Terms and Conditions

1. Acceptance of Terms

1.1. Before using the Service, please read these terms of use and any referenced documents (collectively, the “Terms”). By signing a document referencing these terms or clicking the acceptance button when available, you enter into an agreement with Us for the use of the Service (the “Agreement”), which includes the Terms. In case of conflict between documents forming the Agreement, the order of precedence is: signed documents, these terms of use, and then remaining documents. If you disagree with the Terms, you may not use the Service. The Service is provided only to businesses. By entering into the Agreement, you confirm it is within your business activities and not as a consumer.

2. Definitions

2.1. Capitalized pronouns “We”, “Us”, and “Our” refer to PageSpeed.cz s.r.o., located at Líbalova 2348/1, Chodov, 149 00 Prague 4, ID: 21754055, registered with the Municipal Court in Prague under file no. C 406073.

2.2. “Price List” is available at https://pagespeed.one/pricing.

2.3. “Third-Party Materials” are documents, data, products, or services not owned by Us, including open-source software.

2.4. “Affiliate” of a person is any entity forming a business group with the person, especially an influential or influenced entity, controlling or controlled entity, or an entity acting in concert.

2.5. “Service” is the website speed monitoring service provided through the application named PageSpeed.ONE (also “Application”) available at https://pagespeed.one/ (also “Website”). The Service does not include consulting and other services provided under a separate order and price.

2.6. “Your Data” are data, instructions, materials, and other content you provide to Us or that We receive from you through the Service. Your Data does not include Output Data.

2.7. “Output Data” are data related to your use of the Service, including statistical and performance information related to the Service's operation.

3. User Account

3.1. Registration. You can create a user account online through the Website. To complete registration and create a user account, you must fill in the required information. You must also confirm your acknowledgment of the Terms.

3.2. Data Accuracy. You are responsible for ensuring that the information provided during registration and in your user account is current, truthful, and complete. You can edit, change, and/or delete voluntarily provided information at any time after logging into your user account.

3.3. Communication. You acknowledge and agree that all information regarding the legal relationship between you as the application user and Us under these Terms will be sent to the email you provide during registration. We will also communicate electronically through the Application or email. If any message or action requires a written form, we agree that an email with a simple electronic signature is sufficient (an electronic signature is considered, for example, the inclusion of your name in the text or sending an email from your email address containing your name).

4. Use of Service

4.1. Usage. Once you create a user account, we grant you a non-exclusive, non-transferable right to use the Service in accordance with the Agreement and instructions on the Website. The right is limited to the duration of the Agreement and solely for your use. You can invite additional users to your team in the Application; their use of the Service is considered your use, and you are responsible for them as for yourself. The right is further limited by the metrics in the Price List and the subscription you purchased. If we provide you with a free or trial version of the Service, functionalities may be limited. The trial version lasts for the period specified on the Website. If you do not purchase a subscription after it ends, access to the Service in the trial version scope will end. We reserve the right to cancel the free use of the Service at any time.

4.2. Reservation of Rights. We do not grant you any license or other intellectual property rights to the software or other works that are part of it. All rights to the software belong and will remain with Us, and all rights to Third-Party Materials belong to the respective providers of Third-Party Materials. You do not acquire any rights, licenses, or permissions except those expressly stated in section 4.1 or in the applicable third-party license terms. By entering into the Agreement, or at the moment of creating such data, you assign to Us all rights related to the Output Data. We reserve the right to make changes to the Service that we deem necessary or useful to improve the quality, efficiency, or performance of the Service or to comply with applicable laws.

4.3. Suspension. We may suspend your access to the Service if:

1. we receive a court order or public authority directive requiring us to do so, or if we find that a government or other authority with legal power has enacted or amended a law, rule, regulation, interpretation, or decision that makes any part of the Agreement illegal or otherwise unlawful for us to perform,
2. you do not comply with the Agreement, violate legal regulations, use the Service beyond the granted rights or for a purpose not permitted by the Agreement, or engage in fraudulent or illegal activities, or

1. you fail to pay the agreed price within the due date.

