Company
Taxeedo s.r.o., ID no.: 14024501
with its registered office at Husova tř. 1845/11, 370 01 České Budějovice
registered in the Commercial Register maintained by the Regional Court in České Budějovice, Section C, Insert 31642
for processing and submitting Value Added Tax returns for sellers on Amazon.com
1. Introductory provisions
1.1. These Terms and Conditions govern the relationship between the Provider and the Client relating to the Services.
1.2. The Provider and the Client conclude a Contract, the content of which is defined by these Terms and Conditions, unless agreed otherwise in writing between the Provider and the Client.
1.3. These Terms and Conditions are valid from the date of their publication on the Website and come into effect between the Parties from the date specified in Article 1.5 of these Terms and Conditions.
1.4. The Provider may change or amend these Terms and Conditions from time to time and shall notify the Client about such a change by email. The Client agrees to check the most recent text of the Terms and Conditions on a regular basis. If the Client does not agree to the change of the Terms and Conditions, the Client may terminate the Contract in accordance with Article 4 of these Terms and Conditions. If the Client does not exercise this right within 3 days of the date of delivery of the notification of change to the Terms and Conditions, the relationship between the Parties shall be governed by these Terms and Conditions as amended. This provision is without prejudice to the rights and obligations arising during the effective period of the previous version of these Terms and Conditions.
1.5. By checking the box „Agree the terms and policy“ in user registration process under Article 3.3.1., the Client agrees to the applicable version of the Terms and Conditions, which become binding for the Parties at the time of conclusion of the Contract. The Contract is concluded at the time of the first provision of the service by the Provider or of crediting the first payment of the Client to the account of the Provider, whichever occurs first.
2. Definitions
2.1. „VAT“ – value added tax, a general tax on consumption proportional to the price of goods and services, the rate of which may vary from one jurisdiction to another.
2.2. „Client“ – a legal person or enterprising individual, or their representative, who uses the Provider´s services offered on the Website. The Client is not a consumer.
2.3. „Terms and Conditions“ – these general terms and conditions that govern the relationship between the Provider and the Client relating to the provision of Services.
2.4. „Politically exposed person“ - in accordance with the provisions of the AML Act, it is a natural person who is entrusted with prominent public functions or was entrusted with prominent public functions in the period of one year before taking customer due diligence measures (identification).
Reasons for the classification as a Politically exposed person:
- Head of State, Prime Minister, Ministers and Deputy Ministers, State Secretaries;
- Members of the Parliament or similar legislative bodies;
- Members of governing bodies of political parties;
- Members of Supreme Courts, of Constitutional Courts or other high-level judicial bodies whose decisions are not subject to further appeal;
- Members of the Court of Auditors or of Central Bank Boards;
- Ambassadors, Chargés d'Affaires and high-ranking officers in the armed forces;
- Members of administrative, managerial or supervisory bodies of undertakings, in which the State is the majority stakeholder;
- Directors, Deputy Directors and Members of the Board of Directors or similar functions in an international organization.
2.5. „VAT return“ – VAT return or equivalent declaration according to the country, for which the Client has concluded a service contract.
2.6. „Provider“ - Taxeedo s.r.o., ID no.: 140 24 501, with its registered office at Husova tř. 1845/11 , 370 01, registered in the Commercial Register maintained by the Regional Court in České Budějovice, Section C, Insert 140 24 501. The Provider shall be deemed to include, where applicable, any other persons who, under the instruction or agreement with Taxeedo s.r.o., provide the Services on behalf of the company.
2.7. „Services“ – any services provided by the Provider via the Website, which is specified in detail in Article 3, in the “Basic service” and “Additional services” sections.
2.8. „Contract“ – the Service Contract concluded between the Provider and the Client relating to the Services.
2.9. „Parties“ – Parties to the Contract, i.e. the Provider and the Client.
2.10. „Marketplace“ – online marketplace operated on www.amazon.com and other language versions of the marketplace.
2.11. „Website“ – www.taxeedo.com in all the language versions and any other website, where the Provider offers the Services under these Terms and Conditions.
2.12. „AML Act“ – Act no. 253/2008 Coll., on selected measures against legitimisation of proceeds of crime and financing of terrorism, as amended.
2.13. „Countries“ – member country (countries) of the European Union, the European Economic Area and the United Kingdom of Britain and Northern Ireland listed on the Website for a specific service.
