General Terms of Trade and Delivery

General Terms of Trade and Delivery, SOPHIA, jazykove sluzby s.r.o., Ceske Budejovice, Hroznová 28, Reg. No. 26025876, No. 02/2011, dated 1st September 2011

1. Opening provisions

1.1 The legal arrangements between the Provider - SOPHIA, jazykové služby s.r.o., Hroznová 28, České Budějovice - and the Customer with respect to the delivery of services shall be governed by these General Terms of Trade and Delivery (hereinafter referred to as the "Terms"). The Terms apply to all contractual arrangements between the Provider and the Customer to whom the Provider provides its services, including persons acting in the Customer's name or at the Customer's expense. These Terms are an integral part of each contract entered into between the Provider and the Customer, are binding for the Provider and the Customer and shall constitute a part of its contents.

1.2 These Terms are issued to specify the terms and conditions for performing the above-mentioned arrangements between the Provider and the Customer so that the Customer is properly and fully satisfied with regards to the terms and quality of the provided services and the Provider receives the full price for the services provided in time, and to arrange all other relationships between the Provider and the Customer.

1.3 If the Provider and the Customer enter into a mutual contract, including a contract taken out in the manner stipulated in these Terms, the mutual contractual arrangements shall be implemented on the basis of these Terms, unless expressly agreed otherwise in the contract.

1.4 These Terms are issued and effective as of 1st September 2011.

1.5 Services shall be provided on the basis of a contract entered into between the Provider and the Customer. A contract is deemed to have been taken out upon the acceptance of a purchase order, the Customer's application or in any other manner agreed between the Parties. The written-form requirement shall be deemed to be satisfied even if the purchase order or application is sent by fax or in any other similar manner that allows remote text transmission (by email, by phone followed by fax or email confirmation).

1.6 If the Provider confirms acceptance of the purchase order or application, such a purchase order or application shall be deemed to form a draft contract containing the Provider's obligation to deliver or provide services to the Customer within the term specified in the purchase order or application, in a place specified under the Terms, as well as the Customer's obligation to pay the price to the Provider. If this draft is subsequently accepted by the Provider, a contract shall be deemed to have been entered into; the Provider is obliged to deliver to the Customer the specific services and the Customer is obliged to accept the services and pay the specific price to the Provider.

1.7 The draft contract shall be accepted by the Provider. The delivery of services shall also be deemed as confirmation.

1.8 The Provider is not obliged to deliver or provide the services if the Customer is in default in fulfilling its obligations toward the Provider, is bankrupt, its assets are subject to execution or court decision, the Customer has not paid all its liabilities to the tax authority or has not paid other fees, payments or contributions due to the State.

1.9 If the method or the place of delivery of the services is not agreed, the Provider shall be deemed to have fulfilled its obligation by allowing the Customer to use, take over or consume the services in the Provider's seat or upon being prepared to provide the services in the Provider's seat.

2. Translation services

2.1 Rights and obligations of the Provider and the Customer

2.1.1 In the purchase (translation) order, the Customer shall specify the conditions for delivering the service, in particular the deadline for service completion and delivery and the subject of the service, shall provide the text to be translated and lay down specific requirements on terminology, the graphic design and other conditions for the service and, where applicable, shall provide the Provider with specific terminology to be used, inform if proofreading by a native speaker or an expert in the specific field is required and, in case of translations into Czech, if proofreading by a Czech-language expert is required. Otherwise the Provider shall proceed in accordance with the vocabulary used as a standard and the translation will not have any special graphic design.

2.1.2 As regards services intended for presentation, printing or publication in any form, the Provider recommends linguistic proofreading by a native speaker (for translations to a foreign language) or by a Czech-language expert (for translations to Czech). The Customer is obliged to inform the Provider if the translation is intended for presentation, printing or publication in any form. If the Provider is not expressly informed thereof, the translation shall be deemed to be intended exclusively for the Customer and not for any presentation or printing and any later claims based on reasons relating to the purpose of use of the translations, either for presentation or printing, will be disregarded.

