These General Terms and Conditions (hereinafter the "GTC"), together with the contract or an offer electronically confirmed by the Client or a purchase order electronically accepted by the Provider (hereinafter the "Contract"), govern the terms and conditions for the provision of products and services (hereinafter the "Services") by the Provider, BizMachine s.r.o., Company ID No.: 05450641, with its registered office at Pernerova 697/35, 186 00 Prague 8, Czech Republic (hereinafter the "Provider"), to the client (hereinafter the "Client"), collectively referred to as the "Parties". In the event of any conflict between the text of the Contract and the GTC, the text of the Contract shall prevail.
The Services governed by these GTC include in particular:
- Access to the Prospector tool
- Access to the WebTracks tool
- Segmentation
- Sales potential modelling
- Data cleansing
- Data access via API
The Provider undertakes to deliver the Services to the Client in accordance with the Contract and to exercise its best efforts to ensure that the Client is able to use the Services without interruption and, to the extent possible, without limitation. The Provider undertakes to provide the Client with support on business days between 9:00 and 17:00. Support contact details are available on the Provider's website: www.bizmachine.com.
The Provider undertakes to exercise its best efforts to keep the data contained in the Services accurate, up-to-date, and complete. However, the Provider shall not be liable for any damages caused to the Client through the use of the Services. The Client acknowledges that a significant amount of the information contained in the Services is prepared using probabilistic methods, which can never achieve 100% accuracy and completeness.
The Provider reserves the right to modify the scope of Services governed by these GTC and to alter the appearance and content of the Services. The Provider does so primarily for the purpose of the continuous development of the Services and to increase their value for users.
By signing the Contract or by electronically accepting an offer, the Client obtains, under the terms set out in the Contract, a non-exclusive, non-transferable right, limited in time to the duration of the Contract, to access the content of the Services in the manner specified in the Contract.
The Client undertakes to comply with all of the following rules (hereinafter the "Rules"):
- The Client shall not share the content of the Services with any third party.
- The Client shall not excessively extract the content of the Services, in particular by automated means (e.g. crawling, scraping, and other methods of systematic extraction).
- The Client shall not circumvent any protective measures applied to the content of the Services.
- The Client shall not place disproportionate load on the Provider's systems relative to the number of the Client's users (e.g. Denial of Service attacks).
- Each user of the Client's Services who has been assigned a user account shall observe the general principles of security when working with digital services and shall not share their account with other users.
- The Client shall only use the Prospector API endpoints "Aggregated Data" and "Tags", unless otherwise specified in the contract or purchase order.
The Provider is entitled to monitor compliance with the Rules on an ongoing or spot-check basis, including through the use of automated tools and processes. If the Client breaches the Rules set out above, the Provider shall notify the Client of such breach without undue delay and shall simultaneously be entitled to immediately suspend the provision of the Services until such time as the Client remedies the breach. For the period of suspension of the Services due to a breach of the Rules, the Provider shall be entitled to the full remuneration for the provision of the Services as set out in the appendix to this Contract. Repeated breaches of the Rules shall be deemed a material breach of this Contract.
The Provider reserves the right to apply a Fair User Policy ("FUP") (principles of equal user access to the Services) and to partially or temporarily restrict the Client's access to the Services if the limits set out in the Contract are exceeded. Where limits are not contractually specified, the following limits shall apply to the Services within the scope activated for the user:
- 300 viewed company profiles per day / per user (Prospector)
- 10,000 exported records per month / per user (Prospector)
- 400 API calls per day / per API account (data access via API)
- Limits for the WebTracks service must be explicitly specified in the contract or purchase order
For the purpose of providing the Services, the Provider may process personal data relating to the Client, its employees, or third parties, in particular:
- Prospector: First name, surname, e-mail address, and user behaviour within the Prospector tool (viewed company profiles, use of filtering functions, and export).
- WebTracks: First name, surname, and e-mail address of the user.
- Sales potential modelling: Company ID No., name, and registered office address of the Client's customers.
- Data cleansing: Company ID No., name, and registered office address of the entities whose data is being cleansed.
The Provider is obliged to use or process data solely in compliance with Act No. 110/2019 Coll., on the processing of personal data, and Regulation (EU) 2016/679 of the European Parliament and of the Council (hereinafter "GDPR"), for the period strictly necessary for the provision of the Services and the termination of the provision of the Services. Where required, the Provider shall enter into a separate data processing agreement with the Client.
The Client acknowledges that the Provider fulfils its notification obligation regarding the rectification or erasure of personal data contained in the Services, or the restriction of processing pursuant to Article 19 of the GDPR, by means of updates to the Services, rather than by informing the Client of individual specific instances of rectification, erasure, or restriction of processing.
By using the Services, the Client may become a controller of personal data contained in the Services, in particular publicly available contact data. The Client, in its capacity as controller, undertakes to process the personal data contained in the Services exclusively in compliance with the GDPR. The Provider shall not bear any liability for any misuse of personal data, their unlawful processing, or any other unauthorised handling thereof by the Client, provided that the Provider was authorised to provide such data to the Client and obtained the data in compliance with applicable legal regulations.
In the event that the Parties exchange confidential information in connection with the provision of the Services, the receiving Party undertakes to take all steps necessary to preserve the confidentiality thereof. The Party receiving confidential information undertakes not to disclose such confidential information to third parties without the prior written consent of the disclosing Party, with the exception of its employees, representatives, or other persons in a similar position who need to be acquainted with such information for the purpose of providing the Services and who are simultaneously bound by a duty of confidentiality, except where disclosure is required by applicable law.
Unless otherwise stipulated in the Contract, the Provider shall issue an invoice for the relevant amount on the first day of the month of use of the Services. Invoices shall be payable within fifteen (15) days of the date of issue. If an invoice has not been duly paid by the due date, the Provider shall notify the Client thereof (hereinafter the "Notification Obligation"). The Notification Obligation shall be deemed fulfilled on the date of demonstrable dispatch of the notification by e-mail to the Client's publicly available contact e-mail address, or on the third calendar day following the dispatch of the notification by physical mail to the Client's registered office address.
If the Provider has fulfilled the Notification Obligation and the Client has not remedied the situation within five (5) calendar days of the fulfilment of the Notification Obligation, the Provider shall be entitled to late payment interest at a rate of 0.05% of the outstanding amount for each commenced day of delay in payment, and to reimbursement of reasonable costs incurred in the collection (recovery) of any amount that was not paid by its due date.
Unless the Parties have agreed on a different duration, the Contract shall be valid for an indefinite period with a notice period of three (3) months. The notice period shall commence on the date of delivery of the notice to the Provider.
Either Party shall be entitled to terminate the Contract with immediate effect if the other Party enters into insolvency, liquidation, or restructuring proceedings, if the other Party is published as an unreliable VAT payer, or if the other Party materially breaches the Contract, including these General Terms and Conditions.
The Parties enter into the contractual relationship in good faith and shall endeavour to resolve any disputes amicably.
These GTC are governed by and shall be construed in accordance with the laws of the Czech Republic.
These GTC become effective on 18 July 2024.
Pernerova 697/35
186 00 Praha 8
Czech Republic
+420 735 121 860