5. Usage Restrictions

5.1. Usage Restrictions. You may not use the Service or allow others to access or use the Service beyond what the Agreement (or third-party material license terms) expressly permits or prohibits. Specifically, you may not:

1. reverse engineer, copy, modify, adapt, or hack the Service,
2. use access to the Service or Our confidential information to create a competing product or service,
3. bypass or breach any security used by the Service or access the Service or use it other than through your own valid access credentials,
4. upload, transmit, or otherwise provide any data or materials into or through the Service that are unsolicited advertising or content (i.e., “spam“), illegal, or contain or activate any harmful code (software, hardware, or other technology, including malware, intended to allow unauthorized access to a computer, software, hardware, or network or to disrupt or otherwise harm or prevent another customer from accessing or using the Service),

1. damage, disable, interfere with, or otherwise disrupt the Service or Our provision of the Service,
2. use the Service in a manner or for a purpose that violates intellectual property rights, other third-party rights, or legal regulations.

6. Your Responsibilities

6.1. Cooperation. Throughout the duration of the Agreement, you must provide Us with the cooperation and assistance necessary for the exercise of Our rights and fulfillment of Our obligations under or in connection with the Agreement. If you do not provide Us with cooperation or fulfill another obligation under the Agreement, it constitutes an obstacle to the performance of the Agreement on your part, entitling Us to suspend performance of the Agreement. The duration of the obstacle, during which we cannot perform, is counted from the first day the obstacle occurred until you inform Us of its removal. The deadlines for fulfilling Our obligations under the Agreement are automatically extended by the duration of the obstacle and the time necessary to restore continuity of Our performance.

6.2. Remedial Measures. If you become aware of any actual or threatened activity prohibited in section 5.1, you must promptly inform Us and take all appropriate measures to stop the activity and mitigate its effects (e.g., interrupting and preventing unauthorized access to the Service or deleting data to which anyone has gained unauthorized access).

6.3. Your Responsibility. You are solely responsible for:

1. meeting the requirements listed on the Website; if you do not meet these requirements, the Service may not function properly,
2. the legality of processing Your Data. You are responsible for ensuring that you are authorized to provide Us with all Your Data and that its use and processing by Us for the purpose of providing the Service does not violate third-party rights, especially intellectual property rights or privacy rights, or obligations set by legal regulations. You must inform individuals whose personal and other data you provide to Us for the purpose of providing the Service about such data provision to Us, or obtain consent for such provision of personal data if necessary,

1. the use, security, and protection of access credentials from unauthorized use, and
2. all access to and use of the Service through your systems or access credentials, including all results obtained from such access or use and all conclusions, decisions, and actions based on them.

7. Price

7.1. Subscription. If you wish to purchase a subscription, select the subscription level on the Website and complete the order in the Stripe payment form by clicking the “Order“ button or a similar button. Subscription fees are calculated on an annual or monthly basis (or other period if specified in the Price List), starting from the subscription start date (the day the subscription fee is paid) and each corresponding day of the following subscription period. Subscriptions are sold in tiers based on the number of monitored websites and other factors according to the Price List. You can upgrade your subscription level by ordering this change on the Website, but you cannot downgrade the level within the subscription period. When upgrading, we will charge you a proportional part of the price for the remaining part of the subscription period.

7.2. Fees. You will pay the subscription fee according to the current Price List after submitting the order. We reserve the right to change the Price List, introduce new fees, or increase fees for the next subscription period. We will inform you of any price increase for your subscription by email at least 45 days (15 days for monthly subscriptions) before the end of the current subscription period, so you can decide whether to renew the subscription (section 10.2). The obligation to pay fees is not tied to the actual use of the Service. If you do not use the Service or exhaust all website monitoring, it does not affect Our right to full payment of fees. Unless expressly stated otherwise, fees are non-cancellable and non-refundable.

7.3. Taxes. All fees and other amounts payable by you are stated exclusive of taxes and similar levies. Unless expressly stated otherwise, fees do not include VAT, which the user will pay in addition to the stated amounts. Without limiting the foregoing, you are responsible for all sales, use, consumption, and other similar taxes, duties, and charges of any kind. If you are based in another EU member state and are VAT registered, we will not charge you VAT, and you will self-assess it under the reverse charge mechanism. You are responsible for ensuring that the information needed to determine the tax, especially the address and VAT number, is correct.

7.4. Payment. You pay the subscription in advance by credit card or another method offered in the Stripe payment gateway form. Stripe processes your credit card information; We do not have access to it. By purchasing a subscription, you authorize us to automatically charge the price for each subsequent subscription period from your chosen payment method until you cancel the subscription. The price is due on the first day of the subscription period. If the payment cannot be charged, we may retry, and you are in default until payment is made. If we agree on payment by invoice, payment instructions will be provided on the invoice. We will issue and send you the invoice after confirming the order. If you do not pay on time, we may charge interest on the overdue amount at 0.5% for each day of delay. We also reserve the right to immediately suspend access to the Service without prior notice if we receive a chargeback notification. A chargeback will be considered a breach of your payment obligations. If we determine that you intentionally initiated a chargeback, we may take reasonable steps to limit your future access to the Service.

