General Terms and Conditions of the PKF APOGEO Group from 1.7.2024
1 Preamble
1.1 The PKF APOGEO Group is a Czech consulting group providing comprehensive services in the area of transaction
consultancy, valuation, tax and accounting consultancy, payroll and HR, audit, family property administration,
company establishment and administration.
1.2 The PKF APOGEO Group hereby issues the present GTC, which establish a general framework of the rights and
obligations of the Parties in the provision of Services
2 Definitions
Amendment - means an amendment to the Agreement concluded in accordance with the contracting process
agreed in the Agreement
Person Concerned - means any employee of the Provider or any other member of the PKF APOGEO Group who is
or has been involved in the provision of Services to the Client
GDPR - means 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)
Client - means a person which is provided with Services by the Provider under the Agreement
Civil Code - means Act No. 89/2012 Coll., the Civil Code, as amended
Fee - means the Provider’s fee for the provision of Services and also any other pecuniary
performances associated with the provision of the Services that do not include Purposefully
Expended Costs and are agreed by the Parties in the Agreement; Depending on the nature of
the Services provided, the fee may be determined as a fixed amount or flat-rate fee, estimated
based on the time required and hourly rates, or based on the actual time required and hourly
rates.
Provider - means any member of the PKF APOGEO Group who provides a Service under the Agreement
PKF APOGEO Group - means the group of following companies: PKF APOGEO Group, SE (Id. No.: 24817601) in legal
terms, factually, by personnel, business, interests or in some other similar manner – i.e., PKF
APOGEO Advisory, s.r.o. (Id. No: 27661237), PKF APOGEO Audit, s.r.o. (Id. No: 27197310), PKF
APOGEO Esteem, a.s. (Id. No: 26103451), PKF APOGEO Transactions, s.r.o. (Id. No: 05669391),
Smart Office & Companies, s.r.o. (Id. No: 27252841), PKF Family Office, s.r.o. (Id. No:
06794611), PKF APOGEO Payroll, s.r.o. (Id. No: 09936475), PKF APOGEO Accounting, s.r.o. (Id.
No: 17140749), PKF APOGEO Tax, s.r.o. (Id. No: 17142504), PKF APOGEO Verifica, s.r.o. (Id.
No: 17303052), PKF APOGEO Advisory, s.r.o. (Id. No: 24154768) which are connected in a legal,
factual, personal, business, interest or other similar way.
Services - mean services provided under the Agreement by any member of the PKF APOGEO Group
Agreement - means an agreement entered into by and between one or more members of the PKF APOGEO
Group as the Provider/Providers of Services and the Client as the recipient of Services, as
amended, the contents of which are also specified in these GTC, STC and, if applicable, other
terms and conditions to which the Agreement or its Amendment refers to
Party - jointly refers to the Client and the Provider; the term “Party” in singular means any of the
Parties to the Agreement
STC - means special terms and conditions of the Provider with whom the Client enters into the
Agreement; in case the Agreement is entered into with more members of the PKF APOGEO
Group simultaneously, the term “STC” includes all special terms and conditions of the given
members of the PKF APOGEO Group to the extent to which they are not excluded
Professional Regulation - means the applicable professional chamber regulation if it is binding on the given Provider in
view of the nature of the Services provided by this Provider, e.g. the professional regulations
issued by the Chamber of Tax Advisers
Purposefully Expended Costs - means the costs incurred by the Provider in connection with the provision of the Services,
including, but not limited to, travel and accommodation costs, costs of international telephone
calls, courier services, postage, translation services and interpreting, court, administrative or
other similar fees, any other out-of-pocket expenses and other similar expenses
GTC - means General Terms and Conditions of the PKF APOGEO Group
AML Act - means Act No. 253/2008 Coll., on certain measures against legalising the proceeds of crime
and financing terrorism, as amended
NSIS Act - means Act No. 480/2004 Coll., on certain services of the information society and on
amendment to certain laws, as amended
3 Agreement
3.1 The Agreement is always made in writing unless the Parties agree otherwise.
3.2 Unless otherwise agreed by Parties, the Agreement is concluded:
3.2.1 if the Agreement is executed in writing and signed by both Parties;
3.2.2 if the Agreement is executed in electronic form and signed by both Parties by means of qualified
electronic signatures;
3.2.3 if the draft Agreement being sent from the contact email address of the offering Party is subsequently
expressly accepted by an email sent from the contact address of the receiving Party, where the email
messages containing the offer and acceptance must bear guaranteed electronic signatures;
3.2.4 if the draft Agreement being sent from the data box of the offering Party is subsequently expressly
accepted by a message sent from the data box of the receiving Party;
3.2.5 if the Agreement in electronic form is signed by both Parties with an electronic signature in the Signi
application accessible online at www.signi.com
3.3 Any changes to the draft Agreement made during the contracting process will be considered a new draft Agreement.
These GTC disapply Section 1740 (3) of the Civil Code.
