Terms and Conditions House of Řezáč, s.r.o.

These Terms are part of the Agreement between the Client and House of Řezáč (HoŘ).

Important: By entering into the Agreement, the Client confirms that they have read, understood, and agree to these Terms.

1. Definitions

Terms capitalized in these Terms have the meaning set forth in Appendix A.

2. Subject Matter of the Agreement

HoŘ undertakes to perform the Services for the Client as specified in the Agreement, and the Client shall pay HoŘ the price for the Services.

3. Conclusion of the Agreement

Based on initial information from the Client, HoŘ will typically prepare an Offer for the Client. The Offer primarily includes:

a) specification of the Services;

b) the price for the Services or HoŘ's hourly rate; and

c) payment and performance milestones, if the Services are to be performed in parts.
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The Agreement is concluded:

a) by HoŘ sending a written or electronic acceptance of the Order to the Client;

b) by the Client delivering a written or electronic acceptance of the Offer to HoŘ; or

c) by the last Party signing a written Agreement for the performance of the Services.
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Unless otherwise stated in the Offer, the Offer is valid for 14 days from the date it is sent to the Client.
Acceptance of the Offer with any additions or deviations by the Client is excluded.

4. Price and payment terms

All prices listed in the Offer, Contract, price list, on the website, or in other HoŘ documents are always quoted exclusive of VAT, unless a specific price explicitly states that it includes VAT. HoŘ will also charge VAT with each invoiced price in accordance with the legal regulations effective on the date of the taxable supply.
If the price is determined by a rate per unit of time (e.g., an hourly rate), the actual time spent will be charged proportionally for each commenced quarter-hour of the Performance's execution (i.e., time & material basis). If the price for the Performance or its part is determined by a specific amount, it is an estimated price.
Extraordinary costs are not included in the price of the Performance, unless explicitly agreed otherwise in the Contract. HoŘ will invoice these costs to the Client in addition to the Performance price, alongside the Performance price.
The price of the Performance has the following components and will be paid by the Client as follows:

a) 40-100% of the Performance price before the commencement of the Performance; this amount is non-refundable and, in the event of termination of the Contract for any reason before the Performance's execution, it compensates HoŘ for costs incurred by allocating resources for the Performance's execution;

b) the remaining part of the Performance price after the completion of the Performance or its respective part; if the Contract does not contain an agreed price for the Performance or its part, the Performance or its part will be invoiced on a time & material basis.
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On a time & material basis, HoŘ will, at the beginning of each calendar month, invoice the Client for Extraordinary costs and the price of the respective part of the Performance executed in the previous calendar month, calculated as the product of the units of work performed and HoŘ's rate. HoŘ will issue the Client a corresponding tax document (invoice), which will include a structured report of work performed and a report of Extraordinary costs as an attachment. If HoŘ does not exercise its right to invoice for work performed on a time & material basis in a given month, it may include the work performed in the invoice for any subsequent month.
The Client acknowledges that when performing services whose outcome cannot inherently be guaranteed, HoŘ is entitled to remuneration after the Performance has been rendered, even if the expected outcome was not achieved.
All invoiced amounts will be paid by the Client via bank transfer to HoŘ's bank account, based on invoices issued by HoŘ, which will meet the requirements of a tax document according to the relevant legal regulations. HoŘ's bank account is always the account specified on the particular invoice. The Client agrees that HoŘ may send invoices electronically to the Client's email address specified in the Contract or otherwise designated for sending invoices.
The due date for each invoice issued by HoŘ is 14 (fourteen) days from the date of its issuance, unless the respective invoice specifies a longer due date.
When paying the Performance price, the Client is obliged to state the variable symbol indicated on the respective invoice. The Client's obligation to pay the Performance price is fulfilled at the moment the respective amount is credited to HoŘ's account.
In the event of the Client's delay in paying any amount legitimately invoiced by HoŘ, the Client is obliged to pay HoŘ a contractual penalty of 0.05% per day of the outstanding amount for each commenced day of delay. This contractual penalty is due on the 7th (seventh) day from the date HoŘ asserts its claim for payment to the Client.

