Terms of Service for Recofy

Česká verze

1. Contracting Parties

These terms and conditions ("Terms") govern the relationship between:

1.1 The Merchant declares that it acts within the scope of its business activities and is not a consumer within the meaning of §419 of Act No. 89/2012 Coll., the Czech Civil Code.

2. Definitions

3. Subject of the Service

Recofy is a SaaS application that displays personalized product recommendations on the Merchant's e-shop. The application uses Vertex AI Search for Commerce as its AI engine.

4. Formation and Duration of the Agreement

4.1 The agreement is formed upon installation of the Recofy application via Shoptet Add-ons.

4.2 The person performing the installation declares that they are authorized to act on behalf of the Merchant and to bind the Merchant by these Terms.

4.3 The agreement is concluded for an indefinite period. Termination conditions are set out in §20.

5. Pricing and Plans

5.1 Plans are listed in our Pricing. The Provider is not a VAT payer (the listed prices are final).

5.2 Credit model: Credits from the subscription pool are renewed at the beginning of each billing period. The terms "Credit", "subscription pool", and "auto-recharge" are defined in §2.

5.3 Auto-recharge: If the Merchant exhausts their Credits, automatic recharging of a 10,000 Credit package can be activated. The maximum number of auto-recharge purchases per month is configurable (default is 5).

5.4 Welcome Credits: Upon first installation, the Merchant receives 10,000 Credits free of charge.

5.5 Credit exhaustion: When Credits are exhausted, the widget stops displaying recommendations (no automatic debit billing occurs).

5.6 Pricing changes: The Provider reserves the right to change the pricing under the conditions set out in §21 (Amendment of Terms).

6. Billing

6.1 Subscriptions are processed through Stripe. Payments are charged automatically each month.

6.2 Invoices are generated automatically and delivered by email + available in the Stripe Customer Portal.

6.3 In case of a failed payment, Stripe automatically retries the charge up to 4 times within 2 weeks. If no attempt succeeds, the subscription is cancelled. The Merchant is notified of the failed payment by email.

7. License Terms

7.1 The Provider grants the Merchant a non-exclusive, geographically unlimited license to use the Service (including the widget and tracker) for the duration of the agreement, solely for the purpose of operating the Merchant's e-shop on the Shoptet platform.

7.2 The Merchant shall not:

7.3 All intellectual property rights to the Service, including algorithms, source code, design, and documentation, belong exclusively to the Provider.

8. Data and Content Rights

8.1 The Merchant is and remains the owner of its product data (catalog, prices, descriptions, images) processed by the Service.

8.2 The Provider is entitled to use the Merchant's content solely for the purpose of providing and improving the Service.

8.3 Anonymized and aggregated data (behavioral events stripped of identification of a specific e-shop or person) may be used by the Provider to improve recommendation algorithms, compile summary statistics, and for the technical development of the Service. All rights to such anonymized databases belong to the Provider.

9. Merchant's Obligations

The Merchant undertakes to:

9.1 Hold a valid Shoptet license and comply with the Shoptet General Terms and Conditions.

9.2 Have a functional cookie banner (CMP) compliant with GDPR on the e-shop.

9.3 Not misuse the application for unfair competition, event flooding, or mining data about other users.

9.4 Pay the subscription fees on time.

10. Provider's Obligations

The Provider undertakes to:

10.1 Operate the Service with 99.5% monthly availability (SLA).

10.2 The following are not considered downtime: scheduled maintenance announced at least 24 hours in advance; unavailability caused by a third party (Shoptet API, Google Cloud Platform, Stripe); force majeure as defined in §13.

10.3 In the event of a continuous outage lasting more than 24 hours, the Provider will credit the Merchant with a proportional share of the monthly Credit volume according to the current plan (1/30 for each commenced 24-hour period of outage). The claim must be submitted to [email protected] within 14 days of the outage.

10.4 Protect the data of the Merchant and End Users in accordance with the Privacy Policy.

10.5 Notify the Merchant at least 14 days in advance of any change to sub-processors processing personal data.

10.6 The Provider is entitled to access the Merchant's account and associated data for the purpose of providing technical support, maintenance, ensuring security, or fulfilling legal obligations.

11. Limitation of Liability and Disclaimer of Warranties

11.1 The Merchant is obliged to prove the occurrence of damage, the causal link, and the exact amount of damage.

11.2 The Provider's maximum liability for damages caused by ordinary negligence is limited to the amount of 3 monthly subscription fees of the Merchant.

11.3 The limitation of liability under §11.2 does not apply to damages caused intentionally or by gross negligence (§ 2898 of Act No. 89/2012 Coll.).

11.4 The Provider expressly does not guarantee any specific business results (increase in conversion rate, revenue, average order value, etc.). The Service is provided "as-is". The quality of recommendations depends on the volume and quality of data available from the Merchant's e-shop.

11.5 The Provider shall not be liable for indirect, consequential, or derivative damages, including but not limited to lost profits, data loss, business interruption, loss of customers, or reputational damage. This exclusion does not apply to damages caused intentionally or by gross negligence (§2898 of Act No. 89/2012 Coll.).

11.6 The Provider is not liable for damages caused by:

12. Indemnification

12.1 The Merchant undertakes to indemnify the Provider and its employees and contractors against any damages, claims, fines, or costs (including reasonable legal fees) arising from:

12.2 The indemnification obligation arises only to the extent that the damage was caused by the Merchant's act or omission.