3.4 The Agreement may be modified or supplemented only based on mutual agreement of the Parties in the form of
written Amendments. This provision shall not apply to changes according to provisions of Articles 5.2 to 5.5, 6.1
and 17.6 of these GTC
3.5 Unless the Agreement or STC stipulates otherwise, these GTC shall apply, provided that (i) the Agreement will
always prevail over the STC and GTC; and (ii) the STC will always prevail over the GTC.
4 General Information on the Services
4.1 The Provider provides the Services dutifully, independently, in a professional manner and in the Client’s interest,
while respecting the legal regulations as well as Professional Regulations, if they are binding on the Provider in view
of the nature of the Services.
4.2 The specific scope of the Services provided is always defined in the Agreement.
4.3 The Client acknowledges that each part of the Services is intended only for the Client’s internal use.
4.4 The Services or any part thereof provided by the Provider to the Client in any form other than in writing, as well as
any information communicated orally, interim and preliminary outputs or draft outputs, are of a non-binding nature
and the Provider is not liable for their correctness and completeness.
4.5 Unless expressly agreed otherwise, the Services will be based on the factual and legal situation existing at the time
of their provision. The Provider does not provide regular updates of the provided advice or outputs in view of
changes in legislation, case law or interpretative opinions that occur after the date of provision of the Services.
5 Fee for the Services and Its Payment
5.1 The Client is obliged to pay to the Provider, properly and in due time, the Fee for the provision of the Services and
reimbursement of Purposefully Expended Costs including value added tax at the applicable statutory rate.
5.2 The Provider reserves the right to modify (decrease or increase) the amount of the Fee set out in the Agreement as
a flat-rate fee or estimated fee if such Fee differs from the Fee recalculated based on the actual time required for
the Service by more than 10%. The Provider is obliged to notify the Client of this fact without delay in writing,
where the change in the Fee will become effective not later than on the date of delivery of such notice to the
Client. At the Client’s request, the Provider is obliged to clarify the reasons for the unilateral change in the Fee
within the meaning of this paragraph. If the Client disagrees with the change in the Fee, the Client may reject it
and terminate the obligation established by the Agreement for that reason pursuant to Para. 10.3 of these GTC.
5.3 In the case of regular and long-term provision of the Services where the Client pays the Fee in instalments, the
Provider may include any deviations from the agreed Fee that, in aggregate for the entire period of provision of the
Services, or, if applicable, based on the agreement of the Parties, for one (1) calendar year or a shorter period of
time, exceed 10% of the agreed Fee, in an invoice – tax receipt issued by the Provider at the end of the relevant
period unless the Agreement stipulates otherwise.
5.4 The Provider reserves the right to adjust the amount of reimbursement for Purposefully Expended Costs estimated
in the Agreement if it does not correspond to Purposefully Expended Costs actually incurred by the Provider during
the provision of the Services. The Provider is obliged to inform the Client of the newly estimated amount of
Purposefully Expended Costs; in such a case, at the Provider’s request, the Client is obliged to pay the amount of
these costs in advance.
5.5 In the case of provision of the Services for a period exceeding one (1) year, the Provider may increase the Fee due
to inflation to the extent of the percentage change in the inflation rate expressed as the increase in the average
annual consumer price index published by the Czech Statistical Office for the previous calendar year by a notice
sent to the Client not later than by 31 March of the following year, with retroactive effect as of 1 January of the
same year unless the notice stipulates a later effective date.
5.6 Unless the Agreement stipulates otherwise, the Client’s pecuniary debts towards the Provider are payable on the
basis of an invoice – tax receipt within fourteen (14) days of its issue into the Provider’s bank account. Invoices will
be sent to the Client by email to the relevant contact email address specified in the Agreement. The time of
crediting the payment to the Provider’s bank account will always be deemed the time of payment of all the financial
obligations under the Agreement.
