Terms & Conditions TAGlobe

1.               BASIC PROVISIONS

1.1             The Provider is the company Clever Globe s.r.o., with its registered office at Lucemburská 2434/17, Vinohrady, 130 00 Prague 3, corporate identification number (IČO): 03876390, entered in the Commercial Register maintained by the Municipal Court in Prague, Section C, Insert 239140  ("Clever Globe"). Clever Globe is an entrepreneur acting within its commercial or other business activity, and directly or indirectly through other entrepreneurs, it provides services to customers associated with the use of a web platform for the internet of things based on the interconnection of physical identifiers to the cloud and their management within an administration interface ("Services" or also a "Platform").

1.2             The customer may either be a natural person or legal entity acting in the capacity of an entrepreneur, or a natural person acting in the capacity of a consumer ("You", "Customer", or also "Consumer" if the statutory conditions are met). For purposes of the exact definition of the term consumer and entrepreneur, the relevant provisions of the Act No. 89/2012 Coll., Civil Code, as amended ("Civil Code") and the Act No. 634/1992 Coll., on Consumer Protection, as amended, shall apply.

1.3             The Platform is operated by Clever Globe through a website located at taglobe.com ("Website").

1.4             These terms and conditions ("Terms and Conditions") in accordance with the provision of section 1751 paragraph 1 of the Civil Code govern the mutual rights and obligations of the contractual parties arising in connection with or based on an agreement concluded between the Customer and Clever Globe through the Website for the purpose of the provision of Services ("Agreement"). These Terms and Conditions also govern the rights and obligations regarding use of the Website, Services and other related legal relationships.

1.5             These Terms and Conditions are displayed on the Website, and the Customer is allowed to archive and reproduce them.

1.6             Clever Globe may adequately supplement or amend the wording of these Terms and Conditions, while the Customer shall be notified of the changes via e-mail, publication on the user account or publication on the Website. Amendment or supplementation of these Terms and Conditions establishes right of the Customer to withdraw from the Agreement. This does not affect the rights and obligations arising from the previous wording of these Terms and Conditions over the period of their effectiveness.

2.              USER ACCOUNT

2.1             Based on your registration carried out on the Website, you may enter your user interface. From the user interface, you may use the Services to the extent of your selected subscription plan ("User Account").

2.2            When registering on the Website for using the Platform, you are required to provide only correct and accurate information. You are required to update the information in the User Account in the event of their change. All of the provided information is therefore considered by Clever Globe as correct and accurate.

2.3            Access to the User Account is secured with a username and password, SSL encryption and anti-virus protection.

2.4            The Customer is prohibited from allowing the use of his User Account by third parties.

2.5            Clever Globe may terminate the User Account immediately and without any notice, when the Customer does not use it for a period of more than 1 year, or in the case when the Customer violates his obligations under the Agreement (including these Terms and Conditions).

2.6            Furthermore, you acknowledge that the User Account may not be available at all times, especially with regard to the necessary maintenance of the hardware and software of Clever Globe or any third parties participating at the administration and functionality of the Services (including, but not limited to, the Website, the Services, servers, domains, mobile application).

3.               AGREEMENT

3.1             The Website contains a complete list of offered Services, including their respective prices.

3.2            Prices of the offered Services are displayed including VAT and all relevant taxes. The offer of Services and their prices remain effective for the period for which they are displayed on the Website. The ability of Clever Globe to conclude the Agreement under individually agreed-upon terms is not limited by this provision. All offers and prices of Services displayed on the Website are not binding and Clever Globe is not obliged to conclude an Agreement with respect to these Services.

3.3            You may not use the Services and you may not accept the Terms and Conditions, if (i) you do not fulfill the legal conditions to enter into a binding contract with Clever Globe; (ii) when contracting on behalf of an entity, you are not authorized to legally bind the entity to such terms; or (iii) you are a person or entity prohibited from receiving the Services under the laws of the Czech Republic or other countries, including the country in which you are resident or from which you use the Services.

3.4            For the purpose of using the Services, the Customer must agree to these Terms and Conditions, otherwise the Customer will not be entitled to use the Services.

