General Terms and Conditions
1. INTRODUCTORY PROVISIONS
1.1. These General Terms and Conditions (hereinafter referred to as "Terms and Conditions") are issued by the Portal Operator, in particular for the purpose of regulating the rights and obligations arising from the contractual relationship between the Operator and Merchants using the Portal to offer Goods.
2. MERCHANT REGISTRATION
2.1. Merchants who meet the following conditions are entitled to register to use the Portal:
2.1.1. operate at least one E-shop;
2.1.2. The E-shop is not yet registered on the Portal;
2.1.3. The E-shop has an active WWW page, on which it offers Goods for purchase to Users; on the E-shop pages, the Merchant is listed as its operator, including the address, telephone number, ID number or the exact name by which the ID number of the operator can be clearly traced in the commercial or other public register, as well as other details required by law;
2.1.4. The Merchant undertakes to comply with all contractual and statutory conditions associated with the use of the Portal;
2.1.5. The Merchant is able and willing to supply regularly updated information about the Goods in the required format by means of a regularly updated XML export file (hereinafter referred to as "XML FEED"), which will be continuously available for on-line automated processing by the Operator (see further Article 4 of these Terms and Conditions).
2.2. In case the Merchant operates more than one E-shop, it may register more than one E-shop on the Portal, provided that they have separate 2nd or 3rd level domains and do not offer the same goods to a greater extent and under the same conditions (product price, additional services, promotions, etc.); if the Merchant's offer is divided between the main E-shop and other specialized E-shops, only those E-shops whose offers of Goods are not duplicated may be registered on the Portal; the Operator is entitled to exclude any duplicate E-shops or E-shops it considers as such. The separate registration of an E-shop by a Merchant whose Goods are simultaneously offered on the Portal through a registered Merchant operating an online marketplace, or the registration of an E-shop that represents a store in store of another E-shop or online marketplace, does not constitute a duplication within the meaning of this provision.
2.3. In addition, the successful implementation of XML code into the Merchant's system in a manner that allows the import of Offers from the E-shop's website to the Portal is necessary for the display of Offers on the Portal.
2.4. The Merchant has no legal right to the registration of the Merchant and to the conclusion of a Portal Use Agreement. The Operator is entitled to refuse the registration of the Merchant and his proposal to conclude a Portal Use Agreement without giving any reason. The right to refuse registration may also apply only to an individual Merchant's E-shop.
2.5. The Merchant's rights and obligations are also governed by the Heureka Guide for E-shops, available on the Portal's website under http://sluzby.heureka.cz/napoveda/pruvodce-heurekou-pro-eshopy/.
3. RESTRICTION, SUSPENSION, TERMINATION
3.1. Restriction means limitation of the visibility of the Merchant Content, in particular the removal or moderation of the Content (hereinafter referred to as "Restriction"). Suspension of the Merchant means temporary interruption of the possibility of using all or selected services of the Portal, in particular to display the Offers, depending on which services are concerned and how serious the case is (hereinafter referred to as "Suspension"). Termination of the Merchant shall mean the complete termination of the Portal Use Agreement (i.e. the withdrawal from the contract for the use of the Portal by the Operator) (hereinafter referred to as "Termination").
3.2. The Operator may proceed to Restriction or Termination in the event of a breach of the obligations set out in the Terms or the Terms and Conditions by the Merchant, in particular in the following areas:
a. Unlawful Content within the meaning of Article 4 of the Terms,
b. other illegal Content,
c. Content infringing the intellectual property rights of the Operator or third parties,
d. fraudulent or misleading Content,
e. Content promoting violence or terrorism,
f. Content violating the protection of personal data,
g. spam or unsolicited commercial communications,
h. Inappropriate or offensive Content,
i. Technically harmful Content,
j. Inappropriate, false or irrelevant Content,
k. other Content that is incompatible with the Operator's terms and conditions, in particular Content that is likely to harm the Operator in any way,
l. dangerous product,
m. breach of the XML FEED rules pursuant to Article 4 of these Terms and Conditions;
n. or in case of the fulfilment of other legal grounds.
3.3. The Operator may suspend the Merchant in the event of a breach by the Merchant of the obligations set out in the Terms or these Terms and Conditions, in particular:
a. Default in payment of any payment - Suspension lasts at least until the outstanding amount is paid;
b. the Merchant interferes with XML FEED or parts of the Portal in order to influence the results of the User's search or uses illegal means of influencing the results - Suspension lasts until all unauthorized interference is removed and the Merchant compensates for the damage caused, but at least for 2 months;
c. Failure to update identification and contact information - Suspension lasts until the deficiencies are corrected, but for at least 1 week;
d. Failure to provide the current total cost of delivery of the Goods to the User in accordance with Article 5.4.2 of the Terms and Conditions - Suspension shall last until the deficiencies are removed, but at least for 1 week;
e. sending unsolicited commercial communications to Users or violating obligations in handling personal data - Suspension lasts until the defective conduct is eliminated, but at least for 1 month;
f. interfering with the content of reviews or influencing Users to influence the outcome of reviews - Suspension lasts until the disorderly conduct is removed, but for at least 1 month;
g. posting fraudulent reviews (including through third parties), including reviews of your own, and including the failure to provide documentation that may confirm or deny the authenticity of the reviews - Suspension shall last until the removal of the offending conduct, but not less than 1 month;
h. violation of the XML FEED rules according to Article 4 of the Terms and Conditions - Suspension lasts until the deficiencies are corrected;
i. Providing inaccurate, false, incomplete or misleading information about the Goods and their purchase options - Suspension lasts until the deficiencies are removed, but for a minimum of 1 month;
j. dissatisfaction of the Users expressed by a higher number of negative reviews or an overall low rating of the E-shop - Suspension lasts until the Verified by Customers certificate is obtained;
k. Repeated provision of obviously illegal content despite prior warning - Suspension lasts until the defective behaviour is eliminated, but for at least 1 month;
l. damaging the Operator's reputation - Suspension lasts until the defective conduct is removed, but for at least 2 months;
m. violation of intellectual property rights, in particular unauthorized use of trademarks, but also logos, slogans of the Operator, etc. (i.e. cases of possible unfair competition) - Suspension lasts until the removal of the defective conduct, but at least for 1 week;
n. Offering an illegal type or type of goods in violation of the Terms, or publishing Offers with any other illegal content - Suspension lasts until the removal of the defective conduct;
o. Delivery of Goods to Users in violation of the Purchase Contract (quality, quantity, delivery date), or failure to deliver Goods to Users for reasons on the part of the Merchant - Suspension shall continue until the defective conduct is removed;
p. operation of duplicate E-shops in violation of 2.2. of the Terms and Conditions - Suspension lasts until the removal of the defective conduct;
q. fulfilment of other legal reasons.
if it is also the first case of violation of the obligations set forth in these Terms and Conditions. The Merchant is obliged to notify the Operator in writing upon fulfillment of the aforementioned conditions and to request the resumption of the Operator's services; the resumption does not occur automatically.
3.4. The Operator may terminate the provision of all services to the Merchant, i.e. terminate the Portal Use Agreement, in the event of
a. repeated (at least twice) or particularly gross violation of the obligations set forth in these Terms and Conditions by the Merchant, in particular the obligations set forth in the preceding paragraph 3.3. of the Terms and Conditions;
b. the application of terms and conditions in the Purchase Contracts that are contrary to the Terms, Special Terms or legal regulations;
c. publishing reviews on other websites in violation of Article 5.3.3 of the Terms and Conditions;
d. Default in payment of any monetary obligations to the Operator for more than 10 days;
e. significant dissatisfaction of Users expressed by a large number of negative reviews or an overall very low rating of the E-shop;
f. inappropriate, vulgar or abusive behaviour towards the Operator or Users,
g. fulfillment of other legal reasons.
