27. 03. 2025

1. Usefull info

Business and Operating Terms of Provision of the Upgates Services

Notice: This text is a machine translation of the original Czech Terms and Conditions. This translation is provided for your information, but for legal purposes, only the Czech version of the Terms and Conditions is legally binding, which you can find here.

These terms and conditions are effective from March 26, 2025:

EVici webdesign sro, Company ID: 285 98 661, with its registered office at Petra Bezruče 139, 747 91 Štítina (hereinafter referred to as "Upgates") is a company enabling the creation of e-shops (hereinafter referred to as the "Project") through the use of Upgates services on domains, subdomains and language mutations owned by Upgates (hereinafter referred to as the "Service").

By using the Service to create your Project, you agree to the following binding business and operating terms of the Upgates Service (hereinafter referred to as the “Terms of Service”).

1. ACCOUNT TERMS AND CONDITIONS

1.1 Every person interested (hereinafter referred to as the “Customer”) in creating a Project is obliged to create a user account on the Service (hereinafter referred to as the “User Account”). A user account can be created by a legal entity or a natural person over 14 years of age. Entities with their registered office outside the Czech Republic can only be legal entities with a valid and active personal identification number (hereinafter referred to as the “IČO”). To create a User Account, it is necessary to fill in the information required by the registration form. By creating an account, the Customer concludes a contract with Upgates and declares that they agree to these Terms of Service.

1.2 Each Customer is obliged to protect the login details for their User Account and the Project data storage so that they cannot be misused by an unauthorized person.

1.3 The Customer is responsible for all content that either he or other authorized persons upload to the User Account and for all activities performed. All content and activities must be in accordance with applicable legal regulations. In the event of a violation of a legal regulation or the Terms of Service, Upgates is entitled to prevent the interested party from accessing the User Account and also delete it, without any claim for compensation.

2. BACKUP

2.1 Database backups (i.e. mainly text and image content) are performed once a day at night. Five of the most recent daily backups and three of the most recent weekly backups are always maintained (always starting on Monday). Backup restoration based on the Customer's individual request can be performed for a fee according to the scope of work and the hourly rate of the Service.

2.2 Backup of graphics (i.e. mainly visuals and layout) of the Project are available in the Designer (if active) and Code Editor sections of the user account. Backups are made either manually by the user or automatically in predefined situations. Backups of graphics can be restored free of charge by the user in the user account.

3. SUPERIOR SERVICES PROVIDED BEYOND THE SERVICES – MARKETPLACE (ADDITIONAL SERVICES, PARTNERS AND COMMISSION SYSTEM)

 3.1 In addition to the Service, Upgates also offers the possibility to arrange additional services for the implementation of your Project. Additional services are understood to mean in particular modifications to the Project according to the offer and price list on the Upgates website (hereinafter referred to as "Additional Services").

3.2 The Service offers the connection of the Project to third-party services advertised on the Marketplace in the Add-ons section (hereinafter referred to as the “Add-ons”). The list of Add-ons is listed on the Upgates website at: https://doplnky.upgates.cz/ . Upgates is liable and provides technical support under paragraph 6.5 only for those Add-ons for which it is the provider. Upgates is responsible only for the offered connection, not for the functioning of the connected service as such. The price of the Add-on does not include the price or rental of the connected service, or the price for setting up the service and its customization by a third party.

3.3 The Customer acknowledges that in the case of a Supplement for which Upgates is not the provider, the relationship is defined according to the partial terms for Supplements and further according to the terms set by the third party (provider of the Supplement); Upgates does not bear any liability for it that could be caused based on or in connection with the Supplement.

In the case of Add-ons connecting Upgates with financial or banking services, Upgates is always the author (technical intermediary) of the Add-on, but the terms and conditions of the financial or banking services connected by this Add-on are always determined only by a third party. For this reason:

•  Upgates bears no responsibility for the course of payment transactions, their processing or outcome.
• All payments are made through a third party, which is responsible for their accuracy and security.
• Upgates does not hold any of the Clients' funds nor does it have control over the flow of funds.
• Any questions, complaints or disputes regarding payment transactions must be resolved directly with the third party.
• Upgates is not responsible for delays, errors or failed payments incurred by third parties or banking institutions.
• Upgates provides technical support only within the framework of integrating the Add-on into the e-shop.
• Any payment issues must be resolved by the Customer directly with the third party.
• Upgates may update or discontinue the provision of the Add-on at any time without liability for any damages incurred.