3. Services provided, ordering and providing services
3.1. Basic service – preparation and submission of VAT returns
This Service includes:
- (i) calculation of the VAT amount based on the data and documents provided by the Client;
- (ii) preparation of the VAT returns to be submitted to the tax authorities;
- (iii) submission of the VAT returns to the tax authorities within the time-limit laid down by the law of the country concerned in cases, where the Provider is legally entitled to do so;
- (iv) sending an informational email to the Client at the email address the Client provided upon the registration. This email contains information on the VAT amount, its due date (time limit for payment) and payment details for the payment of VAT, so that the Client can appropriately fulfil its tax obligations regarding VAT, for individual Countries on case-by-case basis; and
This service is provided for a monthly fee (subscription).
The Client notes that the Provider shall have no responsibility for submitting the Returns to any authority unless duly authorized (entitled) to do so. In this respect, the Client understands that it may take several weeks from the time of the conclusion of the Contract to obtain the authorization for the Provider and that the Client shall be fully responsible for the administration of its VAT obligations until the Provider confirms that it is duly authorized to act on behalf of the Client.
The calculated amount of VAT shall be paid by the Client directly to the tax authority of each Country unless otherwise specifically agreed. In any case, the Provider shall not be liable for any damage resulting from the non-payment or late payment of any amount of VAT in any Country. In addition, in Countries where the payment of VAT is the precondition for the submission of Returns, the Provider is in no way responsible for any damage resulting from late submission of the Returns in case the Client fails to pay the VAT within the time specified.
3.2. Additional services
If the Client has a subscription to the Basic services pursuant to Article 3.1 valid for the at least one (1) month for at least one (1) Country, the Client may order the provision of the following additional services:
3.2.1. VAT registration
If the Client intends to commence its business activities in a Country, where it does not have a VAT registration number, the Provider shall, at the Client´s request, register the VAT on behalf of the Client and claim a relevant registration number in such a Country. For the provision of this Service, the Provider shall use data and documents provided by the Client in the registration process described in Article 3.3. There is a one-off fee charged for the provision of the Service.
3.2.2. Intrastat declaration
If the volume of the Client´s transactions in a Country exceeds the Intrastat threshold value and the Client is therefore obliged to prepare and submit Intrastat declaration, the Provider shall prepare and submit the such declarations on behalf of the Client. This Service is provided for a monthly fee (subscription).
3.2.3. Supplementary VAT return
If it is necessary to supplement the VAT return previously prepared and submitted by the Provider, the Client shall notify the Provider of the period concerned, upload the necessary data and documents pursuant to Article 3.4 and the Provider shall then prepare and submit the supplementary VAT return. There is a one-off fee charged for the provision of the Service.
3.2.4. Past-due VAT return
If the Client obtained the VAT registration number in a country prior to the subscription to the Services pursuant to the Article 3.1 related to such a Country and failed to file a VAT return with the relevant tax authority for the period prior to the subscription to the Services, the Provider shall file the past-due VAT returns retroactively for those periods as agreed with the Client. There is a one-off fee charged for the provision of the Service.
3.2.5. Translation
If the Client is required to submit translated documents for the VAT registration, the Client shall procure the translation of the necessary documents.
3.2.6. Provision of EORI number
EORI number is the Economic Operators Registration and Identification number required for businesses that import or export products to and from the European Union. The Provider shall obtain the EORI number for the Client from the competent authority. As regards the United Kingdom and Northern Ireland, this Service is provided as part of the Basic service. There is a one-off fee charged for the provision of the Service.
3.2.7. Consultation and assistance
The Provider shall provide consultations with a tax expert in relation to any VAT issues (e.g. audit, VAT refund, overview of VAT rates), by telephone, email or in person at the Provider's registered office, or in any other manner as agreed with the Client. The fee for this Service shall be charged on a one-off basis for each consultation, according to the number of hours or part thereof.
3.2.8. Cancelling VAT number
On behalf of the Client, the Provider shall arrange cancellation of the VAT registration in the Country selected by the Client. There is a one-off fee charged for the provision of the Service.
3.3. Processing an order
3.3.1. Account registration and login
For registration, the Client follows the instructions posted on the Website.
When registering an account, the Client shall provide the following details: full name, email address, telephone number and shall choose a password. In addition, the Client shall provide the following details about the entity, for which VAT return is to be processed and submitted: business name (in case of an enterprising individual, the full name), registered office (or permanent address), legal form of the entity, date of incorporation (or birth date), identification number (ID no.), email address and, where applicable, the website address of the entity. The list of information required for registration may change and vary from one country to another.
For the purpose of providing the Services, the Client may be required, pursuant to the AML Act, to provide the following data and documents: full name, mother´s maiden name, date of birth, country of birth, place of birth/town, type of identity document, number of identity document, permanent address and declaration as to whether the Client is a Politically exposed person.