3.5. The Operator shall notify the Merchant of the decision, together with the reasons (hereinafter referred to as the "Decision"), that the Restriction, Suspension or Termination has occurred, in the form of an email sent to the Merchant's email address listed in the Portal. The Decision shall be effective upon its delivery. In the case of a Merchant Termination, the Termination shall take effect on the 30th day after the Merchant receives the Decision. However, upon delivery of the Termination Decision, the Merchant's Suspension shall take effect and shall last until the Termination takes effect. The time limit under this clause shall not apply and Termination shall be effective upon delivery, in the event that
a. Termination of the Portal Use Agreement is necessary to comply with a legal or regulatory obligation of the Operator in a manner that does not allow the deadline to be met;
b. the Termination of the Portal Use Agreement is based on an urgent legal reason arising from a legal regulation, which is considered to be in particular a reason for which the contract can be terminated without prior notice within the meaning of Section 2002 of the Civil Code;
c. The Merchant has repeatedly violated the Terms or the Special Terms.
3.6. The Merchant is entitled to lodge a complaint against the Restriction, Suspension or Termination within the framework of the out-of-court complaint system within the meaning of Article 9 of these Terms and Conditions. The Merchant is entitled to file a complaint within 6 months from the date of delivery of the Decision.
3.7. If the Merchant does not agree with the Decision or if the complaint submitted in accordance with Article 3.6 of the Terms and Conditions is not resolved, the Merchant is entitled to refer the matter to an out-of-court dispute resolution body. The entity authorized to resolve disputes between the Operator and the Merchant is any entity certified for out-of-court dispute resolution by the Czech Telecommunications Office. Unless otherwise provided by law, the Operator shall cooperate with the certified dispute resolution entity. Decisions issued by certified out-of-court dispute resolution entities are not binding on the Operator. The procedure for requesting out-of-court dispute resolution is not specified at this time.
3.8. If the Merchant operates more than one E-shop, the Restriction, Suspension or Termination may apply to only one of them.
4. XML FEED BASIC CONDITIONS
4.1. The Goods contained in the XML FEED must be available on the E-shop website, each Good must be listed only once on separate links with a unique URL address which must match the URL address provided within the XML FEED where the price information for the Goods can be found and an Order can be placed for that individual Good. The individual Good within the XML FEED must be a stand-alone item, eligible to be purchased separately, without the need to order additional goods or services, take advantage of other promotions, redeem vouchers, provide proof of identity or other documents, unless the sale of the Goods is subject to legal restrictions and proof of identity, etc., except for the transport and packaging service.
4.2. Information about the Goods exported within the XML FEED must be true, complete and up-to-date and must relate solely to the Goods themselves and not to the promotion of the E-shop.
4.3. The price of the Goods in the XML FEED must be stated in Czech crowns and must be the final price for the User, i.e. including all royalties, recycling and other fees, with VAT correctly stated. In the event that a special VAT regime applies to the Goods or the Merchant is not a VAT payer, this fact must be stated within the XML FEED. The final price of the Goods may not include only postage, freight and packing if the Merchant charges them to Users. The Merchant is obliged to keep the price of postage, freight and packing fees up-to-date at all times and to inform the Users of the amount thereof in accordance with the requirements of the relevant legislation.
4.4. The goods contained within the XML FEED must comply with the legal regulations of the Czech Republic, in particular they must not be:
4.4.1. goods which the Merchant is not entitled to dispose of or which have any other legal defects;
4.4.2. child pornography or otherwise outrageous pornographic materials;
4.4.3. goods which infringe intellectual property rights (infringement of trademark rights, infringement of appellations of origin, illegal reproductions of copyright works, goods intended to circumvent effective technical means of copyright protection);
4.4.4. goods intended for the promotion and dissemination of the views of the extreme left or extreme right or movements aimed at suppressing human rights and freedoms within the meaning of the criminal legislation in force in the Czech Republic;
4.4.5. goods marked as a dangerous product.
4.5. XML FEED may only contain Goods that the Merchant is able to deliver to the User and for which it knows at least the approximate delivery time. Products for which the Merchant does not have information about stocking and delivery date to the User may not be included in the XML FEED.
4.6. Information about the availability of the Goods must be truthfully stated. The Merchant shall include in the relevant section of the XML FEED any information that may affect the delivery of the Goods to the User. The Merchant is not entitled to provide certain information affecting the delivery of the Goods only on the E-shop pages, without providing it within the XML FEED.
4.7. The detailed technical and content conditions of the XML FEED are contained at http://sluzby.heureka.cz/napoveda/xml-feed/ (hereinafter referred to as the "XML Specifications") and are binding for Merchants. Failure to comply with the technical and content conditions of the XML FEED may result in termination of the Portal Use Agreement or blocking of the E-shop or Merchant. These technical and content conditions of XML FEED do not form part of these Terms and Conditions, and the Operator is entitled to change them according to the technical requirements of the Portal. Merchants are informed about changes to the technical and content conditions of XML FEED through the Portal's user interface. The Operator is not responsible for the failure to display Offers or the correctness of the display of Offers if the Merchant does not comply with the terms of XML FEED. In case of non-compliance with the XML FEED conditions, the display of Offers may change over time and may not function correctly.
4.8. If the subject of the XML FEED is any information that can be considered a copyright work, the Merchant grants the Operator a non-exclusive, royalty-free, time and place unlimited license for the purposes of making it available to third parties, reproduction, inclusion in a collective work, including commercial use, use in promotional materials, articles, etc. The Merchant authorizes the Operator to make modifications to the work. The work may be used without attribution to the author or source. The Merchant declares that it is entitled to grant the license and rights under this paragraph and, in the event that its declaration proves to be false, undertakes to compensate the Operator for any damage caused thereby, in particular in the form of damages, royalties or unjust enrichment for the unauthorized use of the Work.
5. RIGHTS AND OBLIGATIONS OF THE MERCHANTS
5.1. Communication with the Portal
5.1.1. By registering on the Portal, the Merchant is granted access to the Administration Interface of the Portal, within which he can manage his identification data and other settings.
5.1.2. Access to the Administration Interface is secured with a username (the Merchant's email address) and password. The Merchant is responsible for the user password and is obliged to protect this password or change it as soon as it suspects the possibility of its disclosure to unauthorized persons and possible misuse. The Merchant is responsible for any misuse of the access password by a third party.
5.1.3. The Merchant is entitled to insert the E-shop logo in its user profile in the form in which it is normally used in relation to the public, in the format and resolution specified by the technical conditions of the Operator, accessible within the user interface. The Merchant's logo must not contain any advertising message (e.g. slogan, reference to a discount promotion, etc.) or graphic marking identical or similar to the marking used by the Operator. The Merchant is responsible for the compliance of the publication of the logo on the Portal with the legal regulations. For this purpose, the Merchant grants the Operator a non-exclusive, royalty-free, time and place unlimited license, for the purpose of mutual cooperation and for the legitimate interest of the Operator in the operation of the Portal, in particular for the identification of the E-shop, even after the termination of the Portal Use Agreement.
5.2. Information obligation of the Merchant
5.2.1 The Merchant acknowledges that the majority of Users using the Portal to search for and purchase Goods are in the position of consumers and that the legal relationship arising from the Purchase Contract is subject to the consumer protection regulations, in particular the Civil Code and Act No. 634/1992 Coll., on Consumer Protection. This is without prejudice to the Merchant's responsibility to comply with other legislation relating to specific Goods (for example, Act No. 40/1995 Coll., on the regulation of advertising, Act No. 378/2007 Coll., on medicines, or directly applicable EU regulations such as Regulation (EU) 2022/2065 of the European Parliament and of the Council of 19 October 2022 on the single market for digital services).
5.2.2. Merchants who are involved in the Heureka Marketplace program by agreement with the Operator are also obliged to comply with the Marketplace Terms. Merchants acknowledge that the relevant provisions of the Terms and the Special Terms form part of the terms of the Purchase Contract, and those provisions of the Merchant's separate terms and conditions of sale that conflict with the Terms and the Special Terms shall not apply to the relationship between the User and the Merchant. The provisions of the separate terms and conditions of the Merchant which are more favourable to the User than the provisions of the Terms and the Special Terms shall always apply to the relationship between the User and the Merchant. The Merchants participating in the Heureka Marketplace program further authorize the Operator to provide on their behalf, through the Portal, certain information within the meaning of Sections 1811 and 1820 of the Civil Code, the provision of which is required by law prior to making a binding offer. For the avoidance of doubt, however, it is stated that the responsibility for fulfilling the information obligation remains entirely with the Merchant.
