Business terms and conditions for FAVI.co.uk

part of

FAVI a.s.

with its registered office at Vodičkova 710/31, Nové Město, 110 00 Prague 1

CIN 048 57 402

registered in the Commercial Register kept by the Municipal Court in Prague, Section B, File 28244

for provision of promotional services through the website www.favi.co.uk

1. Introduction

1.1. These business terms and conditions (hereinafter the "T&C") stipulate, in the sense of Section 1751 (1) of Act No. 89/2012 Coll., the Civil Code, as amended (hereinafter the "Civil Code"), the mutual rights and obligations of FAVI a.s., a company with its registered office at Vodičkova 710/31, Nové Město, 110 00 Prague 1, Id. No.: 048 57 402, registered in the Commercial Register kept by the Municipal Court in Prague, Section B, File 28244 (hereinafter the "Operator"), and other persons (hereinafter the "Client") arising from service agreements concerning the provision of promotional services by the Operator (hereinafter the "Service Agreement") concluded through the Operator’s website www.favi.co.uk (hereinafter the "Website") in their business activities.

1.2. The Website displays products to users of the Website, in particular products offered for sale by third parties that meet the aesthetic requirements of the Operator. Statistics related to display of third-party products on the Website and other information are stored in the Operator’s information system (hereinafter the "information system").

1.3. In accordance with Section 1752 of the Civil Code, the Parties agree that the Operator may unilaterally amend the T&C to a reasonable extent. The Client will be notified of changes in the T&C by e-mail at its address specified in the user account (Art. 3) (hereinafter the "Client’s address") not later than fifteen (15) days of such a change at the latest unless Regulation (EU) 2019/1150 of the European Parliament and of the Council of 20 June 2019 on promoting fairness and transparency for business users of online intermediation services (hereinafter “Regulation 2019/1150") allows for a change in the T&C before expiry of the notice period. The Client may reject a change in the T&C and, in such a case, terminate the Service Agreement by a one (1)-month written notice.

1.4. Upon acceptance of the new version of the T&C by the Client, previous T&C cease to be effective and the new version of the T&C becomes an integral part of the Service Agreement.

2. Conclusion of a service agreement

2.1. To receive a proposal for conclusion of a Service Agreement, the Client fills in a registration form on the Website. The Client sends the proposal for conclusion of a Service Agreement to the Operator after checking a check-box and by pressing the "Add store" button (hereinafter the "registration request"). Section 1740 (3) of the Civil Code does not apply. For the purposes of the T&C, the Operator deems data specified by the Client in the registration request to be correct, provided that the Operator may verify the Client’s identity and the accuracy of the data provided by the Client (by telephone, e-mail, etc.) in any case.

2.2. Following receipt of a registration request, the Operator will send, to the Client’s address, the information necessary for activating the user account (hereinafter the "acceptance"), also for the purpose of verification of the Client’s address. The Service Agreement is concluded upon delivery of the acceptance to the Client.

2.3. The Client acknowledges that the Operator has no obligation to conclude a Service Agreement (the Operator may reject the Client’s registration request), in particular with persons who have previously materially breached contractual relationships with the Operator.

3. User account

3.1. Conclusion of the Service Agreement allows the Client access to the Client’s user interface on the Website and the information system. The user interface enables the Client, in particular, to manage its data, access information in the information system and change the settings of the service (hereinafter the "user account").

3.2. The Client’s user account will be activated after conclusion of the Service Agreement.

3.3. The Client must update the data specified in the user account whenever the data change. The Operator deems the data provided by the Client in its user account to be accurate. Each person may only have one user account.

3.4. Access to the user account is secured by a username (i.e. e-mail address) and password. The Client must not disclose information required for accessing its user account and acknowledges that the Operator is not liable for any Client’s breach of this obligation.

3.5. The Operator may prohibit the Client’s access to the user account, especially if the Client breaches any obligation under the Service Agreement (including the T&C).

4. Subject of the service agreement

4.1. In the Service Agreement, the Client agrees:

4.1.1. to provide information on its products to the Operator for displaying the products on the Website during the term of the Service Agreement, specifically in the form of a “product data feed". The Parties acknowledge that the form of a product data feed under the previous sentence may change during the term of the Service Agreement;

4.1.2. to pay to the Operator a fee for the display of selected information on the Client’s products on the Website, in accordance with Art. 5 of the T&C.

4.2. In the Service Agreement, the Operator agrees:

4.2.1. to display selected information on the Client’s products on the Website, including a hyperlink to the Client’s site, unless specified otherwise;

4.2.2. to allow the Client access to information regarding the Client’s products displayed on the Website within the scope recorded in the information system.

4.3. The Client may suspend its use of the service without terminating the Service Agreement by sending a request for suspension of the service by e-mail to the Operator’s e-mail address: partner@favi.co.uk. The service may also be suspended by the Operator’s decision, especially if there is a suspicion that the Client:

4.3.1. breaches or will breach the Service Agreement; or

4.3.2. violates or will violate the generally binding legal regulations; or

4.3.3. breaches or will breach its legal obligations towards the customers; or

4.3.4. will not be able or willing to pay its future pecuniary obligations towards the Operator.

4.4. During the suspension of service (Art. 4.3), certain information on the Client’s products will not be displayed on the Operator’s Website.

4.5. The Client acknowledges that the information provided by the Client to the Operator in the product data feed are displayed by the Operator on the Website as provided by the Client. The Client agrees to provide to the Operator true and accurate information in a product data feed. If inaccurate information is provided to the Operator in the product data feed (including incorrect product price, etc.), the Operator will display the inaccurate information the Website. The Operator is not obliged to verify, whether in advance or subsequently, the information provided by the Client in a product data feed.

4.6. The Operator may limit the provision of the services, subject to fulfilment of the conditions stipulated in Regulation 2019/1150, if the Client breaches any of its obligations following from the Service Agreement (including the T&C) or the generally binding legal regulations, including the Client’s delay in payment of the Operator’s fee. Subject to fulfilment of the conditions stipulated in Regulation 2019/1150, the Operator may further limit the provision of the service if:

4.6.1. the Client does not meet the technical requirements for use of the service; or

4.6.2. the Client provides (repeatedly) inaccurate or incorrect information in a product data feed (Art. 4.5), including information on product delivery dates; or

4.6.3. there is a justified concern that the Client will not be able or willing to pay its future pecuniary obligations towards the Operator.