5.7 The Client is obliged to notify the Provider of any objections to the invoices issued by the Provider (including
objections concerning the amount of the pecuniary performances invoiced) in writing including the grounds for the
objection within ten (10) days of the issue of the invoice. The Client is obliged to pay the undisputed amounts
properly by the due date of the given invoice. After expiry of the period pursuant to this paragraph, the amount of
the pecuniary performances invoiced will be considered undisputed.
5.8 The Provider may request from the Client an advance on the payment of the performance pursuant to Para. 5.1 of
these GTC at any time before the commencement or during the provision of the Services. The Provider is obliged
to refund the unspent advance to the Client within thirty (30) days of the date of termination of the Agreement.
5.9 The Provider may set off the Client’s receivable arising from the refund of the unspent advance according to the
provisions of Article 5.8 of these GTC or any Client’s receivable arising from refund of any other pecuniary
performance from the Provider against receivables from the Client, in the following order:
5.9.1 compensation for damages; if there are more than one such Provider’s receivable from the Client arising
from damage compensation, then in the order from the one that is due first to the one that is due last;
5.9.2 contractual penalty; if there are more than one such Provider’s receivable from the Client arising from
contractual penalty, then in the order from the one that is due first to the one that is due last;
5.9.3 default interest; if there are more than one such Provider’s receivable from the Client arising from
default interest, then in the order from the one that is due first to the one that is due last;
5.9.4 Fee, Purposefully Expended Costs or other fees under the Agreement; if there are more than one such
Provider’s receivable from the Client, then in the order from the one that is due first to the one that is
due last;
5.10 Any unilateral set-off by the Client is excluded.
6 Rights and Obligations of the Provider
6.1 The Provider may change deadlines and time limits stipulated by the Agreement only with the Client’s prior written
consent.
6.2 The Provider may authorise a third party to provide the Services.
6.3 The Provider is obliged to advise the Client that a certain instruction or request of the Client is unsuitable or at
variance with the legal regulations, Professional Regulations or good morals. If the Client insists on the inappropriate
instruction or request, the Provider may disregard such an instruction or request within the provision of the Services.
The Provider may also derogate from the Client’s instruction, if this is necessary in the Client’s interest and, at the
same time, if the Provider cannot obtain the Client’s consent in time.
6.4 If the Client is in delay with the performance of any of its obligations under the Agreement, STC, GTC and legal
regulations or with giving an instruction, or if the Client misleads the Provider, which affects timely performance
of the obligations and duties following from the Agreement, the Provider is not deemed to be in delay with the
provision of the Services. The Client’s obligation under Para. 5.1 of these GTC is not affected by the Client’s delay.
If any situation pursuant to the first sentence of this paragraph arises, the Provider may immediately suspend the
provision of the Services, which the Client hereby acknowledges and agrees that any and all damage (tangible and
intangible damage) caused by such suspension of the Services will be borne exclusively by the Provider unless the
Agreement, legal regulations or Professional Regulations stipulate otherwise.
6.5 The contractual relationship between the Provider and the Client in no way restricts the Provider or any other
member of the PKF APOGEO Group in the provision of an identical or similar performance to persons who are
competitors or in some other similar position in relation to the Client.
6.6 If several members of the PKF APOGEO Group provide Services to the Client and these Services can only be provided
sequentially due to their interdependence, the Provider will not be in delay with the provision of the Service if it
is caused by the previous Provider’s delay with the provision of the Service.
6.7 If the Client is in delay with the performance of any of its obligations towards the Provider under the Agreement,
any other member of the PKF APOGEO Group who provides Services to the Client on the basis of another Agreement
may suspend the performance under that Agreement without being in delay. The procedure pursuant to the
preceding sentence will not apply if the legal regulations or Professional Regulations impose on the Provider the
obligation to perform urgent acts to protect the Client’s interests.
7 Rights and Obligations of the Client
7.1 The Client may give instructions to the Provider in connection with the provision of the Services only in writing.
7.2 The Client is liable for the performance of all notification, registration and other obligations vis-à-vis public
authorities.
7.3 The Client is obliged to provide the Provider with the necessary co-operation for the purpose of provision of the
Services; in particular, the Client is obliged to provide, without delay, all information and documents available to
the Client that are necessary for proper provision of the Services, or which have been requested by the Provider.