5. Method of Performance Execution

Unless otherwise agreed (for example, if the Parties do not explicitly agree on specific steps), HoŘ will execute the Performance according to its own discretion and expertise to best meet its purpose.
HoŘ is entitled to execute the Performance in whole or in parts and according to the deadlines specified in the Contract. The performance period is agreed in favor of HoŘ.
During the execution of the Performance, the Client may request HoŘ to modify or change the Performance or a part thereof, or the Client may issue an instruction according to which HoŘ is to execute the Performance.
If the Client's instruction is not inappropriate for the proper Performance, HoŘ will adjust the Performance according to this request, provided it does not affect the agreed deadlines or the price of the Performance.
If the Client's instruction according to clauses 5.3 and 5.4 affects deadlines or price, HoŘ will not be bound by it unless expressly agreed upon by the Parties.
If an instruction is unsuitable for the proper execution of the Performance, HoŘ will notify the Client and will only carry it out if the Client insists. The risk associated with following an unsuitable instruction lies with the Client, and HoŘ is not responsible for the flawless execution of the agreed Performance.
The Client is obliged, at the start of the Performance, to provide HoŘ with all necessary materials, information, and documents for the proper Performance, unless the Parties agree otherwise.
The Client acknowledges that the execution of the Performance, in any of its parts or milestones (typically referred to as a "method"), may require their cooperation and undertakes to provide such cooperation to HoŘ upon request. The Client will be given a reasonable period for this cooperation. If the Client fails to provide cooperation, HoŘ cannot continue with the Performance, and the time for the Performance's execution will be extended by the period of the Client's delay in providing cooperation. In such a case, HoŘ is entitled, even without completing the remaining part of the Performance, to invoice for all work performed on the Performance to date, including parts of the Performance (typically referred to as "methods"), even if the entire specific part of the Performance (completion of work on the "method") has not yet been realized. In such a case, HoŘ is also entitled to withdraw from the Contract. HoŘ may also postpone the execution of the Performance for a longer period than the Client's delay lasted, proportionally to the execution of other concurrently running projects for other clients.
If the Client fails to provide cooperation to HoŘ in violation of clause 5.8, resulting in a commenced part of the Performance (typically referred to as a "method") not being realized, HoŘ is entitled to invoice for the entire remaining part of this commenced Performance part (method).
If the subject of the Performance is a digital item, HoŘ is obliged to ensure that the Client is provided with updates necessary for the digital content to be free of defects for the duration of the obligation, and to notify them of their availability only if expressly agreed upon by the Parties in the Contract.
The Performance may also include the mediation of services provided by a third party (e.g., data infrastructure, web hosting, etc.). The Client acknowledges that in the event of non-payment for the Performance or any part thereof, HoŘ may cease covering the costs of these services. In such a case, it is possible that the provider of these services (third party) will stop providing them, and the Client may incur damages. HoŘ bears no responsibility for such damages resulting from the Client's breach of obligations.

6. Handover of Performance

Performances consisting of the execution of a work are handed over at the moment HoŘ enables the Client to use them in the manner agreed upon in clause 6.2. Performances consisting of arranging a matter (e.g., conducting a workshop, lecture, analysis, etc.) are not handed over and are completed upon their arrangement.
Performances consisting of the execution of a work will be handed over to the Client exclusively in electronic form, unless the Parties expressly agree otherwise in the Contract. Electronic Performances are handed over in one of the following ways:

a) by email to the provided contact details;

b) via shared cloud storage;

c) by providing access details to the completed Performance; or

d) via a download link.
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If the Parties agree that the completion of the Performance will be demonstrated by conducting tests, the Parties will agree in the Contract on the method of their execution and on the acceptance criteria. In such a case, the Performance is completed upon successful completion of the tests (the Performance meets the acceptance criteria). Unless the Parties agree otherwise, the tests will take place at HoŘ's premises and will be video-recorded (by camera or screen recording software).
If the Performance or part thereof is created from editable, so-called source files (e.g., text from a .docx document, graphics from a .psd format document, etc.), the source files will be part of the Performance.
The Client shall accept the Performance with or without reservations. If the Client does not make a statement of reservations within 7 (seven) days from the date HoŘ handed over the Performance, the Client shall be deemed to have accepted the Performance without reservations.
The Client acquires ownership rights to the Deliverable only upon full payment of the price for the Deliverable or its final installment. If the Client fails to pay the price for the Deliverable on time, they are obliged to return the Deliverable to HoŘ within 7 (seven) days from the date HoŘ sends a notice to the Client requesting the return of the Deliverable. No later than the day the Deliverable is returned to HoŘ under this paragraph, the Client is obliged to delete all reproductions of the Deliverable (copies, etc.) from all media and data storage, with the exception of data storage owned or used by HoŘ.
If the Client fails to pay the price for a Deliverable to which HoŘ manages access (e.g., online collaboration platforms, data management tools), the Client acknowledges that, given the acquisition of ownership rights only upon full payment of the Deliverable's price, HoŘ is entitled to restrict the Client's access to and use of the Deliverable until the full price for the Deliverable is paid.