8. Confidentiality

8.1. Confidential Information. In fulfilling the Agreement, either of us (as the disclosing party) may disclose its confidential information to the other (as the receiving party). Confidential information includes non-public business, financial, technical, operational, or production information, including trade secrets, and other non-public information that the receiving party should consider confidential based on its content or the manner of disclosure. This includes business plans, know-how, prices, access credentials, and passwords to the Service. Confidential information does not include information that is or becomes publicly known or available other than through the receiving party's actions or omissions or was in the receiving party's possession before the Agreement date.

8.2. Confidentiality. The receiving party agrees to maintain the confidentiality of the disclosing party's confidential information. The receiving party may use the disclosing party's confidential information only in accordance with the Agreement for its performance. Unless necessary for the Agreement's performance, the receiving party may not disclose, communicate to others, or otherwise use the disclosing party's confidential information.

8.3. Permitted Disclosure. The receiving party may disclose the disclosing party's confidential information to its employees or collaborators only if it binds them to confidentiality obligations at least to the extent required by the Agreement and only to the extent necessary to fulfill its obligations in accordance with the Agreement. The receiving party is responsible for any breach of confidentiality caused by persons to whom it disclosed confidential information as if it had breached confidentiality itself. The confidentiality obligation does not apply to cases where the obligation to disclose or publish the disclosing party's confidential information arises from legal regulations or a public authority decision.

8.4. Duration. The confidentiality obligation lasts for the duration of the trade secret and, concerning other confidential information, for the duration of the Agreement and 5 years after its termination, unless the disclosing party discloses specific confidential information earlier. Upon the disclosing party's request, the receiving party will return or destroy the disclosing party's confidential information that the receiving party is not required to retain under legal regulations.

9. Legal Liability

9.1. Indemnification. You agree to indemnify and protect Us and Our Affiliates from all damages, including penalties, fines, and legal representation costs, that may arise in connection with a third-party claim or assertion related to:

1. your data or its processing,

1. facts that, if true, would constitute a breach of any of your representations or obligations under the Agreement,
2. your actions or omissions in connection with the Agreement, or
3. use of the Service beyond the purpose, scope, or manner permitted by the Agreement or in any way contrary to Our instructions.

1.2. Disclaimer of Warranties. The Service is provided “as is.“ We do not warrant that the Service is suitable for a particular purpose, will be compatible or work with any software, system, or other services, or will be secure, accurate, or error-free. We do not guarantee that the Service will be available or operate without interruption. All Third-Party Materials are provided “as is,“ and any representation or warranty regarding Third-Party Materials is solely between You and the Third-Party Materials provider. You agree to the stated limitation of liability.

1.3. Limitation of Liability. To the maximum extent permitted by law, neither We nor Our Affiliates are liable for lost profits, inability to use the Service, or interruption of its provision, nor for loss, damage, or restoration of your data or breach of its security. Except for liability that cannot be limited by law, Our obligation and the obligation of Our Affiliates to compensate you or your Affiliates for damages arising from or related to the Agreement is limited to an amount equal to 100% of the price you paid Us under the Agreement in the 12 months preceding the event leading to the claim for such damages.

1.4. Exclusivity. This Article 9 governs all Our liability arising from the Agreement. You expressly waive any rights not stated here and agree to the above limitation of liability. Payment of any contractual penalty does not affect the entitled party's right to compensation for damages caused by a breach of obligations.

2. Duration of the Agreement

2.2. Duration.

1. The Agreement is concluded for an indefinite period. Termination of the Agreement also means the termination of any currently valid subscription.
2. The subscription begins on the subscription payment date and lasts for the agreed subscription period. The subscription period automatically renews for another consecutive subscription period of the same length as the previous period unless the Agreement is terminated under these Terms or one party notifies the other of non-renewal according to the following paragraph.

