Terms of useaVOP.

III. PAID USE

1. On the basis of the Agreement, activation of the paid use mode and simultaneous payment of the Fee, the Provider grants the Purchaser the right to use the Software to the following extent:
   (a) territorial scope: unlimited;
   (b) time range: the period negotiated;
   c) quantitative range: negotiated by the contract without limitation to the specified number with limitation of user data and modules - functionality.
2. The use of the Software in the mode of paid use is associated with the obligation of the Acquirer to pay the Provider a monthly Fee. The Acquirer declares that it is aware that the obligation to pay the Fee is not tied to the actual use of the Software by the Acquirer in the relevant period or to the extent of such use.
3. The amount of the Fee is determined depending on the method of conclusion of the Contract or Agreement as follows: (i) the price list of the Provider published on the Provider's website in the case of the provision of the Software on the basis of a Contract concluded in written or electronic form by filling and sending the registration form on the Provider's website; or (ii) by agreement in case of provision of Software on the basis of a specified indicative price offer. The amount of the Fee is determined as a multiple of the number of modules and the corresponding functionality (+ user management) for a given Billing Period. Refund is always indicated without VAT.
4. By paying the Fee, the Acquirer has the right to use the Software in the relevant Billing Period or for several Billing Periods if the Acquirer has paid the Fee in advance for several Billing Periods. The first Billing Period begins on the day of activation of the Paid Usage Mode. The Purchaser is not entitled to a refund of the Fee for any unused prepaid period.
5. The application can also be used without additional configuration changes if its basic parameters are sufficient and meet the specification of the Acquirer. Deployment of changes is possible on the Cloud (Basic installation) or on the client server. Configuring and managing your own server requires meeting the requirements for technical parameters and at the same time the availability of remote support. The cost of implementing the support and maintenance requirements shall be governed by the additional conditions for support and the corresponding reimbursement of the support declared to the extent at the specified price. Recalculation: 1MD (8 hours) (regular support or priority support). Each hour of support started is charged, which is invoiced in the current month of the support provided on the basis of the registered statement according to the price list price in the current year.

IV. PAYMENT TERMS

1. The fee is payable on the basis of an invoice, which the Provider sends to the Purchaser electronically to the e-mail address of the Purchaser specified when establishing his Account one month in advance.
2. The invoice must contain the essential particulars according to the relevant tax and accounting regulations in force in the Slovak Republic. The maturity of the advance invoice is seven (7) calendar days from the date of its issuance.
3. Upon receipt of payment of the advance invoice, a settlement invoice will be sent to the Purchaser electronically to the e-mail address of the Purchaser specified when establishing his Account.
4. Paid use of the Software shall be permitted only after full payment of the Fee for the relevant Settlement Period, unless otherwise agreed in the Agreement.

‍

V. RIGHTS AND OBLIGATIONS OF THE PARTIES

1. The Acquirer undertakes to use the Software solely in accordance with the concluded Agreement, these Terms and the generally binding legislation in force in the territory of the Slovak Republic.
2. The acquirer undertakes to:
3. not to store in the Software data that has been obtained or is in violation of the legislation of the Slovak Republic;
4. refrain from placing, installing or any use of illegal computer programs in the Software;
5. constantly require Users to change their password in order to comply with the security level and prevent unauthorized penetration by third parties.
6. The Acquirer undertakes not to use the Software contrary to good morals for the purpose of avoiding payment
7. The Acquirer is authorized to use the Software only personally and/or through authorized individuals. The Acquirer is obliged to protect the access data to the User Accounts against misuse by third parties; in case of breach of this obligation, the Purchaser shall be liable for all damages that will be caused to the Provider, the Purchaser or other persons caused by the misuse of his access data.
8. The Provider is in no way responsible for backing up the data stored in the Software outside the basic backup of the application and databases when using the Provider's Cloud platform, as well as for not completing the implementation process if the cooperation of the other party (the Customer) is not secure and provided properly and on time.
9. The Acquirer is entitled to use the API Connector to the extent necessary for the normal use of the Software.

