Terms and Conditions of Service
§ 1 General provisions
- This document sets out the rules for the provision of Services by Spyrosoft and applies to matters not covered by the Agreement.
- You are obliged to comply with the provisions of this documents upon acceptance of the Offer.
- In the event of a conflict between these Terms and Conditions and the Offer, the terms of the Offer shall apply.
§ 2 Definitions
The terms used in the Terms and Conditions have the following meanings:
- You/Customer – an entrepreneur who is a natural person, legal person or organisational unit without legal personality, purchasing the Services offered by Spyrosoft.
- Spyrosoft – SPYROSOFT Spółka Akcyjna with its registered office in Wrocław, Plac Nowy Targ 28, entered in the Register of Entrepreneurs kept by the District Court for Wrocław – Fabryczna in Wrocław, 6th Commercial Division, under KRS number: 0000616387, Tax Identification Number (NIP): 8943078149, National Business Registry Number (REGON): 364386397, share capital: PLN 106,756.60.
- Parties – you and Spyrosoft.
- Website – Spyrosoft website, available at: www.spyro-soft.com, containing information about the Services offered by Spyrosoft, enabling their acquisition and communication with Spyrosoft.
- Terms and Conditions – this document, i.e. Terms and Conditions of Service of Spyrosoft S.A.
- Service – a service offered by Spyrosoft, in particular a consulting or technological service, provided for remuneration and in the scope specified in the Offer.
- Offer – a document prepared by Spyrosoft and provided to you, specifying the detailed rules for the provision of the Service, in particular taking into account the information obtained by Spyrosoft in the course of preparing the Quote, specifying the price of the Service, information regarding its provision and any other elements that may be relevant for the performance of the Service.
- Agreement – the agreement concluded between you and Spyrosoft as a result of your acceptance of the Offer provided by Spyrosoft.
- Quote – a series of actions taken by Spyrosoft to obtain information about your needs, details of the Service and other actions that may be relevant to determine the remuneration due to Spyrosoft and the subject and scope of the Service.
- Confidential Information – all information, documents and data that will be made available by the Parties in the course of cooperation, regardless of the form of their transmission, in particular commercial, financial, technical, organisational, technological information.
- Payment Operator – an entity providing online payment services through which you can make payments to Spyrosoft. The Payment Operator used is ING Bank Śląski SA., ul. Sokolska 34, 40-086 Katowice, entered in the Register of Entrepreneurs at the District Court Katowice – Wschód, 8th Commercial Division of the National Court Register, under KRS number: 0000005459, share capital: PLN 130,100,000.00 paid in full, Tax Identification Number (NIP): 634-013-54-75, National Business Registry Number (REGON): 271514909.
§ 3 Data confidentiality
- Each Party shall:
- use the Confidential Information only for the purposes of cooperation,
- keep Confidential Information in secret,
- not to disclose Confidential Information, except for the cases indicated in the Terms and Conditions or in the Agreement,
- protect the Confidential Information against access by unauthorised persons,
- notify the other Party of any breach of the Terms and Conditions and the Agreement with respect to the protection of Confidential Information.
- Confidential Information may be disclosed:
- to members of bodies, employees and advisers, if such disclosure is necessary for the cooperation of the Parties;
- if the disclosure of such Confidential Information is strictly required by law, a final court decision or an administrative decision;
- if a Party gives its prior written consent to the disclosure of Confidential Information provided to the other Party,
- if it is necessary to ensure proper cooperation between the Parties.
- In the event of a situation described in section 2(2) above, the Party shall immediately notify the other Party of any request of an authorised entity.
§ 4 Quote
- In the event of your interest in the Service you are obliged to provide us at least with your full name (or your company name), email address and telephone number, as well as the subject matter of the Service in which you are interested. You may provide the data referred to in the preceding sentence via the form posted on the Spyrosoft website or in any other way.
- Prior to the commencement of the Quote, Spyrosoft sends you the content of these Terms and Conditions to the email address you provided.
- After you have expressed interest in the Service, Spyrosoft will immediately contact you by phone or via the email address you provided in the Agreement to determine the details of the Quote.
- In the course of preparing the Quote, you may be obliged, in particular, to provide detailed information regarding the subject matter of the Service, the expected period of its provision, as well as any other information that Spyrosoft deems necessary in the course of preparing the Quote.
- You are obliged to provide all data and information to Spyrosoft immediately, not later than within 3 business days from the date of Spyrosoft’s request to provide it.
- Preparing the Quote by Spyrosoft is free of charge. For important reasons, Spyrosoft may refuse to prepare the Quote or discontinue its preparation, in particular in the event of your failure to cooperate in the manner described in sections 3-5 above. In such a case, Spyrosoft shall immediately notify you about the refusal to prepare the Quote or termination of its preparation.
