General Terms and Conditions of aMusevity, s. r. o.
1
GENERAL PROVISIONS
The company aMusevity, s. r. o., with the seat in Pasienková 2/D, 821 06, Bratislava, Slovak republic, reg. number: 46 897 623, registered at the County Court Trade Register Bratislava I, section Sro, file number 85649/B, (hereinafter only as “Provider“), is a commercial subject mainly in the field of business advisory and provides services of accounting, salary administration, human resources, accounting advisory and other (hereinafter only as “Services“), is hereby publishing (in accordance with the Article no. 273/1 of the Act no. 513/1991 Coll. Trade Law including amendments) these General Terms and Conditions (hereinafter only as “GTC“) regulating the rights and obligations of the Provider and legal or natural business persons during the provision of Services for the business subjects. GTC constitute an inseparable part of the Accounting Services Provision Contract entered into by the Provider and the Client (as defined in the article no. 2 of the GTC), (hereinafter only as “Contract”).
The Client can be a person registered in the Trade Register or other register, doing business based on a Trade License and/or based on other license in accordance with special regulations entering in the Contract or carrying out the Contract provisions acts in accordance with their business activity subject or other business activity subject and has an interest in Provider’s Services (hereinafter only as “Client“).
The Provider promotes and offers its services at the webpage https://www.amusevity.com in Slovak and English language, (hereinafter only as “Webpage”) and a web portal designed mainly for Provider’s clients at the web address https://portal.amusevity.com under the name Client Zone (hereinafter only as “Client Zone“).
The current GTC version is published in Slovak and English language in an electronic version on Provider’s Webpage and in the Client Zone.
GTC partially determine content of the Contract between the Provider and the Client and are legally binding for all contractual parties in the Contract. GTC constitute an inseparable part of each Contract entered into by the Provider and the Client using Provider’s Client Zone or in person at the Provider’s or Client’s premises, unless the Contract states otherwise. Simultaneously, a contractual deviation from these GTC always takes priority.
2
CONCLUDING THE CONTRACT
For the purposes of GTC, the Contract means a paid Contract concluded between the Provider and the Client using the Client Zone on the webpage: https://portal.amusevity.com/become-our-client/ or a Contract concluded in person between both Contracting Parties
The Provider publishes a pricelist and a list of Services they provide on their Webpage. A future Client in the position of a person interested has an opportunity to enter Client Zone and fill in an online form using the Provider’s Webpage. The form serves as a non-binding preliminary price offer for the Services provided by the Provider and required by the future Client. In case the future Client in the position of a person interested accepts the preliminary automated price calculation for the Provider’s Services, the Client has an option to continue in the Service ordering process and enter into Contract by clicking the “Continue” link
The Client fills in all the data required by the Provider using an online form in the Client Zone. Without the data, it is not possible to proceed to Contract conclusion. Based on the data provided by the Client, the Client is provided with a non-binding price quote for the Services. The quote only has an informative purpose. The whole process is finished once the Client clicks “Place a firm order” (hereinafter only as “Order”). The Client is obliged to check the Order prior to sending it to the Provider, especially to check the validity and thoroughness of the data provided.
After submitting the Order, the Provider contacts the Client within 2 working days using email or phone provided by the Client in the Order. The purpose is to better specify the requirements and Services that should be provided by the Provider, the price for the Services and to eventually confirm Client’s interest in the Services provided by the Provider.
After the Client proceeds through all the steps mentioned in Article 4 of this document, the Provider sends login credentials to the email address provided by the Client in the “executive director” section of the form, so that the Client can log in to the Client Zone and display the preview of the confirmed and electronically signed Contract and the obligatory attachments concerned as well as so that the Client can electronically sign the Contract. Electronic signature for the purposes of the Contract means registering the date, time and IP address of the computer used to sign the Contract and stating the IP address along with the exact date and time directly in the Contract. The Client is obliged to check all the data provided in the Contract before signing it (especially Client’s data, Services specification and the price for the Services). Client is also obliged to read the Contract thoroughly and ensure they have understood it to full extent, as is stated in the Contract. As soon as the Client clicks on the “sign” button, the future Client expresses their agreement with the Contract. The moment the Contract is signed by the Client, the Contract becomes fully binding for the Provider and for the Client.
