This Terms of Service Agreement (the 'ToS Agreement' or 'ToS') is made and entered into upon the acceptance of these terms by the user (hereinafter referred to as 'User') through the online process, and by Remotek Retail Ltd., a company duly registered in Bulgaria with company registration number 204903504 and having its registered office at Nikola Kozlev Str. bl. 20, Varna 9000 (“SimpleVAT”, “we”, “our”, “Company” or “us”). Acceptance by the User is indicated by clicking the 'Agree' or similar checkbox on the Company’s website.
1. Related Agreements
This ToS Agreement encompasses and is integrally connected to the Fiscal Services Agreement (hereinafter referred to as "FSA"), Data Processing Agreement (hereinafter referred to as "DPA") and Service Level Agreement (hereinafter referred to as "SLA"), which are hereby incorporated by reference and are to be regarded as essential components of the ToS.
Together, the ToS, FSA, DPA, and SLA form a comprehensive agreement between Remotek Retail Ltd. and the Client. The terms of these documents are intended to be coherent and mutually supportive.
The provisions of the FSA, DPA, and SLA are designed to complement and provide detail to those found in the ToS. In case of any conflict or inconsistency, the provisions in the ToS will prevail, unless explicitly stated otherwise in the respective agreement.
By accepting this ToS Agreement, the Client agrees to be bound by the terms of the FSA, DPA, and SLA. The Client acknowledges having read, understood, and agreed to all terms and conditions in these documents.
2. Dispute Resolution
2.1. Contacting Us First
If a dispute arises from or relates to the ToS or the service, users are encouraged to contact the company first to seek an informal resolution. The company will endeavour to resolve the matter amicably and promptly.
2.2. Negotiation
Before initiating any formal legal proceedings, both parties agree to attempt to resolve the dispute through good faith negotiation for a period of at least thirty (30) days.
2.3. Mediation
If the dispute cannot be resolved through direct negotiation, both parties agree to attempt to settle the dispute by mediation, conducted in accordance with the rules of an agreed-upon mediation service.
2.4. Arbitration
In the event that mediation fails to resolve the dispute, both parties agree to submit the dispute to binding arbitration. The arbitration shall be conducted in Bulgaria, in accordance with Bulgarian law, and shall be conducted in the English language.
The decision of the arbitrator shall be final and binding on both parties and may be enforced in any court of competent jurisdiction.
2.5. Legal Proceedings
Notwithstanding the above, each party retains the right to seek injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s intellectual property rights.
2.6. Legal Proceedings
Notwithstanding the above, each party retains the right to seek injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s intellectual property rights.
2.7. Costs
The prevailing party in any arbitration or legal proceeding relating to this ToS Agreement shall be entitled to recover its reasonable attorneys' fees and costs.
2.8. Limitation on Claims
Any claim related to this ToS Agreement or the service must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred, which means that the user and the company will not have the right to assert the claim.
2.9. Governing Law
This Dispute Resolution clause will be governed by and construed in accordance with the laws of Bulgaria, without regard to its conflict of law principles.
3. Amendments to Terms and Conditions
3.1. Right to Amend
The company reserves the right to amend this ToS Agreement at any time. All amendments to the ToS Agreement will be posted on the company’s website and/or communicated to users through the service or via email.
3.2. Notification of Changes
Whenever significant changes are made to the ToS Agreement, users will be notified via email or through a prominent notice on the service. The company will provide reasonable advance notice of any major changes.
3.3. Review of Amendments
Users are encouraged to periodically review the ToS Agreement to stay informed of any updates or changes.
3.4. Acceptance of Amendments
Continued use of the service after any amendments signifies acceptance and agreement to the new ToS. If a user disagrees with the revised terms, they should discontinue using the service.
3.5. Effective Date
Amendments to the ToS Agreement will become effective immediately upon posting or as otherwise communicated to users. The date of the most recent revisions will be indicated at the top of the ToS Agreement page.
3.6. Historical Versions
The company may maintain historical versions of the ToS for reference. Users can request access to these versions by contacting the company.
3.7. Amendments
Amendments or modifications to this ToS Agreement shall concurrently apply to the FSA, DPA, and SLA, unless such changes are specifically tailored to one agreement without affecting the others. In such instances, the specific terms of the amended agreement shall take precedence.
