Všeobecné obchodné podmienky

ARTICLE I

General provisions

1. The Provider is a commercial company, doing business under the name TSS Group, a.s., with its registered office at Továrenská 4201/50, 018 41 Dubnica nad Váhom, ID No.: 36 323 551, VAT ID No.: 2020116505, VAT ID No.: SK2020116505, registered in the Commercial Register of the District Court of Trenčín, Section: Sa, File No. 10609/R (hereinafter referred to as the „Provider“).
2. The Customer (hereinafter all persons referred to below under a), b) and c) as the „Customer“) shall be understood as
   a) a natural person who orders TSSmonitoring services from the Provider and who, in concluding and performing the TSSmonitoring Service Contract, acts within the scope of his/her trade or other business activity,
   b) a legal entity that orders TSSmonitoring services from the Provider
   c) a natural person who orders TSSmonitoring services from the Provider and who does not act within the scope of his/her trade or other business activity when concluding and executing the TSSmonitoring Service Contract (hereinafter referred to as the „Consumer“)
3. These General Terms and Conditions for the provision of the TSSmonitoring Service (hereinafter referred to as „GTC“) regulate the procedure for concluding, amending and terminating the Contract for the provision of the TSSmonitoring Service (hereinafter referred to as „Contract“), as well as the rights and obligations of the Provider and the Customer in connection with the provision of the TSSmonitoring Service and the use of the TSSmonitoring software license..
4. These GTC are an integral part of the Contract.
5. The legal relationship between the Provider and the Customer referred to in paragraph 2 under a) and b) shall be governed by the provisions of the Commercial Code. The legal relationship between the Provider and the Consumer shall be governed by the provisions of the Civil Code and special consumer protection regulations.

ARTICLE II

Contract for the provision of the TSSmonitoring service and the manner of its conclusion

1. The TSSmonitoring Service Contract means the contract concluded between the Provider and the Customer on the basis of the Customer’s order in accordance with these GTC, the subject of which is the Provider’s obligation to provide online monitoring services as mutually agreed by the Parties (hereinafter referred to as the „Services“) and to provide the Customer with the equipment necessary for the operation of the Services and the Customer’s obligation to pay the Provider the remuneration agreed in the Contract or the remuneration according to the Provider’s Price List (hereinafter referred to as the „Contract“).
2. On the basis of the Ordering Party’s order, the Provider shall execute the Contract in paper form and deliver it without undue delay together with the GTC, which form an integral part of the Contract, by registered mail to the Ordering Party’s address, as well as by electronic mail to the Ordering Party’s e-mail address.
3. If the Customer agrees with the wording of the Contract, it shall, after signing it, send it to the Provider without undue delay in the form of a registered letter, together with the signed GTC.
4. The Contract shall be deemed to be concluded at the moment of its signature by both parties.
5. Together with the Contract, an invoice is sent to the Customer, which covers the price for the activation of the Service and installation of the GPS unit. Unless otherwise agreed between the Provider and the Customer, upon payment of the invoice, a shipment containing the ordered goods (equipment necessary for the provision of the TSSmonitoring GPS monitoring service with accessories) and a SIM card is sent to the Customer / installation centre, according to the specification in the order.

ARTICLE III

Rights and Obligations of the Customer

1. The Customer is entitled to:
   1. to use the Services under the Contract and these GTC,
   2. to complain about defects in the Services provided in the manner provided for in these GTC,
   3. to use the TSSmonitoring software license on the basis of the concluded Contract.
2. The Customer undertakes to:
   1. to use the provided Services in a manner that is in accordance with the concluded Contract, these GTC, other written notices of the Provider that will be available to the Customer, as well as with generally binding legal regulations.
   2. allow third parties to use the Services provided by the Provider only with the prior express written consent of the Provider,
   3. to use the Services only through the SIM card and GPS unit provided by the Provider,
   4. to pay the price for the Services in due and timely manner,
   5. immediately inform the Provider in writing of any changes to the data specified in the Contract, and always within 7 working days of the date on which such change occurred at the latest. At the same time, the Customer is always obliged to substantiate the change of data with a copy of the document certifying the change,
   6. comply with the other obligations set out in these GTC.

ARTICLE IV

Rights and Obligations of the Provider

1. The Provider shall be entitled to limit the provision of the Services for the period of time strictly necessary for the implementation of modifications and maintenance of the facilities used for the provision of the Services and for the implementation of the relevant measures or final decisions issued by the competent administrative or other authorized bodies.
2. The Provider undertakes:
   1. to provide the Services to the Customer in accordance with these GTC,
   2. to publish information about changes in the scope, quality and prices of the Services, in particular about changes in the Provider’s Price List, about changes in the GTC, through the Provider’s website, notices, information materials, etc.