5.2.3. The Merchant undertakes to provide the information "Availability of Goods" for each Offer on the Portal, which informs the User about the maximum time required for the dispatch of the Goods by the carrier or the maximum time required for the preparation of the Goods for personal collection from the date of receipt of payment of the purchase price to the Merchant's account (in case of choosing the payment method via the Adyen System) or from the date of conclusion of the Purchase Contract (in case of choosing the payment method by cash on delivery or in cash at personal collection). If the Merchant is not aware of the availability of the Goods, it is entitled to provide the information "Availability on request" or similar information about the User's possibility to check the availability of the Goods individually by phone or e-mail.
5.2.4. The Merchant undertakes to provide the Operator with all legally required information about the Goods, in particular with regard to product safety, waste management, etc.
5.3. Reviews
5.3.1. The Merchant is obliged to refrain from evaluating E-shops, including those of competitors, its own or related ones. By evaluating we mean star ratings and written reviews or contributions to the discussion on the Portal and any evaluating in the Verified by Customers system. The Merchant is also obliged to refrain from taking steps to artificially influence the overall rating of E-shops. Artificial influence means, for example, buying fraudulent reviews or selecting orders or Users that are approached for reviews. The Merchant is, on the other hand, entitled to motivate Users to submit reviews or to fill in a questionnaire within the framework of the Verified by Customers program, but only in a way that does not make a difference between the content of the review and whether the review is positive or negative for the Merchant.
5.3.2. Merchant shall have the right to respond to a verbal review originating from the Verified by Customers system ("Response") and such Response shall be displayed next to the review to which it relates. However, the Merchant is not entitled to penalize the User in any way for sending a negative rating within the Verified by Customers program, for example by offering less favourable prices compared to other customers of the Merchant, withdrawing from the concluded Purchase Contract, refusing to sell another goods or provide services offered by the Merchant, etc. The Merchant is also obliged to refrain from presenting information giving the impression that such information is presented by the Operator or a person authorized by the Operator. At the same time, the Merchant is obliged to refrain from providing personal data of the User and third parties beyond the personal data provided by the User in the evaluation. The Operator's responsibility for the content of the Merchant's Reactions and the conditions for limiting the content of these Reactions are set out in Article 6 of the Terms and Conditions.
5.3.3. The Merchant is not entitled to publish User reviews outside the Heureka.cz portal except on its own website. The use of reviews for the purpose of promoting the Merchant on the pages of other price comparison sites or operators of other services, potentially competitive to the Operator or the Portal, may be considered unfair competition.
5.4. Other rights and obligations of the Merchant
5.4.1. The Merchant is not entitled to use any means, not provided by the Operator itself, to influence the results of the search for Offers on the Portal or other functions of the Portal for its own benefit or the benefit of a third party, in particular to install software robots in the source code of the Portal pages or to modify the XML FEED. Furthermore, the Merchant is not entitled to offer or provide these resources to other Merchants, Users or third parties. In case of violation of this prohibition, the Operator is entitled to suspend the provision of services to the Merchant and other Merchants who use the given means to affect the functions of the Portal.
5.4.2. The Merchant is obliged to inform the User for each item of Goods about the current amount of the total cost of its delivery to the User, including packaging, handling fees, etc.
5.4.3. The Merchant registered on the Portal with an E-shop providing online marketplace services is obliged to provide Users with all information required by law, in particular, the Merchant is obliged to provide Users with information whether the third party offering the product or service is a seller or not, information on the identity of the seller, which is the name and ID number, as well as the address of the seller's registered office, its telephone number and address for delivery of electronic mail.
5.4.4. The Merchant has the right to stop transmitting information via XML FEED at any time without prior notification to the Operator. However, the termination of the XML FEED transmission does not terminate the contractual relationship between the Merchant and the Operator, nor does it affect the Merchant's obligations under the Purchase Contracts concluded with Users through the Portal before the termination of the XML FEED transmission. However, the failure to send the XML FEED for a period of 10 years results in the implicit termination of the Portal Use Agreement.
5.4.5. The Merchant is entitled to terminate the Portal Use Agreement at any time without giving any reason by giving 1 week's notice to the Operator. The notice must be sent to the Operator via the Portal's Administration Interface, by e-mail or in writing to the Operator's address. Submission of the notice does not affect the right of the Merchant to stop sending the XML FEED in accordance with the previous paragraph.
5.4.6. In the case of offering a secondary license to software or used, unpacked or any other than new Goods, the Merchant shall be obliged to properly indicate this fact and classify them in the appropriate category for used Goods, if the Operator offers such a category on the Portal. The Operator reserves the exclusive right to determine whether or not Goods fall into any of the above categories, irrespective of any other rules, including the Merchant's definition.
5.4.7. The Merchant shall keep its identification and contact details entered within the user interface to the Portal up to date at all times. Failure to comply with this obligation may confuse or mislead Users.
5.4.8. The Merchant is obliged to immediately inform the Operator of any change in its data, such as a change in the name of the E-shop, change of the registered office or other billing data, etc. The subject of registration is the provision of services in connection with specific E-shops of the Merchant, therefore, in case of inclusion of a new E-shop, the Merchant is obliged to register this E-shop separately.
5.5. Change of E-shop operator
5.5.1. If the Merchant wishes to transfer the registration of the E-shop on the Portal to another Merchant, this is a change of the contracting party, which is possible only with the consent of the Operator. The Operator is not obliged to provide consent.
5.5.2. In the event that the transfer of the E-shop registration is allowed, Merchants acknowledge that the existing E-shop data is made available to the new Merchant in order to ensure the continuity of the rights and obligations arising from the E-shop registration on the Portal.
5.5.3. The Operator will not grant consent to the transfer of the E-shop registration, especially in the case where the Merchant (i.e. the previous E-shop operator) has debts to the Operator, regardless of whether they are related to the E-shop in question or not, unless the new Merchant (i.e. the new E-shop operator) assumes the obligation to pay these debts to the Operator in writing and the Operator agrees to this.
5.5.4. The above shall not apply in cases where the transfer of rights and obligations to the new E-shop operator is automatic (in particular, the transformation of a commercial company pursuant to Act No. 125/2008 Coll. on the transformation of commercial companies and cooperatives).
5.6. Access to data
5.6.1. The operation of the Portal involves the transmission and generation of a range of data and information, including personal data. The Operator has access to all data submitted by Users, i.e. in particular XML FEEDs, reviews, Reactions, Users' registration data, data on Users' purchasing behaviour on the Heureka Marketplace or data on Users' browsing behaviour on the Portal, including clicks on individual Merchants' E-shops. Detailed information on the Operator's access to personal data is provided in the document Personal data protection on the portals of Heureka Group a.s.
5.6.2. Any User has access to data that is publicly disseminated on the Portal, such as reviews, Reactions or product information, the source of which is usually XML FEED. A Merchant can have access to a variety of data, even in aggregate form, such as Data Reports for e-shops, Product Sales in e-commerce, Brand Performance Insights for e-shops, Unpaired Products Report, Performance and Cost Report, Missing Products Report or Assortment Report. Manufacturers can also access selected data, especially in the form of Data Reports for Brands, Brand Performance Insights for Brands, Search Phrases on Heureka or Heureka Shopping Survey. The access option varies depending on the type of data and the type of services requested. In some cases, free access is automatically linked to the Merchant's registration on the Portal, in some cases access is linked to participation in a PPC scheme or subject to free activation, and selected data accesses are charged as an additional service of the Portal ("Additional Service"). Detailed information on the individual data services, including information on how to activate these services, can be found at https://heureka.group/cs/pro-eshopy/rozhodujte-se-podle-dat. Data access is generally provided through the Merchant's Administration Interface (Statistics and Reports). Instructions on how to use selected services can also be found in the Help at https://sluzby.heureka.cz/napoveda/pruvodce-heurekou-pro-eshopy/ or in the videos at https://www.youtube.com/@HeurekaBusiness/videos. Additional services may be subject to specific terms and conditions, which may be available at https://heureka.group/cs/pro-eshopy/rozhodujte-se-podle-dat.
