1. Introductory provision
The General Terms and Conditions apply to all business relations between the company OSMOS sro with its registered office at Pečnianska 31, 851 01, Company Identification Number: 35957522, registered in the Commercial Register of the District Court Bratislava I, file number: 4281 / B / hereinafter referred to as “Osmos”) and its customers that relate to the sale of software products, services and related goods.Unless otherwise agreed in writing between the parties, the use of the General Terms and Conditions of Purchase or any other terms issued by the customer or referred to is expressly excluded. These General Terms and Conditions apply to all transactions between Osmos and the customer, even without special reference.Relationships between Osmos and the customer regarding the sale of software products, services and related goods. are governed in accordance with the applicable laws of the Slovak Republic, in particular the relevant provisions of Act no. 513/1991 Coll. of the Commercial Code, further provisions of Act no. Copyright Act.
2. Definition of the above terms
– The manufacturer of PdC software is the Dutch company BEMET International BV, the NetherlandsPdC
– is an abbreviation of the trade name of the software product Plan-de-CAMpagne developed by BEMET International BV, the Netherlands.SUPPLIER
– the company OSMOS sro, which is authorized to supply and implement a product from the manufacturer of PdC software for Slovakia and the Czech Republic.MAINTENANCE
– software update – is a service that the customer can subscribe to. This service entitles the customer to access the latest versions of PdC software as well as software provided according to the schedule in the quotations.LICENSE
– written consent of OSMOS sro as the Supplier – sublicense provider and software provider from the software manufacturer BEMET International BV, the Netherlands to third parties, to the extent of the manufacturer’s license conditions without the possibility of granting a sublicense or license assignment. The license is granted by signing the acceptance protocol with the provision of access data to activate the license.SOFTWARE
– is a software of digital devices (PC, Laptop, Mobile devices, tablets. Manuals or materials to support the product are delivered only if it is explicitly stated in the price offer that they form part of the delivery.IMPLEMENTATION
– is an agreed process of installation, implementation of the PdC software solution into operation, which is agreed by both parties on the basis of written documents in text or electronic form. Any change must be mutually consulted and it is confirmed that the new proposed solution is mutually accepted. All services associated with the change are charged unless otherwise agreed.PROCESS
– determines the rules by which the software will be implemented and trained. The process determines all agreed steps, positions and information flow, job logistics and their responsibilities. The agreed process can be changed only on the basis of a written request, to which the Supplier is obliged to respond in writing and express consent – disagreement with the change of the process.END USER
– is a person working for the Customer who uses the supplied software or service.TECHNICAL SUPPORT, HOTLINE,
– represents assistance in working with the program. The service is provided via mail, telephone, resp. via a voice program via the Internet in combination with remote support software. The service must be prepaid or ordered.CUSTOMER (or also CUSTOMER, CUSTOMER)
– is a person from whom the Supplier has received an order or with whom it has concluded a contract for the supply of software or servicesGTC
– abbreviation for GENERAL TERMS AND CONDITIONS of OSMOS sroCONTRACT
– is a document that is concluded between the Supplier and the Customer. The contract includes a price offer, which forms an integral part of it, including a breakdown of the supplied software or services.RESPONSE TIME
– is the time period for which the Supplier must respond to the request, which comes exclusively electronically to email@example.comPRICE OFFER
– is a document in which the scope of delivered licenses and services as well as their description and price is stated. Contains specific data for software and service implementations.PRICE LIST OF SERVICES
– is a document that is updated once a year. This document is available on request and is always valid for one calendar year.SCRIPTS / REPORTS
– used to extend the software solution with additional functionality based on customer requirements.