4.7. The Client agrees that its offer and sale of products (goods) and provision of services through the Client’s website will comply with the generally binding legal regulations, including the customer protection regulations, and that the Client will properly fulfil its legal and contractual obligations towards all its customers.

5. Operator’s fee

5.1. For the displaying of the provided product information on the Website, the Client will pay to the Operator a fee per each customer click on a Client’s product displayed on the Website (hereinafter a “click") in the amount specified in Art. 5.2 of the T&C.

5.2. The current minimum amount of the Operator’s fee per click at the time of the click (hereinafter the "minimum fee") is specified and displayed in the Operator’s price list at https://favi.co.uk/partner-dashboard/category-list. The minimum fee is also always displayed in the information system. The minimum fee may automatically change from time to time during the term of the Service Agreement, in particular to reflect the current market conditions and ensure an optimum number of visits to the Client’s site. The Client can set a higher Operator’s fee per click (exceeding the minimum fee) in its user account by specifying a multiplier of the minimum fee, which may increase the visits to the Client’s site (Art. 9.3). In such a case, the Operator is entitled to the increased fee per click.

5.3. The decisive facts for the Operator’s entitlement to a fee are recorded in the Operator’s information system, where the Client can inspect them at any time. The Operator’s information system shows to the Client the average fee per click for a period selected by the Client. After the end of each calendar month, the Operator sends to the Client a statement of the Operator’s fees for the previous month as recorded in the information system. This shall in no way prejudice Articles 5.4 and 5.5 of the T&C. The Parties agree that the Client may object to the statement of the Operator’s fee not later than within thirty (30) days of delivery of the statement.

5.4. The Operator may request the payment of an advance on the Operator’s fee under the Service Agreement at any time.

5.5. The total Operator’s fee is usually payable monthly by wire transfer to the Operator’s bank account within ten (10) days after the date of the invoice for the previous period. Nevertheless, the Operator may request that the Client pay a fee to which the Operator is already entitled under the Service Agreement at any time (i.e. without a due date or regardless of the due date of the invoice issued by the Operator, if any). This shall in no way prejudice Article 5.4 of the T&C.

5.6. The Client will receive the information for the payment (including the Operator’s bank account number and the payment variable symbol) in the payment instructions displayed in the user account, or the Operator will send the information by e-mail to the Client’s address. The Client is obliged to make payments in accordance with the payment instructions and specify the variable symbol.

5.7. The Operator is a payer of value added tax (hereinafter “VAT"); VAT will be charged to all amounts in accordance with the generally binding legal regulations.

5.8. Where the Operator’s fee is paid by wire transfer, the Client’s obligation to pay the Operator’s fee is deemed fulfilled upon crediting the Operator’s account with the relevant amount.

5.9. If the Client is in delay with payment of the Operator’s fee, the Operator is entitled to default interest at the rate of 0.03% of the outstanding amount for each day of delay.

5.10. In the event the Client’s delay with the payment of the Operator’s fee, the Operator may suspend the performance of any of its obligations towards the Client until all Client’s liabilities are paid.

5.11. In the event of the Client’s delay with payment of the Operator’s fee, information on the Client can be provided to a third party for the purpose of management or enforcement of debt.

6. Information from the Google Analytics system

6.1. In its user account, the Client can turn on "automatic product sorting by conversions", which enables provision of information on the visitors to the Client’s site from the Google Analytics system to the Operator (hereinafter the "visitor rates"). This option can be turned off at any time, ending the provision of information on number of visits to the Operator.

6.2. The Operator agrees that:

6.2.1. it will not disclose visitor rates to third parties;

6.2.2. it will use the visitor rates solely for more efficient sorting of the Client’s products on the Website and only to the extent necessary for this purpose;

6.2.3. it will perform only automatic (machine) processing of the visitor rates data, i.e. the Operator will not process the information manually;

6.2.4. the visitor rates will be provided to the Operator for the term of the Service Agreement as the maximum.

7. Licence arrangements

7.1. The Client represents that it is authorised to grant to the Operator a licence to all the provided product information and its individual elements, i.e. including all product photographs and other product-related documents protected by copyright or other intellectual property rights (hereinafter the "provided works" or “provided work").

7.2. The Client hereby grants to the Operator the authorisation to exercise the right to use the provided works (licence) under the below-specified terms and conditions.

7.3. The licence to the provided works includes the right to use and communication of the provided works to the public (especially through the internet) free of charge and with no territorial limitation. The Operator may use the provided works in advertising or other promotional activities and may grant sublicences to the provided works to third parties for this purpose. The licence to the provided works is granted without any time limitation (i.e. also for the time after the termination of the Service Agreement).

7.4. The Operator agrees not to allow access to the Client’s product data feed to third parties.

8. Use of the service

8.1. The Client acknowledges that the Operator is not liable for the Client’s settings of its user account.

8.2. Within the service, the Client may not use any mechanisms, tools, programs or processes intended to negatively affect or capable of negatively affecting the functionality of the Operator’s devices, internet safety or safety of other internet users.

8.3. The Client may not engage in or assist any third party engaging in any activities aiming to limit or disable the functioning of the Operator’s server hosting the service or in any attacks directed at the server. The Client must not use the user account and the service in any manner that would unreasonably limit the use of the service by other Operator’s clients or otherwise unreasonably limit the Provider. In particular, the Client must not burden the Operator’s server where the service is hosted with automated requests.

9. Information pursuant to regulation 2019/1150

9.1. The Operator uses, inter alia, the following additional distribution channels and potential affiliate programmes through which The Operator markets the products (goods) offered by the Client: third-party PPC advertising systems, online display advertising, third-party social networks and e-mailing services (direct e-mail marketing).

