These General Business Conditions (hereinafter referred-to as “GBC”) regulate the provision of diagnostic services at the portal of the FCD s.r.o. Company
I. Definitions
1.1. The Provider means the FCD s.r.o. Company.
1.2. The Customer or Client means customer of FCD s.r.o., registered at the Provider’s portal.
1.3. The Provider’s portal means www.fcd.eu
1.4. The Provider’s performance means enabling the access to the paid levels of the portal and the possibility of using its functions described right on the portal pages, including the ordering system of trainings and events which the organizers themselves are then responsible for.
1.5. Unless other rules are set in some sections of the portal, it applies in general that FCD s.r.o. is the mediator of information, not the executive entity that provides a particular service – e.g. a consultation, organization of a training etc. These services will be provided by all registered users of the portal (a self-service system) or partners listed in the partner zone; these are especially organizers of training etc.
II. Basic Provisions and Entering into Contract
2.1. These General Business Conditions are an integral part of the Contract on the Provision of Access to the Diagnostic Portal and the Services Thereof (hereinafter referred-to as “Contract on the Provision of Services” or just “Contract”) which is made between FCD s.r.o., registered office at Mladá Boleslav, Vinecká 114, Id. No.: 274 18 324, registered in the Register of Companies kept by the Metropolitan Court in Prague, Section C, File 112098, as the Provider of access to the portal, and the Customer who is registered at www.fcd.eu website. FCD s.r.o. is hereinafter referred-to as the Provider.
2.2. The Contract on the Provision of Services obeys, in addition to these GBC, the relevant provisions of Act no. 513/1991 Sb., Commercial Code, as later amended.
2.3. The Contract can be made with any entity that is registered at the FCD.eu Internet portal run by the Provider and pays fees bases on the registration and the conclusion of the Contract.
2.4. No liabilities result for the Provider from unconfirmed orders from the Client.
III. Purpose of the Contractual Arrangement
3.1. The Clients register themselves at the Provider’s portal following the procedures stated herein. By sending off and confirming the registration, the Client gives the Provider an offer to enter into the contract on the provision of diagnostic services. The contract is made by the Provider’s accepting the Client’s offer to enter into the contract on the provision of services; the Provider will confirm the acceptance by sending the confirmation e-mail to the Client’s electronic address indicated in the registration. By making the Contract, the Provider pledges to provide the registered Client the access to the portal and to all the sections thereof regarding the diagnostic services, to the extent and under the conditions accessible at the Provider’s portal, and the Client pledges to pay the agreed fee.
3.2. The Provider pledges to maintain the portal duly accessible and functional.
IV. Price for the Provision of the Service
4.1. The price is set in the price list published at the FCD’s portal.
4.2. The Parties agree that the Customer is not authorized to unilateral set-off of the Customer’s claims towards the Provider against a due invoice issued by the Provider, unless the liability towards the Customer is explicitly admitted by the Provider as to its reason and amount.
4.3. In case the Customer does not provide the Provider the cooperation necessary to meet the Provider’s obligations, the Provider is entitled to suspend the provision of the service ordered until the cooperation is provided, and to charge the Customer for the costs provably incurred by the Provider in relation to the delay.
V. Secrecy, Confidentiality
5.1. Both Parties are obligated to keep confidentiality of all confidential data and information they may get acquainted with when performing the obligations that result from the contractual arrangement between the Parties. Any information is considered confidential which is not commonly available and, taking its character into account, it can be deemed as worth of keeping in secret from the point of view of the Party, or such information which is explicitly designated as confidential by each of the Parties.
5.2. Both the Provider and the Customer pledge, within the meaning of the provision of Section 17 of the Commercial Code, to keep in secret, not to disclose and not to make accessible any facts of business, manufacturing or technical nature related to the diagnostic services provided to them within this service. Further, both Parties declare to be aware that the documentation provided for diagnostic purposes or the outputs from the diagnostics have real or other material value, that this information contained in the documentation and in the outputs is not commonly available in the trade, and that’s why it is accordingly kept in secret and safeguarded against third persons.
5.3. Both the Provide and the Customer pledge to keep this information and facts in secrecy, not to make use of them for themselves or for another (for any other third party), throughout the duration of the mutual contractual relationship between the Parties and after the termination thereof for at least 15 years.
5.4. Each of the Contracting Parties is obligated to compensate the other Contracting Party for loss incurred due to a provable infringement of the obligation of confidentiality and protection of business secret by the other Contracting Party.
