General terms and conditions for advertisers

1. Definition of Terms

  • Application - the mobile application Tapito, created by the Provider for mobile devices and offered over various distribution channels, i.e., in particular, the iTunes and Google Play stores, on which the Campaign will be run.
  • Original Work – any work within the meaning of the Copyright Act (Act No. 121/2000 Coll., as amended).
  • Fee – the price for the Service as specified in the Catalog or, as the case may be, individually agreed in the Contract.
  • Campaign - the implementation of the Service as defined in the Contract in particular in terms of time and space, manner of execution, and content (or otherwise, e.g. by a description).
  • Catalog – a catalog issued by the Provider which contains a detailed description of the Service incl. the Fee.
  • Click – the display of the Client's website by the User, based on the Service, during the Campaign.
  • Civil Code – Act No. 89/2012 Coll., the Civil Code, as amended.
  • Client - the ordering party, i.e., the entity ordering the Service.
  • Order – the Client's offer to enter into the Contract with the Provider.
  • Provider – TapMedia s.r.o., with its seat at Růžová 1416/17, Nové Město, 110 00 Prague 1, Identification No. 03853365, a company entered in the Commercial Register kept by the Prague Municipal Court in Section C, File No. 238821.
  • Advertisement – on-screen banners and other forms of advertisement.
  • Service - the method of Advertisement and its circulation as specifically defined in the concluded Contract, based on the choice made from the Catalog, as well as related services by the Provider. The Campaign forms a part of the Service.
  • Contract – an agreement between the Provider and the Client aimed at the provision of the Service and the implementation of the Campaign, the primary purpose of which is the circulation of Advertisements for goods or services of the Client in the Application operated by the Provider.
  • User - any person who uses the Application for the intended purpose.
  • T&C – these General Terms and Conditions.
  • Data Protection Act – Act No. 101/2000 Coll., on the protection of personal data, as amended.
  • Advertising Act – Act No. 40/1995 Coll., on the regulation of advertising, as amended.
  • Information Society Services Act – Act No. 480/2004 Coll., on certain information society services, as amended.

2. Contract

2.1. The Contract between the Provider and the Client comes into existence based on the Client's Order and its subsequent acceptance by the Provider. 

2.2. The present T&C govern the legal conditions and relations between the Provider and the Client that come into existence upon the conclusion of the Contract.  In addition, the publication of Advertisements is governed by the conditions and instructions set out at www.tapitoapp.com/advertisement.  The present T&C form an integral part of the Contract.

2.3. The Client will be provided with a Catalog containing a specification of the individual Services offered by the Provider, i.e., in particular, the scope of these Services and the Fee.  Each Order must specify which Service is being requested by the Client.

2.4. If the specification of the given Service in the Contract (in the Order) deviates from the description in the Provider's Catalog, then the former shall enjoy priority.

2.5. The Client must send the Order to the Provider along with complete documentation (both related to the advertising and other documentation), i.e., in particular:

  • identification of the Client (designation / name of the Client, address of their seat, identification number, VAT No.),
  • designation of the Service ordered,
  • Order number (Campaign ID),
  • all non-graphical and graphical advertising elements which form a part of the Advertisement,
  • graphical material, consisting of files whose size, format, and quality match those defined in the Provider's technical requirements; if one Order is being placed for several Services, then the individual files must be properly labeled with the correct name of each Service,
  • any other information as may be necessary for publishing the Advertisement and performing the Service,
  • the requested starting and end date of the Campaign,
  • the requested number of times for which the Advertisement shall be displayed within the Application in the course of the Campaign.

2.6. Campaigns based on an Order by the Client shall be commenced and terminated at the dates set out in the Order.

2.7. The Campaign will be conducted within the Application.

2.8. The content and scope of the Campaign shall correspond to the Client's specification given in the Order.

2.9. The complete documentation as per Article 2.5 of these T&C must be delivered to the Provider no later than five (5) business days before the beginning of the Campaign.

2.10. Unless specified otherwise in the Client's Order, the Provider may, if the Client fails to deliver the necessary documentation within the meaning of Article 2.5(a) of these T&C, supplement the missing information from publicly accessible sources concerning the Client; alternatively, it may proceed pursuant to other relevant provisions of these T&C.   In such a case, the Client has no recourse to s complaint based on its disapproval of that portion of the Campaign's content which was supplemented by the Provider.  Where the above-described procedure is infeasible, the Campaign shall not be commenced at all. 

2.11. The Client takes due note of the fact and expressly agrees that the Provider may for certain types of Services – including, in particular, the Provider's work in the field of graphic design – use general information of the Client, as well as the presentation of goods or services of the Client, including published photographs (and in particular those which are published on the Client's website).  The Client represents and affirms that it has the authority to grant this consent in advance. 

2.12. The public dissemination and promotion of the Service, whether in the Catalog or otherwise, is not considered an offer to enter into the Contract. 