5.6.3. In addition to the Operator, only Merchants, or selected Merchants who activate/order the services, selected Manufacturers who order the services and, where applicable, their collaborators, as well as members of the Heureka Group, have access to the above-mentioned data, except those publicly distributed. The Operator reserves the right to share the data with third parties, including future Manufacturers, Merchants or other e-shop operators or producers of goods and services, media agencies and other entities that express an interest in such data or that are necessary for the provision of the requested services, under the conditions set by the Operator. The Merchant will be informed of such sharing upon request.
5.6.4. Further dissemination of data not publicly disseminated on the Portal, except as provided above, is prohibited without the Operator's consent.
5.6.5. Even after the termination of cooperation with the Merchant, the Operator keeps the data transmitted and generated by the Merchant for as long as it is relevant for the operation of the Portal, in particular for the purpose of maintaining publicly available reviews, Reactions and descriptions of the Goods. Publicly disseminated data cannot be removed, as this could undermine the transparency of the Portal.
6. RIGHTS AND OBLIGATIONS OF THE OPERATOR
6.1. Unlawful content or incompatibility of content with the terms and conditions
6.1.1. This article regulates the liability of the Merchant and the Operator for the information posted by the Merchant on the Portal, including the information in the Offers, the content of the XML FEED and the Responses (hereinafter referred to as "Content"). The liability for the Content is also governed by Article 4.4. of the Terms.
6.1.2. Merchants import Content entirely independently via the Portal, and it is automatically published on this website without prior review by the Operator.
6.1.3. The Operator is not obliged to supervise the Content and actively search for facts and circumstances indicating that the Content is unlawful or incompatible with the Operator's terms and conditions.
6.1.4. The Operator shall only be liable for the Content in the following cases:
6.1.4.1. If it has specific knowledge of the illegality of the Content or the unlawful conduct of the Merchant and, with respect to a claim for damages, it is aware of facts or circumstances from which the illegal activity or illegality of the Content would be apparent; or;
6.1.4.2. if he has demonstrable knowledge of the unlawful nature of the Content or the unlawful conduct of the Merchant and fails to take promptly all steps that may be required of him to remove or make unlawful Content unavailable.
6.1.5. The Operator is entitled to restrict the Content or the Merchant even without the initiative of a third party, the more detailed conditions of Content Restriction or Suspension are set out in Article 3 of the Terms and Conditions.
6.1.6. Following the outcome of the assessment of the Content's illegality or incompatibility with the Operator's terms and conditions, the Operator shall decide to Restrict Content, Suspend or Terminate the Merchant or to take no action.
6.2. Other rights and obligations of the Operator
6.2.1. The Operator does not perform a prior automated review of posted Merchant Content. However, the Operator is entitled to make the publication of the Merchant, E-shop or Goods subject to prior approval. In the event that information about the Merchant or E-shop or information within the XML FEED is misleading, incomprehensible or is classified in an incorrect category, the Operator is entitled to modify the information accordingly.
6.2.2. The Operator is not responsible for the display of the Goods within the Offers on the Portal if the XML FEED of the Merchant does not meet the conditions of the XML FEED according to Article 4 of these Terms and Conditions and according to the XML Specification document. Furthermore, the Operator does not guarantee the display of all items from the XML FEED, nor is the Operator responsible for the correct display of individual items and for the loss or damage of data stored on the Portal. The Operator shall make every effort to promptly eliminate any errors in the displayed Offers or partial or complete unavailability of the Portal, if caused by reasons on its side.
6.2.3. The Operator shall be entitled to maintain a database of Merchants, their E-shops, containing their identification and contact details, including their logos, and the reviews granted by Users to E-shops, and to display them on the Portal even after the Merchant has finished exporting the XML FEED or after the termination of the contractual relationship with the Merchant for any reason or after the change of the E-shop operator within the meaning of Article 5.5 of the Terms and Conditions, including the possibility of adding reviews by Users. This does not affect the Operator's obligations in the area of personal data protection according to the special conditions of the document Personal data protection on the portals of Heureka Group a.s.
6.2.4. The Operator is entitled to use the photos and descriptions of the goods contained in the XML FEED within the product catalogue to present the products on the Portal's pages, without reference to the specific Merchant who sent the photos and descriptions within the XML FEED. The Operator is also entitled to provide the information sent by the Merchant to the Portal via XML FEED for display on other partner websites outside the Portal, whereby the remuneration for individual outgoing clicks on the Merchant's Product offers made on partner websites is governed by the click-through pricing according to Article 7.2 of the Terms and Conditions. The Operator shall display to the Merchant the statistics of outgoing clicks from partner websites in the Administration Interface of the Portal, where detailed statistics of outgoing clicks from the Portal are also available.
6.2.5. The Operator is entitled to send Merchants trial orders of their Goods (hereinafter referred to as "Test Order") for the purpose of price verification, availability of Goods and testing the system throughput. Such Test Orders shall not contain any information that would lead the Merchant to believe that it is a genuine order sent by the Customer and to ship the Goods and issue a tax document based on it. To this end, the trial order must contain at least an unintelligible name and address. The test order may contain a real e-mail address and telephone number. The Merchant acknowledges the Operator's right under this article, and undertakes not to assert claims for breach of liability for failure to reasonably conclude a contract within the meaning of Section 1729 of the Civil Code.
6.2.6. All information submitted by the Merchant to the Portal may be displayed by the Operator on the Portal and partner websites without time limitation and used for the purposes of generating general analyses and statistics about online shopping, including the use of information about orders of Goods received from the Merchant for the purposes of Additional Services, even after the termination of the contractual relationship with the Merchant. This is without prejudice to the Operator's data protection obligations.
7. FINANCIAL CONDITIONS OF USE OF THE PORTAL BY MERCHANTS
7.1. The registration of the Merchant and the publication of his/her user profile is provided free of charge.
7.2. The Operator is entitled to remuneration for individual outgoing clicks on the link to the E-shop pages displayed on the Portal. The remuneration for a click-through is determined by the price list valid at the time of the click-through, published at https://heureka.group/cs/pro-eshopy/ppc-rezim/cenik-prokliku, or in the case of active bidding it is determined according to the Merchant's bidding settings. The Merchant has the right to complain about the amount of the Operator's remuneration, but no later than within 1 month from the end of the calendar month for which the remuneration is complained about. The price list is subject to changes, about which the Operator informs the Merchants within the user interface, whereby the price list valid at the time of the click-through is always decisive for the price of the click-through, regardless of whether the Merchant has been informed about the price list change within the user interface or not.
7.3. Merchants enrolled in the Heureka Marketplace programme undertake to pay the Operator a commission for individual Purchase Contracts concluded in the Heureka Marketplace mode, the amount of which is derived from the purchase price. Further rules for payment of commissions in the Heureka Marketplace program are set out in the Marketplace Terms.
7.4. The Operator is entitled to charge for the use of other extra features of the Portal, the price is always indicated for the relevant feature in the section of the Portal designated for its operation.
7.5. The Operator is entitled to charge fees for the payment of individual fee-based functions of the Portal, including the click-through fee mentioned above (hereinafter also "Fees"). Unless otherwise specified, the Operator is entitled to payment of the Fee at the time of provision of the charged feature. For this purpose, the Merchant is obliged to send sufficient funds to a special account maintained by the Operator. The Operator is obliged to keep a record of the total amount of funds of each Merchant in this account (hereinafter referred to as "Credit"). The Operator is entitled to deduct from the value of the Credit (i.e. set off its claim for payment of the Fee) the value of payments of individual Fees, immediately after the Operator becomes entitled to payment of an individual Fee. The Operator shall invoice the Merchant for the paid Fees in aggregate for the past calendar month and shall send an invoice in electronic form to the Merchant's contact e-mail. In the event that the invoice cannot be paid from the Credit due to its insufficient amount, the Merchant is obliged to pay the invoiced amount, or the unpaid part thereof, by the due date indicated on the invoice. The Merchant is not entitled to request a refund or reimbursement of the Credit.