9.2. The effects of the T&C on the ownership and control of intellectual property rights of the Client are stipulated in Art. 7 of the T&C. The Service Agreement does not prejudice the right to exercise the author’s proprietary rights to the provided works.

9.3. A combination of two (2) basic factors determines the order of offers in the product catalogue on the Website: the qualitative customer rating of a product (goods) offered by the Client within the service, and the amount of the Provider’s fee per click as set by the Client in its user account (Art. 5.2). The qualitative customer rating of a specific product offered by the Client within the service corresponds to customers’ interest in the product, which is determined based on the product click rate, the popularity of the product among the customers, the price of the product, availability of the product, the Client’s delivery time for the product, and other parameters. A higher qualitative rating of a product offered by the Client translates to a better ranking among the products offered in the product catalogue on the Website. A higher Operator’s fee per click set by the Client in its user account (Art. 5.2) translates to a better ranking in the product catalogue on the Website. The Operator thus offers the possibility to influence ranking against a direct remuneration in the framework of the service.

9.4. The Operator offers no ancillary goods or services to consumers in the sense of Article 6 of Regulation 2019/1150.

9.5. Neither the Operator nor business users which the Operator controls offer the same services as the Client through the Website and there is no differentiated treatment in the sense of Article 7 of Regulation 2019/1150.

9.6. Considering the nature of the service, the Client will not have access to the information provided or generated by the Client which the Operator maintains after expiry of the Service Agreement, except for billing information. Considering the nature of the service, the Client has no access to any personal data or other data, or both, which users provide for the use of the service or which are generated through the provision of those services.

9.7. The Operator has access to any personal data or other data, or both, which users provide for the use of the service or which are generated through the provision of those services. Specifically, the Operator has access to e-mail addresses and names of users who subscribed for the newsletter on the Website and to information on the use of these addresses for marketing purposes. The Operator collects the data independently of its relationship with the Client (the data are collected through the Website). The data under the previous sentence are transferred to third parties as this is necessary for the provision of marketing services to the Operator by the third parties. The Client has access to the Client’s identification details entered in the information system and to statistical data in the information system for the service billing.

9.8. The Operator does not restrict the ability of the Client to offer the same products (goods) and services to consumers (users) under different conditions through other means than through the service.

9.9. The Operator’s easily accessible and charge-free internal system for handling of the Client’s complaints in the sense of Article 11 of Regulation 2019/1150 is available at https://help.favionline.com. The website also contains information on the access to and functioning of the Operator’s internal complaint-handling system, which information forms an integral part of these T&C. Through the Operator’s internal complaint-handling system, the Client may lodge with the Operator complaints regarding any of the following issues:

9.9.1. alleged non-compliance by the Operator with any obligations laid down in Regulation 2019/1150 which affects the Client;

9.9.2. technological issues which relate directly to the provision of the service, and which affect the Client;

9.9.3. measures taken by, or behaviour of, the Operator which relate directly to the provision of the service, and which affect the Client.

10. Other rights and obligations of the parties

10.1. The rights and obligations of the Parties regarding the Operator’s liability for defective services are governed by the relevant generally binding legal regulations, in particular Section 1914 et seq. of the Civil Code. The Operator is liable to the Client only for a culpable breach of legal obligations. The Client may enforce its rights following from the Operator’s liability for defective services with the Operator in particular at the Operator’s registered office.

10.2. The Client further acknowledges that the Operator is not responsible for the functioning of the Client’s data network, the functioning of the public data network, the functioning of the Client’s hardware, the state of the Client’s software, for keeping back-ups of data by the Client and for any potential interference with the Client’s software by third persons.

10.3. With regard to the terms and conditions of the provision of the service, the Parties have agreed that if the Client incurs damage in connection with the Operator’s liability for defective services, the compensation for any such Client’s damage is limited in that the total amount of damages, including compensation for lost profits, is limited to one half of the fee actually paid by the Client for the use of the service in the month preceding the event that caused the Client’s damage; the limitation does not apply to any damage caused by the Operator intentionally or by gross negligence. Considering all the circumstances of the conclusion of the Service Agreement, the Parties agree that the total foreseeable damage, including lost profits, which the Client may incur due to defective service cannot exceed one half of the fee actually paid by the Client for the use of the service in the month preceding the event that caused the Client’s damage.

10.4. The Client grants its consent to the use of its anonymised data stored in the framework of the service for analytical purposes even after expiry of the Service Agreement.

10.5. The compliance with the Operator’s information obligations towards an individual Client in the sense of Article 13 of Regulation (EU) of the European Parliament and the Council 2016/679 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) (hereinafter the "GDPR") in connection with the processing of the Client’s personal data for the purposes of fulfilment of the Service Agreement, negotiations on the Agreement, and fulfilment of the Operator’s public-law obligations is ensured by means of a special document.

10.6. In the case the Parties cooperate in determining customer satisfaction, the rights and obligations of the Parties in processing the customers’ personal data are stipulated by personal data processing agreement in accordance with Article 28 (3) and (4) of the GDPR, which forms Annex 1 and an integral part of these T&C.

11. Sending of commercial communications and use of cookies

11.1. The Client grants to the Operator a consent to sending information and commercial communications concerning the service and the Operator’s business to the Client’s address and to sending of third-party commercial communications to the Client’s address in the sense of Section 7 (2) of Act No. 480/2004 Coll., on certain information society services, and amending certain acts (the Information Society Services Act), as amended.

11.2. The Operator performs its statutory duties related to any storage of cookies on the Client’s device by means of a special document.

12. Term of the service agreement

12.1. The Service Agreement becomes effective upon its conclusion.

12.2. The Service Agreement is concluded for an indefinite term and can be terminated by any Party for any reason or without stating the reason. The notice period is thirty (30) days and commences on the day of delivery of the notice to the other Party.

12.3. In the case the Client breaches any of its obligations following from the Service Agreement (including the T&C) or from the generally binding legal regulations, the Operator may terminate the Service Agreement, subject to fulfilment of the conditions stipulated in Regulation 2019/1150. The notice period is thirty (30) days and commences on the day of delivery of the notice to the Client. Unless agreed otherwise, the Service Agreement terminates upon expiry of the notice period.

