GENERAL CONDITIONS
1. These Business Terms and Conditions (hereinafter referred to as “OP”) are an integral part of the contract concluded between INVESTER GROUP HOLDING s.r.o. (hereinafter referred to as the “intermediary”) and the person interested in participating in the projects (hereinafter referred to as the “candidate”) These OP stipulate the rules for the participation of the candidate in the projects sought and offered by the intermediary on the website www.invester.cz (hereinafter referred to as the “portal”). Any deviating provisions in the contract shall prevail over the wording of these OPs. The intermediary offers three different categories of participation in projects. The contract is concluded depending on the variant of participation in the project, but always in the form of confirmation of a specific option (by so-called click) on the portal.
2. The candidate acknowledges that although the intermediary makes maximum professional efforts in the selection of projects and assistance in their implementation, and usually owns a stake in the project implementing company, the intermediary cannot guarantee to the candidate either profit on or the return of the amount paid by the candidate for participation in the project; as the success of individual projects depends on circumstances beyond the control of the intermediary.
CATEGORIES OF DIRECT PURCHASE
3. In this variant, by executing the contract, the candidate becomes the owner of a specific interest in a specific legal entity, i.e. a partner in that legal entity with all rights and obligations arising therefrom.
4. The offer of the project always shows the total amount of the share offered for sale through the intermediary and the price for a 1% share. The candidate shall select a specific project from the Buying Share section on the portal and fill in the share amount that he intends to acquire and confirm his choice. The intermediary system will then generate a payment order for the amount corresponding to the product of the percentage of the amount of the ordered share and the price for 1% of the shares. The share price is paid in money (Czech crowns), and by paying the entire amount by bank transfer from the candidate's bank account to the bank account opened by the intermediary, a contract is concluded between the intermediary and the candidate. A separate bank account or sub-account is maintained for each project.
5. A suspensive condition of the contract shall be the fulfillment of interest in the whole stake offered in a specific project (in a specific legal entity). The contract with each particular candidate will take effect only upon the conclusion of the contract with the last candidate whose conclusion will ensure the purchase of the entire stake.
6. The Intermediary shall, after fulfilling the suspensive condition through its system, deliver to each candidate a power of attorney for all legal acts aimed at the realization of the creation of a new legal entity, and. to realize the transfer of a stake in an existing legal entity. Within 15 days, the applicant is obliged to print two copies of the power of attorney, both to be authenticated as signed and deliver them to the intermediary's address. If the candidate fails to do so, the intermediary is entitled to a contractual penalty equal to the amount of the share price paid by the candidate. This is without prejudice to the intermediary's claim for full compensation. If the agent does not receive the signed power of attorney within 20 days, he is entitled to withdraw from the contract.
7. Upon receipt of power of attorney from a particular candidate, the intermediary shall immediately transfer the amount paid by him to the account linked to the implementation of the project, i.e. to the deposit manager's account if the project is implemented by a new legal entity; and to the account of existing shareholders if the project is implemented through the purchase of a stake in an existing legal entity.
8. If the project target fails to be fulfilled within the deadline specified on the portal, the intermediary is obliged to notify a candidate who concluded a contract for it through its system and to return the amount paid by him within 10 days.
9. The intermediary is entitled to a commission from the author of the project. Details are included in the contract between the intermediary and the author of the project.
10. The candidate is entitled to realize the rights and obligations of a shareholder in the legal entity in which he / she has acquired a share, or he / she may authorize the intermediary to do so by a written power of attorney. The mediator is obliged to accept the power of attorney thus granted. If the intermediary is authorized by the candidate, the intermediary shall be entitled to reimbursement of costs only if it has incurred a demonstrable cost for each year of authorization for each candidate. The expense is payable always as defined by the intermediary which it has passed to the candidate. The intermediary is obliged to respect the instructions of the candidate, if they are imparted by the candidate. This does not apply if these instructions conflict with legal regulations, with the internal regulations of the legal entity or with the interests of the legal entity. Each candidate expressly acknowledges that the intermediary will represent more than one candidate whose interests may not be the same and that, as a result, he may proceed differently for each candidate, including a different vote for each share in the general meeting. The mediator is entitled to delegate the exercise of rights and obligations of the partner.
11. If a legal entity demonstrates the existence of profits in the relevant accounting period, which is usually a calendar year, the payment of the share of profits to individual candidates - partners is bound by the decision of the competent body of the legal entity. If the intermediary is entrusted with the exercise of the rights and obligations of the shareholder, he will always vote to pay as much of the profits as possible to the shareholders; this does not apply if this would jeopardize the current financial situation or the stability of the legal entity, if it would jeopardize the probable higher future profits resulting from further investment of the current profit and if it receives another instruction from an interested party. The profit, lowered by the intermediary's commission referred to in Article 10 hereof, will be paid to the candidate once a year to his bank account specified in his portal account, in cash (Czech crowns).