2.1.3 If the Customer fails to take over the performed service, the service shall be deemed as delivered on the date on which the Provider allows the Customer to use the service in the Provider's seat.

2.1.4 The risk of damage to the service shall pass to the Customer when the Customer takes over the service from the Provider and, if the Customer fails to do so in time, when the Provider allows the Customer to use the service.

2.1.5 The Provider shall determine the price on the basis of the number of so-called standard pages / words of the target text; the price is calculated as the product of the number of standard pages / words of the target text and the price for the translation of one standard page / word of the target text specified in the Provider's price list, plus the statutory value added tax. If the Customer enters into a contract with the Provider which also includes for example proofreading of the target text by a native speaker or graphic design of the target text, the price of these services shall be calculated as the product of the number of standard pages / words and the price for the service per standard page / word of the target text specified in the Provider's price list, plus the statutory value added tax. For the purposes of price calculation, an unfinished standard page of the target text shall be deemed as an entire standard page.

2.1.6 The Provider can agree with the Customer on a different pricing method or pricing unit than is specified in 2.1.5; if they fail to do so expressly, the price shall be determined in the manner specified in 2.1.5.

2.1.7 If the Provider has the source text only in a printed form or in a format that does not make it possible to determine the exact number of standard pages / words before a contract is taken out, the Provider shall provide the Customer with a preliminary estimate of the size of the target text upon request.

2.1.8 If the Provider withdraws from the contract due to the Customer's default, the Customer shall pay the agreed price to the Provider. Any amount saved by the Provider due to failure to complete the whole service shall be deducted from this price.

2.1.9 The Provider shall be responsible for defects to the service at the time of its delivery. The Provider shall be responsible for defects to the expert services that are subject to the quality guarantee within the scope of this guarantee.

2.1.10 The Provider shall be responsible for defects to the service caused after the term specified in 2.1.8 if such defects are caused by a breach of the Provider's obligations.

2.1.11 The Provider shall not be responsible for defects to the service if such defects are caused by the use of things, documents, texts or deeds delivered to the Provider by the Customer for processing in case that the Provider could not identify the unsuitability of such things, documents, texts or deeds even though due care has been exercised or if the Provider notifies the Customer of such defects and the Customer insists on their use. The Provider shall not be responsible for defects to the service caused by compliance with improper instructions given by the Customer.

2.1.12 The Customer is obliged to inspect the service or have it inspected with due care as soon as possible after its delivery and is obliged to describe and specify the individual defects and submit a written list of such defects to the Provider.

2.1.13 The Provider undertakes to pay a contractual penalty up to the amount of the agreed price of the translation to the Provider if it causes damage to the Customer due to a breach of its obligations.

2.1.14 The Customer is entitled to use the service provided by the Provider or transfer it to a third party only when the price is fully paid, including the applicable value added tax and, where applicable, transport costs and other amounts relating to the provided service. The Customer undertakes to pay a contractual penalty of 30% of the price of the service for any such breach of its obligations. The contractual penalty shall be payable at the Provider's request.

3. Interpreting services

3.1 General provisions

3.1.1 The Provider shall perform the service (interpretation, services relating to interpretation) in the agreed languages alone or through a third party (interpreter) at the time, within the scope, place and form agreed in the executed contract.

3.1.2 The Customer is not entitled to require the interpreter to perform any other activities beyond the framework of the executed contract (in particular a written translation, organizational and guide services etc.). The Customer is entitled to order such services from the Provider and enter into an amendment to the contract or into a new contract with respect to such activities.

3.1.3 The Provider shall determine the price of the services on the basis of the agreed hours of interpretation. If the actual number of hours of interpretation, including incomplete hours, is higher, the price shall be calculated from the actual hours of interpretation, including incomplete hours, as the product of the number of hours and the price per hour of interpretation, as stipulated in the Provider's price list, plus the applicable statutory value added tax.

3.1.4 The Provider can agree with the Customer on a different pricing method than is specified in 3.1.3; if they fail to do so expressly, the price shall be determined in the manner specified in 3.1.3.