12.4. The Client acknowledges that all the data entered by the Client or by the Operator for the Client, as appropriate, in the framework of the service may be deleted in the case of termination of the Service Agreement.

13. Delivery

13.1. Unless agreed otherwise, all correspondence concerning legal acts relating to with the Service Agreement must be delivered to the other Party in writing or by e-mail. Notices intended for the Client are addressed to the Client’s address, i.e. the e-mail address specified in the Client’s user account.

13.2. Notices sent by e-mail are deemed delivered upon their receipt at the incoming mail server.

14. Final provisions

14.1. Where an international (foreign) element is present in the relationship concerning the use of the Website or the legal relationship established by the Service Agreement, the Parties agree that the relationship is governed by Czech laws, in particular the Civil Code. For the purpose of the relationship between the Client and the Operator:

14.1.1. the application of established business customs in the sense of Section 558 (2) of the Civil code is excluded;

14.1.2. Sections 557, 1748, 1799 and 1800 of the Civil Code are disapplied.

14.2. The Parties have agreed on the competence and jurisdiction of the courts of the Czech Republic. For resolution of disputes concerning the rights and obligations arising from or in connection with the Service Agreement, the District Court of Prague-East and Regional Court in Prague have jurisdiction in matters falling in the competence of district and regional courts, respectively, in the first instance.

14.3. If any provision of the T&C is or becomes invalid or ineffective, such invalid provision will be replaced with a provision that is as close as possible in its sense to the invalid provision. The invalidity or ineffectiveness of a provision does not prejudice the validity of other provisions.

14.4. The Operator may assign its rights and obligations under the Service Agreement to a third party, and the Client agrees with such an assignment.

Annex 1 to the Business terms and conditions – Determining customer satisfaction – Personal data processing agreement

1. The Parties are in a contractual relationship regarding the determination of customer satisfaction by the Operator for the Client (hereinafter referred to as the "relevant contractual relationships"). Since personal data will be processed by the Operator on the basis of the relevant contractual relationships according to the Client’s instructions, the Client hereby authorizes the Operator in accordance with the GDPR under the below-specified terms and conditions.

2. The Client has not appointed a data protection officer.

3. Personal data will be processed by the Operator for the term of this Agreement. Personal data will be processed using automated or manual means consisting of recording, storing, retrieving, or erasing personal data.

4. The purpose of processing of personal data is to send commercial communications in order to determine customer satisfaction. The types of personal data processed by the Operator are as follows: e-mail address and information related to the messages sent. The data subjects belong to the following category: customers of the Client.

5. The Operator shall process personal data only on the basis of documented instructions from the Client, including instructions on the transfers of personal data to a third country or international organisation, unless required to do so by EU or Member State law to which the Operator is subject; in such a case, the Operator shall inform the Client of such a legal requirement prior to processing unless the legal regulations prohibit such information for important reasons of public interest. The Client's instructions may also be included in this Agreement or within the relevant contractual relationships.

6. Unless expressly agreed otherwise with the Operator, the Operator shall not have access to information that constitutes a special category of personal data within the meaning of Article 9 of the GDPR, i.e. personal data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, are genetic or biometric data or are data concerning health or a natural persona’s sex life or sexual orientation.

7. Personal data shall be processed automatically or manually for the duration of the relevant contractual relationships. After the termination of this Agreement, the Operator is obliged to erase all personal data in the Operator’s possession under this Agreement (this is a part of the Client’s instructions), unless generally binding legal regulations require further storage of such personal data.

8. The Operator agrees to adopt, in the scope provided for in the generally binding legal regulations, measures to prevent unauthorised or accidental access to the personal data, their alteration, destruction or loss, unauthorised transmission and other unauthorised processing, as well as other misuse of the personal data. Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of processing of personal data as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, the Operator shall implement appropriate technical and organisational measures to ensure a level of security of personal data appropriate to the risk.

9. The Client acknowledges and agrees that the Client is fully responsible for security risks if the Client fails to implement the technical measures recommended by the Operator for the term hereof for the purpose of ensuring personal data security.

10. The Operator shall not engage another processor in the personal data processing without prior specific or general written authorisation from the Client. The Client hereby agrees with engaging of other processors in personal data processing by the Operator, specifically of persons ensuring the fulfilment of the Operator’s obligations arising from the relevant contractual relationships, including, but not limited to, the sending of commercial communications or the storage of data. The Operator shall inform the Client of any intended changes concerning the addition or replacement of other processors, thereby giving the Client the opportunity to object to such changes. Where the Operator engages another processor to perform specific personal data processing activities on behalf of the Client, the same data protection obligations as set out in this Agreement shall be imposed on another processor on the basis of a contract, in particular providing sufficient guarantees to implement appropriate technical and organisational measures in such a manner that the processing will meet the requirements of the GDPR.

11. The Operator is obliged to take into account the nature of the personal data processing. The Operator shall assist the Client by appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of the Client’s obligation to respond to requests for exercising the data subject’s rights laid down in Chapter III of the GDPR, at the Client’s costs. The Operator shall pass any requests for exercising the data subject’s rights submitted to the Operator without undue delay on the Client.

12. The Operator agrees to maintain confidentiality of the processing of personal data. The Operator agrees to ensure that its employees and other persons handling the personal data shall maintain their confidentiality.

13. The Operator shall assist the Client in order to ensure compliance with the obligations set out in Articles 32 to 36 of the GDPR, taking into account the nature of personal data processing and the information available to the Operator, all the above at the Client’s expense.

14. The Operator agrees to provide the Client at the Client’s costs any information necessary to demonstrate compliance with the obligations laid down herein and allow for and contribute to audits, including inspections, conducted by the Client or another auditor mandated by the Client at the Client’s costs, including informing the Client that the Client’s instructions, in the Provider’s opinion, are contrary to the generally binding legal regulations on personal data protection.