7. Defects in Deliverables

The Client acknowledges that the Deliverable will only possess the characteristics explicitly stated in the Agreement; if the Deliverable lacks other characteristics, it shall not be considered defective. The Client is obliged to prove any defect in the Deliverable. HoŘ provides no warranty for the Deliverable unless the Parties explicitly agree otherwise in the Agreement.
The Client acknowledges that the perception of the Deliverable's outcome may be subjective and that a discrepancy between the Client's and HoŘ's expectations regarding the outcome does not, in itself, constitute a defect in the Deliverable. However, HoŘ undertakes to execute the Deliverable according to its expertise and creative ingenuity so that it aligns as closely as possible with the intended purpose.
Changes to the characteristics of the Deliverable and requirements for it can only be made according to the procedure outlined in Article 10.
If the Deliverable is defective, the Client shall notify HoŘ without undue delay. The notification is properly made if the Client specifies the defect in the Deliverable and how it manifests. If the Client does not specify in the defect notification how they are exercising their rights arising from the defective performance, it shall be assumed that they request the free-of-charge rectification of the defect by repair of the Deliverable.
HoŘ will assess the Client's defect notification, and if it concludes that the Deliverable is defective, it will make every effort to rectify the reported defect within 14 (fourteen) days from the date it became aware of the defect. If it is not possible to rectify the defect within the stated period, HoŘ will inform the Client without undue delay of the earliest possible date for rectifying the defect.
A defect in the Deliverable is considered rectified if HoŘ has informed the Client that the defect has been rectified and has demonstrated to the Client that the Deliverable no longer suffers from this defect. A defect in the Deliverable is also considered rectified by HoŘ providing the Client with an alternative procedure for using the Deliverable, in which the defect does not manifest, and in which the Deliverable performs its basic functions without significantly affecting the Client's experience of using the Deliverable (workaround).

8. Copyright

If HoŘ creates any copyrighted work for the Client as part of the Deliverable ("subject of the license") within the meaning of the relevant legal regulations, HoŘ hereby grants the Client a time-unlimited and geographically unrestricted, non-exclusive license to use the subject of the license for the purpose agreed upon in the Agreement, or, if not agreed upon, for its usual purpose ("license"). The license fee is already included in the price of the Deliverable. The termination of the Agreement does not affect the duration of the license under this paragraph.
The Client is not authorized to publish, modify, process, combine with another work, include in a collective work, present under their own name, distribute, rent, lend, display, or communicate the subject of the license to the public, unless explicitly agreed otherwise in the Agreement. If it is strictly necessary to fulfill the purpose of the Parties' cooperation, the Client is authorized to temporarily make the subject of the license available to their other suppliers for their own use.
If the Client provides HoŘ with any third-party intellectual property for use in the execution of the Deliverable, or requests the incorporation of such items, the Client is responsible for ensuring that no third-party intellectual property rights are infringed and is solely responsible for obtaining an adequate license for both Parties.
The Client is not authorized to grant a sublicense for the subject of the license, unless explicitly agreed otherwise in the Agreement.