3.3.2. Placing an order
The Client shall fill in on the Website or upload to the Website documents and detailed information of the entity, for which the Provider is to process and submit the VAT return pursuant to Article 3.1, or for which Additional services are to be provided pursuant to Article 3.2. In addition to the data referred to in Article 3.4., such data and documents may include:
- (i) a link to an e-shop (on the Marketplace) of the Client, types of products it sells or certification on the Client´s VAT registration and the registration date as well as any other data necessary for the appropriate performance of the Contract required by the Provider on the Website;
- (ii) a copy of the passport or other identification document with a photo of the person acting on behalf of the Client, VAT registration certificate in the country of establishment, the articles of association as well as any other data necessary for the appropriate performance of the Contract required by the Provider on the Website.
For placing an order, the Client shall follow the instructions posted on the Website.
3.4. Terms of service
3.4.1. Client registration
The use of the Services is subject to the Client´s registration (creation of an account) on the Website pursuant to Article 3.3.1. For registration, the Client shall follow the instructions posted on the Website.
3.4.2. Provision of necessary files, documents and data by the Client
For the purpose of providing the Services, the Client shall upload files to the Website, which may include:
- (i) files uploaded from the Marketplace or
- (ii) tax template files, into which the Client enters the data manually.
Instead of uploading the above-mentioned files manually, the Client may also grant the Provider access to API connection to the Marketplace. In that case, the information will be downloaded automatically by the Provider. If, for any reason, the Client does not grant the Provider access to API connection or is informed by the Provider that API connection is not feasible for any reason whatsoever, the Client is obliged to upload the above-mentioned files to the Website by the 6th day of the calendar month following the month, for which the Services are provided. Together with these files, the Client is obliged to provide the Provider any other data (in particular documents and data) required by the Provider for the provision of the Service.
By the first upload of the above-mentioned file, the Client is obliged to state on the Website, in the “Products” tab, the purchase price of goods sold on the Marketplace. The purchase price is composed of the acquisition cost and related transport and insurance costs of the goods. The purchase price shall be used by the Provider to report the value of the assets transferred between individual member states of the European Union or between individual warehouses of the Marketplace.
For the provision of Services, the Provider may use API keys provided by the Client. The Client agrees that the Provider may use API keys to obtain the Client´s data from the Marketplace (information provided to the Marketplace by the Client), while the Provider may use the data obtained by means of API in the same manner as if the Client had provided them for the purposes of providing the Services. The Client shall be solely and fully responsible for the completeness and accuracy of any data used by the Provider for the preparation of VAT returns.
The Client undertakes to provide any documents, files and data necessary for the provision of the Services related to the month, which is processed under the Services, but no longer than the 6th working day of the following month.
3.4.3. Prior payment of the ordered Services
Provision of the ordered Services is subject to the prior payment (applicable to Services provided for subscription or for one-off fee) pursuant to Article 3.5.
Provided the Client has not paid the subscription for the period, in which the Client intends to use the Services, or the fee, the Provider is not obliged to provide the Services to the Client and the Client is fully responsible for fulfilling its obligations in relation to relevant tax authorities of all Countries, for which the Provider has provided or should have provided the Services to the Client.
The Client undertakes to pay the price of the ordered Services as specified at https://www.taxeedo.com/cs/#pricing at the time the order is made. The Provider may not charge or retrospectively reduce the price due to provision of a free trial period or discount.
3.5. Payment for Services
The amount of fees for the provision of Services is defined by the Provider on the Website. Services that are not paid on a one-off basis are paid on a monthly basis.
The fees for the provision of Services are paid in euros (EUR), unless otherwise agreed. The Client may pay for the Services in the following ways:
- (i) a cashless transfer to the Provider´s account no. CZ45 2010 0000 0021 0208 0362, held with Fio banka, a.s. (hereinafter referred to as the „Provider´s account“), or
- (ii) cashless payment by card.
The Provider shall issue an invoice for the paid fees and send it to the Client´s email address provided during the registration.
Provided the Client makes a cashless payment of the Services by card through automatic monthly payments, the respective amount of fees shall be charged automatically to the Client´s payment card on the first calendar month, in which the Services are provided to renew the subscription for the given calendar month. If the Provider is unable to charge the Client´s payment card, the Provider will email the Client and attempt to charge the Client´s payment card 5 working days later. If even the second attempt to charge the Client´s payment card is unsuccessful and there is no explicit agreement to the contrary, the Provider shall not provide the Client with any other Service since the beginning of the calendar month, for which the subscription has not been paid until the Services are duly paid and the subscription fee for the given month is paid.