3. Rights and obligations of the Customer
The customer has the right to use the supplied software and services in accordance with the GTC as well as the license conditions of the manufacturer listed on the website pdc.osmos.sk.The customer undertakes to make all payments on the basis of the agreed payment terms.During the implementation and performance of the ordered services, the Client will provide full cooperation as well as access to the hardware and software used in the implementation. In the event that an external person is designated by the Client, this person must be acquainted with this information. The customer acknowledges that for the period of delay in providing cooperation, the manufacturer is not in delay with the provision of performance.If it is not possible to meet the deadline for the delivery of training and services by the Client, the Client must inform the Client in writing of this fact at the earliest one day in advance. If this is not the case, cancellation fees will be charged according to the currently valid price list of services.Licenses may only be used in the number specified in the price offer and must also be used for that purpose. Licenses granted may not be copied or distributed.For the correct operation of the software as well as its fine-tuning, the Customer will allow access to the delivered software as well as to databases on site and remotely via the Internet. It will allow him access through the user’s rights, as mutually agreed.In the event that the Customer does not fulfill its obligations regarding the payment of the Supplier’s invoices, the Supplier has the right to charge a contractual penalty in the amount of 0.05% of the amount due for each day that the Customer is late. The customer is obliged to pay this contractual penalty of 0.05% of the amount due for each day of delay to the customer, even if he did not cause the breach of duty. The Customer and the Supplier consider the amount of this contractual penalty of 0.05% of the amount due for each day of delay to be reasonable. At the same time, the Supplier is entitled to block the Customer’s access to the software if the amount due relates to software delivery as such. Thus, the supplier is entitled to suspend technical support as well as services not yet delivered.The Customer has the right to complain about the invoiced services within 30 days of their provision, in writing, but electronically in the form of an e-mail to the merchant who is in charge of the Customer.In the event that the Customer performs regular Software Maintenance himself, he assumes all responsibility for its correct installation.
4. Rights and obligations of the Supplier
The Supplier shall deliver the software to the Customer according to the price offer and the process, which was mutually consulted with the agreed one. Delivery means installation on workstations, installation on the customer’s server as well as on terminals, if they were part of the order. The installation can be performed remotely or in person by the Supplier’s technician, or by an external technician. After the installation as well as each exit, a report will be written and it serves as a basis for invoicing.The Supplier guarantees that the Customer will have access to the software updates if the Customer has ordered and paid for this Maintenance Service. They will be able to do the update themselves or order it from the Supplier as a service.The Supplier declares that at the time of implementation and download the software will be functional as agreed and ordered. The customer is not obliged to modify the software after downloading and signing the download protocol. Each reprogramming must be mutually consulted and the required functionality can then be solved on the basis of the order and compliance with payment terms.The Supplier has the right to terminate technical support for the functionality of the software on hardware and software that is no longer directly supported by its Supplier. If it is possible to find another solution, the Supplier will inform the Customer about the solution. Any expenses are paid by the Customer.
5. Additional services, programming
Non-standard services must be consulted by the Customer with the Supplier. The supplier must state whether the requirement is feasible. Informs the Customer about the date and price of the service.Each such service is a new requirement for the Supplier, so it must be ordered. Such additional ordered services may not be used as a reason for a reservation to deliver the software and services as a whole and may not be a reason for not taking over the implementation.All scripts as well as reports created for OSMOS sro customers use a core with standardized OSMOS sro scripts, which is modified by our company at the customer’s request. The company OSMOS sro gives the right to use it. The company OSMOS sro is its developer and can also use it for further modification and sale.
6. Technical support, Hotline, Helpdesk
The service is provided exclusively to the Supplier’s customers.It is provided primarily to customers who have ordered and paid for the Maintenance service.Services are only available on weekdays from 7.30 am. until 3.30 pmRequests for support must be sent to the supplier, exclusively by sending an e-mail to the end user at firstname.lastname@example.org
. He is informed of the acceptance of his request. The service is provided via mail, telephone, resp. via a voice program via the Internet in combination with remote support software. This service does not oblige the Supplier to respond immediately to the requests made. The support will be registered and its technicians will focus on the sequence of priorities. Priorities for solving customer requirements are determined by the Supplier himself.Services that cannot be resolved by the Supplier and need to be resolved by the Software Manufacturer are charged at the price list. In the event that the Customer must resolve the request through the Manufacturer, he is obliged to notify this fact in advance and, after approval by the Customer, will do so.Services performed, such as Remote Technical Support, are always charged at the end of the month. The invoice for the given services, such as the statement of drawn services, which is always part of the invoice, is then sent to the Customer for payment.Services performed directly by the technician, including transport, are invoiced within 3 days of performing the service, unless otherwise agreed.