VI.SOFTWARE AVAILABILITY

1. The Acquirer acknowledges and agrees that the Provider periodically performs routine maintenance of the Software, which may cause temporary interruption or restriction of access to the Software. The Provider shall ensure notification of the performance of routine maintenance in the user interface of the Software, at the latest one (1) working days in advance; this does not apply if it is an extraordinary maintenance which, due to its nature, could not be announced sufficiently in advance.
2. The Provider undertakes to carry out routine maintenance of the Software according to the previous paragraph within a maximum of five (5) hours per month.
3. The Provider is not responsible for the interruption or restriction of access to the Software, if such is caused by circumstances precluding liability. Circumstances precluding liability are considered to be obstacles that arose independently of the will of the Provider and prevent him from fulfilling his obligation and could not be foreseen or eliminated from the provider's professional care.

VII.DURATION AND TERMINATION OF THE CONTRACTUAL RELATIONSHIP

1. The contract is concluded for an indefinite period if the contract does not expressly state that the contract is concluded for a fixed period.
2. If the Contract states that the Contract is concluded for a fixed term, but no specific indication of the length of the period for which the Contract is concluded, the Contract is concluded for a fixed period of twelve (12) months from the date of conclusion of the Contract.
3. The Purchaser may request an extension of the Contract, if it has been concluded for a fixed period, at any time by sending a request to the Provider's e-mail contact; if the Provider does not reject the proposal for extension of the Contract within forty-eight (48) hours, then the proposal is deemed to have been accepted by the Provider without reservation.
4. The contract shall expire:
5. at the expiration of the term, if it was closed for a fixed period;
6. a statement by the Provider;
7. cancellation of the Account in the Software by the Acquirer;
8. rejection of the amended Terms;
9. refusing to increase the amount of the Fee.
10. Cancellation of the Account terminates the Agreement with effect on the date of termination of the Account; the Acquirer is not entitled to a refund of the Fee already paid for the unused period of use of the Software.
11. The Provider may terminate the Contract if the Recipient is in arrears with the payment of the Fee for more than fourteen (14) days. The notice period in this case is ten (10) days and begins on the date of delivery of the notice to the Purchaser.
12. The Provider is entitled to terminate the Contract even without giving any reason. The notice period is six (6) months and begins on the first day of the month following the month in which the notice was delivered to the Purchaser.
13. Termination may be delivered to the Acquirer in writing to the address of the Acquirer, or also in electronic form by e-mail delivered to the Acquirer's contact email, which he specified when registering the Account.
14. The Provider is entitled to unilaterally withdraw from the Agreement if the Acquirer seriously breaches any of its obligations under the Agreement or the Terms, in particular if it uses the Software in a manner that is contrary to this Agreement or to the Terms or obligations arising from the Acquirer under generally binding legislation in force and in force in the territory of the country of the Slovak Republic. By withdrawal, the Contract expires with effect from the date of delivery of the withdrawal to the Purchaser.

VIII. CHANGE OF CONDITIONS

1. The Provider and the Acquirer agree that the Provider is entitled to unilaterally amend or supplement the Terms at any time; the wording of the Terms and Conditions which is currently in effect is binding.
2. The current effective text of the Terms and Conditions is considered to be the text that is published on the website of the Provider.
3. The Provider shall notify the Purchaser of the amendment of the Terms by means of a notice in the Software, no later than fifteen (15) calendar days before the effective date of the amendment to the Terms. The Purchaser is obliged to familiarize himself with the amended Terms and Conditions and express his consent or disagreement with them no later than the effective date of the amendment. By disagreeing with or failing to express the acquirer's agreement with the amended Terms, this Agreement shall terminate on the effective date of the revised Terms.
4. If the Contract is concluded for an indefinite period, the Provider has the right to unilaterally change the amount of the Fee. The Provider notifies the Purchaser about the change in the amount of the Fee in the same way as when changing the Terms and Conditions. By expressing disagreement or failure to express the acquirer's consent to the increase in the Fee, the Contract shall terminate on the effective date of the increase in the Fee.

IX.PRIVACY

1. Personal data of the Purchaser and other data and information related thereto (hereinafter referred to as “Data”) are collected and processed by the Provider solely for the purposes of:

• use of the Software by the Acquirer, who is the sole owner of the data - databases of stored data; for the purpose of operating the licensed application, where the purpose of the processing of personal data is specifically and expressly stated and determined, while the processing of personal data complies with the principle of legality according to Articles 6 and 9 of the Regulation.
• performance of obligations towards the Purchaser arising from the Contract or in connection with the fulfillment of obligations imposed on the Provider by the legislation in force in the territory of the Slovak Republic;
• sending commercial offers to the Acquirer in connection with the offer of other services related to the Software, if the Purchaser has given its consent to this in the Agreement or the Software;
• Providing support for the Software.

