Version: 21.1, GTC Effective Date: 1.12.2021
1 SCOPE OF APPLICATION
2 DEFINITIONS AND INTERPRETATION
2.1.1 “Consumer” – shall mean an individual who uses the ZoenShop Software for personal, non-commercial purposes;
2.1.2 “Consumer Rights Directive” shall mean the Directive 2011/83/EU of the European Parliament and of the Council of 25 October 2011 on consumer rights;
2.1.3 “Merchant” shall mean a legal person or a natural person who uses the ZoenShop Software for commercial purposes, i. e. offers to sell and/or sells Products to Consumer when using the ZoenShop Software;
2.1.4 “Payment Processor” shall mean the company providing payment services;
2.1.5 “Payment Services Act” shall mean the Slovak Act No. 492/2009 Coll. on Payment Services as amended;
2.1.6 “Products” shall mean any and all products offered by the Merchant to its Consumers using the ZoenShop Software related to the business purpose of the Merchant;
2.1.7 “Provider” shall mean the company zoen shop s.r.o., with its registered office at Fialková 26, 903 01 Senec, ID No.: 53 697 618, VAT ID No.: SK 2121463531, entered in the Commercial Register administered by the District Court in Bratislava I, Section Sro, File No. 151676/B, E-mail: firstname.lastname@example.org;
2.1.8 “Purchase Price” shall be the final price at which the Product is sold by the Merchant to the Consumer during the audio and/or video communication through the ZoenShop Software that includes all taxes, duties, levies, warehousing, packaging, cost of transport and logistics charges as well as any other charges;
2.1.9 “PSD 2 Directive” shall mean the Directive (EU) 2015/2366 of the European Parliament and of the Council of 25 November 2015 on payment services in the internal market, amending Directives 2002/65/EC, 2009/110/EC and 2013/36/EU and Regulation (EU) No 1093/2010, and repealing Directive 2007/64/EC;
2.1.10 “Territory” shall mean the territory of the European Economic Area;
2.1.12 “ZoenShop Software” shall mean the audio and video calling software developed and owned by the Provider to which the Provider grants the Merchant the non-exclusive licence, that is used by the Merchant to facilitate, broker and negotiate sale of the Products to the Consumer and to facilitate the payment for Purchase Price;
2.1.13 “ZoenShop Website” shall mean the website operated by or on behalf of the Provider available on zoen.shop.
3.4 ZoenShop Software enables the Consumer to initiate audio and/or video communication with the Merchant by clicking on the ZoenShop widget. During the audio and/or video communication the Merchant visually demonstrates to the Consumer the Products in Merchant’s brick and mortar retail shop and realizes the steps for the offer and sale of the Product by the Consumer including the selection of the Product and effecting the payment for the Product. Audio and/or video communication between the Consumer and the Merchant can only be initiated by the Consumer.
3.5 The Consumer is allowed to use the ZoenShop Software either as registered or unregistered Consumer. Registration and use of the ZoenShop Software are free of charge for the Consumer. The Consumer is not obliged to register for an account with the ZoenShop Software.
3.6 The registration with the ZoenShop Software as well as the use of the ZoenShop Software without registration is only possible for persons who have full legal capacity. The Consumer shall be at least 16 (sixteen) years of age or age required by the legislation of the country from which the Product is purchased in order to be able to use the ZoenShop Software legally. If the Consumer is not of sufficient age to use the ZoenShop Software according to the previous sentence or if the Consumer does not have full legal capacity, a legal representative always acts on behalf of such person. By registering with the ZoenShop Software or using the ZoenShop Software without registration, the Consumer confirms that he is a person who has full legal capacity and is of sufficient age or is represented by a legal representative.
3.7 The Consumer is allowed to use the ZoenShop Software within the Territory. The Consumer shall ensure compliance with all the legal requirements of the state concerned and non-infringement of its legislation.
3.8 The Provider provides necessary support to the Consumers. The Provider makes various policies and other resources available to the Consumer to answer common questions and to set expectations about using the ZoenShop Software. The Consumer is also entitled to contact the Provider with a request for assistance in resolving technical problems in the use of the ZoenShop Software. All such requests as well as all questions, comments and complaints relating to the use of the ZoenShop Software shall be addressed to the Provider via contact form available on the ZoenShop Website or via e – mail using the following contact details email@example.com.
4 REGISTRATION OF THE CONSUMER
4.1 The Consumer may register through the registration form available on the ZoenShop Website. For the completion of the registration form, the Consumer shall provide the Provider with all required data, including identification and payment data. The registration of the Consumer is completed, when the Consumer receives the registration confirmation e-mail. The receipt of the registration confirmation e-mail is not claimable as the Provider reserves the right to refuse or not allow the registration of the Consumer.