ARTICLE V

Payment terms

1. The Provider shall commence providing the Services and the prices for the Services shall commence on the date of activation of the Services. The price for the provision of the Services shall be payable on the basis of the Provider’s invoice issued each time at the beginning of the billing period. The invoice shall be due and payable within 14 days unless otherwise agreed in writing between the Provider and the Customer.
2. The invoice shall be deemed to have been paid on the date on which the invoiced amount is credited to the Provider’s bank account.
3. The Provider shall be entitled to use the amount paid for the payment of the earliest payable obligation of the Customer towards the Provider, and always first for the payment of the principal amount due.
4. In the event of delay in payment of the invoiced amount, the Provider is entitled to demand payment of interest on late payment at the statutory rate, as well as payment of the contractual penalty pursuant to Article VII, point 1 of these GTC.

ARTICLE VI

Restriction and interruption of services

1. If the Customer fails to pay the Provider the price for the Services in due and timely manner or fails to fulfil any other contractual obligation, the Provider shall be entitled to restrict the Customer’s access privileges to the www.tssmonitoring.sk portal and the software using the TSSmonitoring license after 30 days from the due date of the price for the Services or the TSSmonitoring software license, or from the date on which any other contractual obligation should have been fulfilled.
2. If the Customer fails to pay the price for the Services, or fails to fulfil another contractual obligation, even within 45 days from the date on which the price for the Services is due, or from the date on which another contractual obligation should have been performed, the Provider is entitled to prevent the Customer from accessing the www.tssmonitoring.sk portal and is also entitled to disconnect the Customer’s vehicle from the system and not to provide any Services to the Customer.
3. The Provider’s action under clauses 1 and 2 of this article of the GTC shall not affect the Customer’s obligation to pay the price for the Services.
4. The fee for reconnecting the vehicle and regaining access to the www.tssmonitoring.sk portal after disconnection pursuant to clause 2 of this Article shall be EUR 40,- excluding VAT. The reconnection shall be carried out by the Provider only after payment of this fee.

ARTICLE VII

Sanctions

1. In the event of delay by the Customer in payment of the invoice for the Services, the Provider shall be entitled to demand payment of a contractual penalty of 0.05% per day of the amount due for each day of delay, until the amount due is paid in full. Payment of the contractual penalty shall be without prejudice to the Provider’s right to compensation for damages incurred by the Provider in connection with the breach of the Customer’s obligations.
2. In the event of a breach of the Customer’s obligations resulting in the withdrawal from the Contract by the Provider (Article XII clause 4 of the GTC), on the basis of which the Contract is terminated with the binding of the use of the Service for a definite period before the expiry of the agreed binding period, the Customer undertakes to pay to the Provider a contractual penalty in the amount of the remaining monthly lump sums that the Customer would have been obliged to pay to the Provider until the end of the agreed term of the binding period under the Contract, namely in the amount of the price for the Services that the Customer had active as of the date of termination of the Contract.
3. The Customer undertakes to pay the liquidated damages and, where applicable, interest on late payment within 10 days from the date of receipt of the demand for their payment. An invoice issued by the Provider shall also be deemed to be a demand for payment.
4. The Provider’s right to claim compensation for damages caused by the breach of the Customer’s obligation covered by the contractual penalty shall not be affected by the payment of the contractual penalty. Circumstances excluding liability shall not affect the obligation to pay the contractual penalty.

ARTICLE VIII

Processing of the Customer’s personal data

1. The Provider shall keep an up-to-date database of the Customers containing personal data of the Customers – natural persons as well as data of the Customers – legal entities. The Provider processes these data in accordance with the applicable legislation, in particular in accordance with Act No. 18/2018 Coll. on the protection of personal data and on amending and supplementing certain acts (hereinafter referred to as the „Personal Data Protection Act“) and Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (the „General Data Protection Regulation“).
2. By signing these GTC, the Customer confirms that he/she has familiarised himself/herself with the Provider’s concept of personal data protection, which is published on the Provider’s website (https://www.tssgroup.sk/ochrana-osobnych-udajov).
3. By signing these GTC, the Customer gives the Provider consent to disclose his/her personal data to third parties and the Provider is entitled to disclose the Customer’s personal data on the basis of the Customer’s consent in accordance with applicable law:
   (a) in the event of the existence of a claim of the Provider against the Customer, to third parties for the purpose of debt recovery,
   b) to other entities in cases where the obligation to disclose personal data results from generally binding legal acts
4. By signing these GTC, the Customer acknowledges and agrees that the Provider may use the Customer’s data in the scope of location, speed and other operational variables only in a completely anonymised format, for the improvement of functions, algorithms or external system and software, even in cooperation with a third party, only without using personal data identifying a specific Customer (e.g. for information on the traffic situation on the roads, etc.).