§ 5 Offer
- After completing the Quote, Spyrosoft shall prepare the Offer and submit it to you.
- The Offer should, as a rule, contain information about the price of the Service, specify its subject matter in detail and contain other elements relevant to its provision.
- The Offer shall also include information about the time of provision of the Service. Provision of the Service may be one-time (fixed-price billing) or continuous – predetermined or indefinite with the possibility of termination of the Service with notice (time & material billing).
- Spyrosoft is obliged to prepare the Offer within 5 working days from the date of completion of the Quote.
- You shall confirm the content of the Offer within a period not exceeding 5 working days from the date of its receipt. Failure to confirm the content of the Offer within the period indicated in the previous sentence shall mean that you do not accept the content of the Offer. Confirmation of the Offer may take place, in particular, through the Website.
- Within the period specified in section 4, you may also request Spyrosoft to modify the content of the Offer, indicating which elements of the Offer you cannot accept and submitting a proposal to modify the content of the Offer.
- Spyrosoft may refuse to modify the Offer or agree to such a change. The Offer submitted in response to your request referred to in section 6 shall be treated as a new Offer.
§ 6 Remuneration
- You shall pay to Spyrosoft the remuneration specified in accordance with the Offer and within the time limits indicated therein.
- The remuneration due to Spyrosoft for the provision of the Services is a net amount. These amounts should be increased by value added tax in accordance with the applicable regulations.
- You shall make the payment for the Services provided on the basis of a VAT invoice issued by Spyrosoft and provided to you in electronic form, using the electronic payment functionality made available by the Payment Operator.
- Payment can be made via a so-called online transfer, directly from the Website or via the link provided to you by Spyrosoft, enabling the so-called quick online payment.
- Detailed instructions regarding your payment will be provided in the form of messages displayed on the platform provided by the Payment Operator, in the most accessible and understandable manner. You should follow the instructions provided to you on an ongoing basis.
- Payments to Spyrosoft may only be made by persons authorised to use the given instrument used to make such payments. Cases of fraud detected by Spyrosoft or the Payment Operator will be reported directly to the competent authorities.
§ 7 Use of the website
- Your use of the Website requires:
- a device allowing access to the Internet, with an installed web browser enabling browsing the resources of the Internet and accepting cookies,
- active Internet connection, allowing for mutual communication,
- an active email address that you can use without obstacles
- You shall:
- use the Website in a way that does not hinder the use of it by other Customers,
- refrain from activities that could hinder or prevent the functioning of the Website, including destroying, changing, removing, damaging access to the Website for other Customers,
- refrain from using viruses, Trojans, bots or other computer codes or programmes that may affect the functioning of the Website in any way,
- comply with Spyrosoft’s proprietary copyrights
§ 8 Personal data and their use
- The Controller of your personal data is SPYROSOFT Spółka Akcyjna with its registered office in Wrocław, Plac Nowy Targ 28, entered in the Register of Entrepreneurs kept by the District Court for Wrocław – Fabryczna in Wrocław, 6th Commercial Division, under KRS number: 0000616387, Tax Identification Number (NIP): 8943078149, National Business Registry Number (REGON): 364386397, share capital: PLN 106,756.60; Spyrosoft conducts processing operations of your personal data.
- You can contact Spyrosoft in writing via traditional mail at: Pl. Nowy Targ 28, 50-141 Wrocław or by email sent to the following address: email@example.com
- the basis for the processing of your personal data is:
- reliable implementation of the obligations arising from the Agreement concluded as a result of the acceptance of the Offer, provision of Services and possible processing of complaints;
- fulfilment of Spyrosoft’s legal obligation consisting in the need to maintain reliable accounting and financial documentation;
- article 6 (1)(f) of the Regulation, i.e. the necessity resulting from the legitimate interests pursued by Spyrosoft, such as offering services of the highest standard, as well as providing information about Spyrosoft and its activities, including the preparation of the Quote.
- Your personal data will be processed for the purposes of:
- preparation of the Offer and performance of the agreement concluded as a result of its acceptance, including the execution of payments and processing of complaints,
- presenting an Offer for the services provided by Spyrosoft, as well as information about new solutions introduced,
- providing marketing information and messages,
- Your personal data will not be transferred to recipients located in a third country, i.e. outside the European Economic Area.
- You have the right to:
- request Spyrosoft to provide access to, rectify, delete or restrict the processing of your personal data,
- object to such processing,
- transfer your data,
- lodge a complaint with a supervisory authority.
The above rights may be exercised by submitting an application using the details indicated in section 2 above.
- Personal data are not subject to automated decision making, including profiling.