This also applies to the power of attorney granted to the Provider for formal filing of the outputs of the Services on
behalf of the Client or for other acts if the Agreement so provides or if the nature of the Service so requires. The
Client agrees that all information provided by the Client is and will be accurate, true and complete and all the
estimates made by the Client will be qualified and reasonable.
7.4 In order to ensure proper provision of the Services by the Provider, the Client is obliged to ensure the necessary cooperation of its employees. The Client is responsible for ensuring that these employees have sufficient knowledge
of the subject matter to co-operate with the Provider. If the Client provides information through third parties or
otherwise uses them and if their activities may affect the Provider’s activities in the provision of the Services, the
Client is liable for the acts of these third parties and the quality and availability of their work.
7.5 The Client is obliged to notify the Provider without undue delay of any and all changes in facts and underlying
documents used or relevant for the provision of the Service, as well as any details set out in the Agreement, in the
form agreed in Art. 16 of these GTC.
7.6 The Client acknowledges that the nature of certain Services, or the provision thereof, requires long-term planning
and exact specification of the date of provision of the Service and, to this end, also a reservation of sufficient
capacities of the Provider. Therefore, the Client is obliged to inform the Provider, at least two (2) months before
the agreed date of provision of the Services or parts thereof, of the fact that the Client will not fully or partly use
the Services the provision of which has been agreed in the Agreement, unless the Agreement stipulates otherwise.
If the Client fails to perform the obligation pursuant to the preceding sentence, the Provider may request that the
Client pay a cancellation fee in the amount of 30% of the agreed Fee. The cancellation fee pursuant to the previous
sentence represents the Fee for preparatory work already performed for the purposes of provision of the agreed
Services and lost profits incurred by the Provider as a result of breach of the Client’s obligation under this paragraph,
caused by the fact that the Provider could not use its capacities originally reserved for the Client under the
Agreement.
7.7 The Provider is not obliged to verify any information provided by the Client; however, the Provider may notify the
Client of formal shortcomings and incompleteness of the underlying documents it received; the Provider may return
such underlying documents for supplementation or correction unprocessed.
7.8 If the Provider provides the Services or a part thereof on the Client’s premises, the Client is obliged to provide the
Provider’s employees with adequate office spaces, including equipment, i.e. especially administrative services and
access to a telephone and computer equipment. For these purposes, the Client is obliged to obtain the consent of
third parties necessary for the Provider and its employees to be able to use the software or other internal
information resources or property of third parties.
7.9 The Client may not, during the term of the Agreement or a period of one (1) year after its termination, establish
co-operation with the Person Concerned, whether on the basis of a service agreement, employment contract or
some other title. This prohibition also applies to cases where the Client allows, requests or tolerates a factual
performance by the Person Concerned that is identical or similar to the performance under the Agreement.
7.10 If the Client has any objections to the Services delivered or to any part or outputs thereof, the Client may claim
any defects within five (5) business days of their delivery. After expiry of this period, the Services delivered, or any
part thereof will be deemed provided properly and in due time.
8 Liability for Damages
8.1 If any of the Parties is unable to fulfil its obligations under the Agreement as a result of any extraordinary,
unforeseeable and insurmountable obstacle arising independently of its will (e.g. natural disaster or a state of war),
such Party will not be deemed to be in breach of its contractual obligations and will not be held liable by the other
Party. If any of the Parties is prevented from performing its obligations due to an event of force majeure, it shall
notify the other Party of this fact without undue delay and the other Party may suspend the performance of the
Agreement or withdraw from the Agreement, where the withdrawal becomes effective upon delivery.
8.2 The Provider is not responsible for damages caused in causal connection with the fact that the Client violated any
of its legal obligations. In connection with the provision of Services, the Provider shall not be responsible in
particular for damages caused by the provision of untrue, incomplete and/or distorted or misleading information
and underlying documents by the Client to the Provider, nor for damages caused as a result of the Client’s delay in
the performance of its obligations, unless the Agreement, legal regulations or the Professional Regulations stipulate
otherwise.
8.3 If the Services are provided by more than one member of the PKF APOGEO Group at the same time, the Client
hereby expressly acknowledges that each of the Providers is only liable for the part of the Services that it has
agreed to provide under the Agreement.