12. The Applicant is not limited in any way to dispose of a share acquired in a legal entity under this Agreement.
INDIRECT CATEGORIES OF PURCHASE
13. In this variant, by executing the contract, the intermediary becomes the owner of a specific interest in a particular legal entity or project, that is to say, a partner of that legal entity with all the rights and obligations arising therefrom, and the candidate is entitled to payment of the corresponding part of the profits paid by the legal entity.
14. The offer of a project shall always indicate the total amount of the stake offered for sale through the intermediary and the price per 1% stake. The interested party selects a specific project from the category Buying a Share Indirectly on the portal and fills in the amount of shares that he intends to acquire and confirms his choice. The intermediary system will then generate a payment order for the amount corresponding to the product of the percentage of the amount of the ordered shares and the price for 1% of the shares plus the amount of the commission of the intermediary pursuant to Article 19 of these BTC. The share price shall be paid in money (Czech crowns). By paying the entire amount by bank transfer from the candidate's bank account to the bank account opened by the intermediary, a contract is concluded between the intermediary and the candidate. A separate bank account or sub-account is maintained for each project. It is also possible to pay for the share in the cryptocurrency. By paying the entire amount by wire transfer from the candidate's cryptobanking purse to the intermediary's cryptobanking purse, a contract is concluded between the intermediary and the candidate. Applicants will receive an email confirmation from the intermediary of payment of the purchase price for the relevant share(s) with a breakdown of the price, a description of the confirmation of ownership of the share(s) and the date when the payment for the share(s) was credited to the project intermediary's account.
15. The current exchange rate of money (Czech crowns) and cryptocurrencies can be found on the portal. The decisive factor is the exchange rate on the date of conclusion of the contract according to the previous article of these OP. The exchange rate risk is borne by the interested party. The candidate acknowledges that digital currencies and services linked to them are not regulated by legal regulations in the Czech Republic and thus do not fall under the regulation and supervision of the Czech National Bank.
16. A suspensive condition of the contract shall be the fulfillment of interest in the whole stake offered in a specific project (in a specific legal entity). The contract with each particular candidate will take effect only upon the conclusion of the contract with the last candidate whose conclusion will ensure the purchase of the entire stake. If the price of the cryptocurrency (change in the cryptocurrency exchange rate x CZK) is reduced by 10% or less in the period from the conclusion of the contract with the candidate until the suspensive condition is fulfilled, the reduction (loss) is borne by the project author and the candidate is not obliged to pay anything. If the price of the cryptocurrency is reduced by more than 10% between the conclusion of the contract with the candidate and fulfillment of the suspensive condition, the intermediary shall ask the candidate to pay the relevant difference to the Cryptobanking wallet of the intermediary within the period specified. If the balance is not paid by the deadline, the intermediary is entitled to a contractual penalty of 2% of the amount originally paid by the candidate, and the intermediary is entitled to withdraw from the contract. If there is an increase in the price of the cryptocurrency in the period from the conclusion of the contract with the candidate to the fulfillment of the suspensory condition, the increase (profit) is in favor of the author of the project.
17. Upon fulfillment of the suspensive condition, the intermediary shall fulfill its obligation to pay the price of the entire stake in the company implementing the project without delay.
18. If the project target fails to be fulfilled within the deadline specified on the portal, the intermediary is obliged to notify each candidate who has concluded a contract concerning the project through its system and return his funds to him within 14 days.
19. The intermediary has the right to redeem the indirect share from the candidate, if the candidate agrees.
20. The rights and obligations of a shareholder in the legal entity in which the shareholder has acquired a share are exercised by the intermediary itself; it is not obliged to comply with the instructions of the candidate. The intermediary is entitled to delegate the exercise of rights and obligations of the partner. The intermediary is entitled to commission against the candidate only if they agree on it in the case of a particular project. The same applies to the intermediary's claim for commission against the author of the project to another party.
21. If a legal entity demonstrates the existence of a profit in the relevant accounting period, which is usually a calendar year, the payment of a share of profit to individual candidates - partners is bound by the decision of the competent body of the legal entity. The intermediary will always vote to pay as much of the profits as possible to the shareholders; this does not apply if this would jeopardize the current financial situation or the stability of the legal entity, if it would jeopardize probable higher future profits resulting from the further investment of the current profit or if it receives another instruction from an interested party. Profit, lowered by the intermediary's commission referred to in Article 20 of these OP, will be paid to the candidate once a year to his bank account or to his Cryptobanking purse listed in his portal account, converted to money (Czech crowns) at the date of transfer.
22. The Applicant is not entitled to transfer the indirect share acquired in the project under this Agreement to another person. If the candidate so requests, the intermediary is obliged to offer the indirect share to the other candidates in the project, the intermediary is entitled to buy the indirect share from the candidate (pay for it) for the amount agreed between them.13. V této variantě se realizací smlouvy stane zprostředkovatel vlastníkem konkrétního podílu v konkrétní právnické osobě nebo projektu, tedy společníkem této právnické osoby se všemi právy a povinnostmi, které z toho plynou, a zájemci vznikne nárok na výplatu odpovídající části zisku vypláceného právnickou osobou.
PROJECT SUPPORT CATEGORY
23. In this variant, by executing the contract, the candidate becomes entitled to a specific legal entity for the supply of goods or services of a value that the candidate chooses.