3
PROVIDER’S SERVICES
Based on the Contract, the Provider is obliged to provide accounting for the Client according to the Act no. 431/2002 Coll. on Accounting including amendments (hereinafter only as “Accounting Act”) and/or provide advisory Services and/or process salary administration, and/or provide further Services connected with Client’s economic activity, which are further specified in this document below.
Accounting Services include:
processing and/or updating Client’s internal rules in order to do the accounting in the specific accounting period;
Client’s primary accounting documents formal accuracy check before entry in accordance with Article no. 10 of Accounting Act. Such check does not include a factual check or originality check of the documentation provided;
processing single-entry or double-entry accounting, based on Client’s legal form or Client’s choice, if legal regulations enable such a choice, for a specific accounting period in the range of the accounting cases. Provider’s accounting Services include mainly processing all accounting documentation provided and its accounting entry using information software used by the Provider for these purposes and are provided to the full extent in accordance with the Accounting Act, the Act no. 563/2009 Coll. on Tax Administration (Tax Law) including amendments, Act no. 595/2003 Coll. on Income Tax including amendments and further legal regulations concerning accounting and taxes. Accounting Services furthermore include documentation preparation for tax and fee payments as well as for Client’s health insurance and social insurance payments;
Client’s long-term tangible and/or long-term intangible assets record keeping (assets with expected lifetime of 1 year and more);
Client’s non-depreciable tangible and intangible assets record keeping (assets with expected lifetime of 1 year and more);
drawing up tangible and/or intangible depreciable assets depreciation plans;
processing social and health insurance administration and pension scheme, including calculation, social tax, monthly report processing and yearly accounting for health insurance agencies and the Social Insurance Agency;
processing and submitting obligatory statistical reports to the Statistical Office of the Slovak Republic on specific dates as well as economic summaries based on Client’s requests;
bank account statements and/or bank account movements accounting;
mutual debt and receivables setoff as required by the Client;
unilateral receivables and debt setoff as required by the Client;
cash book administration;
travel expense report accounting;
preparing and submitting income tax return in accordance with Article no. 78 of the Act no. 222/2004 Coll. on income tax including amendments;
preparing and submitting VAT control statement in accordance with Article no. 78a of the Act no. 222/2004 Coll. on income tax including amendments;
preparing and submitting summary statement in accordance with Article no. 80 of the Act no. 222/2004 Coll. on income tax including amendments;
processing tax withholding in cases determined by the Act no. 595/2003 Coll. on income taxes including amendments;
drawing up Client’s year-end closure in accordance with Article no. 17 Accounting Act for the accounting period concerned along with further documentation processing in order to prepare income tax return and drawing up the tax return;
submitting real person income tax return in accordance with the Article no. 32 of the Act no. 595/2003 Coll. on income tax including amendments;
submitting legal person income tax return in accordance with the Article no. 41 of the Act no. 595/2003 Coll. on income tax including amendments.
Advisory Services, including Provider’s professional advisory regarding Client’s economic activity, their accounting and other activities connected. Advisory Services can be provided in the form of:
personal consultation;
email, online or phone communication;
drawing up a written statement;
processing a summary of drafts, filings and requests concerning Client’s accounting.