7. Software maintenance – Software update
The service is provided exclusively to customers who have ordered and paid for the service.Maintenance means that the Customer has the right to access and download the most current version of the Update program. The customer can do the update himself. The Customer is obliged to comply with the installation rules, otherwise in the event of defects, the Supplier does not take over the warranty for the correct update and loss of data. The installation of the Update and the backup of data before the Update can also be solved through the Supplier, while only the actual time spent performing the update will be charged.The service is provided for an indefinite period. The invoicing of the service is carried out once a year in January, for the amount for maintenance for the given year. If the service is ordered during the year, the invoice for the service for the given year will be issued following the order of the service. The amount will be recalculated by the end of the calendar year. Each year, the amount is increased by the inflation index in the Netherlands.The service can be terminated without giving a reason, always 3 months before the end of the calendar year in writing, by e-mail to the Supplier’s sales representative.
All prices in price offers, price lists and appendices, unless otherwise stated, are listed without VAT.Prices for the Software are always stated in the price offer, which forms an integral part of the order. The order must refer to the given price offer.In the event that the customer orders only a part of the goods and services from the price offer, the Supplier will send the customer an order confirmation with prices, or process a new price offer only with items that the customer is interested in.Prices for services are always listed in the current valid price list for the given year, unless otherwise agreed. Price list can be sent on request.
9. Delivery and payment terms
Delivery of the software takes place by activating it at the customer’s site, or remotely and by handing it in writing, signing the delivery note, or electronically, where the license numbers for use are listed.The delivery of the service on site is handed over and taken over by a protocol, which can be supplemented by a checklist stating what the delivery of the service concerned.The delivery of the service at a distance is performed by telephone, e-mail, remote access and at the end of the month the customer will receive a statement of the used services with date and time and a short description.Payment terms for the Software, hardware and pre-implementation services in the invoice are always stated as stated in the price offer for the Customer.Other services are invoiced with a maturity of 3 days from the issuance of the invoice.Licenses and goods are the property of the Supplier until the total payment of the invoiced amount.
10. Warranties and Liability for Use
The Supplier provides a warranty for the software for the Customer in the event that the software is regularly updated.The warranty covers the functionality as agreed and handed over by the acceptance letter after the implementation of the solution.The supplier is not liable for damages resulting from improper use of the software and software modifications, procedures as well as changes to the recommended hardware.The Supplier hereby guarantees that it does not infringe or infringe the rights of third parties.Neither the Supplier nor the Manufacturer shall be liable for any loss or damage of data by backup unless the backup is performed regularly and as recommended directly through the Manufacturer’s software.The warranty for the software is 6 months from its installation at the Customer.The delivered goods, if they were the subject of delivery, are covered by the applicable legislation. Unless otherwise agreed, the Customer shall apply for the guarantee directly in the company from which the Supplier purchased the goods.
In the event of defects (ie the software, the service is not functional as it was at the time of delivery), it is necessary to immediately notify the Supplier in writing or electronically. The supplier is obliged to comment on the matter within 30 days of receipt of the complaint.The Customer will receive a statement on the complaint from the Supplier. If the claimed items were caused by the Customer, the Supplier has the right to charge all expenses associated with this finding.The Supplier must inform the Customer in writing about the status and any solution.If the Supplier acknowledges the complaint, all expenses incurred by it shall be resolved at its own expense and may not be transferred to the Customer.
The Supplier and the Customer have agreed that all communication must be captured exclusively in electronic form. Documents that must be confirmed in writing must be printed in 2 copies and each party will receive one of them.Requests and information to be answered must be sent to the Merchant’s (Project Manager’s) e-mail address or to the support address, and only by electronic means.In the event that the customer unreasonably refuses to take over the document, service or goods even though they were sent on the basis of the GTC or another contract, these will be considered delivered. The reason for refusing to take over is not a defect that does not make it impossible to use the service or goods.
13. Final provisions
In the event of a conflict between the GTC and the contract, the provisions of the contract are considered valid.If the arrangements in the contract are not specified, they are governed by the law of the Slovak Republic and Act no. 513/1991 Commercial Code.The Supplier is entitled to change the stated GTC even without the consent of the Customer. The Client must be informed of changes in the GTC 15 days before their validity and is informed in writing, or electronically or by publishing on the website.The General Terms and Conditions are valid from 1.3.2020.