13. Force Majeure

13.1 Neither party shall be liable for failure to perform or delayed performance of its obligations if such failure results from an extraordinary, unforeseeable, and insurmountable obstacle within the meaning of §2913(2) of Act No. 89/2012 Coll. (force majeure), including but not limited to: natural disasters, armed conflicts, terrorist attacks, epidemics or pandemics, government measures, power or telecommunications outages, cyberattacks, outages of key sub-processors (Google Cloud Platform, Shoptet, Stripe).

13.2 The affected party shall notify the other party without undue delay of the force majeure event. Force majeure does not affect obligations arising directly from the GDPR, in particular the obligation to notify personal data breaches under the DPA (§8).

13.3 If a force majeure event continues for more than 60 consecutive days, either party may terminate the agreement by written notice with immediate effect.

14. Personal Data Processing

14.1 In the course of providing the Service, the Provider processes personal data of End Users of the Merchant's e-shop as a processor within the meaning of Article 28 of the GDPR.

14.2 The processor-controller relationship is governed by the Data Processing Agreement (DPA), which is an integral annex to these Terms and is available at www.recofy.cz/dpa-en.

14.3 By installing the application, the Merchant agrees to the DPA in its current version.

15. Confidentiality

15.1 Both parties undertake to maintain the confidentiality of the other party's confidential information - in particular business data, pricing terms, technical know-how, sales statistics, and attribution data - obtained in the course of the cooperation.

15.2 Confidential information may not be disclosed to third parties without the prior written consent of the other party, except where disclosure is required by law, a final court decision or a public authority, or where the information has become publicly known without fault of the obligated party.

15.3 The confidentiality obligation remains in force for 2 years after the termination of the agreement.

16. Commercial Communications

16.1 The Provider is entitled to send commercial communications to the Merchant at the email address provided in the Shoptet account regarding its own services and products (news, updates, optimization tips) in accordance with §7(3) of Act No. 480/2004 Coll.

16.2 The Merchant may unsubscribe at any time free of charge by sending a request to [email protected].

17. Publicity

17.1 The Merchant grants the Provider a non-exclusive, royalty-free consent to publicly use the Merchant's trade name and logo in reference lists and marketing materials of the Provider (website, presentations, case studies) for the duration of the agreement.

17.2 The Merchant may revoke consent under Section 17.1 at any time by written notice to [email protected]; the Provider shall remove the references within 14 days.

18. Notices

18.1 All notices and requests under these Terms must be made in writing, by email or via a data box (datová schránka).

18.2 A notice is deemed delivered:

18.3 The Merchant is obliged to maintain a current contact email address in their Shoptet account. The Provider bears no liability for failure to deliver notices due to outdated contact details of the Merchant.

19. Assignment of the Agreement

19.1 The Merchant is not entitled to assign its rights and obligations under this agreement to a third party without the prior written consent of the Provider (§1895 of Act No. 89/2012 Coll.).

19.2 The Provider is entitled to assign its rights and obligations under this agreement to a third party that takes over the operation of the Service, without the Merchant's consent, provided that the Provider notifies the Merchant at least 30 days in advance. The assignee is obliged to assume all obligations under the Data Processing Agreement (DPA). If the Merchant does not agree with the new processor, the Merchant is entitled to terminate the agreement before the effective date of the assignment.

20. Termination of the Agreement

20.1 The Merchant may terminate the agreement at any time without giving a reason (uninstallation + cancel subscription).

20.2 The Provider may terminate the agreement:

20.3 After termination, the Provider will delete the Merchant's data in accordance with the DPA (§4), within 30 days. Anonymized and aggregated data under §8.3 are exempt from the deletion obligation.

20.4 Termination of the agreement shall not affect provisions that by their nature are intended to survive, in particular: §8.3 (anonymized data), §11 (limitation of liability), §12 (indemnification), §15 (confidentiality), §17 (publicity - only until revocation or removal of references), and §22 (dispute resolution).

21. Amendment of Terms

21.1 The Provider reserves the right to unilaterally amend these Terms, in particular with regard to changes in legislation, technical developments, or expansion of the Service's features (§1752 of Act No. 89/2012 Coll.).

21.2 The new version of the Terms will be published at www.recofy.cz/obchodni-podminky and the Provider will notify the Merchant by email at least 30 days before the effective date.

21.3 If the Merchant does not agree with the changes, they are entitled to terminate the agreement by uninstalling the application before the effective date of the new version.

21.4 By continuing to use the Service after the effective date of the new version, the Merchant agrees to the new Terms.

22. Dispute Resolution

22.1 The contractual relationship is governed by the laws of the Czech Republic.

22.2 The parties undertake to resolve any disputes primarily by mutual agreement.

22.3 If the dispute cannot be resolved amicably within 30 days, the parties are entitled to refer the matter to the competent court in the Czech Republic with jurisdiction based on the Provider's registered office.

23. Final Provisions

23.1 In the event of a conflict between documents, the following hierarchy applies: (1) individual written agreements, (2) these Terms, (3) the Data Processing Agreement (in matters of personal data protection, the DPA takes precedence over these Terms), (4) the Privacy Policy.

23.2 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in force (§576 of Act No. 89/2012 Coll.). The parties undertake to replace any invalid provision with a valid provision that most closely approximates the purpose and economic effect of the replaced provision.

23.3 These Terms are drawn up in Czech and English. In the event of a conflict between the language versions, the Czech version shall prevail.

23.4 The current version of the Terms is always available at www.recofy.cz/obchodni-podminky.

Effective from: June 1, 2026 · Version: 1.0