I. Introductory Provisions

  1. These Special Contract Terms of netmail s.r.o. for G Suite Services (hereinafter ”G Suite SCT’s“) only apply to using G Suite Services, next to the General Contract Terms and Conditions of netmail s.r.o. (hereinafter ”the T&C“). If there is any contradiction between G Suite SCT’s and the T&C, G Suite SCT’s shall prevail.

  2. Based on the contract entered into by and between netmail s.r.o. and Google Ireland Limited, registered office at Gordon House, Barrow Street, Dublin 4, Ireland (hereinafter „Google Ireland“) the Provider is an authorized reseller of Google Company (hereinafter ”Google Company“) for G Suite services.

  3. G Suite Services are meant to be a packet of applications designed to be applied in the Customer’s own Internet domain and marked as G Suite core services and G Suite non-core services. A detailed description of individual G Suite Services is given mainly in the agreement between Google Company and the Customer, which can be found at: http://g.netmail.cz/google-apps-contract.

  4. The G Suite Services will be provided in accordance with this Agreement and the SLA available at http://www.google.com/apps/intl/en/terms/reseller_sla.html. Provider will provide Customer with an Admin Account to use for administering the End User Accounts and other features of the Services. Customer shall: (a) administer End User Accounts using the Admin Console and Admin Tools; and (b) determine the Services to be provided to End Users.

II. Invoicing and Payment for Using G Suite Services

  1. Price of G Suite Services. Any and all fees for using G Suite Services are fixed in the Contract or Binding Order. For the purpose of G Suite SCT’s the Contract is based on Binding Order to Provide and Arrange Services (as defined in Terms, and hereinafter referred to as the Contract). In the event that fees are not presented in the Contract or Binding Order, all G Suite Services will be paid for according to the prices quoted on the website cloud.netmail.eu, which are currently in force.

  2. Invoicing. When entering into a Contract, the Customer must select either the Flexible Plan or Annual Plans when it orders the Services, unless otherwise stated in the Contract.

    a) Flexible plan. If Customer selects Flexible Plan Provider will provide Customer with the monthly rate per End User Account for the Services when Customer orders the Services (“Monthly Rate”). Customer may alter the number of End User Accounts by communicating the appropriate number of accounts to Provider via the Admin Console. Provider will use the Monthly Rate to calculate, on a pro-rated basis, the total Fees payable by Customer per day based on the number of End User Accounts Customer holds on that day. Any partial day of Services or End User Account validity will be rounded up to a full day for the purposes of calculating Fees. Provider will bill Customer the Fees for the Services monthly in arrears where Customer is on the Flexible Plan.

    b) Annual plan (monthly payments) If Customer selects Annual Plan with monthly payments Provider will provide the Customer with the annual rate for the Services when Customer orders the Services based on the number of End User Accounts specified by Customer. The Fees for the Annual Plan shall be payable in monthly instalment (which shall be pro-rated for partial months). Customer may alter the number of End User Accounts by communicating the appropriate number of accounts to Google via the Admin Console. Where Customer increases the number of End User Accounts this shall increase Customer’s annual commitment under the Annual Plan and Provider shall increase the Fees payable by Customer under the Annual Plan based on the number of additional End User Accounts at the price per End User Account in the Annual Plan. Where Customer decreases the number of End User Accounts via the Admin Console, this will not reduce Customer’s annual commitment under the Annual Plan and will not reduce the Fees payable under the Annual Plan.

    c) Annual plan (annual payment) If Customer selects Annual Plan with annual payments Provider will provide the Customer with the annual rate for the Services when Customer orders the Services based on the number of End User Accounts specified by Customer. The Fees for the Annual Plan shall be payable in advance with annual payments. Customer may alter the number of End User Accounts by communicating the appropriate number of accounts to Google via the Admin Console. Where Customer increases the number of End User Accounts this shall increase Customer’s annual commitment under the Annual Plan and Provider shall bill the Customer with prorated Fees for the rest of the annual period based on the number of additional End User Accounts at the price per End User Account in the Annual Plan. Where Customer decreases the number of End User Accounts via the Admin Console, this will not reduce Customer’s annual commitment under the Annual Plan and will not reduce the Fees payable under the Annual Plan.