2.3. Renewal. The subscription will not renew if either of us notifies the other in writing at least 30 days before the end of the current annual subscription period (10 days for a monthly subscription period) that they wish to terminate the subscription period. Notification can also be made by clicking the appropriate button when this option is available in the Application. In such a case, we will terminate the subscription on the last day of the current subscription period. In the case of renewal for another subscription period, we will charge the price for such a subsequent subscription period from your chosen payment method at the beginning of the next subscription period (section 7.4), or you will pay it based on an invoice if we have agreed on invoice payment. Unless otherwise agreed, the price for the next subscription period is based on the current Price List.

2.4. Termination of the Agreement. In addition to other rights to terminate the Agreement stated in these Terms:

1. either of us may terminate the Agreement with immediate effect if the other party materially breaches the Agreement and such breach cannot be remedied, or can be remedied but remains unremedied 30 days after receiving written notice of such breach,
2. either of us may terminate the Agreement with immediate effect if the other party becomes insolvent or is threatened with insolvency under the legal regulations effective on the termination date, files for insolvency proceedings against itself (debtor's petition), or enters liquidation,
3. We may terminate this Agreement with immediate effect if you fail to pay any amount by the due date and such default lasts more than 15 days or if you breach section 5.1, and
4. We may terminate the Agreement without cause with a 30-day notice period; if you have paid a subscription at that time, the Agreement will end on the last day of the current subscription period.

2.5. Post-Termination Procedure. Unless otherwise agreed, upon termination of the Agreement:

1. the rights and licenses we granted you will immediately terminate,
2. after an additional 3 months, we may destroy and permanently delete all Your Data and confidential information, with the exception that this obligation does not apply to Output Data,
3. you must immediately cease all use of the Service and permanently delete all materials and Our confidential information provided by Us from all your systems within 15 days or upon our written request and confirm to Us in writing that you have fulfilled this obligation,
4. if you terminate the Agreement under Article 10.3 (a), you will be relieved of the obligation to pay fees related to the subscription period after the effective date of this termination. In all other cases, We retain the right to all fees for the entire current subscription period.

2.6. Surviving Provisions. Termination of the Agreement for any reason does not affect rights and obligations that by their nature are intended to survive its termination, especially contractual penalties, limitation of liability, and indemnification obligations. We have agreed to exclude the procedure under § 2004 paragraph 2 sentence 2 of the Civil Code.

3. Final Provisions

3.2. The Agreement and all legal relationships arising from or related to it are governed exclusively by the legal order of the Czech Republic, excluding conflict of laws. Disputes arising from the Agreement will be decided exclusively by the courts of the Czech Republic with local jurisdiction according to Our registered office.

3.3. The invalidity, ineffectiveness, apparentness, or unenforceability of any part of the Agreement does not affect its remaining parts. We mutually agree to replace any invalid, ineffective, apparent, or unenforceable part of the Agreement with a valid, effective, non-apparent, and enforceable part with the same commercial and legal meaning within 14 days from the date of receiving a request from the other party.

3.4. We will primarily communicate electronically through emails of contact persons. If any message or action requires a written form, an email with a simple electronic signature is sufficient.

3.5. The Agreement can be amended by written addenda agreed upon by both of us, either by signing the addendum in printed form or electronically with electronic signatures of both parties.

3.6. We may unilaterally change the Terms. We will notify you of any change by sending an email to your contact person. If you do not reject the change within 15 days from the date of sending the notification by written notice sent to Our contact person, you accept the change. If you reject the change within the above period, the current Terms remain in effect, and We may terminate the Agreement with a one-month notice period during which the last agreed Terms apply.

3.7. Neither of us may unilaterally set off any claim arising from or in connection with the Agreement against the other party's claim without the prior written consent of the other party.

3.8. We exclude the use of any trade customs within the meaning of § 558 paragraph 2 of Act No. 89/2012 Coll., the Civil Code, as amended, except those expressly agreed in the contract. We mutually assume the risk of a change in circumstances within the meaning of § 1765 paragraph 2 of the Civil Code. Failure to exercise a right from any part of the Terms will not be considered a waiver of those rights or established practice.

3.9. We consider any unforeseeable circumstances that we cannot reasonably control, such as natural disasters, embargoes, strikes (including planned strikes), war, epidemics, and cyberattacks (e.g., DDoS), as force majeure. Non-performance of an obligation due to force majeure does not constitute a material breach of the Agreement.

3.10. We may place your business name, logo, trademark, or any other trade designation on Our website in the references section and use it as a reference in Our offers and on social media.

3.11. The Agreement represents our complete agreement regarding its subject matter and supersedes all prior arrangements regarding the subject matter of the Agreement.