9. Rights and Obligations of the Parties

HoŘ is particularly obliged to:

a) to perform the Service properly and on time, in accordance with the Agreement;

b) to keep the Client continuously informed about the status of the Service's performance and to communicate with the Client;

c) to designate a contact person whom the Client may contact regarding the performance of the Service; and

d) to inform the Client of any circumstances affecting the performance of the Agreement.
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The Client acknowledges that in expert matters concerning the Service, for which HoŘ possesses professional competence, the performance of the Service shall be governed by HoŘ's instructions, while simultaneously adhering to the strategy and direction of the Service as consulted by the Parties. Should there be any doubt as to whether a particular matter is an expert one and who has the authority to decide it, HoŘ shall make the decision.
The Client is obliged to provide HoŘ with the contact details of individuals who will ensure cooperation for HoŘ on behalf of the Client during the performance of the Service, and who will be responsible on behalf of the Client for coordinating and making decisions regarding the Service.
The Client is obliged to inform HoŘ sufficiently in advance of any facts or plans that may affect the performance of the Service, but no later than 3 (three) business days after the relevant fact occurs or the Client adopts such a plan.
The Client acknowledges that HoŘ may also perform services similar to the Service for Competitive Clients. HoŘ undertakes to notify the Client if it determines that it has entered or may enter into a conflict of interest. In such a case, HoŘ shall suspend the performance of the Service until the Client decides whether HoŘ should proceed with the Service or whether the Client will terminate the Agreement in accordance with Article 14, and communicates this decision to HoŘ. The agreed period for HoŘ to perform the Service shall be extended by the duration from the suspension of the Service's performance under this paragraph until HoŘ receives notification that the Client requires the Service to be performed.

10. Changes to the Service

During the performance of the Service, a need for changes to the Service may arise. Any change to the Service must be made by an amendment to the Agreement. The amendment may be concluded in writing or electronically (for example, by one Party sending the other Party an email message with a proposed change to the Service, and the other Party confirming this proposal to the first Party by sending a confirming email message).
The Client agrees in advance that HoŘ may unilaterally change the specification of the Service during the performance of the Agreement if such a change is expedient for the Service to fulfill its purpose, provided that the change does not increase the price of the Service by more than 10%. HoŘ shall notify the Client of any unilateral change to the Service specification without undue delay, and if the Client does not express disagreement within 3 (three) business days from the date of delivery of the notification, the Client shall be deemed to have agreed to the change.

11. Liability for Damages

HoŘ shall not be liable for any indirect damage caused to the Client, even if the Client warned HoŘ in advance of the possibility of such indirect damage, particularly for lost profits, special or incidental damages, or damages arising as an indirect consequence of the use of the Service. HoŘ shall not be liable for the Client's non-material damage.
HoŘ shall not be obliged to compensate the Client for damages exceeding those which HoŘ foresaw as a possible consequence of breaching its obligations at the time of concluding the Agreement, or which could have been foreseen with due care, taking into account the facts that HoŘ knew or should have known at that time.
HoŘ shall not be liable for any damage caused by the subsequent use of the Service after its handover to the Client.
HoŘ shall not be liable for any damage, delay in performance, or deficiency in the Service if such a situation is caused by the Client's action or omission, particularly due to insufficient cooperation.
In any event, should HoŘ be obliged to compensate the Client for any damage, the Parties have agreed that HoŘ shall compensate for damage up to the price of the Service, but always not exceeding CZK 200,000.

12. Confidentiality

The confidentiality of the Parties is governed by a separate confidentiality agreement.
Even if no non-disclosure agreement is concluded between the Parties, each Party is obliged to maintain confidentiality regarding all Protected Information of the other Party, as well as security measures whose disclosure would compromise the security of the other Party's Protected Information. Adherence to the confidentiality obligation means, in particular, not communicating or making available the other Party's Protected Information to any third parties and not using it for purposes other than those necessary for the performance of the Party's obligations to the other Party within the scope of the Agreement.
Unless they constitute a Trade Secret, the following information shall be considered Confidential Information of HoŘ, in particular:

a) non-public information contained in any agreement to which HoŘ is a contracting party;

b) non-public data concerning HoŘ's employees, customers, or business partners, and the price of its contracts;

c) non-public technical and production data, internal regulations, computer programs, source and machine codes of computer programs, data files, know-how, analyses, algorithms, inventions, and discoveries of HoŘ;

d) all non-public documentation relating to the performance of the Agreement or other activities that HoŘ will carry out for the Client (e.g., analyses, project plans and conceptual materials, description of the functionality of the Performance, etc.);

e) non-public data on HoŘ's financial and economic situation, future development plans, innovations and marketing intentions, advertising ideas and concepts, documentation of used work procedures and know-how, security codes and passwords, accounting documents, and business books;

f) the above-mentioned information of HoŘ's business partners;