15. The Client is obliged to process personal data in accordance with legal regulations on personal data protection, including ensuring the relevant legal basis for personal data processing. Should the Operator incur any damage in connection with the Client’s unlawful conduct in the area of personal data protection (including public-law sanctions and the Operator’s costs and expenditures associated with such unlawful conduct), the Client is obliged to compensate the Operator for such damage not later than within thirty (30) days after its occurrence.

16. With regard to the terms and conditions of this Agreement, the Parties agree that if the Client incurs damage in connection with the Operator’s liability under this Agreement, the compensation for any such Client’s damage (including damage resulting from administrative penalties) is limited in that the total amount of damages cannot exceed the actual amount paid by the Client to the Operator in the last two months prior to the occurrence of such damage; the limitation does not apply to any damage caused by the Operator intentionally or by gross negligence. Considering all the circumstances of the conclusion of this Agreement, the Parties state that the total foreseeable damage (including damage resulting from administrative penalties) that the Client might incur due to the breaching of this Agreement by the Operator cannot exceed the actual amount paid by the Client to the Operator for the last two months prior to the occurrence of such damage.

17. This Agreement enters into force and effect on the date of its execution. The term of this Agreement corresponds to the term of the relevant contractual relationships. Should all the relevant contractual relationships cease to exist (for any reason), this Agreement shall automatically terminate as well.

18. This Agreement, as well as the rights and obligations arising from or in connection with this Agreement, shall be governed by the Czech laws. This Agreement may only be modified by written agreement of the Parties, and any modification made in a less strict form is excluded.

In Prague, on 14.2.2023

FAVI a.s.

Terms and conditions of use for FAVI.co.uk

1. Introductory provisions

1.1. These terms and conditions of use (hereinafter the "Terms of Business") govern, in compliance with the provisions of Section 1751(1) of Act No. 89/2012 Coll., the Civil Code, as amended (hereinafter the "Civil Code"), the mutual rights and obligations of FAVI a.s., with its registered office at Vodičkova 710/31, Nové Město, 110 00 Prague 1, Czech Republic, identification number (IČ): 048 57 402, registered in the Commercial Register maintained by the Municipal Court in Prague, section B, entry no. 28244 (hereinafter the "Provider"), and third parties (hereinafter the "User") arising from service agreements (hereinafter the "Service Agreement") entered into through the Provider’s website / (hereinafter the "Website").

1.2. The rights and obligations of the Provider and the User are also governed by the rules of discussions that form Annex No. 1 to the Terms of Business. Consequently, the Terms of Business and the rules of discussions form an integral part of the Service Agreement.

1.3. The Service Agreement and the Terms of Business are drawn up in English.

1.4. In compliance with the provisions of Section 1752 of the Civil Code, the Parties agree that the Provider may unilaterally amend, to a reasonable extent, the Terms of Business. Any amendment to the Terms of Business shall be notified to the User. The User may refuse to accept such amendment to the Terms of Business; such refusal shall also result in the termination of the Service Agreement, subject to a one (1) month notice period.

1.5. Once the User gives their consent to a new version of the Terms of Business, previous version of the Terms of Business shall expire, whereas the new version shall become an integral part of the Service Agreement.

2. Entering into a service agreement

2.1. The User shall apply for the execution of a Service Agreement by filling in the relevant details in the registration form on the Website and submitting the relevant information to the Provider by clicking the "Register" button (hereinafter the "Order"). The information specified by the User in the Order is considered to be accurate for the purpose of the Terms of Business.

2.2. Upon delivery of the Order to the Provider, the Provider will enable the User to sign in to their user account (hereinafter the "Acceptance"). The provisions of Section 1740(3) of the Civil Code shall not apply. The Service Agreement shall be concluded at the moment the Acceptance is delivered to the User.

2.3. The User agrees that the Provider may commence the provision of the services under the Service Agreement immediately after the conclusion thereof – even prior to the expiry of the statutory period for the withdrawal from the Service Agreement.

2.4. The User hereby acknowledges that the Provider is not required to enter into the Service Agreement (i.e. the Provider may refuse to register the User), particularly with regard to individuals that had previously materially breached the Service Agreement (including the Terms of Business).

2.5. The User consents to the use of means of distance communication in connection with the conclusion of the Service Agreement. Any cost incurred by the User in using such means of distance communication in connection with the conclusion of the Service Agreement (e.g. Internet connection cost) shall be borne solely by the User; such cost shall not differ from the basic rate.

3. User account

3.1. On the basis of a User registration completed on the Website, Users may access their user interface of the Website. Through the user interface, Users may namely manage their data; enter, manage, and delete their personal information; upload, manage, and remove posts and other details; and upload and manage photographs and audio-visual recordings (hereinafter the "User Account").

3.2. The User Account shall be operational upon User registration on the Website (completion of required data by the User).

3.3. During the registration process on the Website, any information provided by the User must be true and correct. In the event the personal data specified in the User Account change, the User is required to update them. The details provided by the User in their User Account are considered to be accurate by the Provider. Each User may only have one User Account.

3.4. User Account access shall be secured by a user name and a password. The User agrees that the user credentials may also be used for other websites operated by the Provider. The User shall refrain from any unauthorized disclosure of the information required to access their User Account; furthermore, the User acknowledges that the Provider shall not be liable for the breach of this obligation by the User.

3.5. The Provider may prevent the User from using their User Account, particularly if the User breaches their obligations arising from the relevant Service Agreement.

4. Service terms and conditions

4.1. The User has the right to access their User Account on the basis of the Service Agreement. Through the user interface, Users may namely manage their data; enter, manage, and delete their personal information; upload, manage, and remove posts and other details; and upload and manage photographs and audio-visual recordings; furthermore, Users may also user their user interface to communicate with other individuals in the intended manner (hereinafter the "Service").

4.2. The Provider is not required to provide the Service if the provision of the Service is prevented by problems on the part of the User or third parties. Therefore, the Provider is not required to provide the Service in the event there are power outages, data network failures, other third-party failures or in case of force majeure.

4.3. There may be disruptions, temporary unavailability, interruptions or reduced quality of the Service in the course of its provision.

4.4. Any recommendations and information displayed as part of the Service and on the Website are of non-binding nature and the User acknowledges this. The User shall always contact a consultant in connection with the use of such recommendations or information.