7.6. In case the Merchant's credit balance drops to zero, this fact does not affect the Merchant's ability to send XML FEEDs, however, the Operator will automatically cancel the linking of the Merchant's Offers with the catalogue of Goods on the Portal. The Merchant's Offers are available on the Portal only in the so-called FREE mode during the period of zero Credit status (see Article 3.6.5. b) of Terms). After the Credit value has been replenished, the Operator automatically reconnects the Merchant's Offers to the catalogue of Goods on the Portal, whereupon the Merchant's Offers become available in the catalogue of Goods within a few days for technical reasons.
7.7. In the event that the Merchant stops sending XML FEED to the Portal, or the Portal Use Agreement is terminated, the Merchant is entitled to use the Credit only to pay the Fees, i.e. to pay the Operator's remuneration for the use of the Portal services by the Merchant. If the Merchant stops sending XML FEED to the Portal or the Portal Use Agreement is terminated and if the Merchant does not use the Credit even within 3 years from the last payment of the Credit, the Credit shall be forfeited to the Operator.
7.8. In the event that more than one E-shop is linked to a single registration e-mail, the Merchant acknowledges and expressly agrees that the Credit is held jointly for all E-shops so linked, regardless of any different operators. The Merchant is responsible for the correct recharge and use of the Credit in relation to all E-shops sharing the same registration email. The Operator shall not be liable for any discrepancies caused by this setup, in particular in connection with re-registration, sharing of access data or use of Credit between E-shops.
8. VERIFIED BY CUSTOMERS
8.1. The Operator offers the service "Verified by Customers" (hereinafter in this article referred to as the "Service"), consisting in obtaining and processing responses from the Merchants' customers via automated electronic communication, in the form of questionnaires sent to and completed by the Merchants' customers (hereinafter referred to as the "Questionnaire"). As a rule, the Questionnaires are of two types, the e-shop Questionnaire, which relates directly to the Merchant, or its E-shop and customer feedback on it, and the product Questionnaire, which relates to specific Goods. For the purposes of this Article, Customers are persons who have entered into a purchase or other similar contract with the Merchant through the Merchant's E-shop or with a third party offering goods through the Merchant's E-shop (refers to Merchants registered on the Portal with an E-shop providing an online marketplace service), whereby it is not decisive whether they are also users of the Portal (hereinafter in this Article referred to as "Customers").
8.2. The Operator provides the Service to Merchants who submit Offers to the Portal and who have registered to use the Service (hereinafter referred to as "Registration").
8.3. Registration
8.3.1. The Merchant is entitled to register its E-shop to use the Service within its Administration Interface.
8.3.2. As a condition of registration, the Merchant's E-shop must allow Customers to use at least one offline payment method (e.g. cash on delivery) and the Merchant must agree to these Terms and Conditions. The Merchant's E-shop must allow Customers to use at least one offline payment method for the entire duration of the Services contract. The option of an offline payment method must be offered to Customers at the first opportunity together with other payment methods.
8.3.3. Completion and submission of the registration form located in the Administration Interface by the Merchant constitutes a proposal to enter into the contract. The contract is concluded at the moment when the Operator delivers a message to the Merchant's e-mail address stating that it has accepted the Merchant's proposal to conclude the contract.
8.3.4. The contract is concluded for the duration of the Portal Use Agreement, concluded between the Operator and the Merchant. The contract may be terminated by notice sent by electronic means via e-mail, with a one-month notice period starting from the day following delivery to the other party. The Operator is also entitled to terminate the contract by withdrawal in case of a material breach of contract by the Merchant and for other reasons according to these Terms and Conditions.
8.3.5. The Merchant has no legal right to conclude a contract for the Service and the Operator is entitled to refuse its registration without giving any reason.
8.4. Rights and obligations of the Merchant
8.4.1. The Merchant undertakes to place in the last stage of all orders placed by Customers in the Merchant's E-shops, an application script, which will be used to send the Customer's e-mail address and optionally the details of the purchased goods to the Operator's database (hereinafter referred to as "Script"). The Script and its technical specification are available to the Merchant online in its Administration Interface. The last stage of the order is considered to be the moment when the Customer has created the order in the Merchant's E-shop . The Operator grants to the Merchant, in accordance with § 2358 et seq. of the Civil Code, the right to use the Script in the process of ordering goods on the E-shop, free of charge, exclusively for the purpose specified in the contract and for the duration of the contract. The Merchant and the Operator are entitled to agree on another technical method for sending the Questionnaires.
8.4.2. The Merchant undertakes to allow all Customers to refuse the sending of commercial communications by the Merchant in accordance with Act No. 480/2004 Coll., on certain information society services, before sending each individual order on the Merchant's E-shop. The Merchant is obliged to actively and clearly offer the possibility to refuse commercial communications to Customers on at least one of the pages that are part of the ordering process of the Merchant's E-shop. Customers must be able to take advantage of the offered option by clicking on a button, by ticking or unticking a form checkbox or by other simple means.
8.4.3. The Merchant shall not be entitled to forward to the Operator by means of the Script the e-mail addresses of Customers who, at any time prior to the execution of the respective order, have expressed their disagreement with the sending of commercial communications from the Merchant pursuant to Act No. 480/2004 Coll., on certain information society services, or have withdrawn their consent. The possibility to refuse further sending of Questionnaires for a given Merchant is provided to the Customer by the Operator in each individual Questionnaire. The Merchant is obliged to inform the Operator of any Customer's disagreement with the sending of commercial communications, which is received in a manner other than by using the option of expressing disagreement provided to the Customer in individual Questionnaires according to the previous sentence. The Merchant shall be fully liable for damages incurred by the Operator in connection with a breach of the obligations under this paragraph.
8.4.4. The Merchant shall not be entitled to distort the objectivity and truthfulness of the Questionnaires in any way, in particular by influencing the selection of Customers to whom the Questionnaire is to be sent, by the completion of the Questionnaire by the Merchant's employees or persons authorised by the Merchant or by encouraging Customers to make positive evaluations. The Merchant is also not entitled to penalise the Customer in any way for sending a negative evaluation, for example by offering less favourable prices compared to other Customers, withdrawing from the concluded purchase contract, refusing to sell another goods or provide services offered by the Merchant, etc. The provisions of this article do not affect the right of the Merchant to respond to Customer reviews in the manner allowed by the Operator.
8.5. Rights and obligations of the Operator
8.5.1. The Operator is entitled to:
8.5.1.1. Generate a Questionnaire for the Merchant for the purpose of sending it to those Customers whose email addresses have been transmitted to the Operator using the Script, in such a way that it can be sent to the Customers within a reasonable time after the transmission. The Operator is authorised and empowered to arrange for the sending of Questionnaires to Customers on behalf of the Merchant;
8.5.1.2. to process the completed Questionnaires and publish the resulting scores according to the Questionnaires on the Portal and to send a copy of the completed Questionnaire to the Merchant;
8.5.1.3. allow the Merchant to respond to each completed Questionnaire, a copy of which will be sent to the Merchant;
8.5.1.4. ensure the technical operation of the Service, in particular its adequate availability;
8.5.1.5. ensure the functionality of the Script;
8.5.1.6. notify the Merchant of any negative reactions of its Customers in relation to the Service.
8.5.2. The Operator undertakes to keep a list of email addresses of Customers who have refused to receive Questionnaires via the link provided in the sent Questionnaire (hereinafter referred to as the "Opt-Out List"). If a Customer receives a Questionnaire after making a purchase from the Merchant and refuses to receive further Questionnaires using the link in the Questionnaire, the Operator undertakes to add the email address of this Customer to the Opt-Out List and to ensure that no Questionnaires are sent to this address on behalf of the Merchant. The Merchant acknowledges that the Operator is not entitled to send the Questionnaire on behalf of the Merchant to any addresses on the Opt-Out List.