3.5            The Agreement between the parties is concluded either by (i) the Customer’s registration in Clever Globe’s user interface, (ii) making a payment for the Services, or (iii) the actual usage of the Services. The Customer hereby acknowledges that prior to concluding the Agreement he became familiar with these Terms and Conditions and that he accepts them in the wording valid and effective at the time of concluding the Agreement. These Terms and Conditions form an integral part of the Agreement.

3.6            The Agreement is concluded for an indefinite period until it is terminated either by you or by Clever Globe in accordance with clause 6 of these Terms and Conditions.

3.7            You hereby acknowledge that Clever Globe is not required to conclude the Agreement with you, especially if you had previously violated the Agreement (including the Terms and Conditions).

3.8            You agree with using means of distance communication for concluding the Agreement. The costs incurred by the Customer by using means of distance communication in connection with conclusion of the Agreement (e.g. internet etc.) are in the standard amount, depending on the Customer's tariff for telecommunication services. These costs are covered by the Customer.

3.9            You hereby acknowledge that exceptional cases may arise (particularly due to unforeseen, unwanted or accidental circumstances), when the Agreement shall not be concluded. This will encompass e.g. cases when the Agreement shall be concluded under conditions or for a price published by mistake as a result of an error in Clever Globe's information system.

4.              USE OF THE SERVICES, PASSOWRDS AND SECURITY

4.1             When using the Services, you expressly acknowledge and agree:

4.1.1             to use the Services only in accordance with the applicable laws and regulations (including any laws regarding the export of data or software to and from the European Union, the United States or other relevant countries), trade customs, these Terms and Conditions or any other applicable terms;

4.1.2             not to engage in any activity that interferes, misuses or disrupts the Services in any way (or the associated servers and networks);

4.1.3             not to reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.

4.1.4             to maintain confidentiality about all passwords and access information relating to the User Account.

4.1.5             that you are solely responsible for any and all activities made under your User Account and/or in connection with your use of the Services (including any content that you create, transmit or display while using the Services);

4.1.6            that you shall indemnify and hold Clever Globe harmless from all claims and all liabilities, costs of proceedings, damages and expenses awarded against, or incurred or paid by Clever Globe as a result of or in connection with your breach of any third party’s intellectual property or similar rights.

4.2            Security of the Services is ensured through implementing and maintaining adequate technical and organizational measures, internal control systems and means of information security protection. These may include, without limitation, software and anti-virus protection of devices, authentication procedures, relevant training and limited access rights of personnel, regular back up, data recovery and incident management processes, encryption, restrictions on storing, disposition with and/or disposal of data etc.

5.               PAYMENT CONDITIONS

5.1             The up-to-date prices applicable for the purpose of provision of the Services are published on taglobe.com and by using the Services at a particular moment you agree to the prices published as of that moment ("Purchase Price").

5.2            If you sign up for the Services online, you agree that you will be charged periodically pursuant to the payment conditions at checkout.

5.3            In addition, you expressly acknowledge and agree that the initial Purchase Price for the Services may change if you upgrade or change your subscription plan of the Services. Increase or change in the Purchase Price or an increase or change in the subscription plan may occur without your express request, simply by increasing the number of devices, such that the conditions of a different price category are met.

5.4            The Customer may pay the Purchase Price and any potential costs associated with provision of the Services according to the Agreement by the following means:

5.4.1             by credit card;

5.4.2            by a bank transfer on Clever Globe's account No. 2500760056/2010, IBAN: CZ1320100000002500760056, BIC/SWIFT: FIOBCZPPXXX, held with Fio banka, a.s., Millennium Plaza, V Celnici 10, 117 21 Prague 1 ("Clever Globe's Account");

5.4.3            by a wire transfer through PayPal;

5.5            Costs associated with an excessive data storage and transfer, if their volume is greater than usual with respect to the scope and nature of the provided Services, do not constitute part of the Purchase Price. In such case, the Customer is obliged to pay for these costs.