g) information that HoŘ designates in writing as confidential using the words "DŮVĚRNÉ", "CONFIDENTIAL", "TAJNÉ", or other words with similar meaning; and

h) information about the existence of the above-mentioned information.
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Information that is generally available to the public at the time of its disclosure or use is not Protected Information.
It is not a breach of a Party's obligation under this Article if the Party discloses or uses the other Party's Protected Information:
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a) With the prior written consent of the other Party;

b) which was known to the Party from sources other than the other Party, and which was not obtained in breach of a confidentiality obligation;

c) due to an obligation imposed on the Party by law or by a public authority; or

d) because it is necessary for the performance of the Party's obligations to the other Party within the scope of the Agreement.
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Even for the disclosure or use of Protected Information under sub-paragraph 12.5, the Party is entitled to do so only to the minimum necessary extent. Each Party undertakes to promptly inform the other Party in writing of all cases where it provided the other Party's Protected Information to a third party under sub-paragraph 12.5.c), unless prohibited by law.

13. Processing of Personal Data

If HoŘ processes the Client's Personal Data during the performance of the Agreement, such processing of the Client's Personal Data shall be governed by the Personal Data Processing Terms and Conditions set forth in Annex B.

14. Duration and Termination of the Agreement

The Agreement may be terminated exclusively by mutual agreement of the Parties, by withdrawal from the Agreement due to its material breach, or by termination of the Agreement in accordance with this Article.
A material breach of the Agreement by the Client shall include, but not be limited to:

a) The Client fails to provide HoŘ with cooperation pursuant to Article 5.8 within a reasonable period or fails to meet the agreed deadline;

b) The Client is in arrears with the payment of any amount legitimately invoiced by HoŘ for more than 7 (seven) days;
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c) The Client breaches the confidentiality obligation more than once; or

d) The Client insists on an obviously inappropriate instruction.
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The Client may withdraw from the Agreement if:

a) it disagrees with HoŘ's decision on an expert matter pursuant to Article 9.2; or

b) HoŘ, for reasons solely attributable to it, fails to meet the agreed deadline for the performance of the Service or part thereof, even within an additional period of 2 (two) months.
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The Client is entitled to terminate the Agreement without notice if it decides that it does not wish HoŘ to perform the Service after the Client receives notification of a potential conflict of interest pursuant to Article 9.5.
Termination of the Agreement and withdrawal from the Agreement must be in writing and shall be effective on the date of their delivery to the other Party.
In the event of termination of the Agreement for any reason, the Client shall pay HoŘ for all work performed on the Service on a time & material basis, regardless of whether the Client will be able to use the uncompleted Service. Furthermore, in such a case, with the exception of cases where the Agreement was terminated for a reason pursuant to Article 14.3.b), the Client shall pay HoŘ an amount corresponding to 30% of the value of those parts of the Service that were not performed due to the termination of the Agreement, whereby the value of these parts shall be considered the price stated in the Agreement or Offer for each specific part of the Service (typically referred to as a "method"); the provision of Article 5.9 shall remain unaffected.
In the event of termination of the Agreement before the Performance is completed, HoŘ is not obliged to hand over the uncompleted Performance to the Client, except where a part of the Performance has been completed to such an extent that it is capable of being handed over to the Client without further action.

15. Final Provisions

The Parties exclude the application to the Agreement of the provisions of Part Four, Chapter II, Section 2, Article 6 of Act No. 89/2012 Coll., the Civil Code, as amended, and any commercial customs within the meaning of Section 558 (2) of the same Act, with the exception of those expressly agreed upon by them in the Agreement.
The Agreement supersedes all prior oral or written agreements of the Parties relating to the subject matter of the Agreement.
The Client is not entitled to assign the Agreement or any claim, right, or receivable arising therefrom, without the prior written consent of HoŘ.
The Client is not entitled to set off against HoŘ any claim, right, or receivable arising from the Agreement, without the prior written consent of HoŘ.
All communication between the Parties shall take place primarily in person, by phone, by email to the last known email address of the Party, or in writing to the address of the Party specified in the Agreement, in Czech or English.
HoŘ is entitled to place the Client's trade name, logo, trademark, or any other trade designation on its website in the references section and use them in its reference marketing materials.
The Client acknowledges that photographic records may be taken during work workshops in the course of providing services for marketing purposes, particularly for the presentation of the company, services, and products. Workshop participants are always informed in advance about the taking of photographs. Participants may object to the use of photographs with the person who informed them about the taking of photographs.
Legal relations between the Parties related to the Agreement shall be governed by Czech law.
The Parties undertake to resolve any disputes between them primarily amicably. If an amicable resolution of the dispute is not reached, the general court of HoŘ shall have jurisdiction to resolve it according to the relevant legal regulations.
The failure or omission of HoŘ to enforce any of its rights under the Agreement shall not be deemed a waiver of such rights in the future and shall not establish a course of dealing between the Parties.
In case of a conflict between the Terms, the Agreement, and/or their appendices, these documents shall take precedence in the following order:
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1) Agreement;