8.5.3. The Operator is entitled to process information about the purchased goods transmitted via the Script, or by other means used with the Merchant's consent, as part of the Additional Services. The Additional Services (including chargeable data reports and other data products) are provided by the Operator in accordance with data protection legislation.
8.5.4. The Operator is entitled to monitor the Merchant's compliance with its obligations in an appropriate manner. In particular, the Operator is entitled to verify the content of the source code of the Merchant's E-shop web interface and to carry out Test Orders on the Merchant's E-shop.
8.5.5. The sum of the total amount of damages paid by the Operator for all violations in the provision of the Service shall not exceed CZK 50,000. In the case of damages, the Merchant's lost profits shall not be compensated.
8.5.6. For the avoidance of doubt, it is stated that even if the Merchant fulfils all its obligations, the Operator is not obliged to send the Questionnaire to the Customers.
8.6. Service levels
8.6.1. The Service is provided independentlyfor individual E-shops, the Service is provided in three possible levels:
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- Start
- Profi
- Enterprise
8.6.2. At the Start version, the Service is provided free of charge. However, the Service is limited to sending a maximum of 15 e-shop Questionnaires per calendar month.. Product Questionnaires continue to be sent without limitation.
8.6.3. At the Profi level, the Service is provided for a flat-rate fee of CZK 499 excl. VAT monthly per E-shop. The Service is paid by deducting the amount from the Merchant's Credit or directly from their payment card (depending on the options permitted by the Operator). By activating automatic payments, the Merchant agrees to the collection of the Service fee directly from the payment card. In the case of direct card payment, Article 7.5 of the Terms and Conditions shall not apply, and the Operator shall send an invoice in electronic form to the Merchant's contact e-mail. If automatic payment is active, the payment is processed primarily from the card, and the Credit serves as a secondary source of payment. The fee for providing the Service is flat-rate regardless of whether or not the Service is provided at the Profi level for the entire calendar month. At the Profi level, the Service is limited to sending a maximum of 999 e-shop Questionnaires per calendar month. Product Questionnaires continue to be sent without limitation. Furthermore, the Merchant at the Profi level shall receive a Bonus Credit in the amount of CZK 499. This Bonus Credit is intended exclusively for the payment of the remuneration for click-throughs in the given calendar month in which the Bonus Credit was credited. Payments of the remuneration for click-throughs are made primarily from the Bonus Credit obtained pursuant to this Article. If the entire amount of this Bonus Credit is not spent, the Bonus Credit shall be forfeited and shall not be carried over to the next calendar month in any amount, nor shall it be paid out to the Merchant.
8.6.4. At the Enterprise level, the Service is provided for a flat-rate fee of CZK 1,999 excl. VAT monthly per E-shop. The Service is paid by deducting the amount directly from the Merchant's payment card. The fee for providing the Service is flat-rate regardless of whether or not the Service is provided at the Enterprise level for the entire calendar month. At the Enterprise level, the Service is unlimited in terms of the number of e-shop Questionnaires. Furthermore, the Merchant at the Enterprise level shall receive a Bonus Credit in the amount of CZK 1,999. This Bonus Credit is intended exclusively for the payment of the remuneration for click-throughs in the given calendar month in which the Bonus Credit was credited. Payments of the remuneration for click-throughs are made primarily from the Bonus Credit obtained pursuant to this Article. If the entire amount of this Bonus Credit is not spent, the Bonus Credit shall be forfeited and shall not be carried over to the next calendar month in any amount, nor shall it be paid out to the Merchant.
8.6.5. The Service at the Profi level is further automatically provided to Merchants who have paid at least CZK 6,000 in Fees in the preceding 12 calendar months. The Enterprise level of the Service is further automatically provided to Merchants who have paid at least CZK 24,000 in Fees in the preceding 12 calendar months. These Merchants shall not receive the Bonus Credit. If the Merchants cease to meet the payment condition, they will continue to be provided with the Service at the Profi level under the standard conditions specified in Article 8.6.3 of the Terms and Conditions (i.e., primarily for a flat-rate fee of CZK 499 excl. VAT), or at the Enterprise level under the standard conditions specified in Article 8.6.4 of the Terms and Conditions (i.e., primarily for a flat-rate fee of CZK 1,999 excl. VAT).
8.6.6. The Merchant can freely switch between individual Services levels through settingsin their Administration Interface. The downgrading of the Service level is always effective from the first day of the month following the month in which the change took place. An increase in the Service level is effective immediately. A downgrading in the event of non-payment of any amount is effective immediately. For the avoidance of doubt, it is stated that sending multiple e-shop Questionnaires does not constitute a violation of the Terms of Service, and if they are completed, the Merchant is not entitled to have the obtained rating or review removed from the Portal.
8.6.7. If a Merchant with the Profi level set does not have a sufficient Credit balance at the beginning of the calendar month, i.e., at least CZK 499, nor has automatic payment from a payment card enabled, or if a Merchant with the Enterprise level set disables automatic payment from a payment card, the Merchant shall be prompted to top up the Credit or enable automatic payment from a payment card. If the payment is not secured even subsequently, the Merchant will be provided with the Service at the Start level. If the Merchant decides to downgrade the Service level on their own within the given time limit, such a downgrade shall be effective immediately.
8.6.8. The default level of the provision of the Service is the Profi level. The Merchant has the option to change the provided Service level in their Administration Interface even prior to the commencement of the provision of the Service.
8.6.9. Merchants who had already been registered for the Service prior to the introduction of the Service levels pursuant to these Terms and Conditions (i.e., prior to 1 September 2025) are automatically placed into the Service at the Profi level. Depending on the specific circumstances of the given Merchant, the Profi level will be provided to them pursuant to Article 8.6.3 or 8.6.5 of the Terms and Conditions. The new Service level will be introduced to Merchants gradually; they will be informed of the commencement date of the new level.
8.7. "Verified by Customers" logo
8.7.1. The Merchant is informed by e-mail and in the Administration Interface that it has received the "Verified by Customers" certificate and has the right to use the "Verified by Customers" logo and trademark (hereinafter referred to as the "Logo").
8.7.2. The license to the Logo is granted as non-exclusive, royalty-free and limited only for the period of fulfillment of the conditions set forth in the Terms and Conditions and the Portal. The license is granted only for the purpose of using the Logo on the Merchant's E-shop. For the avoidance of doubt, it is stated that the Merchant is not entitled to use the Logo in any other way, in particular on social networks or websites of the same owner, on promotional materials (including printed materials) or vehicle wraps, etc., without the prior consent of the Operator. In case of violation of this obligation, the Merchant is obliged to pay the Operator a contractual penalty of 50 000 CZK for each individual case of violation. The contractual penalty is payable within 7 calendar days of receipt of the notice.
8.7.3. The licence shall terminate upon termination of the contract or when the Merchant ceases to comply with the terms and conditions of the Service. The Merchant shall be informed of the termination of the licence by e-mail.
8.7.4. The Merchant is entitled to use only the type of Logo or rating assigned to him by the Operator.
8.7.5. In case of termination of the license, the Merchant is obliged to refrain from using the Logo, including other types of ratings, and undertakes to immediately remove such marks from the pages of its E-shop. In the event of a breach of this obligation, the Merchant is obliged to pay the Operator a contractual penalty of CZK 500 for each day of delay in removing the individual case. The contractual penalty is payable within 7 calendar days of receipt of the notice.
8.8. Processing obligations between the Merchant and the Operator
8.8.1. For the duration of the contract for the Service, the Merchant simultaneously enters into the following processing obligations with the Operator pursuant to Regulation (EU) 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (hereinafter referred to as "GDPR").
