Business and Licence Terms and Conditons

These Business and Licence Terms and Conditons (hereinafer „Terms and Conditons“) apply to contracts concluded through the www.prosoundbase.com web interface (hereinafer the „Web Interface“) by and between

our company:

Zvuková banka s.r.o., with its registered seat at Univerzitní 684/8, Malešice, 108 00 Prague 10, Czech Republic

Business ID No.: 06543260,

is not subject to VAT

registered in the Commercial Register maintained by the Municipal Court in Prague, Section C, File No. 284016

delivery address: Univerzitní 684/8, Malešice, 108 00 Prague 10, Czech Republic

e-mail: info@prosoundbase.com

 

as the Licensor

and you as the Licensee.

 

1. INTRODUCTORY PROVISIONS

1.1.Terms and Conditons Content Summary

The Terms and Conditons govern the conclusion of a licence contract between you and us. By such licence contract (or the “Contract”), we grant you authorization to exercise the right to sound recording which you choose on our Web Interface (hereinafter the “Sound”) and you undertake to pay us the fee (hereinafter the “Sound Price”) for this authorization.

Please note that the Sound is not the subject of purchase, you are only provided with a right to its use (licence) in the extent of these Terms and Conditions. You do not become owner of the Sound. The Sound may or may not be subject to copyright.

1.2. What governs our legal relationship?

Our legal relationship is governed by the contract, which consists of the following documents:

−the Terms, which define and specify our mutual rights and obligations;

−Privacy Policy, which governs the protection of your personal data;

−any conditions and instructions stipulated on the website, especially when concluding the contract;

−the purchase order and its acceptance from our side;

and in any matters not covered by the contract are our reciprocal rights and obligations governed by the following legislation:
 

−Act no. 89/2012 Sb., the Civil Code, as amended, (hereinafter referred to as the „Civil Code“).

−Act no. 634/1992 Sb., on Consumer Protection, as amended (only if you are a consumer).

Please note, that in case your residence or your registered office is situated outside of the Czech Republic or if our legal relationship includes any other international element, our relationship is governed by the Czech Law. In case you are a consumer and the legal order of your state of residency provides you with a higher level of consumer protection than the Czech legal order, the higher level of consumer protection applies to you.

1.3. How do you express your consent with the Terms?

You express the consent and the acquaintance with the Terms by sending a purchase order and also by confirming the acknowledgement of the Terms on the website.

1.4. What else should you know concerning the Terms?

In the case of nullity, inefficacy or inapplicability of any provision of the Terms (or will become as such), the provision, which by its sense is closest to the invalid, ineffective or inapplicable provision, will apply. The validity of other provisions is not affected by such cases.

We are allowed to alter or amend the Terms. Your rights and obligations are always governed by the version of the Terms amended in the time of its emergence. It is possible to alter or amend the Terms in written way only.

 

2. CONTRACT AND LICENCE

2.1. How do we conclude the Contract and when the licence is provided to you?

In order to conclude the Contract (and gain access to the Sound), it is necessary for you to register on the Web Interface (in accordance with Article 9 of these Terms and Conditions), to submit your order in accordance with these Terms and Conditions and for us to accept such order.

Presentation of the goods is for your information only and it is not our offer for concluding a contract of sale in the meaning of Section 1732 par. 2 of the Civil Code.

Licence for a specific Sound is provided to you upon clicking the “Download” button next to such specific Sound (see Article 5 of these Terms and Conditions for more details).

2.2. What is the content of the licence contract?

By the licence contract, we grant you with a non-exclusive, quantitatively and locally unlimited licence to use your selected and purchased Sound. The licence is limited in time by duration of property rights to the Sound.

You may not distribute the Sound independently, for a fee or free of charge, without our previous written consent. You may not use the Sound in any other manner than as allowed by the licence under these Terms and Conditions or by the law.