Salary administration processing includes:
preparation of sign-in and sign-out forms of the Client and their employees for health insurance agencies, Social Insurance Agency or tax office and/or employment office;
Client’s employees salary calculation and drawing up pay rolls and/or payslips based on the attendance record provided by the Client;
executives’ and associates’ compensation calculation based on executive contracts or other similar paid contracts;
insurance payments processing of the Client and their employees for health insurance agencies and the Social Insurance Agency, especially statements and retirement insurance file cards;
Client’s withheld and paid tax advances summary processing;
tax accounting report processing;
yearly tax advances settlement processing, if Client’s employees request it within the term stated by the law and the Client requests the Provider to draw up yearly tax advances settlement for employees and yearly health insurance settlement until 25th February of the calendar year following the tax period. The Client delivers the documentation needed to the Provider;
Client’s employees’ earnings records and payslips administration including summaries for each calendar month and for the whole tax period;
Client’s employees administration in accordance with the Act no. 580/2004 Coll. on health insurance and amendments of the Act no. 95/2002 Coll. – Insurance Act and further legal amendments and regulations;
Client’s administration for the purposes of social insurance and pension scheme in accordance with the Act no. 461/2003 Coll. on social insurance including further regulations;
Client’s employees’ salaries payments documentation preparation, including taxes and insurance payments concerned;
preparation of confirmations and other documentation regarding salary agenda.
Further activities concerning Client’s economic administration include activities connected with payment according to this document and based on mutual agreement between the Client and the provider, e.g. tax administration processing in accordance with the Act no. 595/2003 Coll. on income tax including amendments.
The Provider hereby proclaims that they have relevant professional skills, knowledge and experience to provide the Services according to this document. The Provider also proclaims that they have a damage insurance policy to cover damages concerning providing the Services according to this document.
4
SERVICES PROVISION PRICE, PROVIDER’S OTHER MONETARY REQUIREMENTS AND PAYMENT TERMS
The Client and the Provider have agreed on the price for respective performances in accordance with the previous article of the GTC in a way that the prices of respective performances are determined in Provider’s pricelist, unless the parties agree on different terms stated and specified in the Contract. Provider’s pricelist valid on the date of Contract closure is published on Provider’s Webpage in Slovak and in English. The Provider publishes history of the pricelist as well, in accordance with morality, using an overview of pricelist older versions with timeframe of each respective version. The Provider reserves the right to change the pricelist on a condition to inform the Client at least 60 days before the pricelist effective date regarding the parts of the pricelist concerning the Client and services provided for them. If the Client does not respond to a change of pricelist or does not send their objections in writing, Client’s agreement with the pricelist change is assumed. If the Client disagrees with a pricelist change, they have the right to withdraw from the Contract. The Client has the right to withdraw from the Contract only until they are able to exercise the right to send objections to the pricelist change in writing. If the Client does not do so, the right to withdraw from the Contract in such a case expires.
The prices stated in the pricelist do not include travel expenses according to the Act no. 283/2002 Coll. on travel expenses including amendments, i.e. expenses concerning Provider’s employees’ business travel regarding performances stated in the Contract. The prices stated in the pricelist furthermore do not include administrative and other fees concerning performances according to the Article 2 of the GTC. Provider’s travel expenses, administrative and other fees or other financial payments done by the Provider in the Client’s name will be charged on Client’s account together with the price of performances according to the following paragraph.
The payments are executed based on Provider’s invoices issued by the Provider according to the conditions stated in the Contract.
The Client and the Provider have agreed that the invoice is sent to the Client in an electronic form to the email address stated in the Contract or the email address used to conclude the Contract. If the Client does not state their objections regarding the invoice in writing within five (5) days from the date they received the invoice, such invoice is concerned issued and delivered and the Client is obliged to settle it. The client is obliged to settle the invoice until the invoice due date. In case the payment is overdue, the Provider has the right to proceed as follows:
0 to 14 days overdue – the Provider makes an effort to remind the Client about overdue payments via phone or by SMS;0 až 14 dní po splatnosti, Poskytovateľ vyvinie úsilie a bude sa pokúšať Klienta upovedomiť o meškajúcich úhradách telefonicky prípadne prostredníctvom SMS správ;a. 0 to 14 days overdue – the Provider makes an effort to remind the Client about overdue payments via phone or by SMS;
15 to 30 days overdue – the Provider sends a written reminder using e-mail address stated in the contract attempting reconciliation;
31 days overdue – the Provider has the right to collect claims using their legal attorney in the form of a legal action to claim the amount overdue;
The Provider has the right to claim overdue interest in the amount of 0.05% of the amount overdue for each day the amount is overdue, as stated in the point 4a and 4b. In the case stated in the point 4c, the Provider has the right to claim a lump sum in accordance with Articles no. 369a and 369c of the Trade Act no. 9/2013 Coll. together with the Article no. 1/1 Government of the Slovak Republic Directive no. 21/2013 Coll or overdue interest in the amount of 0.05% for each day the amount is overdue.
