Latest update: 23.05.2018
1. These License General Terms and Conditions (hereinafter referred to as “the LGTC”) regulate relationships between contractual parties, with the company MyStay s.r.o., ID No.: 037 70 010, Tax ID No.: CZ03770010, with registered office at Jankovcova 1037/49, Prague 7, 170 00, incorporated in the Register of companies administered by the municipal court in Prague, file No. C 294381, as the License Provider (hereinafter referred to as “the MyStay“ or “the Provider“) on one side, and the Licensee, the accommodation facility operator (hereinafter referred to as “the Licensee“).
2. Subject of LGTC
2.1. The Provider hereby states that it is an owner of property rights for a software, which constitutes the system “MyStay“ (hereinafter referred to as “the MyStay system“, or only “the System”) and that it is authorized to provide the Licensee with the right to use the MyStay system.
2.2. The Licensee is the operator of the accommodation facility.
2.3. By expressing of the Licensee´s consent to these LGTC the License Agreement is concluded by and between the Provider and the Licensee, on which basis the Provider provides the Licensee with the authorization to exercise the right to use the MyStay system in the scope and under the conditions as stipulated hereinafter (License), and the Licensee hereby undertakes to pay to the Provider the fee as stipulated in the Order Form (hereinafter also referred to as “the Form”) which is part of these LGTC (hereinafter also referred to as “the Cooperation” or “the License Agreement”).
3. MyStay System Specification
3.1. The MyStay system is a software consisting of the MyStay mobile application (hereinafter referred to as “the Application“) containing the Licensee´s profile running in mobile devices with operation systems Android OS and iOS, and of MyAdmin system (hereinafter referred to as “the MyAdmin“) intended, above all, for administration and the Licensee´s profile operation in the Application. More information on the MyStay system is presented at the website www.gomystay.com. The Licensee can send unlimited amount of SMS from the MyAdmin.
3.2. The System shall run in an English version, other language versions shall be offered to the Licensee simultaneously with the System extension.
3.3. The System has been offered in the PLUS and PREMIUM versions. The Licensee hereby acknowledges that the Provider has been developing the System continuously; the Provider may update the same, and the System features including the System name may be changed anytime and without the necessity of the Licensee´s approval. Nevertheless, the Provider shall always inform the Licensee about the System changes.
3.4. The subject of this particular License is the System in the PLUS or PREMIUM versions. The Contractual Parties may change the version as cited above in the previous sentence by means of a separate agreement anytime.
3.5. The Licensee is authorized, in the scope of the License, to use only its own profile in the System, and its account in MyAdmin too.
4. License Terms and Conditions
4.1. The Provider provides, by expressing the Licensee´s consent to these LGTC, the Licensee with the authorization to exercise the rights to use the System under the terms and conditions as determined in this article of the LGTC (License).
4.2. The License has been granted for the License Agreement term. The Licensee is authorized to use the System by its running and using of all its functions in accordance with the System interface in the particular version. The Licensee is not entitled to modify or alter the System in any way, except for the setting allowed by the System.
4.3. The License has been granted as a non-exclusive and non-sole, i. e. the Provider is entitled to use the System by itself too, or to provide any third party with the authorization for the System use.
4.4. The Licensee is not entitled to grant any sub-license to use the System to any third parties, or to provide them with the System or with access to the same in any way; this does not apply to the access to the System provided to the guests in the Licensee´s accommodation facility, or to the Licensee´s employees, which arises from the very nature of the System.
4.5. The Licensee undertakes to open the Application for the guests in the accommodation facility by means of all promotion tools available, above all by a link in the booking e-mail, welcome SMS, by posters at the reception desk, and others means that the Licensee and the Provider consider appropriate.
4.6. The License, pursuant to this article, is always applicable for the System in the particular version as chosen by the Licensee. The License is also applicable for all future modifications, alterations, and extensions of the System particular version made during the License Agreement term.
4.7. If the Licensee inserts any content in its profile in the System by means of the relevant function, the Licensee hereby obliges to arrange for a full authorization for such treatment of the content, and the Licensee shall be fully responsible towards the Provider for any and all damage arisen to the Provider from the infringement of that obligation. The Licensee, at the same time, shall provide the Provider for free with a license to use all of such content for an indefinite period of time for the purpose of the content integration in the System. If the content represents information on the accommodation facility and its surroundings, the license shall be provided to the Provider for the purpose of any integration in the System, i. e. also in other people´s profiles.
4.8. If the Licensee uses such version of the System, by which it arranges for its profile administration by itself, the Provider is not entitled to interfere with the profile content, unless the profile infringes legal regulations, or in case the profile is not in accordance with the graphic or content requirements of the Provider´s System. If this is the case, the Licensee shall be made aware of the relevant alterations.
5. License Fee and Payment Conditions
5.1. The price specification according the Article 2.3. is exactly set in the Form based on the size of the property of the Licensee.