 

ARTICLE IX

Protection of confidential information

The Client shall be obliged to maintain the confidentiality of all confidential and classified information and facts of which it has become aware in connection with the execution of the Contract, except for information that is intended by the Provider to be made public.

ARTICLE X

Complaints Procedure

1. Complaints may be directed against the scope and quality of the Services provided and against defects in the equipment supplied, the warranty period for the equipment supplied being 24 months from the date of delivery to the Customer. The Provider shall be liable for a defect in the Service provided consisting in an availability of the Service of less than 98%. The availability of GPS monitoring services is not reduced by scheduled maintenance, system upgrades and outages caused by the Customer’s equipment (e.g. unavailability of electricity at the Customer’s site, unavailability of the Customer’s internet connection, etc.).
2. Complaints about the scope of the provided Services, the quality of the Services and defects in the delivered equipment shall be made electronically at https://gpsmonitoring.eu/reklamacie or in writing at Továrenská 4501/50, 018 41 Dubnica nad Váhom. The Customer is obliged to claim the defect without undue delay after its occurrence or discovery, at the latest within the statutory period. If the claim is for a TSSmonitoring unit, the Customer is obliged to enclose a confirmed Installation Certificate with the claim, otherwise such a claim will not be accepted. The Provider shall notify the Customer without undue delay after receipt of the complaint of the manner of handling the complaint. If the Provider rejects the claim, it shall issue a written statement of reasons, which it shall send to the Customer.
3. The submission of the complaint shall not have suspensive effect and the Customer shall be obliged to pay the prices for the Services provided no later than the due date. In the event of a justified complaint, the Provider shall be obliged to refund to the Customer the price paid for the Services which, due to defects, could not be properly used by the Customer.
4. The Provider shall process the claim without undue delay, within a period of time corresponding to the complexity, technical and administrative complexity of the claim, but no later than the expiry of the 30-day period.
5. In the event of an unjustified complaint that is rejected by the Provider, the Customer shall bear all costs associated with the application of this complaint.
6. For the Customer, who is a consumer, the warranty and claim conditions set out in the Civil Code and other generally binding legal regulations shall apply instead of the above warranty and claim conditions, insofar as this is more advantageous for the Customer.

ARTICLE XI

Ownership of equipment and liability for damage

1. The risk of damage to the items shall pass to the Customer at the moment of their acceptance from the Provider in accordance with the Contract and these GTC.
2. The Provider shall not be liable for failures and outages of the Internet and mobile operators‘ networks and GPS, including foreign operators, not caused by the Provider, and the impact of such situations on the Services provided by the Provider, as well as for property and non-property damages related thereto.

ARTICLE XII

Validity and Termination of the Contract

1. The Contract is concluded for the term agreed by the Parties in the Contract. After the expiry of the agreed contractual term, the duration of the Contract shall be extended indefinitely, unless one of the Contracting Parties delivers to the other Contracting Party, at least 30 days before the expiry of the agreed contractual term, a written notice by registered letter that it insists on the termination of the contractual relationship at the expiry of the agreed contractual term. The period during which the provision of Services to the Customer has been interrupted for reasons on the Customer’s side shall not be included in the term of the Contract.
2. The Customer shall be entitled to terminate the Contract in writing without giving any reason with three months‘ notice; this provision shall not apply if the Contract has been concluded for a fixed term. The period of notice shall begin on the date of delivery of the notice to the Provider.
3. The Provider shall be entitled to withdraw from the Contract in the following cases:
   1. The Customer becomes in default in payment of the price for the Services provided,
   2. The Customer abuses the Services provided by the Provider within the meaning of these GTC or the Customer has breached any obligation arising from the provisions of the Contract or these GTC or has breached any obligation arising from applicable law in connection with the provision of the Services,
   3. The Customer has entered into liquidation, bankruptcy has been declared on the Customer’s property, a petition for declaring bankruptcy on the Customer’s property has been rejected due to lack of assets, bankruptcy proceedings on the Customer’s property have been discontinued, restructuring of the Customer has been allowed, enforcement of a decision by sale of the Customer’s business has been ordered, the Customer has been placed under receivership pursuant to special legislation.
4. Withdrawal pursuant to Clause 3 of this Article shall be effective on the date of its delivery to the other Party by registered letter.