24. The offer of the project always lists the possibilities of the value of the goods or services. The candidate shall select a specific project from the Project Support category on the portal and fill in the amount he / she intends to pay and confirm his / her choice. The intermediary system will then generate a payment order for this amount. The price is paid in money (Czech crowns). By paying the entire amount by bank transfer from the candidate's bank account to the bank account opened by the intermediary, a contract is concluded between the intermediary and the candidate. A separate bank account or sub-account is maintained for each project.
25. Upon receipt of payment, the Intermediary shall issue and deliver to the candidate, via its system, a voucher containing the specification of the legal entity to which the candidate is entitled, including the specification of the goods or services received by the candidate and any further amounts.
26. The intermediary is obliged to ensure the establishment of the legal entity defined in the project, if necessary buying the necessary stake in it. The intermediary bears no liability in the event that this legal entity fails to meet its obligations towards the candidate, the intermediary does not guarantee the fulfillment of obligations by the legal entity.
FINAL PROVISIONS
27. Unless otherwise provided in these OP, the candidate shall submit all instructions and perform all negotiations for the performance of this contract through his account opened by the intermediary on the portal for each candidate separately. Unless stipulated otherwise in these OP, the Intermediary shall deliver all notices and documents to the candidate through his portal account. The date of delivery is the date on which the document was made available to the interested party on their account, regardless of when the interested party logs into their account.
28. The candidate will create an account upon first registration on the portal. When creating an account, the candidate is obliged to provide correct and truthful information - his / her name, surname, date of birth and residence. When creating an account, the candidate creates a user name and password, which is used to log into their account each time they visit the portal. The intermediary shall not be liable for any damage caused by the breach or loss of the password and / or user name, or its communication to a third party, failure of the internet or as a result of breach of the contract by the candidate.
29. When registering and creating an account on the portal, the candidate shall confirm that he / she is not a politically exposed person or person against whom the Czech Republic applies international sanctions pursuant to the Act on the Implementation of International Sanctions and that the funds intended for the implementation of the contract are not criminal. The candidate is obliged to notify the intermediary should the situation change. Should any statement prove to be false, the agent is entitled to immediately cancel the candidate's account on the portal and withdraw from the contract.
30. The information provided by the parties for the duration of the agreement is considered confidential and the other party is not entitled to use this information other than in the performance of the agreement unless it is divulged by the other party. Each Party shall also be responsible for compliance with this obligation for third parties to whom it discloses confidential information in connection with the performance of the contract. This obligation shall survive the termination of this agreement. This obligation shall not apply in the event of a dispute between the parties in the case of the dispute being settled by a court or other competent authority.
31. Otherwise, the relations of the parties are governed by the generally binding legal regulations applicable in the Czech Republic. The contracting parties agree that disputes of the contracting parties arising out of or relating to this contract, which cannot be settled amicably, shall be heard and adjudicated by the intermediary's general court, as provided for in the procedural regulations of the Czech Republic.
32. The intermediary shall process personal data in accordance with Act No. 101/2000 Coll., The Personal Data Protection Act, as amended (hereinafter referred to as the “DPO”) and is duly registered as an administrator with the Office for Personal Data Protection. The candidate agrees to the collection, storage and processing of the personal data contained in the intermediary's registration and ordering form for the entire period from the date of granting consent to that of its withdrawal or the termination of the intermediary's activities. The candidate is aware of his / her rights under Sections 12 and 21 of the DPO and declares that he / she is familiar with all completed parts of the form, that the data filled in by him / her are accurate and true and are provided voluntarily. The consent to the processing of personal data may be revoked upon a request sent to the intermediary. If it is suspected that the intermediary is proceeding in the processing of personal data in violation of the law, the candidate may request correction of the defective condition. In accordance with § 5 of the DPO, all data specified in the form are collected and processed solely for the purpose of executing transactions under this agreement and for sending commercial communications by electronic means pursuant to Act No. 480/2004 Coll., On Certain Information Society Services. The intermediary declares that he will collect the personal data of the candidate only to the extent necessary to fulfill the specified purpose, and process it only in accordance with the purpose for which it was collected. The employees of the Intermediary or other natural persons who process personal data on the basis of the contract and other persons are obliged to maintain confidentiality of personal data, according to § 15 of the DPO. The provision of personal data is voluntary, but if it is personal data required in the order or registration form, their provision is a condition for the implementation of this contract
33. Both Parties declare that they do not feel that they are a weaker Party. Both contracting parties assume the risk of a change in circumstances and waive the right to seek cancellation of the obligations under this contract. Rights arising from this agreement may not be assigned to a third party without the prior written consent of the other party. The provisions of the Civil Code on change of circumstances and disproportionate shortening shall not apply to obligations arising from this contract.
34. The intermediary is entitled to unilaterally change these OP. The intermediary shall notify the change by delivering to each candidate the change of terms and conditions through their portal account. The applicant has the right to reject the changes and to terminate the contract for this reason within a 14-day notice period.
35. These Terms and Conditions are effective as of 2 November 2018.27.