1. The Provider processes the above-mentioned Data of the Acquirer in accordance with the provisions of Act No. 18/2018 Coll. on the protection of personal data and in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council during the term of the Contract and after the termination of the Contract or obligations arising from or related to it for the period required and specified in the relevant legislation and further according to the general limitation periods.
2. The method, scope and conditions of data processing are set out in the Principles for processing personal data (hereinafter “Principles”), published on the Provider's website, if they have not been provided as an annex to the Agreement.
3. By using the Software, the Acquirer gives the Provider its express consent to the use of cookies, the purpose of which is to distinguish individual Buyers and to obtain general information about the Acquirer. Cookies are stored by the Recipient as short text files.
4. The Acquirer provides its Data voluntarily. The Recipient acknowledges that the Data provided is accurate and that it has been instructed to provide it voluntarily. In case of need of correction of the Data, the User may exercise the right of rectification specified in the Policy.
5. If the Policy allows, the Purchaser may be sent electronic business offers (newsletters) by the Provider to the email addresses specified when creating or changing User Accounts.
6. Insofar as the sending of commercial offers under the preceding paragraph is based on the acquirer's consent, the acquirer may withdraw this consent at any time by means of a link contained in each commercial offer. In case of revocation of this consent to data processing, further commercial offers will no longer be sent to the Purchaser.
7. The Provider confirms that the Data collected about the Acquirer in connection with the conclusion of the Contract will not be used for purposes other than those referred to in point 1 of this article. To ensure the security of the Data, the Provider has taken appropriate technical and organizational measures.
8. The Provider is not responsible for the use of the Software in violation of the Principles, Conditions or Agreement, or for unauthorized processing of data by the Acquirer, respectively. User.
9. The Provider is obliged, at the request of the Purchaser, to delete all personal data and their copies, or return them to the Purchaser after the termination of the Contract, unless otherwise provided by the current and effective legislation of the Slovak Republic. It is also obliged to issue a copy of the Data at the request of the Recipient.
10. Data and other information obtained by the Provider from the Acquirer in connection with the use of the Software are considered confidential and the Provider undertakes to protect them from misuse and not to provide them to third parties. This is without prejudice to the legal obligation of the Provider to issue the requested Data and information to state authorities in accordance with the relevant applicable and effective legislation.

X.FINAL PROVISIONS

1. The Purchaser and the Provider agree that the provisions of the United Nations Convention on Contracts for the International Purchase of Goods relating to the applicable law shall not apply in the relations under the Agreement.
2. The Purchaser and the Provider agree that for the resolution of any disputes under the Contract that could not be resolved by agreement of the parties, the following is competent: ROYAL DEVELOPMENT — RSRD, interest association of legal entities, ID: 45 741 905 according to Act No. 244/2002 Coll. § 6 (3) and 8 (1) and (2) (a)
3. Arbitration clause to the contract: “All disputes arising from this contract, including disputes about its validity, interpretation or cancellation, the emergence of other legal status, including the situation of claiming damages against the company's statutes under the Commercial Code will be submitted (decided by the arbitral tribunal) ad hoc arbitrator Ing. Miloš Valach or ad hoc arbitrator Zuzana Valachová according to the agreement of the contracting parties on the method of appointing the arbitrator (Act No. 244/2002 Coll. § 6 (1) and (3), § 8 para. 1). The choice of arbitrator is left to the plaintiff or the selected legal entity. The arbitration will be conducted according to the Arbitration Rules - ad hoc arbitrators (including the determination of arbitration fees and the procedure in arbitration proceedings), which are available at www.royaldevelopment.sk. The parties shall submit to the decision of the competent arbitrator. His decision shall be binding and immutable for the parties. According to Act No. 244/2002 Coll. of the parties appoint as the selected legal entity ROYAL DEVELOPMENT — RSRD, interest association of legal persons, ID: 45 741 905 pursuant to Act No. 244/2002 Coll., § 6 (3) and 8 (1) and (2) (a). The delivery address for filing an action is: Suľany 243, 951 25 Hruboňovo, Slovak Republic. '
4. If some of the provisions of the Treaty are not in full or in part effective or subsequently lose their force, this shall not affect the validity of the other provisions. In place of ineffective provisions and to fill in the gaps, a modification shall be used which, as far as legally possible, is as close as possible to the meaning and purpose of the Treaty, provided that the parties have taken this issue into account when concluding the Treaty.
5. These Terms are valid and effective from 1.1.2023