7 of the T&C.

2.1.7. Civil Code refers to Act No. 89/2012 Coll., Civil Code, as amended.

2.1.8. Client refers to a natural person engaged in business or a legal entity that has entered into an Agreement with the Provider. For the avoidance of doubt, the Service is not provided to consumers; the Client is always deemed to be an entrepreneur within the meaning of Section 420 of the Civil Code.

2.1.9. Partner Store means other Clients who offer their Codes to Customers through the Service.

2.1.10. Provider refers to Děkovačka s.r.o., with its registered office at Poděbradova 278/101, Ponava, 612 00 Brno, company ID No. 106 82 538, registered in the Commercial Register maintained by the Regional Court in Brno under file no. C 122008.

2.1.11. Service refers to the Děkovačka application, which is a platform for offering Codes to Customers, where the Customer receives a Code as a reward for making a purchase at a Partner Store.

2.1.12. Agreement refers to the service provision agreement entered into pursuant to the procedure described in Article 3 of the T&C.

2.1.13. Contracting Parties means the Provider and the Client.

2.1.14. Recommendation system refers to paid slots within the Service that are displayed to Customers, through which the Provider may purchase a better position for displaying its Code offer.

2.1.15. Tariff refers to the specific terms listed in the Price List.

2.1.16. User account refers to the user interface  through which the Client operates the Service, provided by the Provider to the Client upon conclusion of the Agreement.

2.1.17. T&C refers to these general terms and conditions of the Děkovačka service, which form an integral part of the Agreement.

  1. CONCLUSION OF THE AGREEMENT

3.1. The Service is provided based on an Agreement concluded between the Provider and the Client via:

3.1.1. email;

3.1.2. the registration form on the Provider’s website, where the Client selects the appropriate Tariff;

and which includes these T&C.

3.2. After the conclusion of the Agreement, the Contracting Parties shall jointly implement the technical setup of the Service, choose the method of payment of the Price, and verify the functionality of the Service. The setup shall be confirmed by the Parties via email or another appropriate method, which is subsequently confirmed by payment.

3.3. The Client undertakes to provide only correct, complete, and truthful information throughout the entire process of concluding the Agreement.

3.4.1. For the avoidance of doubt, it applies that:

3.4.1. The Provider is not obligated to conclude the Agreement; the Agreement is deemed concluded at the moment the Provider delivers a confirmation of registration. The Contracting Parties also exclude any modified acceptance of an offer to conclude an Agreement, as well as the applicability and validity  of any terms and conditions other than these T&C;

3.4.2. The Provider is entitled to unilaterally withdraw from the Agreement without stating reasons, from the time of conclusion of the Agreement until the completion of implementation pursuant to Article 3.3 of the T&C;

3.4.3. The Contracting Parties may also conclude the Agreement by means other than those specified in Article 3.1 of the T&C, provided that the content of the Agreement is agreed upon and these T&C are attached to it;

3.4.4. Unless otherwise stated in these T&C, all rights and obligations of the Client also apply to the Agency Account. The holder of the Agency Account is considered the Client and undertakes to bind all third parties to whom the Agency Account is made accessible to comply with these T&C. The Agency Account holder is liable for any breaches of these T&C by such third parties as if the breach were committed by the holder themselves.

  1. USER ACCOUNT

4.1. Upon conclusion of the Agreement pursuant to Article 3, a User Account shall be created for the Client through which the Client shall operate the Service in accordance with the Provider’s instructions.

4.2. For the avoidance of doubt, if the Client is in default with any payment due under these T&C or the Agreement, the Provider is entitled to restrict the User Account and provision of the Service. The same applies if the Client breaches the conditions of these T&C.

4.3. The Provider undertakes to protect login credentials from compromise and not to disclose them to any third party.

  1. FURTHER INFORMATION ABOUT THE SERVICE

5.1. The Service is provided under the conditions of the Tariff which the Client was informed about during the conclusion of the Agreement..

5.2. The Provider undertakes to act in accordance with best practices when providing the Service, in order to avoid conflicts in the offering of Codes between the Client and Partner Stores that might be in direct competition with the Client.

5.3. The Client acknowledges that the Service is provided “as is,” and the Provider does not guarantee any availability or functionality of the Service.

5.4. The software that is an integral part of the Service is provided as Software as a Service model (“SaaS”), with the following conditions:

5.4.1. such software is operated and executed on the Provider’s infrastructure, and the Client is not granted access to an executable copy of the software;

5.4.2. the Client is not granted any license to the Service software.

5.5. The Provider reserves the right to modify the Service, including the addition and removal of its features, settings, display, or other components.