2) Offer;

3) Terms.
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The invalidity, ineffectiveness, simulated nature, or unenforceability of any part of the Agreement or the Terms shall not affect the remaining parts of the Agreement or the Terms. The Parties undertake to replace any invalid, ineffective, simulated, or unenforceable part of the Agreement with a valid, effective, non-simulated, and enforceable part having the same commercial and legal meaning within 14 (fourteen) days from the date of receiving a request from the other Party.
The appendices to the Terms are:

1) Appendix A – Definitions and interpretation of terms;

2) Appendix B – Conditions for personal data processing;

3) Appendix C – Security measures;

4) Appendix D – Audit rules.
Some provisions of the Terms might be considered surprising, especially sections 5.8, 5.9, 7.3, 9.2, 10.2, 11.1, 11.5, 14.6, and 14.7. HoŘ expressly draws the Customer's attention to these provisions, and by entering into the Agreement, the Customer confirms that they have read and agree to them.
These Terms are effective from January 1, 2026, and supersede all previous versions of HoŘ's terms and conditions.

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APPENDIX A

Definitions and Interpretation of Terms

VAT
‍Means value added tax within the meaning of Act No. 235/2004 Coll., on Value Added Tax, as amended.
Confidential Information
‍Refers to the information specified in Article 12.3 of the Terms and Conditions.
GDPR
‍Means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation).
HoŘ
‍Is the business company House of Řezáč, s.r.o. with its registered office at Gorkého 51/1, Veveří, 602 00 Brno, ID No.: 04673212, registered in the Commercial Register under file No. C 91358 at the Regional Court in Brno.‍
Protected Information
‍Means Trade Secrets and Confidential Information.
Competing Client
means a person other than the Client, who does not form a business group with the Client and who is in a direct or indirect competitive position with respect to the Client's business activities, i.e., provides the same or similar products or services as the Client or cooperates with persons providing the same or similar products or services as the Client.
Extraordinary Costs
Means costs for translating documents into a foreign language and translating from a foreign language into Czech, and travel expenses outside the cities of Prague and Brno.
Offer
‍This refers to a document or electronic communication from HoŘ to the Client, in which the Performance is specified.
Trade Secret
‍These are competitively significant, identifiable, and valuable facts, not generally available in relevant business circles, pertaining to the business, and whose owner ensures their appropriate confidentiality in their own interest.
Client
‍This is the person who has entered into a Contract with HoŘ.
Order
‍This refers to a document or electronic communication from the Client to HoŘ, specifying the Performance.
Client's Personal Data
‍These are personal data processed by HoŘ on behalf of the Client during the performance of the Contract.
Performance
This refers to the performance that HoŘ has committed to deliver to the Client under the Contract. The Performance also includes any part thereof, if it is to be delivered in parts, milestones, or other logically defined stages, as described in the Contract or Offer (for example, the Performance may be divided into so-called methods as relatively independent parts – components – of the given Performance). The Performance may include, for instance, analysis, consultation, etc.
Terms
‍These are the Business Terms and Conditions of House of Řezáč, s.r.o.
Contract
It is a contract concluded between the Parties, which is unnamed by law and may primarily contain elements of a contract for work or a service agreement. The subject of the Contract may primarily be the provision of training, analyses, or the performance of certain work. The Terms are an integral part of the Contract.
Definitions "controller", "data subject", "personal data", "personal data breach", "processing", "processor" and "supervisory authority"
‍shall have the same meaning as in the GDPR.
Party or Parties
Means, individually or jointly, the Client and HoŘ.
Processing Services
‍Means personal data processing services provided by HoŘ to the Client under the Agreement, and any related technical support, if it involves personal data processing.