3.4   In addition to the Add-ons, the Customer is provided with additional services necessary or useful for operating e-shops through third-party offers. These services are offered on the Marketplace in the Partners section at: https://marketplace.upgates.cz/ and are provided by the third party on the basis of the terms and conditions agreed between the Customer and the third party (provider of the additional service); Upgates bears no liability for them that could be caused based on or in connection with the additional service from the Marketplace. 

3.5 The price for Premium Services provided by Upgates depends on the number of hours required to perform each Premium Service, or the price of the necessary external resources and services, with the hourly rate and the number of expected hours spent on performing a specific Premium Service being communicated to the Customer in advance via a ticket in the customer support system.

3.6 When negotiating Premium Services that require initial implementation costs, the Customer is recommended to use the order form located on the profile page of the third party providing the given Premium Service, in order to successfully define and implement the request.

3.7 The Customer is obliged to submit any claim regarding the Add-on provided by Upgates within 48 hours at the latest. In the event of a claim regarding the Add-on provided by a third party or services from the Marketplace, the Customer shall proceed in accordance with the terms and conditions agreed with the third party.     

Any complaints about Premium Services provided by a third party (operating the Add-on or service on the Marketplace) are governed by the partial contractual terms and conditions agreed between the Customer and the provider of this Premium Service. 

3.8 The Customer acknowledges that he/she may register and receive commissions for recommending the Services within the commission system at the address: https://www.upgates.cz/a/agentury#2-provizni-system-scroll . To register in the system, it is necessary to enter a valid IČO (Tax Identification Number).

In case of entering an invalid ID number or other billing information, the commission for the recommendation of the Services will not be paid. If the correct billing information is not provided within 12 months of the request sent by Upgates, the Customer's entitlement to commissions will expire without compensation.

4. PAYMENT TERMS

4.1 Unless otherwise agreed by the Customer, Payment for Services and Premium Services is made through a so-called wallet (hereinafter referred to as the “Wallet”). The Customer must deposit into the Wallet a minimum amount of 100 CZK or 5 EUR depending on the set currency and a maximum amount of three times the monthly recommended payment specified in the Project wallet in the Finalization section. The financial amount can be deposited by bank transfer or paid by credit card. After the paid amount arrives at the Upgates account, an invoice will be sent to the Customer’s email address.

4.2 After creating a User Account, the Customer begins a free thirty-day period of use of the Service, which serves to safely familiarize themselves with the options offered by the Service and to create a Project.

4.3 After the thirty-day free use period has expired, the Customer has the choice of whether to continue using the Service or not. If so, the Customer must have a financial amount in the Wallet at least sufficient to cover the use of the Service for one day. If the Customer does not have such a financial amount, the possibilities of using the Service will be limited in accordance with Article 5 of the Terms of Service. When the possibility of using the Service is limited, only the Project owner may log in to the administration, and only for the purpose of recharging the required funds for the proper use of the Service.

4.4 The free thirty-day period of use can also be shortened if the Customer loads a financial amount into their Project Wallet and sets up a Project domain before this period expires.

4.5 Payments for the use of the Service are charged once a day by deducting the relevant amount from the Wallet. In the event that the Customer does not have sufficient funds in the Wallet, he will be notified by e-mail.

4.6 The Customer has the option to pay for the Service as part of an annual subscription (hereinafter referred to as the “Prepaid Tariff”), in the amount according to the price list at https://www.upgates.cz/cenik . The Prepaid Tariff does not apply to Premium Services. If the Customer uses Premium Services beyond the scope of the Service, it is necessary for him to have funds in his wallet for the daily operation of these services beyond the scope of the Prepaid Tariff. Under the Prepaid Tariff, paragraph 4.3 of the Terms of Service continues to apply to the Customer. 

4.7 The Customer may switch to a higher tariff during the Prepaid Tariff, in which case it is necessary to contact the sales department via e-mail obchod@upgates.cz and subsequently pay the price difference. The Customer acknowledges that in the event of switching to a lower tariff it is not possible to request a refund of funds paid under the Prepaid Tariff. Funds paid for the Prepaid Tariff cannot be returned even in a situation where the Customer terminates the Project prematurely.

4.8 In the event of an increase in functionality (upgrade to a higher tariff) or a decrease in functionality (downgrade to a lower tariff) of the Service, the Customer must always order/cancel the functionality through his/her User Account. During the purchase of the upgrade, the Customer will be informed of the price for this upgrade. In the event of the purchase of the upgrade, the fee for using the new functionality is non-refundable. In the event of a downgrade, the Customer will not be refunded the funds in the Wallet, but they will be used to continue operating the ordered Service. The Customer acknowledges that by downgrading, he/she may lose some functionalities that are tied to a higher tariff.

