1. Introductory Provisions
1.1. These Terms and Conditions (“T&C”) stipulate the rights and obligations of Legispace s.r.o., a limited liability company, Id. No.: 14380323, with its registered office at Krakovská 1392/7, Nové Město, 110 00 Prague 1, registered in the Commercial Register kept by the Municipal Court in Prague under File No. C 364794 (the “Provider”) and of its client under the Agreement on Provision and Administration of LegiSpace Cloud Application (the “Agreement”).
1.2. These T&C shall also apply mutatis mutandis to other contracts and arrangements between the Provider and the Client which, in terms of their contents, follow from the Agreement on Provision and Administration of LegiSpace Cloud Application.
1.3. The Client is a legal person or natural person operating a business who is not in the position of consumer when entering into the Agreement.
2. Subject of the Agreement
2.1. The Agreement stipulates the Provider’s obligation to provide the Client with a non-exclusive licence to use LegiSpace for the purpose of digitalisation of the Client’s law office, install the application for the Client according to the Client’s needs, enable setting up the agreed number of users and their authorisations, train the Client in the use of the application and provide the Client with technical support in the use of the application.
2.2. The Client agrees to pay the agreed price of the services (a licence fee) to the Provider on a monthly or yearly basis.
2.3. LegiSpace serves especially for the management of legal cases and includes administration of contacts, records of working time and securing underlying documents for invoicing (the “Client’s Data”). LegiSpace does not include document management. LegiSpace enables connection with other systems necessary for attorneys’ activities and creation of other functional customised modules.
2.4. The installation of the application always includes:
- creation of a unique address (tenant);
- creation of a database space up to the limit of 1 GB intended for storing the Client’s data, except for documents;
- putting the company’s logo on the homepage of the app;
- creation of an administrative account that can be used to create other user accounts.
2.5. Technical support includes consultations via email or helpdesk at portal.cops.solutions on how to set up, use or stop using LegiSpace.
3. Execution of the Agreement
3.1. The Provider or its business partner shall send an individualised offer of services to the Client based on the Client’s requirements. Such offer shall include the scope of the services to meet the Client’s individual needs and an individualised quote for such services. These T&C shall be enclosed with the offer.
3.2. The Agreement is concluded when the Client agrees by email to the Provider’s offer.
4. Price of the Services (Licence Fee); Due Date
4.1. Unless specified otherwise in the approved offer of services, the price includes:
- installation of LegiSpace, including the creation of the administrator’s user account;
- a non-exclusive license to use LegiSpace;
- first training of the Client’s users;
- hosting of the database, its maintenance and upgrade to new versions;
- technical support not exceeding 5 hours per month.
4.2. Unless specified otherwise in the offer of services, the price does not include:
- other specific MS Azure services used by LegiSpace;
- licence for connected external systems;
- creation of a database space for storing documents;
- technical support exceeding 5 hours per month.
4.3. The price in the offer is calculated exclusive of VAT.
4.4. The billing period shall correspond to a calendar month or year.
4.5. The price shall be payable within 14 days of the execution date of the Agreement and, in the case of monthly payments, in each case on the 15th day of the relevant month.
5. Licence Arrangement
5.1. The Client acknowledges that the Provider holds all proprietary copyrights and other intellectual property rights to LegiSpace and the Client must therefore use LegiSpace only within the scope of the granted licence.
5.2. By entering into the Agreement, the Client acquires a non-exclusive licence to LegiSpace for the purpose of digitalising the Client’s law office, for one or more users depending on the number of the user accounts created. The licence also applies to any and all updates, upgrades or other modifications to LegiSpace made by the Provider.
5.3. The Client may not grant or assign the licence or a sublicence to a third party without the Provider’s prior consent. The Client also may not lease LegiSpace or make it otherwise accessible to third parties free of charge or for a fee without the Provider’s written consent.
5.4. The Client is not entitled to receive the source code for LegiSpace, not even for preview, to change, interfere with or incorporate the code into other software equipment.