End of Annex

ANNEX B

Personal Data Processing Terms

1. Terms

The Terms govern the processing and protection of the Client's Personal Data.

2. Status and Instructions for Personal Data Processing

The Parties declare and agree that:

a) HoŘ is the processor of the Client's Personal Data;

b) The Client is either the controller or the processor of the Client's Personal Data;

c) in relation to the processing of the Client's Personal Data, both Parties shall fulfill their obligations as stipulated by generally binding legal regulations.
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If the Client is a processor, it guarantees to HoŘ that its instructions and actions regarding the Client's Personal Data, including the appointment of HoŘ as a sub-processor, have been approved by the relevant controller.
By agreeing to the Terms, the Client instructs HoŘ to process the Client's Personal Data in accordance with generally binding legal regulations:

a) for the provision of Processing Services;

b) as results from the use of Processing Services;

c) as results from the Agreement, including the Terms; and

d) as results from any other documented instruction of the Client, agreed upon by HoŘ for the purposes of the Terms.

3. Duration of personal data processing

Personal data will be processed for the duration of the Agreement or until all personal data is deleted by HoŘ in accordance with the Terms.

4. Nature and purpose of personal data

HoŘ will process the Client's Personal Data, both manually and automatically, for the purpose of providing Processing Services to the Client.

5. Types of personal data

The Client's Personal Data may include data in Google Analytics or other similar tools, user recordings (heatmaps, screen recording), interview records (text form – transcript, audio track, screen recording), exports from internal databases, data from questionnaire surveys, network logs, contact and address details, data on data subjects' activity, and any other information necessary to fulfill the purpose of the Processing Services.

6. Categories of data subjects

The Client's Personal Data concerns the following categories of data subjects:

1) whose personal data HoŘ collects when providing Processing Services; and/or

2) whose personal data is transferred to HoŘ in connection with the provision of Processing Services to the Client, at the Client's instruction, or on behalf of the Client.
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Depending on the nature of the Processing Services, the above categories of data subjects may include (a) employees or other collaborators of the Client, (b) members of the Client's corporate bodies, (c) customers or potential customers of the Client.

7. Rights and obligations of the parties

If any third party, especially a data subject or supervisory authority, requests any information from either Party regarding the processing of personal data under the Agreement and/or the Terms, or asserts any other rights or claims against either Party in this context, that Party undertakes to promptly inform the other Party of such action.
The Client is responsible for fulfilling all obligations related to the processing of the Client's Personal Data, particularly for properly informing data subjects about the processing of the Client's Personal Data, obtaining consent for the processing of the Client's Personal Data if required, and handling data subjects' requests concerning the exercise of their rights (such as the right to information, access, rectification, erasure, restriction of processing, objection, etc.). The Client is further responsible for fulfilling all notification obligations towards the supervisory authority in connection with the processing of the Client's Personal Data, especially for reporting personal data breaches.
The Client is solely responsible for familiarizing themselves with the Terms and evaluating the security measures and commitments undertaken by HoŘ with regard to the Client's needs, particularly in relation to the Client's security obligations under generally binding legal regulations.
The Client acknowledges and agrees (taking into account the state of the art, implementation costs, the nature, scope, context, and purposes of processing, as well as the varying likelihood and severity of risks to the rights and freedoms of natural persons) that the security measures implemented and maintained by HoŘ, as set out in Annex C, ensure an adequate level of protection for the Client's Personal Data, considering the risks involved.
If HoŘ, when processing the Client's Personal Data, receives any request from a data subject concerning the Client's Personal Data, HoŘ shall instruct the data subject to address the request directly to the Client. The Client is responsible for handling such a request.
For the purpose of protecting the Client's Personal Data, HoŘ undertakes that, for the duration of the processing of the Client's Personal Data under the Terms:

a) take appropriate steps to ensure that its employees, other collaborators, or suppliers comply with the security measures to the extent appropriate for their activities, including ensuring that persons authorised to process personal data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality;

b) for the purpose of protecting the Client's Personal Data, implement and maintain technical and organisational measures to protect against security breaches, as set out in Annex C;