4.9 Upgates warns that if you choose to downgrade, you may experience a loss of functionality, capacity or performance of your Project. Upgates is not responsible for such losses.

4.10 All prices listed in the current Upgates price list are always listed excluding taxes, levies or duties imposed by tax authorities. The obligation to pay these taxes, levies or duties is always governed by applicable legal regulations.

5. CANCELLATION AND TERMINATION

5.1 If the Wallet does not contain the financial amount for at least a daily rental of the Service, the administrative part of the Project will be suspended, i.e. the proper operation of the Project will not be possible. During this period, the Customer is charged the appropriate amount for daily operation, for a period of 10 days.

5.2 If the Customer fails to pay the amount for the daily operation within 10 days of the Project expiration date, including compliance with the conditions under paragraph 4.3, second sentence, the web part of the Project will be suspended, i.e. its e-shop will not be visible to third parties. In such a case, the Customer's Project e-mail box set up on Upgates servers as part of the Service will also be cancelled, including the deletion of its complete content without the need to make any backup and restore in the future. After 10 days from the Project expiration date, the Customer will no longer be required to pay the amount for the daily operation pursuant to the previous paragraph.

5.3 If the Customer does not pay the amount in accordance with the previous paragraph even after six months from the expiration of the Project, his User Account and the Project will be irretrievably deleted and the Project will no longer be able to be renewed.

5.4 If the Customer pays the amount pursuant to paragraph 5.2 no later than six months after the expiration of the Project, his Project will be automatically renewed.

5.5 Upgates reserves the right, at its sole discretion, to suspend or terminate a User Account or Project and to refuse any current or future use of the Service if the content of such Project is contrary to good morals, against racial tolerance, against sexual tolerance, against religious tolerance or religious belief, against political belief and against the relevant criminal code offences or if Upgates is requested to do so by the relevant state authorities. Such termination of the Project will result in the deactivation or deletion of the User Account and Project, or access to the User Account and the forfeiture and surrender of all content of the User Account or Project. Upgates reserves the right to refuse to provide the Service to anyone for any reason at any time.

5.6 The Service operation is suspended after the expiration of the Wallet of the given Project, i.e. reaching a monetary amount less than zero. Until then, the Customer's account is still active. If the Customer does not want the Project to be visible to third parties while the Wallet is not yet expired, he can delete the domain set in the Wallet. At the same time, the Customer has a five-day period to download the Project content for archiving, and this period starts from the date of termination of the Service. Subsequently, all data will be irretrievably deleted. The Customer can download data only using official export files, which are in XML and CSV formats. Upgates does not allow any other database export.

5.7 The Customer may terminate the Service at any time without giving a reason, except for services related to moving the Project to a separate server. In the event that the Customer has unused money in the Wallet that he requests to be returned, he is obliged to write as the owner of the Project through a ticket in the customer support system that he is terminating the Project and requesting a refund of the unused funds. The Agreement is terminated at the moment of confirmation of the ticket in the customer support system, the Project will be canceled without undue delay.

5.8 If the Customer uses the service associated with moving the Project to their own server, they automatically agree that the notice period is set at three months, with the notice period starting on the first day of the calendar month following delivery of the notice.

6. MODIFICATION OF THE SERVICE AND PRICING TERMS

6.1 Upgates is not liable for any accidental interruption of the provision of the Service or connected third-party services. Upgates further reserves the right to interrupt the provision of the Service for the period strictly necessary for the maintenance of servers and systems. Upgates declares that it will try to notify the Customer of the possibility of interruption, but at the same time warns of the possibility of accidental interruption without prior notice. During the period of demonstrable interruption of the provision of the Service, the Customer will not be charged for the price of this Service if the defect lasts longer than 24 hours. 

Upgates undertakes to continuously modify the Service to ensure better functionality and add new features, but also accepts the possibility of the disappearance of some features, which, however, will not lead to a significant deterioration of the Service or loss of functionality of the Service.

6.2 The prices of all Services, including Premium Services (excluding Marketplace Services), may be changed only after 10 days of notification of such changes. The notification may be made at any time and must be published on the Upgates website or in the Service itself.

6.3 The price of the Service, the scope of services and Premium Services (excluding Marketplace services) are set out in the Upgates price list at https://www.upgates.cz/cenik , or in its language versions.

6.4 Upgates is not liable to the Customer or any third party for any suspension or interruption of the Service in cases such as server outages or software errors.

6.5 Upgates will provide the Customer with technical support for the operation of the Service via a ticket in the customer support system (maximum of 10 requests/month).