3.2 Rights and obligations of the Provider and the Customer

3.2.1 The Customer is obliged to confirm the so-called interpretation sheet immediately after the completion of interpreting. The interpretation sheet is used as a basis for billing the service by the Provider and as confirmation that the interpretation has been provided duly and in time.

3.2.2 The outcome of the Provider's services in the form of interpretation is expressed in spoken word and intended exclusively for immediate listening. Its recording, without the interpreter's and/or the Provider's prior written approval, is not permissible.

3.2.3 The Customer is obliged to inform the Provider of the purpose of the interpretation and, if the Customer makes a recording, also of the purpose of the recording. The Customer is obliged to provide the Provider with the recording of the interpretation at the Provider's request.

3.2.4 The Customer shall provide for conditions suitable for the specific type of interpreting (consecutive, simultaneous, accompanying etc.). In case of simultaneous interpretation (conference, booth), the Customer shall provide, in cooperation with the Provider, if applicable, the necessary technical equipment and conditions: booths complying with the standard ČSN ISO 2603 730503 with top-quality ventilation and sound insulation, a direct view of the hall and the speaker, a screen and audiovisual aids, and shall provide to the Provider all written texts to be read by the speakers and interpreted under the contract.

3.2.5 The Customer is obliged to deliver to the Provider documents for interpretation, the agenda of the event and, if applicable, other documents (minutes or presentations from previous interpretation events of a similar or equivalent nature, speeches, written contributions, reports, etc.) for the purposes of the Provider's preparation at least three working days before the interpretation starts.

3.2.6 If the Customer fails to deliver the documents for interpretation to the Provider, the Provider shall use the terminology specified by the Provider for the interpretation. If the Customer fails to provide the Provider with the agenda for interpretation, especially if the place and method of interpretation is not arranged, the Provider shall proceed in accordance with 1.9 of the Terms.

3.2.7 The Provider is entitled to withdraw from the contract if the Customer fails to provide cooperation under 3.2.3 – 3.2.6.

3.2.8 The Provider undertakes to pay a contractual penalty up to the amount of the agreed price of the interpretation to the Provider if it causes damage to the Customer due to a breach of its obligations.

3.2.9 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract more than 48 hours before the beginning of interpretation and pays a compensation fee of 10% of the agreed price to the Provider, the executed contract shall be fully terminated.

3.2.10 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 48 hours and more than 24 hours before the beginning of interpretation and pays a compensation fee of 50% of the agreed price to the Provider, the executed contract shall be fully terminated.

3.2.11 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 24 hours before the beginning of interpretation and pays a compensation fee of 100% of the agreed price to the Provider, the executed contract shall be fully terminated.

3.2.12 The Provider shall be responsible for defects to the service at the time of its delivery.

3.2.13 The Provider shall be responsible for defects to the service if caused by a breach of its obligations.

3.2.14 The Provider shall not be responsible for defects to the service if such defects are caused by the use of things, documents, texts, deeds or instructions delivered to the Provider by the Customer in case that the Provider could not identify the unsuitability of such things, documents, texts, deeds or instructions even though due care has been exercised or if the Provider notifies the Customer of such defects and the Customer insists on their use.

3.2.15 The Customer is obliged to check the services with due care during their delivery and is obliged to describe and specify the defects and submit a written list of such defects to the Provider.

3.3 Working day, transport, accommodation and food for the Provider's interpreter

3.3.1 A working day for the Provider's interpreter shall mean eight hours, including breaks and interruptions. The Customer shall provide a break or interruption of interpretation so that not more that four hours of continuous interpretation by the interpreter take place. The Customer and the Provider can agree in advance on work of a smaller or larger scale.

3.3.2 The Customer shall provide for transport of the Provider's interpreter at its cost. If the Customer does not provide for transport for the Provider's interpreter, it shall inform the Provider accordingly. The Provider is entitled to charge the Customer for any costs relating to transport of the Provider's interpreter in accordance with the Provider's price list.