4. Force Majeure
4.1. Definition
"Force Majeure" refers to any event beyond the company’s reasonable control, including but not limited to severe weather, natural disasters, pandemics, acts of terror, civil unrest, war, strikes or other labour disputes, government actions or decrees, global or regional economic downturns, systemic electrical, telecommunications, or other utility failures, or acts of God.
4.2. Suspension of Obligations
In the event of a Force Majeure, the company’s obligations under the ToS Agreement will be suspended for the duration of the event.
The company will make all reasonable efforts to continue to perform its obligations under these circumstances.
4.3. Notification
In the event of a Force Majeure, the company will promptly notify users of the occurrence and its likely impact on the company’s ability to perform its obligations.
Regular updates will be provided to users until the situation is resolved or the event ceases to affect the company’s ability to perform.
4.4. Mitigation
The company will undertake reasonable efforts to mitigate the effects of the Force Majeure event and to resume performance of its obligations as soon as possible.
The company will also work to minimize any impact on its users.
4.5. Limitation
This clause does not relieve users from any obligations arising before the Force Majeure event, including the obligation to pay for services rendered.
4.6. Termination
If the Force Majeure event continues for a prolonged period (to be defined as per your discretion, e.g., more than 90 days), either party may terminate the affected services with immediate effect upon written notice.
4.7. Exclusions
The company shall not be liable for any failure or delay in performance due in whole or in part to any cause beyond its reasonable control, including but not limited to utility or transmission failures, failure of the internet, natural disasters, pandemics, governmental actions, or other force majeure events.
5. Confidentiality
5.1. Definition of Confidential Information
For the purposes of this ToS Agreement, "Confidential Information" includes, but is not limited to, any data, information, documents, software, or materials relating to the business and management of the company, its users, and clients, that is not generally known to the public or to other persons who could derive economic value from its use or disclosure.
5.2. Obligation of Confidentiality
The user agrees to maintain the confidentiality of the Confidential Information and to not disclose such information to any third party without the prior written consent of the company.
The user agrees to take all reasonable steps to prevent any unauthorized disclosure of the Confidential Information.
5.3. Exclusions from Confidential Information
Information shall not be deemed Confidential Information if it is already publicly known, becomes publicly known through no fault of the user, is received from a third party without a breach of an obligation of confidentiality, or was independently developed without use of the company’s Confidential Information.
5.4. Use of Confidential Information
The user may use Confidential Information solely for the purpose of using the services provided by the company as permitted under the ToS.
5.5. Required Disclosure
If the user is required by law, regulation, or court order to disclose any of the Confidential Information, the user must provide the company with prompt notice of such request or requirement in order to enable the company to seek an appropriate protective order or other remedy.
5.6. Return or Destruction of Confidential Information
Upon termination or expiration of this Agreement, or upon the company’s written request, the user shall promptly return or destroy all copies of Confidential Information in their possession.
5.7. Return or Destruction of Confidential Information
Upon termination or expiration of this Agreement, or upon the company’s written request, the user shall promptly return or destroy all copies of Confidential Information in their possession.
5.8. Survival of Obligations
The obligations regarding confidentiality shall survive the termination or expiration of the ToS Agreement and continue for a period of 10 years thereafter.
6. Scope of Liability
The company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business interruption, or other intangible losses, arising out of or in connection with the use, or inability to use, the service.
7. Direct Damages
The company’s total liability for any direct damages arising from or related to the ToS or the use of the service shall be limited to the amount paid by the user to the company for the service in the last six months prior to the cause of action.
8. Accuracy of Information
While the company strives to ensure the accuracy and timeliness of the information provided as part of the service, it shall not be liable for any errors, inaccuracies, or delays in content or for any actions taken in reliance thereon.
9. User Responsibility
Users are responsible for verifying the accuracy and completeness of all information provided to or received from the service and for ensuring that all such information complies with their own needs and legal requirements.
10. No Warranties
The service is provided on an "as is" and "as available" basis without any warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.
11. Jurisdictional Limitations
Some jurisdictions do not allow the exclusion or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you.
12. Acknowledgement
The limitations of liability set forth above are fundamental elements of the basis of the agreement between the company and the user.