The license fee has been determined according to the price list as follows (hereinafter referred to as “the Price List“):
- for the PLUS profile for hotels at amount of 2 Euro per month for a hotel room, minimum starting at 79 Euro;
- for the PLUS profile for other travel accommodation provides at amount of 0,8 Euro per month for a bed, minimum starting at 79 Euro;
- for the PREMIUM profile for hotels it was determined for minimum 4 Euro per month for a hotel room, dependant on the System connection to third parties.
- for the PREMIUM profile for other travel accommodation providers it was determined for minimum 1,5 Euro per month for a bed, dependant on the System connection to third parties.
5.2. The Provider is entitled to change the Price List unilaterally by sending a new version of the same to the Licensee, and the newly sent off Price List comes into effect on the first day of the month following the month, in which the Price List was delivered to the Licensee; if the Licensee has already paid the fee in advance, the new Price List shall only apply to the fee for the next so far unpaid invoicing period. In case of the license fee increase the Licensee may, within 7 days from the new Price List delivery, terminate the Cooperation with effect as of the day of the license fee increase, or transfer to the Basic non-paid version for free.
5.3. The Licensee undertakes to settle the license fee in advance on a monthly / quarterly or yearly basis by a chosen payment method. The payment is going to be charged every time at the same day as the first payment was proceed. The fee shall be due, at the latest, on the last day of the calendar month preceding the month, for which it is paid. The license fee is fixed accordnig the Form.
5.4. Based on the Contractual Parties´ prior agreement, the Licensee may also pre-pay the fee for a longer period of time under more advantageous conditions.
5.5. The Price of one SMS is 0,04 Euro without VAT. Total amount will be charged every three month based on the real send SMS. One SMS has 159 signs.
5.6. The amount of the fee as stated in the Price List is without VAT, if not otherwise expressly stipulated. The VAT shall be accounted in accordance with the legal regulations as applicable.
5.7. In case of the Licensee´s license fee late payment the Provider shall be entitled to change the System version for the Basic version without notice until all debt amounts are settled by the Licensee.
6. Abatement for System Complete Inoperability
6.1. The Provider guarantees the 99% System availability per year. In case the System complete inoperability occurs contrary to the guaranteed availability, the Licensee is entitled to an additional abatement of the really paid monthly license fee at amount corresponding with the time of the System complete inoperability occurrence in the month, for which the license fee is paid.
6.2. The System complete inoperability is considered, for the purpose of this article of these Terms and Conditions, a status of the System when the Licensee and the guests in the accommodation facility are not able at all to use the System due to reasons on the Provider´s side; the impossibility of using only certain functions of the System is not considered the complete inoperability.
7. System Updating and User Assistance
7.1. The Provider obliges to provide for regular updates of the System issued to improve its functions and remove possible faults. The Provider moreover undertakes, for the Cooperation term, to remove the System possible faults as reported by the Licensee within reasonable terms.
7.2. The Licensee is provided with a basic user assistance via e-mail: email@example.com, to which the Licensee shall address all its questions and comments.
7.3. The Licensee is entitled to the user assistance only when using the paid version of the System. The Licensee is entitled to the provision of the user assistance only when it has no overdue payables towards the Provider.
7.4. The price of the basic updates of the System and the user assistance pursuant to this article is included in the license fee for the PLUS and PREMIUM profiles.
8. Other Rights and Obligations of Contractual Parties
8.1. The Provider is not liable for any harm or damage arisen to the Licensee in connection with the System use or in connection with the impossibility of its using.
8.2. The Contractual Party may use the name of the other Contractual Party, its logo, or other content for marketing purposes even without the other Contractual Party´s prior approval.
8.3. The Provider is not liable for interferences with the System by the Internet e-shops App store and Google Play.
8.4. The Provider is not liable for stoppages of any third parties.
8.5. The Purchaser hereby undertakes to provide, as a part of its profile in the Special offer section, the users with benefits and discount vouchers for the MyStay application users´ advantage.
8.6. The Provider is entitled to insert, in the discount and offer section, advantageous worldwide and regional offers for the users as well as vouchers and price discounts for the guests.
8.7. The Provider guarantees safety of the guests´ all data stored in the System, and it also guarantees that this data is used for its own purposes only.
8.8. The communication with the Licensee will be hold through email address which is part of the Form.
9. Term of License Agreement
9.1. Either Contractual Party may terminate the License Agreement even without giving reasons by a notice of termination made in writing, with 3 month notice term, which starts running on the first day of the month following the month of the notice delivery to the other Contractual Party and finishes on the last day of the same month, however, at the earliest one year from the License Agreement conclusion (beginning of the Cooperation).