8.4 The Provider is liable for any damage incurred by the Client in connection with the provision of the Services to the
full extent only if the damage is caused intentionally or due to gross negligence of the Provider. If the damage is
caused to the Client by the Provider other than intentionally or due to gross negligence, the Provider is liable
for damage up to the amount specified in the STC; if the limitation of damage is not stipulated in the STC, then
up to a maximum of twice the amount of the Fee, but not exceeding CZK 5,000,000 (in words: five million
Czech crowns). If the Client has entered into Agreements with several members of the PKF APOGEO Group, the
PKF APOGEO Group will be liable to the Client in aggregate up to the limit set out in the previous sentence, unless
the STC or the Agreement stipulates otherwise.
8.5 If any court, administrative, tax or other similar proceedings are initiated against the Client in which a pecuniary
obligation may be imposed on the Client and, at the same time, as a result of which the Client would be entitled
to claim any compensation for damage from the Provider (e.g. supplementary assessment proceedings initiated on
the grounds of an improperly provided Service), the Client is obliged to submit to the Provider all related underlying
documents and information, proceed in the proceedings according to the Provider’s recommendations and choose
a representative approved or recommended by the Provider. If the Client does not properly defend its rights in such
proceedings or enters into amicable agreement or settlement without the Provider’s consent, it constitutes a breach
of its obligations stipulated in this paragraph and the Provider is not liable for any damage thus incurred by the
Client.
8.6 If the STC stipulates that the Provider has taken out professional liability insurance, the Client is obliged to provide
the Provider with all the required co-operation within the proceedings on the insurance claim without undue delay
after the Client has raised a claim with the Provider.
8.7 The PKF APOGEO Group is a member of the group of legally independent companies PKF International Limited. The
PKF International Limited Group, its members or correspondent companies from the PKF International Limited
network are not liable or assume any obligation for the work of the PKF APOGEO Group or for the advice provided
by the PKF APOGEO Group to its clients. By executing the Agreement, the Client acknowledges and accepts this
fact.
9 Contractual Penalties
9.1 The Parties agree on a contractual penalty for breach of the obligation stipulated in Para. 5.1 of these GTC in the
amount of 0.05% of the outstanding amount for each day of delay.
9.2 The Parties agree on a contractual penalty for breach of the obligation stipulated in Para. 7.9 of these GTC in the
amount of five times the last monthly salary or other remuneration paid to the Person Concerned by the Provider,
but not less than CZK 400,000.
9.3 The agreement on contractual penalties is without prejudice to the right of the Parties to claim full compensation
for damage caused by breach of the obligation to which the given contractual penalty applies, in addition to the
contractual penalty.
9.4 The contractual penalty will be payable within five (5) days of delivery to the Client of a request for its payment
into the Provider’s bank account specified in the Agreement.
10 Term of the Agreement
10.1 Unless the Agreement stipulates otherwise, the Agreement is entered into for a fixed term. The Parties agree that
the Agreement entered into for a fixed term will be automatically extended by the period for which the Agreement
was originally agreed, unless any of the Parties disagrees with such extension not later than two (2) months before
expiry of the term of the Agreement.
10.2 The Agreement may be terminated by written agreement of the Parties, by notice of termination or by notice of
withdrawal of one of the Parties under the terms and conditions stipulated in the Agreement, and for other reasons
enabling the Provider to terminate the Agreement on the basis of legal regulations or Professional Regulations.
10.3 Each of the Parties may terminate the Agreement at any time by a written notice, even without stating a reason.
Unless the Agreement, STC or GTC stipulate otherwise, the notice period is one (1) month and will commence on
the first day of the calendar month immediately following the calendar month in which the notice of termination
was delivered to the other Party.
10.4 The Provider may withdraw from the Agreement if
10.4.1 the Client is in delay with payment of any pecuniary obligation towards the Provider for a period
exceeding thirty (30) days and, despite a written notice, the Client’s obligation towards the Provider is
not immediately performed;
10.4.2 upon the Provider’s request pursuant to provisions of Article 5.8 of these GTC, the Client has, without
a serious reason for doing so, failed to provide an advance on the Fee and Purposefully Expended Costs
and if the Client fails to provide the advance within a reasonable period set by the Provider in an
additional written request;
10.4.3 the Client enters into liquidation or insolvency proceedings are initiated against the Client;
10.4.4 the Client refuses to provide the Provider with the necessary co-operation or fails to provide it properly
even upon an additional notice;
10.4.5 the Client insists on its instruction the performance of which would violate the Agreement, STC, GTC,
legal regulations or the Professional regulations;
10.4.6 the trust between the Provider and the Client has been undermined for any other reason;
10.4.7 it is found that the Client’s interests are in direct conflict with the interests of the Provider or any other
member of the PKF APOGEO Group; or
10.4.8 some other reason envisaged by the Agreement occurs.