3.3.3 The Provider is entitled to charge the Customer for any time that the Provider's interpreter spends travelling, using a rate lower than or equal to the rate per hour of service.

3.3.4 Accommodation for the Provider's interpreter shall be provided by the Customer in a single room with accessories, at the Customer's cost. If, for objective reasons, such accommodation cannot be provided, the Customer shall inform the Provider sufficiently in advance and both Parties shall arrange alternative accommodation. If the Customer does not provide accommodation for the Provider's interpreter, it shall inform the Provider accordingly. The Provider is entitled to charge the Customer for any costs relating to accommodation of the Provider's interpreter.

3.3.5 Food for the Provider's interpreter shall be provided by the Customer.

3.3.6 If the Customer fails to provide cooperation under 3.3.2, 3.3.4. a 3.3.5 and the Provider makes adequate arrangements at its own cost, the Customer undertakes to pay these costs in full, at least to an amount as calculated under Section 156 et seq. of Act No. 262/2006 Coll.

3.3.7 A potential complaint concerning defects in the service shall be filed by the Customer so that the Provider's interpreter is adequately informed by the Customer of the defects during the delivery of the service or immediately after its delivery. Any complaint concerning defects in the service shall be recorded by the Customer in writing in the interpretation sheet.

4. Language and training courses

4.1 General provisions

4.1.1 The Provider shall perform the service (language and/or training course for the public) - training in the agreed language - alone or through a third party (lecturer) at the time, within the scope, place and form agreed in the contract.

4.1.2 The Provider shall provide the service in the Provider's seat or in a place agreed between the Provider and the Customer, suitable for the training.

4.1.3 The Provider shall determine the price on the basis of the agreed number of hours of training or, if applicable, the price of the language course, its part; the price is calculated as the product of the number of hours of training and the price per hour of training as arranged in the Provider's price list, plus the statutory value added tax, unless the price is agreed specifically in the contract.

4.1.4 The Provider can agree with the Customer on a different pricing method than is specified in 4.1.3; if they fail to do so expressly, the price shall be determined in the manner specified in 4.1.3.

4.1.5 The Customer is not entitled to require the Provider's third person (lecturer) to perform any other activities outside the framework of the arranged services (e.g. a written translation, interpreting, organizational and guide services etc.). The Customer is entitled to require these other activities from the Provider. The Provider shall provide such other activities on the basis of a separately executed contract.

4.2 Public, corporate and individual courses

4.2.1 The Provider provides three basic types of language and/or training courses: for the public (public courses), for companies (corporate courses) and for individuals (individual courses).

4.2.2 The scope of public courses includes language training in courses for the public, organized by the Provider for each specific period, which usually constitutes a school year of two semesters, in the form of a public undertaking. The contract is entered into on the basis of an application. Public courses are intended primarily for individuals.

4.2.3 The scope of corporate courses includes language training at the time and within the scope and form arranged in the contract entered into between the Customer and the Provider on the basis of a proposal, usually made by the Customer. The contract is entered into on the basis of an offer of acceptance. Corporate courses are intended for employees, staff in legal persons and business people.

4.2.4 The scope of individual courses includes language training at the time and within the scope and form arranged in the contract entered into between the Customer and the Provider on the basis of a proposal, usually made by the Customer. The contract is entered into on the basis of an offer of acceptance. Individual courses are intended for individuals, employees, staff in legal persons, business people and private persons.

4.3 Public courses

4.3.1 The price of a public course shall be determined on the basis of the price list of public courses for the specific period, usually one school year.

4.3.2 The Provider shall provide the methodology and training plans.

4.3.3 The Customer enters into a contract with the Provider on the basis of the "Binding Application for a Public Language Course." When the contract is taken out, the Provider shall send the Customer a statement - an invoice or postal money order for the payment of the course price or, in case of cash payment, the Provider shall submit to the Customer a certificate of payment of the price. The Customer is entitled to take use of the service only when the price has been paid. If the Customer is in default with regards to payment of the price, the Provider is entitled to withdraw from the contract.