5.6            The Customer is required to pay the Purchase Price for using the Services within the relevant subscription plan continuously ("pay as you go"), in advance and in full always for the selected upcoming time period (e.g. monthly or annually), before the start of using the Services in the given period. The Purchase Price for the selected upcoming period within the relevant subscription plan is therefore payable upon conclusion of the Agreement and the Customer is entitled to use the Services only after the full payment of the Purchase Price relating to the given time period.

5.7            Any changes to the subscription plan occur with immediate effect, while as of the moment of change the relevant time period starts to run again from the beginning under the terms of the new subscription plan. Any overpayments of the Customer will be set-off against the Purchase Price of the new subscription plan and, in case their set-off will not be feasible for any reason, they will be returned to the Customer in accordance with these Terms and Conditions.

5.8            Price changes, as well as any other changes on the Website, are reserved.

5.9            Special prices are valid for a designated period of time. Discounts from the Purchase Price of the services cannot be mutually combined.

5.10         If it is usual in the ordinary course of business, or required by the law, Clever Globe shall issue an invoice to the Customer with respect to payments made on the basis of the Agreement ("Invoice"). Clever Globe shall issue an Invoice to the Customer after the payment of the Purchase Price for the Services and send it electronically to the Customer's e-mail.

6.              TERMINATION

6.1             Both you and Clever Globe may terminate the Agreement and the use of the Services without notice at any time, for any reason and with immediate effect, unless stated otherwise in the Agreement or these Terms and Conditions. If you wish to terminate the Agreement, you may simply discontinue using the Services by requesting the cancellation and deletion of your User Account.

6.2            Notwithstanding the foregoing, if you have a paid subscription plan, your Agreement can only be terminated by Clever Globe by sending you a notice with a 30 days notice period, in case (i) you breach the Agreement or these Terms and Conditions in any way (in the event of material breach Clever Globe is entitled to withdraw from the Agreement with immediate effect); (ii) Clever Globe is legally obliged to do so based on the applicable law, (iii) Clever Globe is not capable of providing the Services to you for external reasons beyond its control, (iv) there is a general shut down of Clever Globe’s Services, or (v) the provision of the Services to you by Clever Globe is, in Clever Globe’s view, no longer commercially viable.  The Agreement is terminated by the expiry of the notice period, which commences on the following day in which the notice of termination reached the other party.

6.3            All provisions of this Agreement which by their nature should survive its termination shall survive the termination, including, but not limited to, warranty disclaimers, indemnity and limitations of liability. 

6.4            Under section 1829 paragraph 1 of the Civil Code, the Consumer has the right to withdraw from the Agreement within fourteen (14) days from its conclusion, except for cases specified by the law, or any other cases for which the Customer cannot withdraw from the Agreement.

6.5            The Consumer acknowledges that, according to the provision of section 1837 of the Civil Code, he cannot withdraw for example from the Agreement:

6.5.1             for the provision of services if they were performed with his prior express consent before the end of the time limit for withdrawal Clever Globe informed the Consumer before concluding the Agreement that he shall thereby lose the right of withdrawal;

6.5.2            for the supply of goods or services whose price depends on fluctuations of the financial market which are beyond Clever Globe's control and which may occur during the time limit for withdrawal;

6.5.3            for the supply of digital content which is not supplied on a tangible medium if it was supplied with the prior express consent of the Consumer before the time limit for  withdrawal, and Clever Globe informed the Consumer before concluding the Agreement that he shall thereby lose his right of withdrawal.

6.6            In the event of termination the commitment is cancelled as to the date of termination of the Agreement and the parties retain all of their existing mutual performances to this day. The provision of section 2004 paragraph 1 of the Civil Code shall not apply.

6.7            If, in the event of termination of the  Agreement, or in any other case pursuant to these Terms and Conditions, the Customer becomes entitled to the return of money, Clever Globe returns them to the Customer within fourteen (14) days from termination of the Agreement, or from the date of the relevant event giving rise to this claim, to the account specified by the Customer. Clever Globe is also entitled to return the money to the Customer by any other means and under any other conditions, if the Customer will agree.