10. Processing of personal data
10.1. The Provider as a processor shall for the Licensee as a controller process the personal data of clients, to whom the Licensee offers or provides the accommodation (furthermore “the Clients”), according to the Regulation (EU) 2016/679 of the European Parliament and of the Council, General Data Protection Regulation (furthermore “GDPR“), and according to the provisions below. Subject matter of this art. 10 is the regulation of the relationship between the Provider and the Licensee during the processing of the personal data exercised while providing the services under the art. 10.2 below.
10.2. The Provider will process the personal data for the purposes of providing the basic services, i.e. welcoming the guest before his/her arrival, the check in service, the hotel marketing guest service, the communication with the guests through the internal hotel communication platform, the customer service feedback and hotel service and quality rating, and related services.
10.3. The provider declares that for the purposes of processing the personal data he implemented such a technical and organizational measures that the processing will meet the requirements of the GDPR and ensure the protection of the rights of the data subject.
10.4. The data is automatically processed in products which are provided by third parties as Google, Amazon, Nexmo and Messante.
10.5. The provider commences the processing of the personal data for the purposes mentioned in art. 10.2 above right after they are delivered to him by the Processor or by the persons acting of Processor’s behalf. During further performance of his duties under or in relation to this Terms and Conditions shall the Provider process the personal data only on documented instructions by the Licensee.
10.6. The Provider will without undue delay informs the Licensee if, in his opinion, the instruction infringes GDPR or other European Union or Czech data protection provision.
10.7. The Provider shall process for the Licensee the personal data for the period in which the services under art. 10.2 above are provided.
10.8. After the providing of the services under art. 10.2 above is ended, the Provider, in case he possess any personal data of the Clients in relation to which he stands solely as a processor, shall delete those personal data. Anonymization is to be regarded deletion of the personal data.
10.9. The provider is entitled to contact the Client with the offer of further services, or, as the case may be, ask the Client for the consent to the processing of his or her personal data for the purposes of further business operations of the Provider.10.10. The Provider is allowed to engage further processors; information about another processors, including their function or location, is to be found here. When any new processor is engaged, the Provider shall inform the Licensee 30 days before the engagement and submit the Licensee the description of another processor (its experience and the level of technical security) and the description of the tasks that the further processor shall perform. The Licensee may object to the engagement solely by terminating this Contract (Terms and Conditions), provided that he notifies the Provider about the termination within 40 days of being informed of the intended engagement of further processor.
10.11. The Provider is obliged to impose contractually on another processor same obligations as are set out in this contract (Terms and Conditions). The Provider is obliged to observe the terms of engagement of further processors as set out in art. 28 sec. 2 and 4 of GDPR.
10.12. The Contractual Parties are aware of the fact that the employees of the Provider, or further persons that are under the contract concluded with the Provider allowed to process the personal data on Provider’s behalf, are legally bound to maintain the confidentiality in respect to the personal data.
10.13. For the purposes of processing the personal data performed under this contract (Terms and Conditions) the Provider within the meaning of the art. 32 of GDPR implements and secures the observance of technical and organizational measures that ensure the level of security appropriate to the risk to rights and freedoms of the data subject. The Provider shall secure the personal data e.g. by using the SSH certificates for the access to servers, by placing the database on Amazon Web Service, or by hashing the passwords by BCRYPT.
10.14. During the period of processing the Provider takes into account its nature. The Provider assists the Licensee, insofar as this is in the view of position of the Provider possible, for the fulfilment of the Licensee’s obligation to respond to requests for exercising the data subject’s rights laid down in chapter III. of GDPR, and, taking into account the nature of processing and information available to Provider, assists the Licensee in ensuring compliance with the obligation under art. 32 to 36 of GDPR.
10.15. The Provider, insofar as this is in the view of the position of the Provider possible, provides the Licensee information necessary to demonstrate compliance with the obligation laid down in art. 28 of the GDPR. In respect to the processing of the personal data the Provider allows for and contributes to, should the Licensee request, once a year an audit, including inspection, conducted by the Licensee or another auditor mandated by the Licensee. The Provider may request the fee for audit or inspection that will reflect the costs with such an audit or inspection; the Provider shall inform the Licensee of the fee in advance. The Provider may decline the person appointed by the Licensee to conduct an audit or inspection, if in Provider’s reasonable opinion that person is not qualified, not independent, or is the competitor of Provider.
11. Governing Law and Jurisdiction
11.1. These LGTC and relationships associated with them are governed by laws of the Czech Republic, excluding the international private law.
11.2. The resolution of disputes arisen in relation to this Agreement or legal relationships depending on this Agreement (including the indemnity obligations for damage arisen by infringement of obligations pursuant to these LGCT, or by giving out of unjust enrichment) is in the jurisdiction of courts of the Czech Republic. The jurisdiction of other courts is not acknowledged.
12. Final Provisions
12.1. These commercial terms and conditions are efficient as of 23.05.2018.