7. COPYRIGHT AND CONTENT OWNERSHIP

7.1 Upgates does not claim any intellectual property rights in the content that the Customer uploads to the Service. As the uploaded content is displayed publicly, the Customer consents that others may view and share it.

7.2 Upgates grants the Customer, together with the offered Service, a non-exclusive, non-transferable license, which is protected by generally binding regulations governing the protection of intellectual property rights. The license is granted for the period during which Upgates will provide its services to the Customer.

8. CHANGE OF BUSINESS TERMS AND CONDITIONS

8.1 Upgates reserves the right to unilaterally change the wording of these Terms of Service at any time to a reasonable extent.

8.2 The Customer will be informed of changes to the Terms of Service and their publication via e-mail at least 1 month before the change takes effect.

8.3 In the event of a unilateral change to the Terms of Service, the Customer may terminate the contract for this reason, no later than the date on which the unilateral change becomes effective.

8.4 You can view the latest version of the Terms of Service at any time at https://www.upgates.cz/obchodni-podminky-1 .

9. PERSONAL DATA PROTECTION AND CONFIDENTIALITY

9.1 When placing an order, only the data strictly necessary for the successful processing of the order (name, address and contact) are required. The data provided will be used to fulfill the legal obligations and commitments specified in the contract and the Terms of Service, such as processing the order, or to handle complaints, etc. Personal data is also processed through an electronic database for actions necessary and closely related to the fulfillment of Upgates' obligations (hereinafter referred to as the "provider" for this article) and the implementation of the contract, and also, where applicable, through third parties - personal data processors responsible for their actions.

9.2 The data is available only to Upgates, it is provided to third parties only with the exceptions stated in this article of the Terms of Service and with the exception of situations related to distribution or payment transactions, accounting and fulfillment of other legal obligations of the provider. It will not be provided to any other person.

9.3 By providing the above personal data, the customer agrees that this data will be used by the provider for the purpose of offering its products.

9.4 Upgates services use cookies to improve the quality of services, personalize the offer, collect anonymous data and for analytical purposes. By using the website, the Customer agrees to the use of this technology.

9.5 According to the Terms of Service, Confidential Information is considered to be all information provided to each other. In particular, information that the Customer has learned in connection with the use of the Service, as well as know-how, which means all knowledge of a commercial, production, technical or economic nature related to Upgates' activities, which has real or at least potential value and which is not commonly available in the relevant business circles and is to be kept secret, provided that the information in question is marked as confidential information or the confidentiality of which results from applicable legal regulations. 

9.6 All user data, information or information contained in the Service or Premium Services, or communications prior to the conclusion of the contract, are also expressly considered Confidential Information. 

9.7 The Customer and Upgates undertake not to disclose, make available, copy or allow copying of non-public and protected information (hereinafter referred to as “Confidential Information”) to other entities or use it for themselves or for another person. They undertake to keep it strictly confidential and to disclose it exclusively to those of their employees or subcontractors who are authorized to use the Service and are authorized to familiarize themselves with this information to the necessary extent for this purpose. The Customer and Upgates undertake to ensure that these persons also consider the information confidential and maintain confidentiality about it. The Customer and Upgates shall inform each other if the disclosure of Confidential Information is required by law, authorities or courts. 

9.8 In the event that the Customer intends to disclose Confidential Information, it is recommended not to disclose this information via email, but to use a secure method agreed upon with Upgates. 

9.9 The Customer is obliged to destroy all non-public or protected information that he learned during the use of the Service after the performance of this contract is terminated, whether by performance or other termination of this contract.

9.10 The obligation to protect non-public and proprietary information continues regardless of the conclusion of the contract or the termination of the Project. The obligation of confidentiality continues after the termination of the Project for a further 3 years.

9.11 If the Customer breaches the confidentiality obligation under this article, he is obliged to pay Upgates a contractual penalty of CZK 50,000 (fifty thousand Czech crowns), or the equivalent converted into EUR according to the CNB exchange rate, for each case found. The contractual penalty is payable at the time the obligation is breached. Contractual penalties are not included in the compensation for any damage incurred. Compensation for damage can be recovered separately in addition to the contractual penalty in full.

10. GENERAL PROVISIONS

10.1 Upgates is liable for damage caused by a culpable breach of obligations to provide the Service or Supplement according to paragraph 3.2, up to the amount of the price for the services provided for one month. Upgates is not liable for defects or damage caused by defects in the delivery or its erroneous outputs, if they were caused by the Customer, a third party or circumstances excluding liability (for example, force majeure). However, Upgates ensures trouble-free operation in 99% of cases per year.