6.8            If a gift is provided to the Customer along with the goods, the deed of gift between Clever Globe and the Customer is concluded with a cancellation condition, provided that in case of a withdrawal from the Agreement by any of the parties, the deed of gift becomes ineffective, and the Customer shall be obliged to return the provided gift to Clever Globe along with the goods.

7.               PERSONAL DATA PROTECTION

7.1             The personal data you provide us is governed by these Terms and Conditions, as well as by our privacy policy, which is available at http://taglobe.com/privacy and by reference forms an integral part of the Agreement ("Privacy Policy"). By using our Services you also agree with our Privacy Policy.

7.2            Protection of your personal data is provided primarily by Act No. 101/2000 Coll., on Personal Data Protection, as amended.

7.3            You consent to the processing and collection of your personal data in Clever Globe's database for the purpose of performance of the rights and obligations from the Agreement and for the purpose of provision of the Services (for more information about the collection and use of personal data please see our Privacy Policy). You provide this consent for the period necessary to fulfill the objective of personal data processing, until you inform Clever Globe in writing of your lack of consent with the processing and collection of your personal data. You may recall your consent at any time, either by e-mail to the address info@taglobe.com or via the phone at: +420 778 715 715.

7.4            The Customer's processed personal data shall include in particular: name, company name address, e-mail, phone number, profession ("Personal Data").

7.5            The Customer acknowledges that he is obliged to submit his Personal Data always correctly and accurately, and that he is required to inform Clever Globe of any changes thereto without any undue delay.

7.6            The Customer has the right to access his Personal Data, as well as to their correction, supplementation, blocking, and deletion etc. (including any other legal rights) free of any charges at the e-mail address info@taglobe.com.

7.7             The Personal Data of Customers is adequately protected against their loss, destruction, misuse, change, unauthorized disclosure, transfer or processing with respect to current state of technological development and good industry practice. The Personal Data will be processed electronically in an automated way or in printed form in non-automated way.

7.8            Clever Globe shall not disclose the Personal Data of the Customers to any third person, with the exception of our server providers, payment transaction processors and/or if it is permitted or required by the law, it is necessary for defending the rights of Clever Globe, preventing fraud or immediate threats, or maintaining the security of our Services, whereas such Personal Data will be provided only to the minimal required extent. Clever Globe may authorize a third person (as the processor) to process the Personal Data of the Customer.

7.9            Personal Data collected from you may be transferred, stored and processed in the United States or in any other country, in which Clever Globe or its subcontractors operate. In such case, Clever Globe will implement appropriate legal mechanisms (e.g. use of the Stadard Contractual Clauses approved by the European Commission) to ensure an adequate level of Personal Data protection by such subcontractors.

7.10         You hereby agree that we may contact you directly by any means of communication for which you have given us contact details regarding information related to the Services or Clever Globe's business (e.g. marketing information about new products, services, promotions or upcoming events, meetings or conferences), which we believe could be of interest to you or your organization.

7.11          By the provision of any data and information, including Personal Data, you hereby declare that you have all necessary authorizations, consents, or registration necessary for their provision.

7.12          You agree that monitoring software may be used by Clever Globe, which can automatically record certain information when you visit the Website or use our Services including, but not limited to, your URL, IP address, hostname, device type and platform, screen resolution, location and time zone, browser type and language, date and time of your visit of the Website or use of the Services. This is for the purpose of our internal statistics and analysis of the use of the Services and securing their continuous improvements.

7.13          You agree that Clever Globe may use the aggregated and anonymized (non-personally identifiable) data, provided by you or collected by Clever Globe in connection with your use of the Website and/or the Services, for its own analytical, statistical, auditing or product and market research purposes. It refers to data and information, which do not allow for the identification of a specific individual.

7.14          You agree to the storage of cookies on your devices, which are used for the purpose of improving the quality of Services. You may withhold the consent provided in the preceding sentence at any time, however, you might not be able to use the Website or the Services as a result (unless it is possible to provide the Services and Clever Globe's obligations arising from the Agreement can be fulfilled without the storage of cookies).