In case the Client is overdue with the payment of Provider’s invoice, the Provider has the right to withdraw from the Contract in writing according to the conditions stated in the Contract. Any damages caused by the Provider by such procedures are Client’s responsibility and the Provider cannot be held responsible. Claiming the right to contract penalty has no impact on Provider’s damages claim.
In certain cases determined by the Provider, the Provider has the right to ask the Client to pay a deposit in the amount up to the price of Services to be provided for the Client. The deposit is due at the Provider’s request. The provider thus issues a deposit invoice. The Provider is not overdue with provision of Services ordered until the invoice is not fully paid. Once the settlement invoice is issued, the deposit paid will be settled with the price of the Services provided for the Client.
5
CONFIDENTIALITY AND PERSONAL DATA PROTECTION
The Provider is obliged to maintain confidentiality concerning all information received from the Client regarding Contract performances as well as Client’s financial and property situation, unless such data is publicly accessible. The Provider is only authorised to publish data mentioned in the previous sentence of this paragraph if the Client proclaims so and/or at the request of public authority, for the purposes of a public authorities session or with legal claims against the Client. The provider is obliged to maintain confidentiality regarding Client’s data even after the Contract termination.
The Provider has the right to process personal data as an intermediary in the Client’s name from the Contract effective date. The Client and the Provider conclude another separate contract on personal data processing, which specifies Provider’s conditions regarding Client’s personal data processing.
6
CLIENT’S RIGHTS AND OBLIGATIONS
The Client is obliged to provide the Provider with adequate cooperation needed for efficient Contract task performance. In case such cooperation is not provided by the Client, the Provider is not overdue regarding their Contract performance.
The Client is obliged to give true, timely and complete information and documentation that can possibly affect Provider’s performance to the Provider. The Provider is not responsible for damages caused by Client’s delivery of false, incomplete or incorrect information and documentation.
In case the Client has access to Provider’s Client Zone, they are obliged to regularly check their unpaid liabilities, receivables, preliminary business results, monthly income statement, cash status, current account status and other discrepancies such as incorrectly paired payments due to incomplete or incorrect bank reference or variable symbol. In case the Client realises any above-mentioned discrepancies, they are obliged to immediately inform the Provider using online chat opened with the concerned document.
The Client is obliged to deliver documentation needed for salary administration processing at least five days before the Client’s payment date, the latest day being the fifteenth (15th) day of the month following the salary administration processing month concerned. The Client is obliged to provide documentation and information regarding creation or termination of employment relationship between the Client and their employee (above all data concerning ID card, insurance card, employment contract or similar contract copy, years worked inclusion and employees bank account number) at least three (3) days before such a relationship is initiated or terminated.
The Client is obliged to deliver all documentation concerning accounting entries on time, until the eighteenth (18th) day of each calendar month for the documentation concerning the previous month. The Client is also obliged to deliver documentation concerning the first month following the end of the tax period to the Provider until 40 days after the tax period has ended, unless such a date is in conflict with the above-mentioned dates. If the day is Saturday, Sunday or a Slovak national holiday, the Client is obliged to deliver the documentation the next working day. If the Client is overdue with documentation delivery, the Provider has the right to charge the Client with a sanction according to Provider’s current valid pricelist.