5. Use of the service

5.1. In connection with the use of the Service, The User shall not upload or disseminate any information, the content of which is in conflict with generally binding legal regulations in force in the Czech Republic or other countries, where the Service available, namely any content that, if made available to the public:

5.1.1. Infringes third-party copyright and any other rights associated therewith;

5.1.2. Infringes third-party personality rights;

5.1.3. Infringes legal regulations aimed at ensuring protection against hatred on grounds of nationality, ethnicity, race, religion, class, against hatred towards any other group of individuals, or against restrictions on rights and freedoms of members of such group.

5.2. The User acknowledges that the Provider shall not be liable for any settings made by the User in their User Account.

5.3. The User shall not distribute any unsolicited commercial communications in connection with the use of the Service. The User shall not disseminate any information that bears a striking resemblance to third-party services or applications with a view to confuse or mislead any Internet users (phishing) in connection with the use of the Service. The User shall not spread computer viruses in connection with the use of the Service.

5.4. In connection with the use of the Service, the User shall not use any mechanisms, tools, software or processes that have or may have adverse effect on the operation of Provider’s equipment, Internet security or security of other Internet users.

5.5. The User shall not engage in any activities aimed at disabling or restricting operation of Provider’s servers used for the Service or engage in other attacks on such servers or assist any third party in such activities. The User shall not use the User Account or the Service in a manner that would unduly prevent other customers of the Provider from using the Service or that would otherwise be unduly restrictive of the Provider. In particular, the User shall not overload the Provider’s servers used to operate the Service with automated queries.

5.6. The User acknowledges that, in compliance with the provisions of Section 5 of Act No. 480/2004 Coll., on Certain information society services and amending some acts (Act on Certain Information Society Services), as amended, the Provider shall not be liable for the information content uploaded by the User. The User also acknowledges that the Provider shall not be liable for any illegal conduct of the User.

5.7. The Provider may (however, is not required to) perform preventive monitoring of information uploaded or disseminated disseminate by the User in connection with the Service. In the event the content of such information is likely to breach the Terms of Business, generally binding legal regulations or good manners, the Provider may delete such information or prevent the dissemination thereof; moreover, the Provider has the right to withdraw from the Service Agreement. In the event any third party exercises its rights in connection any information uploaded or disseminated by the User in connection with the Service, the Provider shall be entitled to immediately delete the information content uploaded or disseminated by the User as part of the Service.

5.8. In the event any third party exercises its rights against the Provider in connection with the performance of the Service Agreement, the User undertakes to submit to the Provider any and all documents and materials necessary for successful litigation with such third party. In the event such third party claims that its rights have been infringed as a result of any information uploaded or disseminated by the User within the Service, particularly rights to items protected by copyright, or as a result of any practices that constitute unfair competition, the User undertakes to reimburse the Provider for any and all reasonable cost that might be incurred by the Provider in connection with a dispute with such third party.

5.9. The User acknowledges that any texts, photographs, graphic representations, and other elements included on the Website or available within the Service may be protected by copyright – either individually and/or collectively (hereinafter collectively referred to as the "Copyrighted Works"). Any databases on the Website or available within the Service are protected by a sui generis right of a database maker. Unless agreed otherwise with the Provider in writing, any Copyrighted Works may only be lawfully used to the extent and in a manner foreseen by the applicable laws. In particular, the User may not reproduce any Copyrighted Works with a view to achieve any direct or indirect economic or commercial benefits; furthermore, the User may not disseminate, lend, exhibit or make any Copyrighted Works available to the public (incl. making them available to the public via the Internet).

6. Licensing agreement

6.1. In the event the User uploads or disseminates any information (intangible assets) within the Service that is subject to protection under any intellectual property rights (hereinafter the "Works"), the User hereby authorizes the Provider, free of charge, to exercise the right to use such Works (the "Licence"), under the terms and conditions specified below. This is without prejudice to the provisions of Section 5.1 of the Terms of Business.

6.2. The licence to the Works is granted in connection with all forms of use (incl. making the Works available to the public via the Internet), without any quantitative or territorial restrictions. The Provider may grant the authorization associated with the licence to a third party, either in full or in part (the "Sub-licence"). The Provider may assign the Licence to the Works to a third party. The Provider shall acquire the Licence to the Works at the moment such Works are uploaded or disseminated within the Service. The Licence is granted for a period of seventy (70) years from the moment the Works are uploaded or disseminated within the Service. The Provider is not required to use the Licence.

6.3. The Provider has the right to alter, modify or process the Works, incorporate them in other works and combine them with other Copyrighted Works (or computer software), whereas the Works may also be altered, modified or processed through third parties. In case of any alterations to the Works made by the Provider (or third parties authorized by the Provider), a License is also granted to the Provider in connection with such altered Works. The Provider has the right to make the Works available to the public under its own trade name. In case of previously unpublished Works, the Provider has the right to publish them. When publishing any Works, the Provider shall always use a nick of the User, who had uploaded such Works within the Service.

6.4. The provisions of Sections 6.1 through 6.3 of the Terms of Business relating to the Provider’s authorization shall also apply accordingly to situations where User’s posts are not subject to copyright protection.

7. Other rights and obligations of the parties

7.1. The Provider does not require any advance or similar payments.

7.2. The User acknowledges that the computer programs that form the Website are protected by copyright. The User undertakes not to engage in any activity that would allow the User or any third parties to unlawfully use or interfere with the computer programs, which are used or the proprietary rights to which are exercised by the Provider.

7.3. The Provider is not bound by any codes of conduct within the meaning of Section 1826(1)(e) of the Civil Code vis-à-vis the User.

7.4. Any consumer complaints shall be submitted to the Provider using its contact email address (see Section 11.5). The Provider shall notify the User once a complaint is processed using the User’s email address.

7.5. The alternative dispute resolution (ADR) entity competent to deal with potential consumer disputes arising from the Service Agreement shall be the Czech Trade Inspection Authority (Česká obchodní inspekce), with its registered office at Štěpánská 567/15, 120 00 Prague 2, identification number (IČ): 000 20 869, website URL: https://adr.coi.cz/cs. The platform for online dispute resolution available at http://ec.europa.eu/consumers/odr may also be used for resolving any disputes between the Provider and the User arising from the Service Agreement.