4.3.4 The Provider is entitled to cancel the executed contract with the Customer and, in that case, shall pay to the Customer a compensation fee equal to the paid price of the service, unless the Customer enters into an amendment to the contract with the Provider that would change the scope of the service, i.e. the Provider would undertake to provide a different language course to the Customer.

4.3.5 The Provider shall open the course if the minimum requirement of 4 persons (Customers) per course is met. If fewer persons have applied for the course, the Provider is entitled to cancel the executed contract with the Customer and, in that case, shall pay to the Customer a compensation fee equal to the paid price of the service, unless the Customer enters into an amendment to the contract with the Provider that would change the price of the service or the length of the course.

4.3.6 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract more than 15 days before the beginning of service delivery and pays a compensation fee of 0% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.3.7 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 15 days and more than 24 hours before the beginning of service delivery and pays a compensation fee of 20% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.3.8 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 24 hours before the beginning of service delivery and pays a compensation fee of 50% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.3.9 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract in the course of service delivery and pays to the Provider for the services provided plus a compensation fee of 50% of the agreed price for services not yet provided, the executed contract shall be fully terminated.

4.4 Corporate and individual courses

4.4.1 The Provider shall guarantee the services concerned based on the conditions agreed between the Parties in a contract.

4.4.2 The Provider shall provide the services in accordance with the methodology and training plans arranged in the contract with the Customer.

4.4.3 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract more than 15 days before the beginning of service delivery and pays a compensation fee of 0% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.4.4 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 15 days and more than 24 hours before the beginning of service delivery and pays a compensation fee of 20% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.4.5 The Customer is entitled to cancel the contract. If the Customer cancels the executed contract fewer than 24 hours before the beginning of service delivery and pays a compensation fee of 100% of the agreed price to the Provider, the executed contract shall be fully terminated.

4.4.6 The Customer is entitled to cancel participation in a single lesson. If the Customer cancels participation in a single training lesson fewer than 24 hours before its beginning, it shall pay a compensation fee equal to the amount of the price of this single lesson to the Provider.

4.5 Rights and obligations of the Provider and the Customer

4.5.1 The results of the Provider's activities are expressed in spoken word or in texts in the form of teaching materials and are intended exclusively for immediate use during the course. Recording the course, without the Provider's prior written approval, is not permissible.

4.5.2 The Customer is obliged to meet the house rules, enter, exit and move within the Provider's seat (building) by means of a chip card, issued by the Provider against a returnable security (key regime); the security for the chip card shall be paid if the Provider provides the services in the Provider's seat, or the Customer is obliged to make sure that the aforementioned is met by its employees. The Customers must not handle heating and air-conditioning units in the Provider's seat, and are obliged to make sure that the aforementioned is met by their employees. If the Customer breaches the obligations specified above, the Provider is entitled to withdraw from the contract.

4.5.3 The Parties have agreed that the Customer is entitled to enter the Provider's seat only subject to presentation of the chip card issued to the Customer. If the Customer fails to return the chip card to the Provider, the Customer shall pay a contractual penalty of CZK 1,000 to the Provider. The contractual penalty shall be payable at the Provider's request. The contractual penalty obligation shall not affect the Customer's obligation to pay the Provider in full for any damage caused, where applicable.

4.5.4 The price of the services does not include the costs of purchase of textbooks and other study materials, unless agreed expressly otherwise.

4.5.5 The Provider is entitled to participate or authorize a third person to participate in the service (training, course) for the purposes of evaluation of the provided service.

5. 5. Price and payment conditions

5.1 Unless agreed otherwise, the price of the service shall be calculated as the product of the price specified in the price list, applicable for the specific period, and the quantity of the provided services, plus the statutory value added tax. The Provider shall specify the price excluding value added tax, the value added tax rate (as a percentage), the amount of the value added tax and the total price.

5.2 Unless agreed otherwise, the price shall be paid within 14 days of acceptance of the service or, where applicable, within 14 days of compliance with the condition specified in 1.9. The price shall be paid by crediting the amount to the Provider's account or its payment in cash to the Provider.