The Client is responsible for the subject of accounting/tax documentation and their time affiliation. The subject means mainly correct client and provider identification on invoices or other tax documents, including ID numbers – company registration number, tax identification number and VAT identification number, complete identification of goods and/or services, clearly stated goods and/or services delivery date and date of the document receipt. The Client is obliged to deliver documentation according to this article of the GTC in person at the Provider’s establishment address during regular business hours or using a post box with documentation enclosed in an envelope marked by Client’s business name to the Provider, except for the documentation that can be electronically sent to and processed by the Provider.
The Client is obliged to carry out an inventory check of assets, liabilities and the difference between assets and liabilities within deadlines in accordance with the Accounting Act and is responsible for the state of these items. The Client is also obliged to provide stocktaking report from the inventory checks for the Provider and to keep records of stock, unless the Client and the Provider agree otherwise in the Contract.
In case the documentation created by the Provider (regarding accounting and/or salary administration processing addressed mainly to the tax office, Social Insurance Agency, a health insurance agency or other subjects) is not being sent electronically by the Provider, the Client is obliged to pick up such documentation (including documentation for salary payments) at the Provider’s request for signing and submitting at an agreed venue. The Client is obliged to proceed so that all deadlines for submission, posting and payment of such documentation are met, in accordance with the legal regulations of the Slovak Republic.
The Client is fully responsible for performing all their notification and registration tasks within the legal deadlines.
In case of any disputes (otherwise not mutually agreed on by the Client and the Provider) concerning documentation submission and/or receipt regarding Contract subject and performance, the Client and the Provider agree that the place of physical submission of such documentation to the Provider is Provider’s office at the address Panónska cesta 17, 851 04 Bratislava, University of Management – City University of Seattle building. The delivering party is obliged to notify the other party about a documentation delivery, according to this GTC paragraph, at least two (2) working days in advance. In case the Client is delayed receiving the documentation from the Provider, the Provider has the right to send a written call to receive the documentation at a given place and time. In case the Client is again delayed receiving the documentation after a written call, the Provider has the right to charge the Client a contract penalty of ten euro (€10) for each day of the delay.
7
PROVIDER’S RIGHTS AND OBLIGATIONS
The Provider is obliged to provide their Services using software with adequate licence, their own information technology and office equipment.
The Provider is obliged to perform activities subject to the Contract in accordance with valid legal regulations, especially in accordance with the Accounting Act. The Provider is obliged to regularly inform the Client about Contract subject performance, and mainly electronically (via email) send data regarding overdue liabilities and receivables and other economic summaries within mutually agreed deadlines. This does not apply if the Client has access to Provider’s Client Zone.
The Provider is obliged to inform the Client about all deficiencies described below either by phone and/ or by email. If the Client has access to Client Zone, the Provider is obliged to notify the Client with priority using the online chat opened in the document containing the deficiencies.
The Provider is responsible for correct accounting entry of all accounting cases based on the documentation provided by the Client for this purpose.
The Provider is obliged to notify the Client regarding formal deficiencies in the provided accounting/tax documentation within twenty (20) working days from the moment the Client delivers it to the Provider. The Client has the right to have such documentation returned unentered for correction, unless the Client insists on their entry contrary to the Provider’s warning. The Provider is not responsible for the consequences regarding deficiency of an accounting/tax document which they explicitly pointed out to the Client in accordance with the first sentence of this paragraph and which the Client insisted should be entered nonetheless.
The Provider is obliged to notify the Client regarding incomplete documentation provided if they realised the fact during accounting/tax documentation processing. The provisions of the previous paragraph apply accordingly.
The Provider is responsible for timely creation of documentation, summaries and other documents they are obliged to make according to the article no. 2 of the GTC and concerning which they received appropriate documentation for from the Client. The documentation delivered on time means full-extent documentation delivered to the Provider by the Client at least two (2) working days before the below-specified deadline.