4.2 The Consumer acknowledges that the Consumer’s account becomes permanently the property of the Provider from the moment of the Consumer’s registration with the ZoenShop Software. The provision of the Consumer’s account is solely at the discretion of the Provider and there is no claim to actual availability of the Consumer’s account and the ZoenShop Software. The Consumer acknowledges that the Consumer’s account and the ZoenShop Software may not be available at all times. The Consumer is the only administrator of the Consumer’s account and is fully responsible for the Consumer’s account, its content and activities. Any activity on the Consumer’s account will be automatically assigned to the Consumer.
4.3 The Consumer is not allowed to be registered for more than one account with the ZoenShop Software. The Consumer’s account is authorized to be used exclusively by the Consumer and it is not allowed to transfer the Consumer’s account to any other person.
4.4 The Consumer acknowledges that without registering with the ZoenShop Software there is a requirement to provide the data necessary to conclude a purchase agreement between the Merchant and the Consumer and pay the Purchase Price during the call with the Merchant.
4.5 All the data provided by the Consumer, whether at the registration or during the call, shall be correct, accurate, complete and up-to-date and the Consumer shall keep the data in that way. The Consumer will bear all the responsibility if the data provided by the Consumer are incorrect, inaccurate, incomplete or not up-to-date or in the event of failure of the obligation to keep the data in that way.
5 PREMITTED USE
5.3 In particular, the Consumer must refrain from the use of the ZoenShop Software in the following manner:
5.3.1 infringing generally binding regulation;
5.3.2 infringing any of right of the Provider or the Merchant or any other person;
5.3.3 causing any harm or damage to the Provider or the Merchant or any other person;
5.3.4 any form of impersonal or automatized use of the ZoenShop Software;
5.3.5 misusing, overloading or other improper handling of the ZoenShop Software or using it contrary to the permitted use,
5.3.6 abusive, harmful, obscene, offensive, harassing, inciting violence or hatred, discriminatory, racially or ethnically offensive, or which incites or encourages illegal or otherwise inappropriate conduct, such as the promotion of violent crimes, endangerment or exploitation of children, the elderly or any other people;
5.3.7 libellous or in any way denigrating of goods or reputation of any person;
5.3.8 publishing or using software viruses or other computer codes, files or programs that may endanger, interrupt, limit or stop the operation of the ZoenShop Software;
5.3.9 disrupting or damaging the ZoenShop Software or attempting to do so.
6.3 The Provider is not responsible in any way for any processing of personal data of the Consumer by the Merchant or any other person. Such processing of personal data shall be subject to the policies of the Merchant and/or any other person who process such personal data.
7 INTELLECTUAL PROPERTY RIGHTS
7.1 The Provider is the owner, sole proprietor and holder of all copyrights, trademarks, domains, logos, trade secrets and other intellectual property rights associated with the ZoenShop Website and ZoenShop Software, including graphical representations, their layouts, texts, interfaces, as well as its content in accordance with the relevant legislation.
7.3 The User is neither allowed to make copies of the ZoenShop Website nor to print its content.
8.1 The Provider provides the ZoenShop Software “as it is” and makes no representations and warranties with respect to the use of the ZoenShop Software and/or ZoenShop Website. The Provider shall bear no liability for any damage, harm or injury suffered by the Consumer or any other person in relation to the use of the ZoenShop Software and/or ZoenShop Website. In particular, the Provider shall not be liable for functionality, compatibility, faultlessness, flawlessness, delay, quality of the data transmission or connection during the video or/and audio communication as well as completeness, truthfulness, accuracy and timeliness of the content and any information or data provided on the ZoenShop Website.
8.2 The use of the ZoenShop Software does not establish any direct contractual or consumer relationship between the Provider and the Consumer. Consumer relationship arises exclusively between the Merchant and the Consumer. The Consumer acknowledges that the Provider does not represent the Consumer at any time during the operation of the ZoenShop Software and the ZoenShop Website nor does the Provider act in his name, on his behalf. No agency relationship in any form shall be established between the Provider and the Consumer.
8.3 Neither the ZoenShop Software nor the ZoenShop Website shall be deemed to be an e-shop and the Provider shall not be deemed to be an e-shop operator. The Provider neither sell the Products to the Consumer nor provide any services to the Consumer, thus the Provider does not act as a seller or reseller of the Products in any moment. The ZoenShop Software plays a facilitation or supporting role and the Provider has no liability in connection with the fulfilment of the purchase agreement negotiated through the ZoenShop Software.
8.4 The Provider bears no responsibility for claims of the Merchant and/or the Consumer arising from or in connection with the contractual relationship between the Merchant and the Consumer. In particular, the Provider bears no liability for the content of communication between the Merchant and the Consumer as well as for any factual and legal implications of their relationship.