6. Client’s Rights and Obligations
6.1. The Client has the right to use LegiSpace for the agreed purpose, for the agreed term and for the agreed number of users.
6.2. The Client has the right to enter data into the application as well as to change, modify, delete or export such data. However, such data must not contain a software virus or content whose possession or dissemination is illegal, especially if the content infringes on copyrights or other rights.
6.3. The Client agrees to use LegiSpace only via an interface provided or recommended by the Provider.
6.4. The Client must appoint one contact person who will communicate with the Provider as regards the individual requirements for the operation of the app.
6.5. The Client must notify the Provider of any technical issues with LegiSpace, e.g. issues with the speed of the app or availability of the individual functionalities so that the issues can be remedied as soon as possible. Such requests are to be submitted by the Client through the LegiSpace service portal.
6.6. The Client acknowledges that unavoidable and extraordinary circumstances may occur beyond the Provider’s control that affect the functionality of the service or its availability for the users (force majeure). The Provider is not liable for any damage incurred by the Client in connection with such events.
6.7. The Client must keep the access details to LegiSpace confidential, not to disclose them to anyone or allow access to them in any other way / not to allow any third party access to the Client’s user account. Furthermore, the Client must secure its technical devices to a reasonably required extent so as to minimise the risk of misuse of access details to the user account.
6.8. The Client must tolerate short-term unavailability of LegiSpace due to upgrades required by the Provider. The Provider shall inform the Client of the time and anticipated duration of the unavailability in advance.
7. Provider’s Rights and Obligations
7.1. The Provider agrees not to provide the contents of the user data to any third party. Furthermore, the Provider shall not edit or monitor the content.
7.2. The Provider does not acquire ownership of the data. The Client is exclusively responsible for the contents of the data stored in LegiSpace. Nevertheless, the Provider shall ensure the security of the data stored in LegiSpace to the maximum extent possible.
7.3. The Provider hereby acknowledges that the user data of clients performing the legal profession contain information protected by attorney-client privilege within the meaning of Section 21 of Act No. 85/1996 Coll., on the legal profession. If a house search or search of other premises is to be carried out that could jeopardise the confidentiality of such data, the Provider must inform the prosecuting bodies or other public authorities that the place of the search contains information that is subject to attorney-client privilege; subsequently, the Provider must inform the Czech Bar Association of the ongoing search. In that case, the Client must provide its assistance to the Provider.
7.4. The Provider hereby agrees to notify the Client of the fact that the Provider has been contacted by prosecuting bodies, a court or other public authorities with a request for disclosure or surrender of the Client’s data or with the intention to carry out a house search or search of other premises where the Client’s data are located or managed. This Provider’s obligation terminates if the Provider would – by providing the information to the Client –breach a duty imposed on the Provider by a generally binding legal regulation or by a court ruling or some other decision issued by a public authority.
8. Liability for Damage
8.1. The Parties are liable for any damage caused to the other Party. Compensation for damage is limited to the amount corresponding to the amount paid for the services provided in the previous calendar year unless this is compensation for damage pursuant to Section 2898 of Act No. 89/2012 Coll., the Civil Code.
8.2. The Parties disapply Section 2952 of Act No. 89/2012 Coll., the Civil Code, in the sense that the Parties are not obliged to pay for lost profits.
9. Personal Data Processing
9.1. The Provider is a personal data controller in relation to the Client.
9.2. The Client acknowledges that the Provider may process the Provider’s personal data and personal data of other application users for the purposes of performance of the Agreement, including, but not limited to name, surname, email address, records of working hours, information about work on specific cases. Any personal data will be stored for only as long as necessary, usually until the end of the use of the application.
9.3. For the purposes of performance of the Agreement, the information specified in Article 9.2 shall be provided to the necessary extent to other entities involved in the provision of the services. These include, in particular, MS Azure and certain self-employed persons working for the Provider. However, personal data are not transferred outside the countries of the European Economic Area.