5.6. If, despite Article 5.3 of the T&C, any work is provided during the provision of Services under the Copyright Act, the Provider grants the Client a non-exclusive license to such work, without territorial or quantitative restrictions, for the duration of the proprietary rights to such work, and for uses deriving from the purpose of the Agreement. The Client may not transfer or sublicense such license. This provision shall apply accordingly to works provided by the Client to the Provider.

5.7. The Client undertakes to provide the Provider with all necessary cooperation for the fulfillment of the Agreement and these T&C.

  1. OBLIGATIONS OF THE CLIENT

6.1. The Client undertakes that all Codes offered through the Service will be current, active, functional, and their validity period will be set so that each Code remains valid throughout the entire period determined at the time of its creation. For the avoidance of doubt, the Provider reserves the right not to place the Codes in the Service and may request the Client to supply a different type of Codes.

6.2. The Client undertakes that the terms and conditions of their own store, for which the Codes are intended, shall not conflict with the provisions of these T&C.

6.3. The Client undertakes to ensure, for the purposes of fulfilling the Agreement and communicating with Customers, that a staff member of the Client is available for communication on business days from 9:00 a.m. to 4:00 p.m.

6.4. The Client undertakes not to use the Service in a manner contrary to these T&C, the law, or the legitimate interests of the Provider. In particular, the Client undertakes not to:

6.4.1. use the User interface via robots, automated requests, or in any way other than standard human interaction;

6.4.2. use the Service to upload illegal content, including uploading or transmitting offensive, abusive, discriminatory, or racially hateful materials;

6.4.3. interfere with or circumvent any security measures or protections of the Service;

6.4.4. use the Service for illegal activities, including the commission or involvement in criminal acts or the violation of intellectual property rights;

6.4.5. use the Service to upload or transmit computer viruses or other types of malicious code that may jeopardize the functionality of the Provider’s systems, third-party systems, other web services, or computer networks.

6.5. For the avoidance of doubt, the Client is fully responsible for all actions carried out through their User Account as if such actions had been carried out by the Client personally.

  1. PRICE AND PAYMENT TERMS

7.1. The price for using the Service is paid according to the Price List and the rules set forth in this article of the T&C, depending on the selected Tariff and method of payment via the Affiliate system or Credit system.

Credit System

7.2. If payment is made via the Credit System, the price is determined as the price per one Code of the Client received by the Customer within the Service based on a purchase in a Partner Store, subject to the following rules:

7.2.1. the price per Code is listed in the Price List;

7.2.2. the price will be deducted in the corresponding amount from the Client’s credit balance shown in their User Account;

7.2.3. the Client is entitled to top up their credit balance via payment methods specified in clause 7.6 of these T&C, based on an order made through the User Account. The Client acknowledges that credit is credited to their balance depending on bank processing times, but no later than 24 hours after the payment has been debited on a business day;

7.2.4. if there is insufficient credit in the Client’s account, their Codes will not be offered to Customers;

7.2.5. the credit balance has a limited validity of 24 months from the last top-up, and credits are non-refundable.

Affiliate System

7.3. If payment is made via the Affiliate System, the price is determined as a commission from the sale of goods or services in the Client’s store using a Code received by the Customer within the Services, based on the following rules:

7.3.1. the specific method of calculating the commission is stated in the Client’s User Account;

7.3.2. the Client undertakes to ensure the Provider has access to the tool used for the Client’s affiliate program throughout the duration of the Agreement;

7.3.3. the Client is required to send the Provider a statement of completed transactions and Code usage at the end of each calendar month, if the Provider does not already have access to the relevant tool;

7.3.4. the Provider shall issue an invoice to the Client with a 14-day due period from delivery, in an amount that reflects the data from the statements as per clause 7.3.3 of the T&C.

General Provisions on Price and Payments

7.4. The conclusion of the Agreement and the creation of a User Account are free of charge.

7.5. The Client is entitled to use supplementary services within the Recommendation System for the price and under the conditions stated in the User interface. The price for the Recommendation System is paid in the form of credit unless the Contracting Parties agree otherwise.

7.6. The price for the Service and credits shall be paid cashlessly based on an invoice issued by the Provider in the User interface, using:

7.6.1. online payment or credit card through the GoPay payment gateway (also used for credit refund processing);

7.6.2. bank transfer to account number 2301965649 / 2010.

7.7. For the avoidance of doubt, the Contracting Parties agree that the price for the Service will be adjusted in accordance with the cumulative inflation index (consumer price index) as determined by the Czech Statistical Office for the previous calendar year. The Provider will apply this price adjustment upon the announcement of the inflation figure and notify the Client in the manner set out in the Agreement. The adjustment will be reflected in the next payment period.

7.8. The Provider is also entitled to change the price in accordance with Article 15 of the Agreement.

  1. CONFIDENTIALITY

8.1. The Contracting Parties undertake to maintain confidentiality regarding all information learned during the performance of the Agreement. In particular, they agree not to disclose such information to third parties unless necessary for the fulfillment of obligations under these T&C and the Agreement.