- Personal data will be stored for the period necessary to perform the obligations arising from the concluded agreement and necessary for the implementation of Spyrosoft’s legitimate interests referred to in section 4 above, but not longer than until the limitation of claims related to the performance of the concluded agreement and the expiry of the period in which public administration bodies may initiate administrative proceedings related to the said agreement, as well as until Spyrosoft completes activities consisting in offering products and services and marketing activities as part of its business activity.
§ 9 Additional consumer rights
- Spyrosoft shall be liable for non-performance or improper performance of the activities described in the Terms and Conditions and the submitted Offer.
- Spyrosoft reserves the right to:
- periodically disable the Website for its expansion or maintenance,
- occasional, short interruptions in access to the Website, without giving reasons,
- use the Website to conduct marketing activities.
- If you are a consumer, you have the right to withdraw from the concluded Agreement without giving reasons by submitting an appropriate statement to Spyrosoft (it is sufficient to send a letter to the following email address: firstname.lastname@example.org) within 14 (fourteen) calendar days from the date of conclusion of the Agreement (i.e. your acceptance of the Offer). In order to meet this deadline, it is sufficient to send the statement before its expiry.
- If you exercise the right referred to in section 3, the return of the remuneration paid to Spyrosoft, subject to section 5, shall take place within 14 (fourteen) calendar days from the date of receipt of the statement by Spyrosoft. Spyrosoft makes a refund using the same payment method you used, unless you have expressly agreed to another method of refund that does not involve any costs for you. Your withdrawal from the agreement does not entail costs on your part, with the following reservations.
- You shall not have the right to withdraw from the Agreement concluded outside the business premises or at a distance in relation to the Agreement for the provision of Services, if Spyrosoft has fully performed the Service with your express consent and, before the beginning of such performance, you have been informed that after such performance by Spyrosoft, you will lose the right to withdraw from the Agreement.
- You can use out-of-court methods of dealing with complaints and pursuing claims related to the agreement, including with the help of the Municipal Consumer Ombudsman acting on the basis of the Act on Competition and Consumer Protection. If you are a consumer, you also have the opportunity to use an out-of-court method of dealing with complaints and pursuing claims before the Permanent Consumer Arbitration Court at the Voivodeship Inspector of Trade Inspection in Warsaw. Information on how to access the above-mentioned dispute resolution method and procedures can be found at: www.uokik.gov.pl, in the tab “Polubowne rozwiązywanie sporów konsumenckich” (Amicable settlement of consumer disputes).
§ 10 Complaints
- Spyrosoft declares that the Services provided should be of the highest quality. However, if you deem the level of Service unsatisfactory, you may submit a complaint in writing to the following address: Pl. Nowy Targ 28, 50-141 Wrocław or by email sent to the following address: email@example.com
- The complaint should include: first name, last name, email address of the person submitting the complaint, your name and description of the event that is the reason for the complaint.
- Information about the outcome of the complaint procedure will be provided to you via email to the email address you indicated, within 14 days from the date of delivery of the notification to Spyrosoft.
- If the complaint regarding the Service proves to be justified, Spyrosoft is obliged to perform corrective actions within 14 days from the date of providing you with information on the outcome of the complaint procedure, in accordance with section 3 above.
- In the event that the complaint requires an investigation, Spyrosoft reserves the right to extend the deadline for considering the complaint, of which you will be immediately notified.
§ 11 Force majeure
- Spyrosoft shall not be liable for untimely or improper performance of its obligations if the reason for such untimely or improper performance of obligations is force majeure. Force majeure is understood as extraordinary events, independent of the will of Spyrosoft, which at the time of conclusion of the agreement could not have been foreseen and the occurrence of which could not have been prevented by economically justified measures, i.e. in particular: flood, fire, hurricane, earthquake, state of epidemic, state of epidemic emergency, state of natural disaster, state of emergency, downtime caused by the introduction of restrictions or measures taken in connection with or to counteract the phenomena recognised by the World Health Organization or state administration authorities as a pandemic or epidemic.
- Spyrosoft is obliged to immediately notify you of the occurrence, expected duration, proposed course of action and the cessation of force majeure.
- Spyrosoft, together with you, will establish new conditions for the execution of the order, taking into account in particular the appropriate postponement of the execution date, immediately after the cessation of force majeure.
§ 12 Severability clause
If any provision of the Terms and Conditions is found to be invalid, ineffective or unenforceable, in whole or in part, it shall not affect the validity, effectiveness or enforceability of the remaining provisions of the Terms and Conditions. The Parties should replace such a provision with another provision negotiated in good faith, which, as far as possible, shall achieve the original economic objective of the Parties.
§ 13 Final provisions
- The headings indicated in these Terms and Conditions are only ancillary and do not affect the interpretation of its provisions.
- In matters not covered herein, the provisions of the Civil Code and the relevant laws of the Polish law, as well as the laws of the European Union, in particular the GDPR (Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 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) shall apply