5.5. The Customer, by registration at the portal and sending data to the portal for the purposes of using the service, grants FCD s.r.o. as the Provider the right to any free use of these data and information. An exception is services in the discreet section, where data and information are only intended for and accessible by persons in the group established by the founder of the section (the Customer). Only an entity listed in the discreet section concerned is entitled to use this information.
5.6. The Provider shall not pass on contact information on any person or company registered at the portal. By the publication of any information or inquiry which the Customer (user of the portal) inputs to the portal for the purposes of obtaining necessary assistance from other registered users, including the Provider, and even by the publication of a contribution in case the user of the portal only wants to make visible and publish such contribution, the Customer grants the Provider, as the operator of the portal, the right to free use of such information, inquiry or contribution, and the Provider is allowed to treat them at the Provider’s own discretion (especially to publish them at the FCD.eu portal, use them for the creation of training materials, preparation of informative articles etc.). The User has no possibility to delete the materials from the portal fully or in part after inputting them.
5.7. Registered users are not entitled to copy any materials from the portal and spread them. In the case of infringement of this obligation by a registered user, the registered user is obligated to pay the Provider a contractual fine in the amount of EUR 5.000,- per each infringement.
5.8. Users must not refer to external content, especially for the purposes of advertising of competing products or diagnostic equipment etc. unless the Provider grants their written consent to do so.
VI. Rights to the Results of the Provider’s Activities
6.1. The Customer is entitled to use information obtained through the portal without any limitation from the moment in which it was communicated or sent. The Provider is not liable for the quality of information provided by another user of the portal.
6.2. The Provider is entitled to use know-how, working procedures, working methodology, software and experience, even if obtained in activities based on the contractual arrangement with the Customer, without limitations for the Provider’s own purposes or for the purposes of third persons.
VII. Liability
7.1. The Provider is not liable to the Customer for any damage that the Customer might cause to the equipment the diagnostics referred to. The Customer is liable for any damage to the equipment, regardless of the diagnostic results. This especially applies to any damage done to the diagnostic equipment, damage to vehicles, tools and aids used etc. The Provider of mediated information is not liable for any such damage, including damage to health. The Provider checks information on the portal that might lead to such damage, search for it in cooperation with the Provider’s technical partners, and deletes such erroneous information from the portal if appropriate.
7.2. The Provider is liable for the protection of contact data; however, the Provider is not liable for the correctness of training materials input to the portal.
VIII. Force Majeure
8.1. The liability of one Contracting Party towards the other one is excluded if caused by an obstacle that has arisen independently of the obligated Party’s will, preventing the obligated Party from meeting its obligation, provided that it cannot be reasonably expected that the obligated Party might avert or overcome such obstacle or the consequences thereof, or that the obligated Party might have anticipated that obstacle at the time when the obligation arose. The obligated Party shall inform the other Contracting Party about such an obstacle; otherwise it is liable for damage incurred due to the failure to meet this obligation to inform.
8.2. An obstacle that arose only when the obligated Party was in delay already with the performance of its obligation, or that arose from the obligated Party’s economic situation, does not exclude liability.
8.3. The effects that exclude liability are limited only while the obstacle these effects are related to persists.
IX. Rights to Intellectual Property
The rights to intellectual property that result from the services provided by the Provider to the Customer under the contractual arrangement remain the exclusive property of the Provider. The Customer is entitled to use them only with the Provider’s written consent, or on the condition that their use is necessary for the use of the Provider’s performance. The Customer is obligated to abstain from any actions that might infringe the Provider’s rights to intellectual property.
X. Final Provisions
10.1. Issues not dealt with explicitly by these Business Conditions obey the Commercial Code and other legal regulations of the Czech Republic.
10.2. The Parties shall solve any dispute amicably first. If amicable settlement cannot be reached, then the courts having jurisdiction to solve disputes are Czech courts; pursuant to Section § 89a of Act no. 99/1963, Rules of Civil Procedure, as amended, the court having local jurisdiction is the general court of the Provider, or the Regional Court having powers over that general court if applicable.
10.3. The Business Conditions regulate all contractual arrangements between the Provider and the Customer unless explicitly agreed otherwise in written. These Business Conditions supersede any previous contractual arrangements of the Parties. By sending an order through the portal, the Customer accedes to these Conditions and claims that they are definite and intelligible, and that the Customer accedes to them based on his true, serious and free will.
10.4. In case any provision of the contractual arrangement or of a supplement thereto proves to be invalid, such invalidity does not affect other items of the contractual arrangement. Any conditions from third persons are not binding upon the Provider unless accepted by the Provider in written.
10.5. These GBC are valid and effective from 1 April 2011.