The fees for Additional services pursuant to Article 3.2 shall be charged (i) on a one-off basis or (ii) a monthly basis together with the subscription, as applicable. For the details on the payment of fees go to https://www.taxeedo.com/cs/#pricing.
The Provider undertakes to provide the Services to the Client for the period, for which the Client´s subscription is valid and paid. After the expiry of the subscription for the Services, the Provider is in no event obliged to provide any Services to the Client, until the Client has duly paid the subscription fee for the following period.
4. Termination of Services
4.1. The Client may cancel the entire subscription or individual Services on the Website at any time. If the Client cancels the entire subscription or any of the Services under these Terms and Conditions during a month, for which the fees have been paid, the Provider will not refund any fees or proportion of the fees paid in advance.
4.2. Each Party may terminate the Contract with a notice period of 1 month (starting from the first day of the following month) by sending the notice to the Provider´s email address: info@taxeedo.com, or to the Client´s registered email.
4.3. If the Contract is terminated at the end of a calendar year (in the month of December), the Provider undertakes to prepare an annual summary VAT return for the Client in the following Countries: the Kingdom of Spain, the Federal Republic of Germany, the Italian Republic, provided the Client has subscribed to the Service pursuant to Article 3.1 of these Terms and Conditions in any of these Countries.
4.4. The Provider is entitled to terminate the Contract immediately and without a notice in case of a serious breach of the Contract by the Client. A serious breach of the Contract shall include, but is not limited to, the following: the Provider becomes aware the Client is involved in criminal activity, the Client represents a personal threat or the Client seriously or repeatedly (at least twice) violates these Terms and Conditions.
4.5. In case of termination of the Services for any reason, the Provider is not obliged to refund any fees or a proportionate part of the fees for the Services paid by the Client in advance, even in the event the Service has not been provided yet.
4.6. In addition, the Provider is entitled to terminate the Contract without any reason within 7 days after its conclusion.
5. Other rights and obligations of the Parties
5.1. The Client undertakes to provide the Provider with an update of information in writing, via email or on the Website, regarding any changes related to the files, documents or data provided in the registration process, within five (5) days after the occurrence of such changes.
5.2. The Client undertakes to duly sign any documents required by the Provider if their signing is necessary for the provision of Services. The Client agrees that if such documents are not signed, the Provider shall have no obligation to provide any Services, for which a document signed by the Client is required.
5.3. At the request of the Provider, the Client is obliged to provide any synergy necessary and any necessary information and data required to fulfil the Provider´s obligations under the AML Act.
5.4. The Client and the Provider shall maintain confidentiality about the content of their contractual relationship and information learnt in connection with the fulfilment of their obligations, except for the provision of protected information to the legal and tax advisors of the Client or of the Provider, relevant tax authorities, judicial authorities and enforcement authorities.
5.5. The Provider is entitled to use subcontractors for the provision of Services to the Client and share with them such confidential information, which is necessary for the provision of Services.
5.6. The Client is not entitled to assign the receivables or the Contract or its contractual position to another entity. The Client agrees and, where applicable, is responsible and liable for ensuring that the user name and the password shall not be provided to another person and that only the Client registered in compliance with these Terms and Conditions shall act under the registered account or the Client shall be liable under these Terms and Conditions.
5.7. The Client is obliged to inform the Provider immediately about an apparent breach of security, such as loss, theft or unauthorized disclosure or use of the user name or password. The Client also remains solely and personally responsible for any unauthorized use of the Services.
5.8. The Client undertakes to fully indemnify the Provider and settle any costs incurred by the Provider in the event of a breach of any of the Articles of these Terms and Conditions.
5.9. Force majeure: If due to the failure of telecommunication or internet services, unrest, inability to obtain labour or material, earthquake, fire or other acts of God, accidents, restrictions imposed by the respective public authorities or by other cause beyond the Provider´s control, the Provider is not able to perform its obligations in whole or in part, the Provider shall be released from these obligations to the extend, in which the Provider is not able perform the obligation under the Service Contract and this failure of the performance shall not involve the responsibility of the Provider to the Client or other third parties.
6. Declaration of the Provider
6.1. The Provider declares that all the materials on the Website are its intellectual property, which is protected by copyright and may not be reproduced, copied, modified, published, transmitted or uploaded in any way without the written consent of the Provider.