10.5 In cases stipulated in the preceding paragraph, the Agreement will be terminated ex nunc upon delivery of the
notice of withdrawal to the Client.
10.6 If the Professional Regulations so stipulate, in the event of termination of the Agreement, the Provider is obliged
to perform all urgent acts within the deadline stipulated by the Professional Regulations unless the Client has taken
some other measure, and to account for an advance on the Fee and Purposefully Expended Costs with the Client if
the Client has paid them.
10.7 In the event of terminating the Agreement for any reason, the Provider is entitled to the payment of the Fee in
a reasonable amount corresponding to the work performed for the purpose of delivering Services as of the date of
Agreement termination. Furthermore, in the case described in the previous sentence, the Provider is entitled to
reimbursement of Purposefully Expended Costs incurred by the Provider until the Agreement termination. If the
Provider performs the necessary activities and acts for the Client even after termination of the Agreement within
the scope required for proper protection of the Client’s rights or prevention of harm incurred by the Client, the
Provider is also entitled to the Fee and reimbursement of Purposefully Expended Costs for the thus-performed
activities and acts in relation to the Client.
11 Consent to Receive Marketing Communications
By signing the Agreement, the Client agrees, in accordance with Section 7 (2) of the NSIS Act, that the Provider or
any member of the PKF APOGEO Group may send commercial communication and promotional and marketing
materials to the Client’s email address. Each commercial communication will include the option to refuse
subsequent mailings.
12 Intellectual Property Rights
12.1 If the Provider or other members of the PFK APOGEO Group create any tangible or intangible output in connection
with the Agreement, this output, including draft versions, remains the property of the Provider or the relevant
member of the PFK APOGEO Group. The outputs of the Services serve exclusively for the needs of the Clients for
whom they are intended and only for the purposes for which they were prepared.
12.2 The Client may make copies of the output of the Services, but only for its own needs. Copying, distribution or
provision of information to third parties is prohibited without the Provider’s express consent; this applies even after
termination of the Agreement.
12.3 The provisions of this article do not apply to information and underlying documents provided by the Client that
remain in the Client’s ownership.
13 Personal Data
13.1 The Parties acknowledge that personal data provided by the Client to the Provider for the purpose of fulfilling the
Provider’s obligations under the Agreement will be processed by the Provider in accordance with the legal
regulations applicable in the area of personal data for the following purposes:
A) conclusion and performance of obligation under the Agreement
B) resolving requests or communication with the competent authorities
C) administration and archiving of contracts and keeping records
D) ensuring traceability and defence of the Provider’s legal claims.
13.2 If the Provider processes personal data for the Client as the processor, the Parties agree to enter into a data
processing agreement.
13.3 If the Provider processes personal data pursuant to the Agreement, the data subject of which is the Client within
the meaning of the GDPR as a natural person, the Client declares that their personal data provided to the Provider
are true, complete, correct and accurate. Furthermore, the Client declares that they are aware of their rights
under the GDPR.
13.4 If, in connection with the proper performance of obligations under the Agreement, the Client provides the Provider
with any information and underlying documents that contain personal data of a third party, the Client declares that
it is authorised to disclose such data to the Provider and that these personal data have been processed in accordance
with the law, and that the data subject granted consent pursuant to GDPR to process their personal data by the
Provider, or the processing of personal data of the given data subject is lawful, as another condition of legality has
been met according to the provisions of Article 6 of the GDPR.
13.5 The Client acknowledges that members of the PKF APOGEO Group cooperate closely with each other, especially at
the professional level. The Client declares that the Provider is entitled to transfer personal data obtained in
connection with the Agreement within the PKF APOGEO Group, and at the same time the Client, as the personal
data controller, confirms that it has ensured that such handling of personal data is in accordance with the GDPR.