8.              intellectual property rights

8.1            You acknowledge and agree that Clever Globe (or Clever Globe's licensors) owns all legal rights, titles and interest in and to the Services, including any intellectual property rights, which subsist in and relate to the Services (irrespective of whether the rights are registered or not or wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Clever Globe and that you shall not disclose any such information without its prior written consent.

8.2            Unless agreed otherwise in writing with Clever Globe or specifically authorized herein, nothing in the Terms and Conditions gives you the right to use any of Clever Globe's (or Clever Globe's licensors) intellectual property rights, including, but not limited to trade names, trademarks, service marks, logos, domain names and/or any other distinctive brand features of  Clever Globe.

8.3            The technology and software underlying or related to the Services is the property of Clever Globe. You may not (and you may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, disassemble or otherwise attempt to extract the source code of the Platform or any of its part thereof, unless this is expressly permitted or required by law, or unless you have been explicitly permitted to do so by Clever Globe in writing. You may neither access and/or use the Services nor the underlying software in order to build a similar or competitive product.

9.              LICENSE FROM CLEVER GLOBE

9.1             Clever Globe gives you a worldwide, royalty-free, non-assignable and non-exclusive license to access and use the Services, on a subscription basis, solely for the term and in the scope designated by the Agreement and these Terms and Conditions. This license is granted only for the purpose of enabling you to use the Services as permitted by the Agreement and these Terms and Conditions.

9.2            Unless Clever Globe has given you explicit written permission to do so, you may not assign (or sub-license) your rights granted hereunder, grant a security interest in or over the rights, sell or otherwise transfer them either in full or partially.

10.           CONTENT LICENSE FROM THE CUSTOMER

10.1          By submitting, posting or displaying any type of your content through the Website and/or the User Account, you grant Clever Globe a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish it, solely for the purpose of displaying, distributing, improving and promoting the Services to you.

11.            CONTENT PROVIDED BY THIRD PARTIES

11.1           We are not responsible or liable for any content provided by third parties, including e.g. our advertisers or subcontractors, in any way. We are not responsible for any content on the Website or provided through the Platform, which is beyond our control and we are unable to affect in any way. We have no duty to pre-screen such third-party content and we reserve the right to remove it for any reason, however, we are not responsible for any failure or delay in removing it.

11.2          You acknowledge that the content presented to you as part of the Services may be protected by intellectual property or similar rights owned by third parties and that it may also include sensitive or personal data. It is your sole responsibility to take necessary precautions in order not to infringe any of these third-party rights. Clever Globe bears no responsibility or liability for the infringement of any third-party rights by you in connection with using the Services.

12.           DISCLAIMER OF WARRANTIES

12.1          The Services are provided “as is” and Clever Globe or its licensors provide you with no warranties with respect to the Services.

12.2         In particular, Clever Globe or its licensors do not represent or warrant to you that (A) your use of the Services will meet your requirements; (B) your use of the Services will be uninterrupted, timely, secure and/or free from omissions and error; (C) any information obtained by you as a result of your use of the Services will be accurate and/or reliable; and (D) defects in the operation or functionality of any software used to provide the Services to you will be corrected.

12.3         Nothing in the Terms and Conditions shall affect those statutory rights which you are always entitled to as a Consumer and that you cannot contractually agree to waive or modify.

13.            LIMITATION OF LIABILITY

13.1          Nothing in these Terms and Conditions shall exclude or limit Clever Globe's liability for losses which may not be lawfully excluded or limited by the applicable law.

13.2         TO THE MAXIMUM EXTENT PERMITTED BY the APPLICABLE LAW, irrespective of THE LEGAL BASIS FOR THE CLAIM, Clever Globe WILL NOT BE LIABLE FOR ANY INDIRECT DAMAGES, INCLUDING, but not limited to, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY type (INCLUDING, but not limited to, ATTORNEYS' FEES), DAMAGES FOR LOST PROFITS OR REVENUES, BUSINESS INTERRUPTION, OR LOSS OF ANY BUSINESS INFORMATION, DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE SERVICES, THESE TERMS and conditions, associated MATERIALS, OR THE FAILURE of Clever Globe  TO PERFORM its OBLIGATIONS in any way.