2.13. The Contract is considered made as of the moment in which the Order submitted by the Client has been confirmed by the Provider or, as it were, upon the Provider's declaration of their will in a manner which clearly implies, considering all circumstances, that the Provider accepts the Client's order.  Any communication before that moment is strictly considered pre-contractual negotiations.  As of the moment in which the Contract is made, the Client confirms that they were presented with the Service it ordered, and with the Catalog of the Provider, and that they thoroughly familiarized themselves with the description of the Service which forms the subject matter of this Contract. 

2.14. If the creation of an Original Work (for instance in the form of graphical design) by the Provider forms the content (substance), and is part and parcel of, the Service ordered by the Client, then the Client shall not itself publish the Original Work, nor shall it modify or process the Original Work without the Provider's express consent, including translations, a merger without another work, or the incorporation in a collection of works, nor shall it present the Original Work in public under its own name and brand.

2.15. If the Client and the Provider have entered into a Contract for a Service which includes a guaranteed number of Clicks, then the documentation supplied by the Client for the purpose of rendering the Service is subject to approval by the Provider.  In the opposite case, the Provider cannot guarantee the required number of Clicks. 

3. Client's Liability

3.1. The Client accepts full responsibility for the documentation which it has provided and which forms the substance (content) of the Service.  The Client undertakes to ensure that none of the documentation and the specification of the Service which they passed on to the Provider for circulation (and none of the material for the same) is in any respect in conflict with the law, the good customs, or the principles of fair business dealings, and that the provision of the Service does not lead to any infringement of the rights and legitimate interests of third parties (including, but not limited to, the protection of personality and privacy rights, the right to protection of the good name and reputation of legal entities, copyright and other author's rights and related rights, or trademark rights), nor the violation of any generally binding laws and regulations (i.e., in particular, the Advertising Act),  and that all financial claims arising from the use of Original Works or, as the case may be, from the likeness of natural persons used in the Advertisement and from rights related to author's rights will be settled.

3.2. For the event that the Provider incurs any (material or moral) damage as a consequence of the provision of the Service, the Client undertakes to fully reimburse the Provider for such damage.  The costs of court or arbitration proceedings also qualify as damage, including the costs of legal representation in such matters.

4. Client's Obligation

4.1. If a discount is being promoted, and the volume of goods/services thus on sale is limited, such that there may in the Client's experience not be enough goods/services in stock for the entire duration of the promotional event, then the Client must, within the context of the Service, also specify the number of goods/services thus on sale, or else include a reminder: "while stocks last".

4.2. Unless expressly specified otherwise, the ordered number of Clicks is guaranteed independent from the duration of the Campaign.  The Provider must ensure that the Application through which the Clicks are to be realized is at all times functional. 

4.3. The requested number of Clicks may not be guaranteed if the website of the Client is partly or fully in a foreign language, or if the Client pursues (exclusively or to a substantial degree) a business (or concerns itself with the sale of goods) with respect to which there exist Advertisement restrictions.

5. Terms of Payment

5.1. The Client must pay the Fee in the full amount, including VAT as applicable under the law, no later than one (1) business day prior to the commencement of the Campaign.  Payment is deemed made if the relevant amount has been credited to the Provider's account. 

5.2. If the Client is in default with the payment of the Fee, then the Provider may suspend the Campaign (or a part thereof).

5.3. Default interest for default with the payment of the Fee is 0.05 % per day of the outstanding amount. 

6.    Withdrawal from the Contract; Break Fee

6.1. The Provider reserves the right to refuse, suspend or discontinue the circulation of Advertisement (or a relevant part thereof), and to withdraw from the Contract, inter alia:

a) if the ordered Advertisement does not conform to the executed Contract or to these T&C,

b) on grounds of the Advertisement's legally questionable content, i.e., in particular, if the content or circulation of the Advertisement would be in conflict with the law, good customs, the principles of fair business dealings, or decisions by public administrative authorities or self-regulatory bodies, or these T&C,

c) if the Advertisement is in terms of its format or the manner of its execution apt to create the impression on the part of the User that it actually forms a part of the Application's editorial content,

d) if the content of the Service comprises a communication, advertisement, or commercial message of third parties, with the exception of cases in which the Client is an advertising or media agency and the Advertisement contains a communication, advertisement, or commercial message by the customer of that agency,

e) if the content of the Advertisement infringes the rights and legitimate interests of the Provider, or causes damage (or is apt to cause damage) to the good name of the Provider, its employees, collaborating partners, or companies which form a group with the Provider,

f) if the Advertisement is an advertisement for an entity which is a competitor to the Provider, or which is the publisher or operator of any of the relevant media,

g) if the Provider has reason to believe that there is cause to reject the Advertisement.

6.2. In the above-mentioned cases, the Provider's claim to payment of the Fee for that portion of the Service which has already been rendered remains unaffected.