5.3 A one-sided deduction against the price, performed by the Customer on the basis of any receivables from the Provider, shall be excluded without the Provider's express prior written approval. Pursuant to Section 263 of the Commercial Code, the possibility of delay of the Customer's obligations under Section 439 of Act No. 513/1991 Coll. is excluded.

5.4 The Provider is entitled to require the Customer to pay an advance on the price / security. If the Customer fails to pay the required advance / security, the Provider is entitled not to enter into the contract or withdraw from the executed contract.

5.5 If the Customer breaches its obligation to pay the price to the Provider duly and in time, the Customer undertakes to pay to the Provider a contractual penalty of 0.08% of the due amount for each day of default. The contractual penalty shall be payable at the Provider's written request. The contractual penalty obligation shall not affect the Customer's obligation to pay the Provider in full for any damage caused, where applicable.

5.6 The Customer undertakes not to order specialized services from the Provider if, on the date of ordering, it lacks the money to pay the price, or is under the threat of lacking the money; the Customer also undertakes not to accept the service if it does not have the money to pay the price, or there is a threat of lack of money, on the day of acceptance.

6. Rights and obligations

6.1 The Provider is entitled to use all information, documents, texts provided by the Customer in connection with the services exclusively for the performance of its obligations arising from the executed contract and is entitled to provide them only to persons who will provide the services to the Customer on the Provider's behalf. The Provider is entitled to perform, provide the services through a third person.

6.2 The Provider is entitled to withdraw from the contract(s) entered into with the Customer if the Customer is in default with regards to fulfilling its obligations toward the Provider, is bankrupt, its assets are subject to execution or court decision, has not paid all its liabilities to the tax authority or has not paid other fees, payments or contributions due to the State.

6.3 The Customer undertakes not to communicate information on contractual, legal and business arrangements with the Provider to third parties. This information shall be deemed as confidential by the Parties.

6.4 During the term of the contractual arrangement with the Provider, for one year after the end of each individual contractual arrangement between the Provider and the Customer, the Customer undertakes not to enter into contracts, without the Provider's prior written approval, with persons, the Provider's employees, translators, interpreters and lecturers and the Provider's former employees, translators, interpreters and lecturers who participated in the fulfilment of the Provider's obligations arising from the contracts entered into with the Customer, i.e. undertakes not to enter into any contractual arrangement on the basis of which the specified persons would perform services for the Customer that are or were the subject of the Provider's obligation on the basis of the contracts entered into with the Customer or contributed to such activities or services if the Customer is directly contacted by such persons.

6.5 If the Customer breaches the obligation stipulated in 6.4, the Customer undertakes to pay to the Provider for this breach a contractual penalty of CZK 50,000 per breach. The contractual penalty shall be payable at the Provider's request. The provision on contractual penalty shall not affect the Customer's obligation to pay the Provider in full for any damage incurred by the Provider due to a breach of the Customer's obligation under 6.4.

6.6 In accordance with Act No. 121/2000 Coll., the Customer is obliged to use the services only for the purposes specified in the contract and is not entitled to use them for any other purpose, misappropriate them or provide them to a third party. If the Customer wishes to do that, it is obliged to inform the Provider thereof and this conduct shall be arranged as part of the services under the contract.

6.7 The Customer is entitled to require from the Provider a free, non-binding price offer for the specified services as requested by the Customer.