13.3         Indirect and consequential losses will include, without limitation, (i) any lost profit (whether incurred directly or indirectly), loss of goodwill or business reputation, or any loss of data suffered by you; (ii) loss or damage which may be incurred by you as a result of (a) any reliance on completeness, accuracy or existence of any advertising, or as a result of any relationship or transaction between you and any advertiser whose advertising appears on the Services; (b) any changes which Clever Globe may make to the Services, or for any permanent or temporary cessation in the provision of the Services (or any features within the Services); (c) the deletion of, corruption of, or failure to store, any content and other information or data maintained or transmitted by or through your use of the Services; (d) your failure to provide Clever Globe with accurate user information; (e) your failure to keep your passwords or User Account details secure and confidential; or (f) your failure to fulfil any other obligations arising from or in connection with the applicable laws, the Agreement and/or these Terms and Conditions.

13.4         The limitations of Clever Globe's liability to you as outlined above shall apply whether or not Clever Globe has been or should have been aware of the possibility of any such losses arising.

13.5         Clever Globe's liability for damages incurred by you as a result of or in connection with the Services shall be limited to direct damages up to the amount you paid to Clever Globe for the Services during the last three (3) months. Clever Globe and you agree that this limitation of liability reflects the damage that can be reasonably foreseen at the time of conclusion of this Agreement between you and Clever Globe, taking into account all circumstances the parties know or should know while exercising due care and that can arise from a breach of Clever Globe's obligations under these Terms and Conditions.

14.           INDEMNIFICATION

14.1          You expressly agree to release, indemnify and hold Clever Globe and its bodies, employees, directors and agents harmless from any and all losses, damages, expenses, including attorneys' fees, rights, claims, actions of any kind and injuries (including death), arising out of or in connection with your use of the Services, any relevant content, your breach of the Agreement and/or these Terms and Conditions, or your breach of any third-party rights.

15.            DELIVERY

15.1          Unless agreed otherwise, all correspondence associated with the Agreement must be delivered to the other party in writing (e.g. by e-mail, in person or by registered mail etc.).

15.2         All correspondence shall be delivered to the Customer to the e-mail address or to the delivery address specified in his User Account.

15.3         Clever Globe's contact information

               delivery address: Lucemburská           2434/17, Vinohrady, 130 00 Prague 3, e-mail address              info@taglobe.com, phone                number: +420 778 715 715.

16.           FINAL PROVISIONS

16.1          All relations and any possible disputes arising from the Agreement shall be settled exclusively under Czech law, and decided by the competent courts of the Czech Republic. This shall not affect the rights of consumers arising from the generally binding provisions of law.

16.2         If any provision of these Terms and Conditions becomes invalid or ineffective, a different provision whose meaning most resembles it shall apply instead. The invalidity or ineffectiveness of one provision does not affect the validity or effectiveness of other provisions of these Terms and Conditions. Any changes or amendments to the Agreement or to these Terms and Conditions require a written form.

16.3         Clever Globe is authorised to provide the Services on the basis of a trade license and Clever Globe's activities are not subject to any further authorisations.

16.4         The Czech Trade Inspection Authority is the competent inspection authority for the out-of-court settlement of consumer disputes in the manner and under the conditions defined by the law. For more information visit the Czech Trade Inspection Authority website at: www.coi.cz.

16.5         The Customer hereby assumes the risk of a change in circumstances within the meaning of section 1765 paragraph 2 of the Civil Code.

16.6         Clever Globe is not bound with respect to the Customer by any codes of conduct within the meaning of section 1826 paragraph 1 letter e) of the Civil Code.

16.7         The Customer hereby expressly agrees to provide Clever Globe the permission to use and publish its name and logo for reference purposes (only in connection with the marketing and promotion of the Services by Clever Globe).

16.8         The provisions of these Terms and Conditions represent a constituent part of the Agreement.

16.9         These Terms and Conditions are effective as of 1. 6. 2016.