10.2 Technical support is available to holders of User Accounts and is available only via a form in the administration part of the Service.

10.3 The Customer agrees not to reproduce, duplicate, copy, sell or exploit any part of the Service without the express written permission of Upgates. All codes and know-how provided to the Customer by Upgates or the Service remain the property of Upgates, which means that it cannot be treated by the Customer as its own property and there is no transfer of ownership or similar rights.

10.4 Upgates has the right to visibly and legibly publish in the footer and in the meta data of the Project source code a link to Upgates, as the developer of the Service, for the entire duration of the Project. The Customer may not remove or otherwise modify this link without Upgates' permission. In the event of removal of the link from the Project, a compensation amount of 350 CZK excluding VAT / month will be charged to the monthly rental of this Project.

10.5 Upgates has the right to display links to completed Projects on its website, on the References page, and on social networks, which it has chosen at its own discretion.

10.6 By paying the minimum fee for using the Service, the Customer obtains data storage in the ordered scope on the Upgates server and the ability to use the ordered tools of the Service to create their own content and Projects. Payment of the minimum fee does not mean the acquisition of the Service as such, including source codes and know-how. The Service is always and under all circumstances the property of Upgates, unless Upgates decides otherwise.

10.7 Verbal, physical, written or other abuse (including threats of abuse or retaliation) of any Customer, employee, member or responsible person of the Customer will result in immediate termination of the User Account.

10.8 Upgates has the right to send the Customer e-mail messages of an informational and promotional nature from time to time.

10.9 Customer acknowledges that the technical processing of the Projects may be transmitted in an unencrypted manner and may be (a) transmitted over various networks; and (b) modified to adapt to the technical requirements of the networks or devices used.

10.10 The Customer may not upload, publish, host, or transmit unsolicited e-mails, SMS, or "spam" messages.

10.11 The use of computer worms or viruses or any code of a destructive nature is not permitted.

10.12 If the bandwidth used by the Customer significantly exceeds the average bandwidth usage of other Customers of the Service (the extent of the excess is determined at the discretion of Upgates), Upgates reserves the right to immediately deactivate the relevant User Account or certain Projects for the necessary period of time or to limit hosting activity until the Customer ensures a reduction in its bandwidth. In the event of a significant excess of the average bandwidth usage, Upgates does not guarantee the proper functioning of the Service and in such a case recommends upgrading the Service so that the Customer's requirements are met.

10.13 If the Customer plans to launch an extensive advertising campaign (television, portals with high traffic, etc.), the Customer is obliged to inform Upgates of this intention by submitting a ticket in the customer support system at least 5 business days in advance. 

10.14 If the traffic to the Customer's e-shop causes an enormous load on the standard hosting and this endangers the e-shops of other Customers on the server, Upgates has the right to shut down the e-shop causing this situation.

10.15 A solution to high traffic on an e-shop can be to move the e-shop to a separate server. This step does not guarantee flawless functionality of the e-shop under enormous load, but it does increase the probability that the enormous load on the e-shop will be handled without problems or server outages.

10.16 The service of moving to your own server is always subject to a fee, either within the current public offer of the Service, which includes moving to your own server, or within the current individual offer. At the same time, the minimum notice period for the Service according to paragraph 5.8 applies.

10.17 Upgates does not guarantee that: 

• The Service will meet the specific subjective requirements and ideas of the Customer;
• The Customer has not set all the necessary parameters that require his cooperation, or the parameters are entered incorrectly by the Customer;
• The Service will operate without any interruptions, securely or error-free;
• the results obtained from using the Service will be completely accurate and reliable;
• the quality of all products, services, information or other materials purchased or obtained through the Service will meet Customer's expectations.

10.18 The Service is provided to all clients, and the Service cannot be individually adapted to subjective wishes and requirements.

10.19 The Customer acknowledges that Upgates shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including any damages resulting from lost profits, goodwill, use, data or other intangible losses (even if Upgates has been advised of the possibility of such damages) arising from: 

• the use of or inability to use the Service (or any part thereof);
• the cost of obtaining substitute goods and services resulting from goods, data, information or services purchased or obtained or messages received or transactions entered into through the Service;
• unauthorized access or interference with processes or data;
• statements or positions of any third party about the Service.

10.20 The Terms of Service constitute the entire agreement between the Customer and Upgates and set out the manner in which the Service is used, superseding all prior agreements between the Customer and Upgates (including any previous versions of the Terms of Service).

Please send questions regarding the Terms of Service directly to technical support via the form in the e-shop administration in the Support / Technical Support / New Question menu. 

Alternatively, send your questions to the business email obchod@upgates.cz.