8.5 The Consumer acknowledges that the Provider is not obliged to respond to any request or communication addressed to the Provider by the Consumer concerning any complaint regarding the purchased Products or their return. In the event of any request or communication concerning such complaint regarding the purchased Products or return of the purchased Products, the Consumer shall directly address such request or communication to the Merchant.
8.6 The Provider shall process the Purchase Price payment made by the Consumer in connection with the use of the ZoenShop Software by the Payment Processor. The Consumer acknowledges that the Provider is not subject to the application of the Payment Services Act because the Provider is authorized to negotiate the sale of Products solely on behalf of the Merchant. Thus, it falls under the exemption of Section 1(3)(b) of the Payment Services Act which transposes the exclusion under Article 3(b) of the PSD 2 Directive.
8.7 The Provider shall have no liability for execution of the Purchase Price payment and functionality or availability of the payment service. In particular, the Provider shall not be liable for any damage or harm caused in connection with the execution of the Purchase Price payment, including incorrectly executed payment transactions or unauthorized transactions. Any requests or communication regarding execution of Purchase Price payments shall be addressed directly to the bank or the Payment Processor.
8.8 The Merchant granted to the Provider free of charge licence to use a reference to the Merchant (with the Merchant’s logo if appropriate) and hypertext link to Merchant’s website to promote the ZoenShop Software in the Provider’s marketing materials and/or on the ZoenShop Website. Such reference serves solely for information purposes and does not constitute any form of consumer relationship between the Provider and the Consumer. The Provider is not responsible for the content of Merchant’s website.
8.9 The Consumer shall keep the Consumer’s account passwords confidential and take all necessary steps to prevent unauthorized access to the Consumer’s account. In particular, the Consumer shall log out of the Consumer’s account upon termination of the use of the ZoenShop Software to prevent misuse of the Consumer’s account, notify the Provider without undue delay upon becoming aware of any unauthorised access to or use of the Consumer’s account and provide all reasonable assistance to the Provider to bring to an end such unauthorised access or use. The Provider shall bear no responsibility for any misuse of the Consumer’s account.
8.10 The Provider has no control over Consumer’s account and thus no responsibility for the manner, scope or the time period of the use of the Consumer’s account.
8.12 The Provider neither verifies nor guarantees the authorization of person to act on behalf of the Merchant or the Consumer. The Provider neither verifies nor guarantees entitlement of the Merchant to sell or resell the Products, Merchant’s compliance with generally binding legal regulations, including tax regulations, Merchant ‘s credibility or the state of the Merchant ‘s human, financial and other resources.
8.13 The Provider is entitled to use the ZoenShop Software and the ZoenShop Website for marketing purposes, including advertising. The Consumer acknowledges that third-party advertising and links to third-party websites and other resources placed on the ZoenShop Website or within the ZoenShop Software are not controlled by the Provider and the Provider shall have no liability for them and their content.
8.14 The Provider shall have no liability for any electronic viruses, worms, software bombs or other similar items that the Consumer may encounter. The Consumer should use its own virus protection software. The Consumer will use reasonably efforts to ensure that it does not directly or indirectly introduce any computer viruses, worms, software bombs or other similar items into the ZoenShop Software. The Provider shall bear no liability for any potential damage or harm occurred to the Consumer or any other person in connection therewith.
8.15 The Consumer is responsible for configuring its information technology, computer programmes and platform to access the ZoenShop Software and the ZoenShop Website.
9 AVIALABILITY AND TERMINATION
9.1 The Provider is entitled at any time at its own discretion and without stating any reason or without any notice:
(i) to terminate, limit or suspend the operation of the ZoenShop Software or some of its individual parts, functions, features or modalities;
(ii) to add or remove individual parts, functions, features or modalities of the ZoenShop Software.
(i) to block, suspend, restrict, deactivate or cancel the Consumer’s account;
(ii) to terminate, limit or suspend availability of the ZoenShop Software or any of its individual parts, functions, features or modalities to the Consumer; or
(iii) in any other way prevent further use of the ZoenShop Software by the Consumer.
9.3 The exercise of any of the above stated entitlements of the Provider does not exclude Consumer’s possible liability for the damage caused.
9.4 The Provider shall not be reliable for any harm, injury or damage incurred in connection with the blocking, suspension, restriction, deactivation or cancellation of the Consumer’s account or termination, limitation or suspension of availability of the ZoenShop Software or any of its individual parts, functions, features or modalities to the Consumer or in connection with preventing the Consumer to use the ZoenShop Software in any other way.
10 APPLICABLE LAW AND JURISDICTION
11 FINAL PROVSIONS
11.1 The Consumer shall not assign, delegate or otherwise transfer to any other person any rights and/or obligations related to the use of the ZoenShop Software without the prior written consent of the Provider.