7.6. The European Consumer Centre Czech Republic, with its registered office at Štěpánská 567/15, 120 00 Prague 2, website URL: http://www.evropskyspotrebitel.cz, is an ODR contact point pursuant to Regulation (EU) No 524/2013 of the European Parliament and of the Council of 21 May 2013 on online dispute resolution for consumer disputes and amending Regulation (EC) No 2006/2004 and Directive 2009/22/EC (Regulation on consumer ODR).

7.7. The Provider is authorized to engage in business activities on the basis of a trade licence. The competent Trade Licensing Office shall perform trade licensing supervision in the area of its competence. The Office for Personal Data Protection shall monitor the area of personal data protection. The Czech Trade Inspection Authority monitors, to the specified extent, the compliance with Act No. 634/1992 Coll., on Consumer protection, as amended.

7.8. The rights and obligations of the Parties with regard to the Provider’s liability for defective services shall be governed by the applicable generally binding legal regulations, particularly the provisions of Section 1914 et seq. of the Civil Code and provisions of Act No. 634/1992 Coll., on Consumer protection, as amended. The User may exercise their rights arising from the Provider’s liability for defective services with the Provider, particularly at the address of the Provider’s registered office or via the contact email address (Section 11.5).

8. Personal data protection and cookie policy

8.1. Information obligations of the Provider associated with the processing of User’s personal data are governed by a separate document.

8.2. The User agrees that the so-called cookies may be saved in their computer. Cookies are small files that allow the Provider and advertisers on the Website to recognize a User’s web browser in the course of the communication with the Service and to subsequently use certain features of the Service. In the event the Provider’s obligations under the Service Agreement may be fulfilled without saving cookies in a User’s computer, the User may withdraw their consent given in the first sentence of this subsection at any time.

9. Service agreement term

9.1. A User, who is a consumer, may withdraw from the Service Agreement within a period of fourteen (14) days after its conclusion in compliance with the provisions of Section 1829(1) of the Civil Code – except for situations where the Service Agreement cannot be terminated. In order to withdraw from the Service Agreement, as specified above, the User may use a standard form provided by the Provider; this standard form is enclosed hereto as Annex No. 2.

9.2. The Service Agreement comes into effect on the day it is concluded. The Service Agreement shall be of indefinite duration.

9.3. The User may terminate the Service Agreement at any time by actually deleting their User Account.

9.4. In the event the User breaches any of their obligations arising from the Service Agreement (incl. the Terms of Business and rules of discussions) or generally binding legal regulations or otherwise, the Provider may terminate the Service Agreement. The termination of the Service Agreement pursuant to this subsection shall be effective at the moment a termination notice is delivered to the User. Unless otherwise agreed or set down by generally binding legal regulations, the Service Agreement shall expire at the moment this notice of termination takes effect.

9.5. The termination of the Service Agreement shall be without prejudice to the Licence granted to the Provider in accordance with Article 6 of the Terms of Business.

10. Notices – legal acts

10.1. Unless agreed otherwise, any communications relating to legal acts associated with the Service Agreement must be delivered to the other Party in writing, specifically via email. Any communications intended for the User shall be delivered to the User’s email address specified in their User Account.

10.2. Any communication sent by email shall be delivered at the moment it is received by an incoming mail server.

11. Final provisions

11.1. In the event the relationship associated with the use of the Website or the relationship established by the Service Agreement contains an international (cross-border) element, the Parties agree that such relationship shall be governed by the laws of the Czech Republic, particularly the Civil Code. The choice of law pursuant to the previous sentence shall not deprive the User, who is a consumer, of their protection afforded to the User by legal provisions that cannot be derogated from by a contract and that would otherwise apply in the absence of the choice of law pursuant to the provisions of Article 6(1) of Regulation (EC) No. 593/2008 of the European Parliament and of the Council of 17 June 2008 on the law applicable to contractual obligations (Rome I).

11.2. In the event any provision of the Terms of Business is or becomes invalid or ineffective, such invalid provision shall be replaced by a provision, the purpose of which comes closest to the invalid provision. The invalidity or ineffectiveness of a single provision shall not affect the validity of the remaining provisions.

11.3. The Provider may assign its rights and obligations arising from the Service Agreement to a third party, whereas the User agrees with such assignment.

11.4. The Service Agreement, incl. the Terms of Business, shall be archived by the Provider in electronic form and is not publicly available.

11.5. Contact details of the Provider: email address: beautifulhome@favi.co.uk.

In Prague, on 11 May 2018

FAVI a.s.

Information about the processing of personal data for performing the agreement

1. Identity and contact details of data controller

1.1. FAVI a.s., with its registered office at Vodičkova 710/31, Nové Město, 110 00 Prague 1, identification number (IČ): 048 57 402, registered in the Commercial Register maintained by the Municipal Court in Prague, section B, entry no. 28244, shall act as the data controller of your personal data (hereinafter the "Controller").

1.2. The contact details of the Controller are as follows: address for service: Vodičkova 710/31, Nové Město, 110 00 Prague 1, Czech Republic; email address: beautifulhome@favi.co.uk; telephone: +420 222 362 041.

1.3. The Controller has not appointed a data protection officer.

2. Legal basis for the processing of personal data

2.1. The legal basis for the processing of your personal data is the fact that the processing is necessary to perform the Agreement between you and the Controller or to take steps by the Controller prior to entering into the Agreement pursuant to Article 6(1)(b) of 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) (hereinafter the "Regulation").

3. Purpose of personal data processing

3.1. Your personal data are processed for the purpose of performing the Agreement entered into by and between you and the Controller and taking steps by the Controller prior to entering into the Agreement.

3.2. No automated individual decision-making pursuant to Article 22 of the Regulation takes place on the part of the Controller.