You may edit, reproduce or copy the Sound, include it in a collective author’s work and use it in a film, series, video, video game or a similar project. Within such use, you can grant sublicence to a third person or you may transfer the licence to a third person. In other cases, you may not grant sublicence to a third person nor may you transfer the licence to a third person without our previous written consent.

If you breach your obligations under this Article, we shall be in particular entitled to compensation for damages, recovery of undue payments, provision of reasonable satisfaction and termination of the licence contract (termination of your user account).

You are not obliged to use the licence.

2.3. How to submit your order?

You can always submit an order via our website (by filling a form), or by any other way currently allowed on our website. The order must contain all the information required in the form.

Before sending a binding purchase order, you will be given a recapitulation of your order including the final price (containing all the taxes, duties and charges). Please note, that within recapitulation you have the last chance to change the inserted information.

You submit the binding purchase order by clicking the button “Pay and complete the purchase“. We consider the data in the binding purchase order to be correct and complete. In case of any change, please, inform us without undue delay via e-mail or telephone.

2.4. Is it possible to cancel or change an already sent order?

You can cancel your order which has not been accepted by us yet by telephone or via e- mail. All orders accepted by us are binding. Later cancellation of the order is only possible by an agreement with us. If you cancel your, among which it is not possible to withdraw from the contract (see Article 6), we are entitled to claim the reimbursement of the costs already expended by us to that time.

2.5. How do you find out that we received your order and when is the contract concluded?

We will inform you about receiving your order. Information about receiving the order also means accepting the order by us.

The contract is concluded as of the moment of the delivery of our acceptance of the purchase order from us to you. If there is no order acceptance, the contract is concluded upon your payment for the Sound.

2.6. Is it possible to obtain a contract in text form?

Documents forming the contract will be sent to you via e-mail or can be printed and sent per post at your request. We can demand recovering of the related costs when sending per post.

The documents constituting the contract are archived by us in electronic form. The contract is not accessible to third parties.

 

3. PRICE FOR SOUND

3.1. Can the Sound Price on the Web Interface change?

If the Sound Price listed on the Web Interface or during the order procedure is not valid anymore, we will inform you about such fact immediately. However, accepted orders shall not be subject to any change of Sound Price which occurred in the interval between submitting the order and its acceptance by us.

In case there is a completely obvious technical error in displaying the Sound Price on the Web Interface or during the order procedure, we shall not be obliged to make the Sound available to you for such obviously wrong price.

3.2. Can Sound discounts be combined?

Possible discounts cannot be combined with each other unless explicitly stated otherwise on the Web Interface.

 

4. PAYMENT CONDITIONS

4.1. What payment methods do we accept?

You can pay the Sound Prices in particular in cashless online form by a credit card, using the GoPay payment gateway, before the Sound is made available or by a wireless transfer to our bank account (payment instructions will be sent to you in the order confirmation) before the Sound is made available.

Any further payment methods and any fees associated with some payment methods are listed on the Web Interface.

4.2. When does the Sound Price become due?

In case of cashless payment, the Sound Price shall be due within five days following acceptance of the order. The Price is considered paid upon crediting the respective amount to our bank account. We reserve the right to withdraw from the Contract if we do not receive the price by its due date.

 

5. TERMS OF DELIVERY

5.1. How do we deliver the Sound to you?

Following submission of the order and its payment in accordance with these Terms and Conditions, you will be able to download Sounds, the number of which is listed in the order. You choose the specific sound from the offer on the Web Interface. Your selected Sound will be made available to you in your user account after clicking the “Download” button next to such Sound.

5.2. When do we deliver the Sound to you?

The Sound will be made available to you in your user account after clicking the “ Download” button next to the Sound within 24 hours following the click, unless stated otherwise.

Delivery of the Sound shall mean the moment when the Sound is made available to you in your user account. You can download the Sound from your user account to your devices, even repeatedly.