c) not engage another processor without the Client's prior consent, with the exception of cloud service providers ensuring data transfer between the Parties, HoŘ developers, and HoŘ subcontractors, and in the event of engaging such other processors, ensure that they comply with the Terms;

d) to the extent appropriate to the nature of the processing and the information available to it, HoŘ shall assist the Client in ensuring appropriate technical and organisational measures for the security of personal data, in notifying personal data breaches to the supervisory authority or the data subject, in conducting data protection impact assessments, and in prior consultations with the supervisory authority;

e) provide the Client with necessary information that can reasonably be requested from HoŘ for the Client to fulfil its obligations to respond to requests for exercising data subjects' rights under generally binding legal regulations relating to personal data protection;

f) upon termination of the Processing Services, delete the Client's Personal Data, including existing copies, unless Union or Member State law requires their storage; and

g) provide the Client with all information necessary to demonstrate compliance with HoŘ's obligations set out in the Terms, and allow for and contribute to audits, including inspections, conducted by the Client or another auditor mandated by the Client. Audits shall be conducted under the Terms set out in Annex D.

End of Annex‍

ANNEX C

Security Measures

HoŘ has implemented and maintains the security measures set out in this Annex. HoŘ may update or modify these measures from time to time, provided that such updates or modifications do not result in a reduction of the overall security of personal data processing.

Risk-based principle. HoŘ will regularly review information security risks related to personal data and the Client's critical assets.
Organizational security. HoŘ shall implement measures to secure personal data against human factor risks, including:

a) adoption and maintenance of internal security policies and documents;

b) regular training of personnel on rules for handling personal data and information security risks;

c) ensuring contractual responsibility of employees, external collaborators, suppliers, and other third parties with access to personal data; and
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d) adoption and maintenance of processes for handling HoŘ's key assets, especially the Client's Personal Data.
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Technical measures. HoŘ shall implement adequate technical measures for the protection of personal data, including:

a) antivirus solution for protection against malware;

b) network security solutions, combining firewalls, network device configuration, and other technologies;

c) encryption of hard drives and external media; and

d) backup of critical infrastructure and data.
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Physical security. For the protection of personal data in written form and the physical protection of IT equipment, HoŘ shall implement, in particular:

a) access control to personal data;

b) physical security of premises and physical/digital data storage facilities.

End of Annex

ANNEX D

Audit Rules

Any audit request must be sent by the Client exclusively to HoŘ's email address my@houseofrezac.com.
Upon receipt of an audit request, HoŘ and the Client shall agree in advance on: (a) the possible date of the audit, security measures, and the method of ensuring compliance with confidentiality obligations during the audit, and (b) the anticipated start, scope, and duration of the audit, and security measures and the method of ensuring compliance with confidentiality obligations during the audit.
HoŘ may require the Client to pay a fee (based on reasonable costs) for any audit requested by the Client. Before the audit commences, HoŘ shall inform the Client of the details of this fee or the method of its calculation. All costs of auditors appointed by the Client to perform the audit shall be borne by the Client.
HoŘ may raise written objections to any auditor appointed by the Client if, in HoŘ's opinion, the auditor is not sufficiently qualified, is not independent, is in a competitive position with respect to HoŘ, or is otherwise clearly unsuitable. Based on such an objection, the Client is obliged to appoint another auditor or to conduct the audit themselves.

‍End of Annex
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Addendum No. 1 – Limitation of Binding Nature of Information Provided by Chatbot

Nature of the Chatbot
- The chatbot operated on the company's website (hereinafter referred to as the "Chatbot") serves exclusively as a tool for searching and providing general information to users. The Chatbot is not capable of acting bindingly on behalf of the company, providing precise price quotes, discounts, or other commercial terms.
Non-binding Nature of Information Provided by the Chatbot
- All information, discounts, prices, commercial offers, or other data communicated via the Chatbot are non-binding and have no legal effect. The company is not responsible for any errors, inaccuracies, or outdated information provided by the Chatbot.
Binding Nature of Terms and Conditions
- For the execution of commercial transactions, including the purchase of goods or services, only information stated in the company's official documentation, such as public terms and conditions, price quotes confirmed by a company representative, or information published in other official communication channels, is binding.
Recommendations for Users
- Users are required to verify all relevant information regarding prices, discounts, or other business terms with the company's executive, Jan Řezáč.

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