13.6 The personal data provided by the Client are processed and archived by the Provider for a period of up to one (1)
year following the expiry of the applicable limitation periods necessary to protect the rights of the Provider, of any
other member of the PKF APOGEO Group or for the period required by law, otherwise for one (1) year following the
date of termination of the last Contract with the Client.
13.7 Art. 13 of these GTC is only a brief summary of Information on Personal Data Processing for Clients and Suppliers,
available in full at: https://www.pkfapogeo.cz/info/5/informace-o-zpracovani-osobnich-udaju-pro-klienty-adodavatele.
14 Confidentiality
14.1 Without prior written consent of the other Party, neither of the Parties may publish, disclose, provide or make
available to a third party any information on the other Party, including, but not limited to, information having the
nature of business secrets, information on the contents of the Agreement, as well as the contents of any documents
or data provided or made available in connection with the Agreement. This confidentiality obligation will survive
the termination of the Agreement.
14.2 It does not constitute a breach of the confidentiality obligation to make available, disclose, provide or publish
information that
14.2.1 is publicly accessible or generally known;
14.2.2 the Party to which the information pertains publishes on itself;
14.2.3 is made available or provided in the performance of duties following from legal regulations, professional
standards or the Agreement; or
14.2.4 is disclosed or provided to legal, accounting, economic or other advisors and employees of the Provider
or to any member of the PKF APOGEO Group; neither of the Parties may waive its legal counsel or any
advisor of the confidentiality obligation without prior written consent of the other Party.
14.3 For the purposes of marketing, publishing, internal communication or sale of the services provided, the PKF APOGEO
Group may use the Client and the type of the Service provided as a reference, i.e. specify the Client’s name and
surname / business name, general nature or category of Services and information that has become publicly
accessible in due manner.
14.4 In the case of legitimate disclosure, provision or publication of information, the disclosing Party is obliged to
minimise any interference with the legitimate interests of the Party to which the information pertains.
15 Governing Law and Jurisdiction
15.1 The Parties agree that all legal relationships established by this Agreement will be governed by the laws of the
Czech Republic.
15.2 Any disputes arising out of or in connection with this Agreement that cannot be resolved primarily in amicable
manner will be resolved by the common courts of the Czech Republic, specifically by the District Court for Prague 8
in cases where district courts have jurisdiction, and by the Municipal Court in Prague in cases where regional courts
have jurisdiction as courts of first instance.
16 Communication and Delivery of Documents
16.1 In the Agreement, the Parties will specify the contact persons who are authorised to act on behalf of the Parties in
matters concerning the fulfilment of the Agreement, and their contact details, including their telephone number
and email address. The Client is obliged to notify the Provider of any changes in the contact persons or their details
sufficiently in advance, but not later than within seven (7) days of the change.
16.2 The Parties will communicate with each other by telephone or in writing, especially by email and data messages.
Only instructions or information disclosed to the other Party from telephone numbers, email or data addresses listed
exhaustively in the Agreement are considered to have been duly delivered.
17 Final Provisions
17.1 The Parties expressly agree that the rights and obligations following from the Agreement will also be legally binding
on the legal successors of the Parties.
17.2 The Parties expressly agree that the Provider’s proprietary rights arising out of or in connection with the Agreement
will become time-barred upon expiry of the limitation period of fifteen (15) years.
17.3 These GTC are executed in Czech and English. In the event of any discrepancy between the language versions, the
Czech language version shall at all times prevail.
17.4 These GTC are valid and effective as of 1
st July 2024. This version of the GTC fully supersedes any previous versions.
17.5 If any provision of the GTC is or becomes invalid, ineffective or unenforceable, the statutory provision the meaning
of which best corresponds to the sense of the original provision of the GTC shall apply. Invalidity, ineffectiveness
or unenforceability of a provision is without prejudice to the validity of the other provisions.
17.6 The Provider may amend or supplement the wording of the GTC. The Provider is obliged to notify the Client of any
amendment to the GTC at least fourteen (14) days before the amendment becomes effective. The Client may reject
the amendment within ten (10) days of receipt of the notice of amendment to the GTC and terminate the Agreement
pursuant to Para. 10.3 of these GTC in writing for this reason. If the Client does not terminate the Agreement within
the set deadline, it is deemed that the Client agrees with the amendment to the GTC.