8.8.2. In accordance with Article 28(3) of the GDPR, the Merchant, as the data controller, authorises the Operator, as the data processor, to process the personal data of the Customers that the Merchant transmits to it, namely:
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- information about orders and purchased goods,
- e-mail addresses of Customers,
for the purposes of creating and sending Questionnaires, collecting completed Questionnaires and forwarding completed Questionnaires to the Merchant and maintaining the Opt-Out List.
8.8.3. The Operator shall process personal data for the Merchant to the extent necessary to ensure the performance of its obligations under the Service and only on the basis of documented instructions from the Merchant. If the Operator believes that the Merchant's instruction is unlawful, the Operator shall notify the Merchant and, until the lawfulness of the Merchant's instruction is proven, the Operator shall be entitled to refuse to execute the instruction. The Operator shall take into account the nature of the processing when processing personal data.
8.8.4. The Operator does not transfer personal data to a third country or an international organisation unless it is required to do so by the legislation applicable to the Operator or it is a transfer of personal data to sub-processors within the meaning of Article 8.8.5 of these Terms and Conditions. In the event of a transfer of personal data to a third country or an international organisation that has not yet been notified to the Merchant, shall the Operator inform the Merchant of such legal or contractual requirement prior to processing, unless the law prohibits such notification for important reasons of public interest.
8.8.5. The Operator is entitled to involve any of the companies belonging to the Heureka Group and information or other technology providers in the processing of personal data for the purpose of fulfilling the Operator's obligations under the contract, including cloud storage, internal communication services, emailing services, project services and data management services, a current list of which will be provided by the Operator upon the Merchant's request. The Merchant also grants the Operator general consent to the involvement of other personal data processors (sub-processors) in the processing of personal data. The Operator shall notify the Merchant of intended changes concerning the persons of sub-processors well in advance. The Merchant is entitled to object to such changes. Unless the Merchant expressly notifies the Operator within 14 days from the date of such notification that it does not agree to the involvement of the sub-processor, the Merchant agrees to the involvement of the sub-processor.
8.8.6. The Operator shall ensure that the persons involved in the processing of personal data have undertaken to maintain confidentiality or are subject to a legal obligation of confidentiality.
8.8.7. These processing obligations are without prejudice to the Operator's authorisation to independently process the personal data of Portal Users and Customers in its capacity as data controller, in particular for the following purposes:
8.8.7.1. collecting and providing information about individual completed Questionnaires to those Customers who are also Users,
8.8.7.2. publishing personal data obtained from completed Questionnaires based on the consent of the Merchant's Customers,
8.8.7.3. verifying the authenticity (genuineness) of reviews,
8.8.7.4. analyzing and checking the authenticity of reviews.
8.8.8. The Operator, in the context of the processing of the data transmitted about the purchased goods, based on the information provided by the Merchant and the nature of the goods, will assess whether the data are sensitive data (special categories of personal data within the meaning of Article 9 of the GDPR), in particular those that may be indicative of the health or sex life of the Customer. In the event that the purchase of the goods may be indicative of the Customer's sensitive data, the Operator is entitled not to send the Customer the Questionnaire.
8.8.9. The Merchant undertakes to allow Customers to refuse the sending of Questionnaires. If the Customer does not refuse the sending of the Questionnaires, the processing of personal data within the sending of the Questionnaire on the part of the Merchant is based on the legitimate interest of the Merchant in accordance with Article 6(1)(f) of the GDPR, which consists in determining the satisfaction of Customers with their purchase from the Merchant, or the processing of personal data on other legal grounds.
8.8.10. The Merchant declares that the Operator, as a processor of personal data, processes only the necessary personal data. These data are adequately secured on the part of the Operator in accordance with Article 32 GDPR.
8.8.11. The processing of the personal data of a specific Customer by the Operator as a data processor for the Merchant as a data controller shall cease:
a) the expiry of the 6-month period running from the transmission of the personal data by the Merchant to the Operator, in which the Customer fails to complete the Questionnaire, or
b) by the Customer handing over the completed Questionnaire to the Merchant,
all with the exception of the Customer's email addresses which are still on the Opt-Out List.
8.8.12. In the event of termination of the contract or termination of the processing of personal data pursuant to this Article 8.8 of the Terms and Conditions, the Operator shall delete the processed personal data within 30 days of its termination, unless the legislation requires a longer retention of personal data; this does not apply if the Operator has the right to process personal data as a personal data controller in accordance with the document Personal data protection on the portals of Heureka Group a.s.
8.8.13. The Merchant is obliged to transparently inform Customers through the terms and conditions of personal data processing, terms and conditions, terms of use, purchase agreement or other appropriate document that addresses the Merchant's relationship with Customers that their personal data is transferred to the Operator as a personal data processor for the purpose of generating the Questionnaire, collecting and evaluating feedback and for the purpose of maintaining the Opt-Out List. To inform Customers, the Merchant is obliged to use the following or similar wording. These Questionnaires are sent to you every time you make a purchase with us, unless you refuse to receive them in accordance with Section 7(3) of Act No. 480/2004 Coll. on certain information society services. You can also refuse to receive the Questionnaire later by sending an email to podpora@heureka.cz. However, it is necessary to send the refusal from the email address used to place the order and specify which order the questionnaire was supposed to be linked to (order date and seller's e-shop). Please note that depending on the time between such a refusal and its recording in the systems, the Questionnaire may still be sent for technical reasons, so we ask for your understanding. The processing of personal data for the purpose of sending questionnaires within the framework of the Verified by Customers programme is carried out on the basis of our legitimate interest, which consists in determining your satisfaction with your purchase with us. For sending questionnaires, evaluating your feedback and analysing our market position, we use a processor, which is the operator of the Heureka.cz portal, Heureka Group a.s., with registered office at Karolinská 706/3, 186 00, Prague 8 - Karlín, ID No.: 078 22 774; for these purposes, we may pass on information about the goods you have purchased and your e-mail address. You can object to the sending of our e-mail questionnaires under the Verified by Customers programme at any time by refusing further questionnaires using the link provided in the e-mail with the questionnaire. If you object, we will no longer send you the questionnaire."
8.8.14. The Operator has adopted and maintains reasonable technical and organisational measures to prevent unauthorised or accidental access to, alteration, destruction or loss of, or unauthorised transfer of, personal data, or other unauthorised processing or misuse of personal data.
8.8.15. In the event that the Operator becomes aware of a breach of security of personal data processed by the Operator under these processing obligations during the term of the contract, the Operator shall notify the Merchant of the personal data breach without undue delay after becoming aware of it. The Operator shall notify the Merchant by sending a notification to the email address communicated by the Merchant to the Operator. Thereafter, without undue delay after Operator becomes aware of the personal data breach, Operator shall notify Merchant in the same manner of a description of the personal data breach, including, if applicable, the categories and approximate number of data subjects affected, the approximate number of personal data records affected, and a description of the likely consequences of the personal data breach.
8.8.16. The Merchant shall be fully responsible for handling requests to exercise the rights of data subjects in relation to personal data processed by the Operator pursuant to these processing obligations. If a data subject's request regarding the processing of personal data in the context of sending Questionnaires pursuant to these processing commitments is submitted to the Operator (in particular, a request from the data subject to change or correct his/her e-mail address, etc.), the Operator shall process this request; this does not apply if:
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- the assistance of the Merchant is required to process the request; or
- the processing of the request would require disproportionate effort by the Operator, or
- the request will be directed to the exercise of the data subject's rights beyond the sending of the Questionnaires (for example, if it is a general request of the data subject for the erasure of all personal data processed),
in such cases, the Operator will forward the received request to the Merchant for processing.
8.8.17. If the Customer expresses a request for a change concerning the sending of the Questionnaires by means of an action addressed to the Merchant (in particular, if the Customer consents to the sending of the Questionnaires after a previous refusal to send the Questionnaires or, on the contrary, if the Customer refuses to send the Questionnaires after a previous refusal not to send the Questionnaires), the Merchant is obliged to inform the Operator without undue delay . The Merchant is responsible for the up-to-dateness of the Opt-Out List.