6.2. The Provider declares that the trademarks and domain names „Taxeedo“ and taxeedo.com are registered trademarks and domain names of the company. All rights are reserved. The use of such trademarks and domain names is allowed subject to a prior written permission and consent of the Provider.
6.3. The Provider declares and the Client accepts that the Provider shall not be liable to the Client or other third party for any damage incurred in connection with the (un)availability, use, reliance on or inability to use the Website or hosting services, their virus infections or other interference that may cause damage even if the Provider and the service host have been alerted about such a possibility. The Parties have agreed that the Provider´s responsibility for any claims made by the Client based on the breach of the Contract shall be limited to the current maximum amount of a monthly subscription fee per claim.
6.4. The Provider declares and the Client acknowledges that the AML Act stipulates the obligation of identification and control to the Provider as to a person providing the accounting services. Pursuant to these Terms, the required data on the Client and the entity, to which the Services are to be provided, as provided by the Client in the registration process, shall be recorded in compliance with the AML Act. Pursuant to the AML Act, the Client is obliged to submit to the Provider a written declaration as to whether the Client acts on its own behalf and in its own interest or in the interest of the beneficial owner as well as whether the Client or its representative is a Politically exposed person.
7. Declaration of the Client
7.1. The Client declares it has made itself familiar with these Terms and Conditions prior to the conclusion of the Contract and agrees to them without reservation, which the Client expresses by following Article 1.5, and undertakes to comply with them.
7.2. The Client undertakes to first resolve any disputes with the Provider through mediation and with the participation of a qualified mediator, on whose person the Parties agree. If the dispute is not resolved or the Parties fail to agree on the mediator within 90 days after the initiation of the mediation or the first proposal of a specific person to act as a mediator, the Client may apply to the court pursuant to Article 8.
7.3. The Client declares that all files, documents and data uploaded by the Client to the Website and provided to the Provider are true, accurate, correct and complete. The Client is aware that the Provider shall not be liable for any damage incurred due to the provision of untrue, inaccurate, incorrect or incomplete information. The Client undertakes to fully indemnify the Provider in case any sanctions are imposed on the Provider due to the use of files, documents and data provided by the Client.
7.4. The Client declares and acknowledges that the Provider´s involvement in the process of preparation and submission of the VAT return does not relieve the Client of its obligations under the law, such as the obligation to submit the tax statement, control statement, pay the VAT or VAT interim payment etc. The Provider advises the Client about the strict rules and deadlines for submitting the VAT return and substantial penalties that may be imposed in the event of failure to comply with the obligations. It is therefore necessary that the Provider receives from the Client complete information without any delay to ensure a timely processing and/or submitting of the VAT return.
8. Final provisions
8.1. Provided any or more of the provisions included in these Terms and Conditions are for any reason found to be invalid, ineffective, illegal or unenforceable in any respect, then to the maximum extent permitted by law, such invalidity, ineffectiveness, illegality or unenforceability shall not affect any other provision of these Terms and Conditions and the Parties shall attempt to replace such a provision in a manner, which is not invalid, ineffective, illegal or unenforceable.
8.2. The contact person of the Provider is Iva Hanušová (info@taxeedo.com, +420 775 409 490). Provider´s notifications may be sent to the Client by electronic messages via the Website, by general posting on the Website or by electronic mail (email). Notifications of the Client to the Provider may be may submitted by electronic messages (email) or by regular post, unless otherwise indicated in these Terms and Conditions.
8.3. The Provider accepts suggestions for the improvement of Services and complaints by email at the address indicated on the Website. The Provider seeks to improve its Services, promptly investigate the matters brought to its attention and to find a mutually agreed solution, where possible.
8.4. The Provider´s handling of the personal data provided by the Client is regulated by the Principles relating to the processing of personal data.
8.5. The Czech language version of these Terms and Conditions, Principles relating to the processing of personal data and Contract is the decisive language version. The Provider does not recognize any legal claims or other complaints for misunderstandings due to mistranslation.
8.6. These Terms and Conditions shall be governed by and construed in accordance with the law of the Czech Republic. The governing law shall be the law of the Czech Republic.
8.7. Capitalized terms shall have the meaning defined in Article 2 of these Terms and Conditions. In the absence of a definition for any terms used in these Terms and Conditions, the term shall be interpreted in accordance with commercial practices of the Provider and if not, in accordance with Act no. 89/2012 Coll., the Civil Code, as amended.
8.8. In the event of any dispute arising out of or in connection with these Terms and Conditions, the Parties have agreed that such disputes shall be finally settled by Czech courts in accordance with the law of the Czech Republic.