The Provider is obliged to prepare documents, statements and other documentation for sending above all to the tax office, Social Insurance Agency and health insurance agency sent in an electronic form on the last day of the submission period the latest. The Client ensures document authentication by electronic signature. The Provider can ensure authentication if they have the power of attorney granted by the Client.
The Provider is obliged to prepare for signature documents, statements and other documentation not sent in an electronic form at least two (2) days before the end of the submission period or before the payment due date or on a day the Client and the Provider mutually agree. If the Client is overdue with delivery of documentation concerning performance of Provider’s obligation mentioned in this paragraph, the Provider may:
increase the price charged for the activities regarding documentation delivery the Client is overdue with; or
extend the deadline for preparation of documents, statements or other documentation concerning documentation delivery the Client is overdue with by the time of the delay.
If the Provider decides to extend the deadline according to (b) above and delivers the documents, statements or other documentation to the Client within the extended deadline, the Provider is not responsible for possible sanctions caused by Client’s late submission of the documents, statements or other documentation to the authorities.
Provided that the Provider has performed his Contract obligations, the Provider is not responsible for Client’s late or incorrect tax payment, insurance premium payment or other payments.
The Provider is not responsible for lawfulness of Client’s proceedings and business activities.
The Provider is obliged to deliver all accounting/tax documentation after processing to the Client in accordance with the Contract subject, until 30th of June of each calendar year following the end of the tax period concerning the Provider’s documentation processing, at Client’s explicit request and until two (2) years after the end of the tax period concerning the documentation processing the latest. The Provider has the right to refuse Contract performance in case the Client is overdue with payments of invoices issued by the Provider.
The Provider is obliged to notify the Client if they realise the Client’s orders are inappropriate or purposeless regarding Contract performance.
At the Client’s request, the Provider is obliged to issue a written confirmation stating they have received the documentation for processing.
The Provider has the right to be paid the price according to the article 4 of the GTC.
The Provider is responsible for damages caused to the Client. The Client and the Provider agree that Provider’s damages responsibility is not objective, but it depends on the fault in accordance with the Article no. 263 and the article no. 373 of the Trade Act. The damages amount the Provider is responsible for is limited by the amount (fines, penalties) the Client has to pay to the authorities. The Provider reimburses the Client based on the proof of damages provided by the Client.
The Provider is not responsible for damages caused in case the damages are caused due to:
Client being overdue with notifying the Provider about important circumstances and with delivering all (i.e. complete and correct) relevant documentation necessary for Provider’s thorough Contract performance;
any errors in accounting caused by Client’s incorrect and/or incomplete documentation creation;
Client’s action or inaction;
circumstances causing errors and hence damages before the Contract is valid and in force, in case they influence Provider’s Contract performance;
circumstances happening after the end of the Contract causing errors and hence damages retrospectively influencing Provider’s Contract performance.
8
FINAL PROVISIONS
The relationship between the Provider and the Client is administered by the GTC and general legal regulations of the Slovak Republic, mainly by the Act no. 513/1991 Coll. Trade Act including amendments.
All disputes that arise between the Provider and the Client regarding the Contract and/or the GTC, including disputes concerning validity, interpretation or cancellation of the GTC and the Contract are to be with final effect resolved at the corresponding court of law in the Slovak Republic (exclusive jurisdiction).
If it is proven that one of the articles of the GTC is invalid or not in effect, such circumstance does not mean the other articles of the GTC are also invalid or not in effect.
The GTC can be unilaterally changed by the Provider, with effect on the day of publishing on the Web Portal. The legal relationships established before the effect of the changed GTC are also administered by the changed GTC, while the rights and obligations establishing happening before the effective date of the changes in GTC are administered by the present GTC version.
The GTC articles are by analogy used in case of similarly signed contracts (i.e. in paper form).
The GTC are effective on the day of their publishing on Provider’s Webpage and Client Zone, i.e. on 15th May 2020