8.8.18. The Operator shall allow the Merchant to audit the technical and organizational measures implemented by the Operator to protect personal data after a notification sent to the Operator's data box with at least 30 working days' notice. The Merchant is entitled to request an audit only on working days between 9:00 a.m. and 5:00 p.m. If the audit date proposed by the Merchant is not convenient for the Operator, the Operator is entitled to reject the proposed date and propose a new date. The cost of the audit shall be borne by the Merchant.
8.8.19. The Operator and the Merchant undertake to provide each other with all other necessary cooperation and supporting documents for the performance of their obligations related to the processing of personal data under these processing obligations, in particular in the performance of obligations arising from the security of personal data processing, in the performance of audits, in the assessment of the impact of processing on the protection of personal data, in prior consultation with the supervisory authority and in the implementation of requests for the exercise of the rights of data subjects. In the event that the Operator is required to provide unusually extensive assistance, which shall be understood as assistance with a level of complexity beyond that normally provided, the Operator shall be entitled to calculate and claim the costs associated with providing such assistance; the Operator shall also be entitled to claim payment of the associated future costs prior to the commencement of such assistance.
8.8.20. The Operator and the Merchant undertake to inform each other of all circumstances relating to the processing of personal data pursuant to these processing obligations without undue delay after becoming aware of them (in particular, of any inspections or other proceedings initiated by public authorities in connection with the processing of personal data). In the event that administrative, judicial or other similar proceedings are initiated in connection with the processing of personal data pursuant to these Processing Undertakings, the Operator and the Merchant undertake to provide each other with the cooperation necessary for the successful conduct of such proceedings.
8.9. From the moment of termination of the contract, the Operator shall not be obliged to generate Questionnaires to send to Customers and to inform Merchants of the results of the Questionnaires.
8.10. Further conditions of personal data processing are regulated in the document Personal data protection on the portals of Heureka Group a.s.
9. RESOLUTION OF MERCHANT COMPLAINTS AND DISPUTE RESOLUTION
9.1. Handling of complaints by the Operator
9.1.1. The Merchant is entitled to contact the Operator at any time with a complaint regarding the use of the Portal. For this purpose, a complaint concerning the use of the Portal shall be deemed to be, in particular:
a) a complaint concerning technical parameters and conditions of use of the Portal, a complaint about the non-functionality of XML FEED or other technical problems related to the provision of services to Merchants;
b) complaint regarding billing, payments, commission amounts and prices charged within the PPC mode;
c) a complaint regarding the Restriction, Suspension or Termination of a Merchant pursuant to Article 3 of the Terms and Conditions;
d) Complaint about the use and functionality of individual products of the Portal (Heureka Marketplace, Heureka Affiliate, PPC mode, Verified by Customers, etc.);
e) a complaint about the alleged non-performance of the Operator's obligations under the law, the contract, the Terms or the Special Terms affecting the complainant;
f) a complaint about any other action or conduct of the Operator related to the provision of the services and affecting the Complainant.
9.1.2. Merchants, Users and other persons are also entitled to file complaints in other cases provided for in the Terms or Special Conditions.
9.1.3.Complaints shall be received by the Operator through the Customer Success Department, by telephone or by e-mail, as indicated on https://heureka.group/en/contact. The person filing the complaint is obliged to state in the complaint at least:
a) his/her details and details identifying the Merchant in question,
b) his/her relationship to the Merchant in question,
c) a description of the circumstances and factual basis of the complaint, including the time context,
d) the formulation of the request for the manner in which the complaint is to be handled.
9.1.4. The complaint received is evaluated by the relevant Customer Success Officer. If the Merchant expressly requests it, the relevant employee shall send the Merchant an acknowledgement of receipt of the request, specifying the subject of the request.
9.1.5. If the Merchant's complaint (if it meets the conditions under the preceding paragraphs) cannot be resolved immediately, the Operator shall, as a rule, resolve the received complaint within 15 days of its receipt. The complaint may be handled in the following ways:
a. The Operator shall fully comply with the Merchant's complaint and fulfil the Merchant's request formulated in the complaint,
b. The Operator rejects or partially satisfies the Merchant's complaint and partially rejects it, stating the relevant reasons (in particular, the conflict of the Merchant's request or action with the Terms and Conditions or with the law),
c. The Operator shall request additional information or evidence from the Merchant to prove the allegations made in the complaint.
9.1.6. In the event of a complaint against a Decision pursuant to Article 4 of the Terms or Article 3 of the Terms and Conditions, the Operator shall cancel the Decision against which the Complaint is made if:
a. The Complaint contains sufficient grounds for the Operator to conclude that the Decision not to take any action on the basis of the notification is unjustified; or
b. the information to which the Complaint relates is neither unlawful nor inconsistent with the Operator's terms and conditions,
c. the complaint contains information which shows that the Merchant's conduct does not justify the action taken.
9.1.6.1. Without undue delay, the Operator shall inform the subject who has lodged the complaint of its reasoned decision and of the possibilities of out-of-court dispute resolution pursuant to Article 3.7 of the Terms and Conditions.
9.1.7. If the complaint lodged by phone is not immediately resolved by the Customer Success department employee within the phone call, the Operator shall inform the Merchant about the result of the complaint resolution by e-mail sent to the address specified in the Portal.
9.1.8. The relevant Customer Success Officer is entitled to refer the complaint to the Head of Customer Success at his/her own discretion or, if requested by the Merchant, to the Head of Customer Success. The Operator is not obliged to provide the Merchant with reasons for the decision to refer the complaint to the Head of Customer Success.
9.1.9. The procedure for handling Merchant complaints pursuant to this Article does not constitute any dispute procedure or mediation pursuant to Act No. 202/2012 Coll. on Mediation and on Amendments to Certain Acts.
9.1.10. The Operator shall be entitled to suspend for a reasonable period of time and after issuing a prior notice the handling of complaints to a person who frequently submits apparently unjustified complaints. The Operator shall take into account, in particular, the number of complaints lodged, their justification and the proportion of unfounded complaints in the total number, considering as abuse, inter alia, cases where the proportion of unfounded complaints in relation to the total number reaches at least 50 %.
9.2. Dispute resolution before a mediator
9.2.1. In the event that a dispute arises between the Merchant and the Operator in connection with the use of the Portal (usually as a result of the Operator's failure to satisfy a complaint), the Merchant and the Operator may contact a mediator to mediate an agreement between the parties and resolve the dispute. The mediator, contact details and mediation rules are set out here Mediation Rules.
9.2.2. The purpose of mediation is to find an agreement to resolve the dispute so that neither party is forced to resolve the dispute through litigation or other adversarial means. The Merchant acknowledges that the mediation under this article is not mediation within the meaning of Act No. 202/2012 Coll. on Mediation and on Amendments to Certain Acts, and that the concluded agreement is not an enforceable legal title unless it is concluded in the form of a notarial deed.
9.3. Any dispute between the Merchant and the Operator arising out of the provision of services under the Terms and Conditions or Special Terms or arising in connection therewith shall be exclusively adjudicated by the District Court for Prague 3 (in the case of a district court as a court of first instance) or the Municipal Court in Prague (in the case of a regional court as a court of first instance), unless the relevant legislation provides for exclusive jurisdiction.
10. FINAL PROVISIONS
10.1. The rights and obligations not governed by these Terms and Conditions shall be governed by the Terms and the Special Terms to the extent that they do not conflict with these Terms and Conditions, including the terms used and their interpretation, as well as generally binding legislation of the Czech Republic, in particular the Civil Code, Act No. 480/2004 Coll. on certain information society services and Regulation (EU) 2022/2065 of the European Parliament and of the Council of 19 October 2022 on the single market for digital services and amending Directive 2000/31/EC (Digital Services Act).
10.2. The rules for unilateral changes to these Terms and Conditions by the Operator are set out in Article 5.1 of the Terms. A change in the price list by the Operator within the meaning of Article 7.2 of these Terms and Conditions is not a change to these Terms and Conditions and the rules for making unilateral changes to the Terms and Conditions do not apply to such changes.
10.3. These Terms and Conditions shall take effect on 1 September 2025.