4. Personal data storage period

4.1. Your personal data will be processed by the Controller for the duration of the rights and obligations under the relevant Agreement and thereafter, for a period necessary for the purpose of archiving under the applicable generally binding legal regulations; however, such period shall not exceed the period foreseen by the generally binding legal regulations.

5. Other recipients of personal data

5.1. Your personal data may also be disclosed to entities of the Controller’s group, entities that provide marketing services to the Controller, entities ensuring operation of marketing platforms, and entities ensuring technical or organisational activities for the Controller in compliance with Controller’s instructions (data processors).

5.2. The Controller does not intend to transfer your personal data to third countries (non-EU countries) or international organisations, with the exception of transfers of your personal data to the United States of America to SendGrid, Inc., with its registered office at 1801 California Street, Suite 500 Denver, Colorado 80202, and to The Rocket Science Group LLC d/b/a MailChimp. The companies are certified organisations under the EU–U.S. Privacy Shield within the meaning of Commission Implementing Decision (EU) 2016/1250 of 12 July 2016 pursuant to Directive 95/46/EC of the European Parliament and of the Council on the adequacy of the protection provided by the EU-U.S. Privacy Shield.

6. Rights of data subject

6.1. Subject to the terms and conditions specified in the Regulation, you have the right to request access to your personal data, right to rectification or erasure of your personal data, right to restriction of the processing of your personal data, right to object to the processing of your personal data, and the right to portability of your personal data. You can send such a request to beautifulhome@favi.co.uk.

6.2. If you believe that the processing of your personal data has breached or breaches the Regulation, you have the right to lodge a complaint with a supervisory authority.

6.3. You are not required to provide your personal data. The provision of your personal data is the necessary requirement for the conclusion and performance of the Agreement; in case you do not provide your personal data, the Agreement cannot be concluded or performed by the Controller.

Information about the processing of personal data for sending commercial communications

FAVI a.s. processes your personal data for the purpose of sending business communications (marketing offers) based on a legitimate interest. You may object to the processing of your personal data at any time, and upon doing so, you will cease to receive any business communications. Detailed information about the processing of your personal data, including details regarding the legitimate interest, can be found below.

1. Identity and contact details of data controller

1.3. The Controller has not appointed a data protection officer.

1.4. The information obligation is fulfilled with regard to personal data processed by the Controller solely for the purpose of sending commercial communications. It does not apply to personal data processed for any other purpose or on a different legal basis; in such cases, the information obligation of the Controller shall be fulfilled separately.

2. Legal basis for the processing of personal data

2.1. The legal basis for the processing of your personal data is the fact that the processing is necessary for the purpose of legitimate interests pursued by the Controller or a third party pursuant to Article 6(1)(f) of 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) (hereinafter the "Regulation").

3. Purpose of personal data processing

3.1. Your personal data are processed for the purpose of sending commercial communications by the Controller to you pursuant to Act No. 480/2004 Coll., on Certain information society services and amending some acts (Act on Certain Information Society Services), as amended (hereinafter the "Act on Certain Information Society Services").

3.2. No automated individual decision-making pursuant to Article 22 of the Regulation takes place on the part of the Controller.

4. Legitimate interests of the controller

4.1. You are using the services of the Controller to receive offers of third-party products or services emailed to you by the Controller – commercial communications. In connection with the use of the services, you have provided the Controller with your personal data and agreed to the receipt of commercial communications (within the Terms of Business of the service).

4.2. With regard to the sending of commercial communications, the Controller complies with the generally binding legal regulations, particularly the provisions of Section 7 of the Act on Certain Information Society Services.

4.3. Recital 47 to the Regulation states, inter alia, that the "processing of personal data for direct marketing purposes may be regarded as carried out for a legitimate interest."

4.4. The Controller has assessed, whether it is possible to process your personal data for the purpose of sending commercial communications, and has also performed the necessary proportionality test, comparing interests relating to your protection and the Controller’s own interests. The Controller has concluded that, given your prior consent to the receipt of commercial communications, given the fact that the purpose of your use of the services is the receipt of commercial communications, and given the fact that further commercial communications could have been and may be rejected by you at any time, it does not appear that your interests or fundamental rights and freedoms requiring protection of your voluntarily provided personal data should take precedence over the Controller’s legitimate interests in the sending of commercial communications.

4.5. In the light of the above, and in the light of the fact that the processing of your personal data for the purpose of sending commercial communications could be reasonably expected by you, the Controller believes that the legal basis for the processing of your personal data for the purpose of sending commercial communications to you represents a legitimate interest of the Controller (Section 2.1).

5. Personal data storage period

5.1. Your personal data will be processed by the Controller for the duration of the legitimate interest of the Controller and in any case until you object to the processing of your personal data for the purpose of sending commercial communications or submit a similar request.

6. Other recipients of personal data

6.1. Your personal data may also be disclosed to entities that provide marketing services to the Controller and entities ensuring operation of marketing platforms.

6.2. The Controller does not intend to transfer your personal data to third countries (non-EU countries) or international organisations, with the exception of transfers of your personal data to the United States of America to SendGrid, Inc., with its registered office at 1801 California Street, Suite 500 Denver, Colorado 80202, and to The Rocket Science Group LLC d/b/a MailChimp. The companies are certified organisations under the EU–U.S. Privacy Shield within the meaning of Commission Implementing Decision (EU) 2016/1250 of 12 July 2016 pursuant to Directive 95/46/EC of the European Parliament and of the Council on the adequacy of the protection provided by the EU-U.S. Privacy Shield.

7. Rights of data subject

7.1. Subject to the terms and conditions specified in the Regulation, you have the right to request access to your personal data, right to rectification or erasure of your personal data or the right to restriction of the processing of your personal data, as appropriate.

7.2. If you believe that the processing of your personal data has breached or breaches the Regulation, you have the right to lodge a complaint with a supervisory authority.

7.3. You have the right to object at any time to the processing of your personal data for the purpose of direct marketing, including profiling - to the extent it is related to such direct marketing. If you object to the processing of your personal data for the purpose of direct marketing, your personal data will no longer be processed for such purpose. This is without prejudice to the processing of your personal data on a different legal basis or for a different purpose.