6.3. Aside from the reasons for withdrawal set out in the law, the Provider may also withdraw from this Contract in the following cases:

a) if the Client has been in default with the payment of the Fee for more than 5 days,

b) for the reasons set out in the preceding paragraph,

c) if the documentation provided by the Client is defective, and the Client fails to remove these defects within two business days prior to the commencement of the Campaign,

6.4. The Client has the right to withdraw from the Contract on such grounds as set out in the law. 

6.5. Either Party may cancel the Contract by paying a break fee.  However, subject to provisions to the contrary further below, neither Party may cancel the Contract by paying the break fee if it already accepted performances from the other Party or begun to render performances to the other Party (and be it in parts).  The break fee for walking away from the Contract by way of notice delivered within seven (7) business days prior to the commencement of the Campaign is 50 % of the Fee.  The break fee for cancelling the Contract after the Campaign has already been commenced shall be calculated in the amount of the remaining Fee for the as-of-yet unutilized part of the Service, unless the Parties agree otherwise.  The Provider may decide to stipulate a lower break fee.  The Provider's right to payment for that portion of the Service which has already been rendered remains unaffected. 

7. Complaints

7.1. If the Service is defective for reasons attributable to the Provider, then the Client may within a complaints procedure demand that a substitute Advertisement be circulated, or else demand an adequate discount on the Fee.

7.2. The time limit for bringing complaints is 14 days from the day on which the Client found out (or could have found out) about the Provider's wrongdoing.  'Provider's wrongdoing' is understood to mean that the Service was not rendered in accordance with this Contract.  The following in particular are not considered wrongdoing on the part of the Provider: fluctuations of visits to the Application, and, unless expressly agreed otherwise, a reasonable postponement of the publication of a given Advertisement for reasons on the part of the Application or for operational reasons (though at most by five (5) business days).

7.3. The Client must bring all complaints in writing, via registered mail to Růžová 1416/17, Nové Město, 110 00 Prague 1.  Complaints brought in any other form are not considered properly made. 

8.    Protection of Privacy

8.1. The Client hereby expresses their deliberate, free, and informed consent with the fact that the Provider will use the personal data which they made available based upon or in connection with the Contract (in the following scope: first and last name (or company name), address of the place of residence, corporate seat, or operating premises, phone number, email address) in its marketing database and in the databases of all those who process the former database, in order to offer products, deals, or services of the Provider. 

8.2. The Provider shall notify and instruct any Client (natural person) who in accordance with the preceding paragraph provided their personal data for the purpose of data processing of their rights under the Data Protection Act, i.e., in particular, of the fact that the disclosure of such data is voluntary, that the Client has the right of access to such data and the right to demand corrections of faulty data, and the fact that they may, in the case of a violation of the Data Protection Act, turn to the Office for the Protection of Personal Data and demand that the faulty state be remedied.

8.3. In the event of a violation of the Data Protection Act, the Client may turn to the Provider with a request for an explanation or for a remedy; if need be, the Client may ask the Office for the Protection of Personal Data to ensure that the faulty state is remedied.

8.4. The Client acknowledges that they may revoke their consent with the processing of Personal Data at any time, that they have the right to access their Personal Data, the right to demand corrections, the deletion of untrue Personal Data, and its destruction.  The said consent may be revoked in writing, in a letter sent to the Provider's address or via email.

8.5. The purpose of processing the Personal Data is to offer the products, store, and services of the Provider.

8.6. By entering into the  Contract, each Client gives their consent, within the meaning of Sec. 7 of the Information Society Services Act, that the Provider may send them Commercial Messages concerning its own, similar products or services to the Client's mailing address or email address, and that they will be contacted with direct mail containing commercial messages and with telemarketing containing commercial messages about the products, store, and services of the Provider. 

8.7. The Client may revoke their consent with this use of their electronic contact details on occasion of each individual message within the meaning of the above clauses, and such revocation of consent shall be free of charge. 

8.8. Revocation of consent under this Article has no bearing on the Provider's right to process information and data as arises from the applicable laws and regulations, unless the latter expressly state the contrary.  To the extent that the Provider delivers summarized statistics of sociodemographic data on User of the Application to the Client, the Client undertakes to use such data solely for the purpose indicated by the Provider. 

8.9. The Privacy Policy of TAPITO for users, which is accessible at www.tapitoapp.com/tc-users, shall with the necessary  modifications also apply to the protection of the Client's privacy. 

9. Final Provisions

9.1. The Parties have agreed that the Contract made between them and the relationships to which it gives rise shall be governed by Czech law, i.e., in particular, the Civil Code, depending on the character of the individual provision.

9.2. Other arrangements between the Parties regarding additional discounts or commission fees under other contracts or agreements have no bearing on the present Contract, i.e., the agreed Fee is final. 

9.3. The termination of the Contract between the Client and the Provider must be effected in writing.  For the purposes of this provision, communication via email shall be deemed to satisfy the requirement of the written form.  It is understood that the legal effects of any withdrawal from the Contract between the Client and the Provider occur ex nunc. 

9.4. The Parties have agreed that the court of venue for hearing and deciding disputes arising in connection with this Contract shall be the court at the seat of the Provider. 

9.5. The Client represents and affirms that it is entering into the Contract in connection with its own trading, manufacturing, or similar operations, i.e., as a self-employed entrepreneur or as a person authorized to act on behalf or account of an entrepreneur, which is why the relevant provisions of consumer protection laws do not apply. 

 

General terms and conditions for advertisers, version 1.0.  In force as of 26 May 2015.

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