 

6. WITHDRAWAL FROM CONTRACT

6.1. Can you withdraw from the Contract?

If you are a consumer, you can withdraw from the Contract within 14 days following its conclusion, unless you explicitly agreed with provision of the Sound before such deadline according to the following paragraph.

You grant us your explicit consent to provision of the Sound before the deadline for withdrawal from the Contract by clicking the “Download” button next to the Sound. At the same time, you acknowledge that in accordance with Section 1837 (l) of the Civil Code, you hereby lose the right to withdraw from the Contract without stating reasons within the 14-day period.

If you purchased more than one Sound, you grant us your explicit consent with provision of the Sound before the deadline for withdrawal from the Contract according to the previous paragraph by clicking the “Download” button next to the first Sound.

Subject to such consent, we can make the Sound available (deliver digital content) to you before the end of the 14-day period. The Sound will be made available to you after clicking the “Download” button next to the Sound (see Article 5 of these Terms and Conditions for more details).

By granting your explicit consent to provision of the Sound before the end of the 14-day period for withdrawal from Contract, you lose the right to withdraw from such Contract within the 14-day period.

6.2. When we can withdraw from the contract?

We reserved the right to withdraw from the contract in the following cases:

− we did not receive the purchase price in the time of its due;

− the performance becomes objectively impossible or illegal.

Should any of the abovementioned situations occur, we will inform you about our withdrawal from the contract without undue delay.

If you have already fully or partly paid the purchase price, we will refund you the received amount to the bank account you provide us for this purpose or to the bank account from which you made the payment. The money is returned within five days from the withdrawal from the contract.

 

7. RIGHTS FROM DEFECTIVE PERFORMANCE

Your rights from defective performance shall be governed by respective generally binding legislation (in particular provisions of Sections 1914 to 1925 of the Civil Code).

7.1. For which defects of the Sounds provided are we liable?

As the provider of Sounds, we are liable for the fact that the Sound has no defects upon provision and that it is provided in accordance with the Contract. The Sound has no defects upon provision and is provided in accordance with the Contract if it:

− corresponds to its description on the Web Interface;

− is provided within the agreed deadline and for the agreed period;

− is provided with due expertise and care;

− is in compliance with requirements of legal regulations.

7.2. What is the warranty period for Sounds provided?

Sounds provided can be claimed up to six months following the date when the Sound is provided.

7.3. What rights from defective performance do you have?

If the Sound was provided to you defectively, you shall be in particular entitled to:

a) free remedy (in particular to subsequent provision of the Sound or to provision of a replacement Sound);

b) reasonable Sound Price reduction;

c) withdrawal from the Contract (only if such defective performance constitutes a serious breach of the Contract).

Any other rights arising from valid legal regulations shall not be affected by this provision.

7.4. When rights from defective performance cannot be exercised?

You shall not be entitled to defective performance if:

− you had been aware of the defect before the sound was provided;

− you caused the defect yourself.

7.5. How to proceed with the claim?

The claim shall be filed with us immediately after the discovery of the defect.

Claims can be filed by e-mail, by phone or in writing. When filing a claim, we recommend to describe as accurately as possible what you see as a defect of the Sound. This will speed up the claim process.

The claim is considered submitted in the moment when we are notified about occurrence of the defect and the right from responsibility for defects of the Sound provided is exercised.

Any claim received is resolved immediately, in more complex cases within three working days. Reasonable time required to professionally assess the defect is not included in this period. Claims (including possible removal of the defect) shall be settled without undue delay, no later than within 30 days following filing of the claim, unless a longer period is agreed.

In accordance with the Civil Code, you shall be entitled to reimbursement of reasonable costs in case of filing a claim. Please note that your right to reimbursement of such costs shall be exercised within one month following the end of the period in which a defect shall be reported.