ARTICLE XIII

Modification of the GTC and their validity, modification of other terms and conditions

1. The Provider shall be entitled to unilaterally amend and supplement the GTC due to changes in the applicable legislation, changes in the conditions on the market of data transmission services or for reasons that are necessary for the adjustment of the relations arising from the Contract.
2. The Provider shall inform the Customer of any change to the GTC in sufficient time, as a rule at least 30 days before the change to the GTC takes effect, by publishing the change to the GTC on the website www.gpsmonitoring.sk. If the Customer does not agree with the change of the GTC, it is obliged to notify the Provider of its disagreement with the change of the GTC no later than 30 (thirty) days after the publication of the change of the GTC. The expiry of the deadline for sending the disagreement with the change of the GTC shall be deemed to mean that the Customer agrees with the change of the GTC and the changed GTC shall enter into force on the date specified therein.
3. The Provider shall be entitled to unilaterally change the scope and quality of the Services, or terminate the provision of the Services already in progress due to the introduction of new services, improvement of services or development of new technologies.

ARTICLE XIV

Special Provisions Concerning the Consumer

1. In the event that any provision of these GTC shall conflict with the provisions of this Article of the GTC with respect to the Consumer, the provisions of this Article of the GTC and the provisions of the Contract shall apply to the Consumer.
2. The Consumer shall be entitled to withdraw from the Contract within 14 days from the date of conclusion of the Contract without giving any reason. The Consumer may exercise the right to withdraw from the Contract with the Provider in a written form or in the form of a record on another durable medium. The Consumer may use the withdrawal form provided by the Provider. The withdrawal period shall be deemed to have been complied with if the notice of withdrawal from the Contract is sent to the Provider no later than on the last day of the 14-day period.
3. If the provision of the Service has commenced before the expiry of the withdrawal period or if the Consumer has requested the provision of the Service before the expiry of the withdrawal period, the Consumer, by signing these GTC, acknowledges that upon commencement of the provision of the Service, the Consumer loses the right to withdraw from the Contract pursuant to the first sentence of this paragraph of the GTC.
4. By signing these GTC, the Consumer acknowledges that he/she has been informed by the Provider of:
   – the nature of the Service,
   – the business name and registered office of the Provider,
   – the contact details of the Provider (telephone number, e-mail address, correspondence address), where the Consumer may lodge a claim for the Service, lodge a complaint or any other complaint,
   – the price including VAT for the Services, transport, delivery, installation, GPS unit, activation of the Service,
   – payment terms, delivery terms, information on the procedures for the application and handling of claims, complaints and complaints,
   – information on the Consumer’s right to withdraw from the Contract, conditions, time limit and procedure for exercising the right to withdraw from the Contract,
   – information that if the Consumer withdraws from the Contract, he/she shall bear the costs of returning the SIM card and possible dismantling of the GPS device,
   – the Provider’s liability for defects in the Service,
   – information on the duration of the Contract, if it is a Contract concluded for a definite term; if it is a Contract concluded for an indefinite term or if it is a Contract for which its validity is automatically extended, also information on the conditions for terminating the Contract,
   – information on the possibility and conditions for resolving the dispute through the alternative dispute resolution system.
5. The instructions referred to in paragraph 4 of this article of the GTC form an integral part of the Contract and may be changed only with the express consent of both parties.

ARTICLE XV

Common and final provisions

1. The Provider’s documents that are delivered through a postal service provider shall be sent to the address of the Customer that the Customer has chosen for this purpose, or to the address of residence/place of business that the Customer has indicated when signing the Order or the change thereof has been notified by the Customer to the Provider pursuant to these GTC.
2. The letter shall also be deemed to have been delivered by the expiry of the time limit for collecting the postal item, even if the Customer has not been informed of its deposit, or at the latest on the date of returning the letter to the Provider.
3. The rights and obligations of the Contracting Parties under the Contract shall be governed by the law of the Slovak Republic. The jurisdiction of the court shall be governed by Act No. 160/2015 Coll. Civil Procedure Code, as amended.
4. These GTC and the valid TSSmonitoring Price List are an integral part of the Contract. In the event of a conflict between the provisions contained in the Contract and the GTC, the provisions contained in the Contract shall prevail.