9.4. The Client acknowledges that the Provider will process the Provider’s following personal data: name, surname and email address for the purpose of sending commercial communications. The Client may object to the sending of commercial communications at any time, either at the Provider’s address or by sending an email to info@legispace.com. In that case, the Provider shall no longer send any commercial communications to the Client or otherwise process the Client’s personal data for the purposes of direct marketing.
9.5. The Client acknowledges that, as a data subject, the Client has the following rights, in particular:
- to request access to its personal data;
- to request rectification of inaccurate or incomplete personal data;
- to request erasure of personal data;
- to request restriction of personal data processing;
- to object to personal data processing;
- to lodge a complaint with a supervisory authority, i.e. the Office for Personal Data Protection at Pplk. Sochora 27, 170 00 Prague 7.
9.6. In relation to other personal data, especially in relation to personal data contained in legal cases, as well as personal data of employees and other users of LegiSpace, the Provider is a personal data processor.
9.7. The personal data processed coming from the legal cases may contain various information about litigation, including information on the data subject’s health and past convictions.
9.8. The personal data processed about LegiSpace users typically include identification details, contact details and information related to entering tasks in LegiSpace.
9.9. The Client, as the controller, hereby authorises the Provider to engage a sub-processor in the processing. However, the Provider must inform the Client of any and all intended changes concerning new processors and provide the controller with the opportunity to object to such changes. The Client hereby acknowledges that Microsoft, s. r. o. as the MS Azure cloud service provider and self-employed persons co-operating with the Provider is the sub-processor.
9.10. The Provider agrees to
- process personal data only within the scope stipulated by the Agreement between the Provider and the Client, or on the basis of documented instructions from the Client;
- ensure that all persons authorised to process personal data undertake to maintain confidentiality or are subject to a statutory confidentiality obligation;
- adopt such technical, organisational and other necessary measures, such as encryption, preventing unauthorised or accidental access to personal data, their change, destruction or loss, unauthorised transfer and other unauthorised processing, as well as other misuse of personal data;
- provide the Client with co-operation in the performance of the Client’s obligations, including, but not limited to, the controller’s obligation to respond to requests for exercise of the data subjects’ rights;
- provide the Client with co-operation and assist the Client in performing the obligations to secure personal data, report personal data breaches to the Office for Personal Data Protection, notify data subjects of personal data breaches, perform data protection impact assessment;
- return all personal data to the Client after the end of the processing of personal data unless otherwise provided by law;
- provide the Client with all information necessary to demonstrate compliance with the obligations set out in this Article and allow the Client to check the lawfulness of personal data processing unless this is contrary to law.
10. Term and Termination
10.1. The Agreement is concluded for 12 months. The Agreement shall be automatically renewed for additional 12 months unless either Party notifies the other Party in writing not later than 14 days before the expiry of the 12 months that it is not interested in the Agreement’s continuation.
10.2. Both Parties may withdraw from the Agreement if the other Party has breached its obligations in an especially serious manner. Such a breach also includes a situation where the Client is in delay with payment for more than 2 months despite the Provider’s notice.
11. Final Provisions
11.1. To avoid any doubts, the Parties hereby expressly confirm that they are entrepreneurs and enter into this Agreement within the pursuit of their business activities.
11.2. If any of the provisions of the Agreement or these T&C is or becomes invalid, unenforceable, ostensible or ineffective, this fact shall in no way prejudice the validity, enforceability or effectiveness of the other provisions of the Agreement or these Terms and Conditions. In that case, the Parties must use all efforts to execute an amendment to the Agreement replacing the invalid, unenforceable or ineffective provision by a new provision corresponding to the originally intended purpose.
11.3. These T&C are governed by the laws of the Czech Republic. Any and all disputes between the Provider and the Client that cannot be resolved primarily in an amicable manner shall be resolved by a Czech court having subject-matter and local jurisdiction.
11.4. These T&C enter into force and effect on 1st of March 2024.