 

8. OTHER INFORMATION FOR CONSUMERS

8.1. Is the contract a consumer contract?

The contract is a consumer contract in case you are a consumer, i.e. if you are an individual person and your purchase is not connected to trade, business or profession. Otherwise, the contract is not a consumer contract and you are not provided the consumer protection under the law and the Terms.

8.2. What authorization to perform our activity do we have and with whom do we cooperate?

We are authorized to perform our activity on the basis of a trade licence. Our activity is not subject to any other authorization process.

8.3. How do we handle complaints?

Any complaints are handled by us via our contact e-mail. You can also contact the relevant trade licensing office or the Czech Trade Inspection Authority.

8.4. What rights may you exercise in dispute arising from the contract?

If a contractual dispute arises between you as a consumer and us, that we have not been able to resolve directly, you have the right to submit the dispute to the Czech Trade Inspection Authority (address: Česká obchodní inspekce, Ústřední inspektorát - oddělení ADR, Štěpánská 15, 120 00 Prague 2, Czech Republic; website: www.coi.cz, www.adr.coi.cz; electronic contact: adr@coi.cz; telephone: +420 296 366 360) or, alternatively, the Czech Consumer Association (http://www.konzument.cz), in order to carry out alternative dispute resolution procedure. You shall exercise the right within 1 year of the date you have asserted the right subjected to the contractual dispute.

If you are dissatisfied with goods or services purchased, you can use the Online Dispute Resolution Platorm developed by the European Commission (http://ec.europa.eu/consumers/odr/). It is also possible to use the Online Dispute Resolution Platorm for the purpose of selecting the alternative dispute resolution bodies which offer out-of-court settlement procedures.

 

9. REGISTRATION ON THE WEB INTERFACE

9.1. How can you register on the Web Interface?

By the registration via the registration form situated on the website is created a user account. Keep the access data to the user account in secret. We are not responsible for any misuse of the user account by a third party.

Information provided within the registration must be truthful and complete. We are authorised to delete an account, created with false or incomplete data, without any compensation. In case of change of your user details we recommend their change in the user account without undue delay.

You can only have a single user account on the Web Interface. We can terminate any other user account registered for your person without compensatoon.

9.2. What is the purpose of the user account?

You can use your user account in particular to see the list of your purchased Sounds, download Sounds and manage your user account. Registration can bring you further benefits which are listed on the Web Interface. Any other features of the user account are always listed on the Web Interface.

9.3. Can you make your user account available to a third person?

Only you can use your user account. You cannot make it available to a third person.

9.4. When can we terminate your user account?

Please note that we are entitled to terminate your user account without compensation if your user account is used contrary to principles of morality, valid legal regulations or these Terms and Conditions (in particular Articles 9.1. and 9.3. of these Terms and Conditions).

 

10. PROTECTION OF COPYRIGHT, LIABILITY AND USE OF THE WEB INTERFACE

10.1. Is the website content under copyright protection?

The content placed on the website (texts, photographs, images, logos etc.), including the software and these Terms, is protected by our copyright and may be protected by other rights of other persons. You are forbidden to modify, copy, reproduce, distribute or use it for any purpose without our consent or consent of a copyright holder. In particular, it is forbidden to make available any photos and texts placed on the website either paid or free of charge.

The names and designations of products, goods, services, firm and company names can be registered trademarks of their respective owners.

10.2. Liability and using the website

We are not liable for errors originating due to interference of third persons with the website or due to its use contrary to its purpose. While using the website you cannot use any mechanisms, software, scripts or other processes which could have a negative impact on its operation, i.e. mainly interfere with the function of the system or unreasonably burden the system.

If you commit any illegal or unethical act during the use of the website, we are entitled to restrict, suspend or terminate your access to the website without any compensation. In this case, you are obliged to pay us compensation for the damage, which we clearly incurred due to your acts under this paragraph, in full amount.

Note that by clicking on certain links on the website you may exit the website and be redirected to websites of third parties.

 

The Terms are valid and effective as of 2 February 2022.