8.2. Confidential information shall include, in particular, commercial, technical, legal, financial, or other information disclosed orally, in writing, electronically, or by other means to the other Party and marked as confidential, or whose confidential nature arises from its content.

8.3. The confidentiality obligation continues even after the termination of the contractual relationship.

  1. LIABILITY AND DAMAGES

9.1. The Contracting Parties agree to exclude, to the maximum extent permitted by law, the Provider’s liability for any harm incurred by the Client in connection with the Agreement.

9.2. The provision in clause 9.1 of the T&C does not apply to harm caused intentionally. In such cases (or if, despite clause 9.1, the Provider is found liable), the Parties agree that the Provider shall compensate any damages up to the amount paid by the Client in the twelve (12) months preceding the harmful event.

  1. PENALTIES

10.1. In case of the Client’s delay in payment of any monetary obligation under the Agreement, the Provider shall be entitled to a contractual penalty of 0.05% of the outstanding amount for each day of delay.

  1. DURATION OF THE AGREEMENT

11.1. The Agreement is concluded for an indefinite period, unless the Contracting Parties agree otherwise.

  1. TERMINATION OF THE AGREEMENT

12.1. The Agreement may be terminated by mutual agreement of the Contracting Parties.

12.2. Each Contracting Party is entitled to terminate the Agreement  in writing without stating reasons. The termination shall be delivered to the other Party and is subject to a notice period of one (1) month, starting from the first day of the calendar month following the month in which the notice was delivered.

12.3. Either Party may withdraw from the Agreement in the event that the other Party materially breaches its obligations under these T&C or the Agreement. A material breach of the Agreement shall include any breach of these T&C by the Client that is not remedied even within an additional period specified by the Provider.

  1. PROCEDURE AFTER TERMINATION OF THE AGREEMENT

13.1. Any termination of the Agreement does not affect the Client’s obligations to the Provider that, by their nature, are intended to survive termination, in particular the Client’s obligation to pay the price under the Agreement and settle related obligations.

13.2. The Client is obliged to ensure the functionality of the Codes even after the termination of the Agreement.

  1. REFERENCES

14.1. The Client grants the Provider permission to use the Client’s name and logo for reasonable promotion of the Service on the Provider’s website and social media.

  1. AMENDMENTS TO THE TERMS AND CONDITIONS

15.1. The Contracting Parties agree that these T&C may be reasonably amended. The Provider undertakes to inform the Client of any amendment to the T&C no later than 14 days before the effective date of such amendment via email. If the Client does not agree with the amendment, they are entitled to terminate the Agreement within 14 days from receipt of the notice of the amendment.

15.2. The provision of clause 15.1 of the T&C does not apply to minor changes or changes that do not significantly alter the obligations arising from the Agreement. In such cases, the Provider shall inform the Client of the amendment in an appropriate manner.

  1. GOVERNING LAW AND DISPUTE RESOLUTION

16.1. The rights and obligations of the Contracting Parties arising from this Agreement are governed by Act No. 89/2012 Coll., the Civil Code, as amended, and other applicable laws of the Czech legal system.

16.2. The Contracting Parties agree that any disputes shall be resolved by the competent court of the Czech Republic based on the Provider’s registered office.

  1. SEVERABILITY CLAUSE

17.1. If any provision of the Agreement, T&C, or any related documents proves to be or becomes invalid, ineffective, or unenforceable against the will of the Contracting Parties—or if such invalidity, ineffectiveness, or unenforceability becomes inevitable (particularly due to changes in applicable legislation)—this shall not affect the validity, effectiveness, or enforceability of the remaining provisions of the Agreement, T&C, or other documents.

17.2. In such cases described in clause 17.1 of the T&C, the Contracting Parties undertake to provide mutual cooperation and to take appropriate legal actions to replace the invalid, ineffective, or unenforceable provision with another provision that preserves and fulfills the purpose of the Agreement, T&C, or affected document.

  1. FINAL PROVISIONS

18.1. If either Contracting Party waives a claim arising from a breach of any provision of the Agreement, it shall not constitute or be construed as a waiver of a claim arising from any other provision of the Agreement, nor as a waiver of a claim for any future breach of that provision. No extension of a deadline for fulfilling any obligation or measure under the Agreement shall be considered an extension for any subsequent performance of that or any other obligation or measure. Failure or delay in exercising any right or condition shall not imply a waiver of such right or condition. No waiver of any right or condition shall be valid unless made in writing.

18.2. Neither Party may assign its rights or obligations under the Agreement to a third party without the prior written consent of the other Party. All rights and obligations under the Agreement shall pass, unless their nature precludes it, to the legal successors of the Contracting Parties.

18.3. These T&C are effective as of 10 March 2025.