6.8 The Provider may provide a discount for large-scale services.

7. Closing provisions

7.1 Mutual relationships shall be governed by the laws of the Czech Republic, especially by the Commercial Code.

7.2 All disputes arising from contracts entered into between the Customer and the Provider shall be discussed and ultimately settled, subject to exclusion of the authority of general courts, in arbitration conducted by an arbitrator, namely Mr. Milos Svanda, Reg. No. 63597471, or Mr. Martin Charvat, Reg. No. 62107241, or Mr. Petr Vasicek, Reg. No. 73843971, provided that the dispute can only be discussed and settled by the arbitrator to whom the injured party delivers an arbitration request to the seat of Ceska asociace pro arbitraz, s.r.o. (Czech Arbitration Association), Reg. No. 27688798, or who will be appointed as the arbitrator by the injured party in the arbitration request delivered to Ceska asociace pro arbitraz, s.r.o. In the arbitration, the arbitrator shall proceed in accordance with Section 19(1) of Act No. 216/1994 Coll. under the Rules of Arbitration and the Rules for Fees issued by this company, as effective on the date of execution of the contract. The dispute shall be settled without an oral hearing, on the basis of written evidence submitted by the Parties. The Rules of Arbitration and the Rules for Fees are available at www.spory-online.cz. The Rules contained in the Rules of Arbitration and the Rules for Fees constitute an agreement between the Customer and the Provider on the arbitration procedure under Section 19(1) of Act No. 216/1994 Coll. If there is a difference between the Terms and any specific conditions in the purchase order or any other document of a specific nature concerning the arrangements between the Customer and the Provider, these Terms shall be deemed as binding, unless expressly agreed otherwise in writing, and other conditions not governed by a specific written agreement shall continue to be governed by these Terms.

7.3 The Customer is obliged to make only true and full representations and if it makes any representation as part of its dealings with the Provider, the statement shall be true and full.

7.4 For written acts performed in connection with this contract, the undertaking that contains this written act shall be sent by mail (letter), with return receipt requested, to the attention of the party to which the act is addressed (hereinafter referred to as the "Addressee") or delivered in person to the hands of the Addressee, with exception to the procedure under 1.5-1.7. Upon delivery or acceptance, the act contained in the deed shall become effective with respect to the party to which it is addressed, and shall be deemed as delivered on that date. If the other party fails to accept a letter containing a legal act, the tenth day following the day on which the postal service (postal service operator) attempts to deliver the letter to the address for the first time shall be deemed as the date of delivery, and on the same day the act made with respect to the other party shall be effective and the undertaking delivered. If the party to which the letter is addressed is unknown to the postal service as an addressee (especially if it is not seated / does not reside at the address), the fifth day following the first handover of the letter to the postal service for recommended delivery to the Addressee shall be deemed as the date of delivery.

8. Glossary

8.1 Provider: SOPHIA, jazykové služby s.r.o., Hroznová 28, České Budějovice, Reg. No. 26025876, VAT No. CZ26025876, a company incorporated in the Commercial Register kept by the Regional Court in České Budějovice, Part C, File 9858.

8.2 Terms: General Terms of Trade and Delivery.

8.3 Purchase order: a document, act consisting in an expression of will or expressing the will of a person (Customer) to obtain a service, the right to a service or goods, the will to enter into a contract.

8.4 Customer: a person with the will to obtain a service, the right to a service or goods, and taking actions to that end, entering into a contract.

8.5 Specialized service: ptranslating, translation (translation of text, proofreading of text by a specialist of native speaker, related services, interpreting, language training; interpreting, services relating to interpreting; language and/or training course for the public).

8.6 Service: a specialized action, service provided to the Customer by the Provider within the framework of the scope of its business, activities.

8.7 Application: a written statement of the will to participate in the educational process - language training, course - and to accept the service, execute a contract. The form whose completion and execution constitutes an arrangement of service conditions between the Parties.

8.8 Source text: the text to be translated.

8.9 Target text: the result of the translation process in the target language (i.e. the language to which the source text is translated).

8.10 Standard page: 1,800 characters (including blank spaces) of the target text in accordance with the Order of the Czech Ministry of Justice No. 432/2002 Coll. on experts and interpreters, as amended.

8.11 Course price: an amount of money required by the Provider for the right to participate in the educational process - language or other specialized training, payment for this service.

8.12 Translator: a person who translates texts from one language to another (in written form).

8.13 Interpreter: a person who translates texts from one language to another (in oral form). Two basic types of interpreting are recognized: consecutive and simultaneous.

8.14 Lecturer: a specialist, speaker, teacher, tutor. A language lecturer is the basic figure in the educational process – language or other training.

9. Contents