  3. Payments. Payment methods are specified in General Terms and Conditions article VII. Invoicing and payment, paragraph 2. Payment terms

  4. Possibility of changing the chosen plan in the course of using G Suite Services.

    a) If the Customer uses G Suite Services in the Flexible plan, it is entitled to ask the Provider in writing, at any time during such using, for changing the existing plan to annual plan. Such a change becomes effective on the day following the day the relevant request was delivered to Provider.

    a) If the Customer uses G Suite Services in the annual plan regime, it is not entitled to change the existing plan in the course of the agreed period of time.

    A written request for a change of the plan chosen in the Contract shall be sent by the Customer to the Provider to the following e-mail address: ask@netmail.eu or entered through Customer Portal.

  5. Suspension of G Suite Services for Non-Payment. If the Customer is in delay, the Provider is entitled to suspend the Customer’s access to G Suite Services under the following conditions:

    a) Automatic suspension. Customer will have 30 (thirty) days to pay Provider overdue Fees. If Customer does not pay Provider overdue Fees within 30 (thirty) days from the overdue date, Provider will automatically suspend Customer’s use of the Services. The duration of this suspension will be until Customer pays Provider all outstanding Fees.

    b) During Suspension. If Customer is on the Flexible Plan Provider will stop charging Customer monthly Fees during Customer’s suspension for non-payment. If Customer is on the Annual Plans, Provider will continue to charge Customer monthly Fees during Customer’s suspension for non-payment and Customer must pay all outstanding Fees in order to resume its use of the Services.

    c) Termination after suspension. If any overdue Fees are not paid within 60 days of the overdue date, Provider may immediately terminate this Agreement on written notice to Customer (which may be by email).

    d) Restoration of services after suspension. The Provider is obliged to ensure access to the Services no later than the first working day following the day all the amount due was credited to the Provider’s account. The Provider shall inform the Customer about the restoration of access to the Services (which may be by email).

  6. Renewal of G Suite Services Renewal under Annual Plan.

    a) if Customer is on the Annual Plan, the Services and all End User Accounts previously purchased by Customer shall automatically be switched to the Flexible Plan at the end of the Services Term.

    b) if Customer is on the Annual Plan and wants to renew the Services and all End User Accounts previously purchased by Customer and remain on the Annual Plan, then Customer must change the renewal settings in the Customer Portal to select the Annual Plan before the end of the current Services Term for the Annual Plan has ended and the Services and all previously purchased End User Accounts will renew under the Annual Plan for a Renewal Term.

    c) Customer may alter the number of End User Accounts to be renewed by communicating the appropriate number of accounts to be renewed to Provider via the Customer Portal. Customer will continue to pay Provider the then-current Fees for each renewed End User Account unless Customer and Provider mutually agree otherwise. If Provider does not want the Services to renew under the Annual Plan, Provider will provide Customer written notice (which may be by email) at least 15 (fifteen) days prior to the end of the then current Services Term. This notice of non renewal will be effective upon the conclusion of the then current Services Term and the Agreement shall automatically terminate.

III. Consent to the Terms

1) Consent to G Suite SCT’s. Before starting to use G Suite Services, the Customer is obliged to acquaint itself with these G Suite SCT’s, in addition to the Terms. Besides the conclusion of a Contract, consent is also factually expressed by the fact that the Customer, possibly directly some of the Customer’s users, starts using any of G Suite Services. If the Customer or some of the Customer’s users dissents from these SCT’s, it is obliged to refrain from using G Suite Services. 2) Changes to and effectiveness of changes to the terms..

a) Changes to the terms. The Provider is entitled to make commercially reasonable changes to the contents of these G Suite SCT’s. A proposal for a change to G Suite SCT’s shall be communicated by the Provider to the Customer.

b) Effectiveness of changes to the terms. In relation to the Customer that entered into a Contract for a definite time, changes to G Suite SCT’s shall not become effective before the termination of the period for which the Contract was entered into. In relation to the Customer that entered into a Contract for an indefinite time, changes to these G Suite SCT’s become effective no sooner than the beginning of a new settlement period. In the event that the effectiveness of a Contract is prolonged for a definite time, changes to G Suite SCT’s become effective on the day following the day the original effectiveness of the Contract should have expired. In relation to each Customer changes only become effective if the Customer grants its consent to such changes. As a display of consent on the part of the Customer is deemed either a click on the relevant button expressing consent to a change to G Suite SCT’s or continuing to use G Suite Services on the part of the Customer even after the date fixed by the Provider as a date of effectiveness of a change to G Suite SCT’s. If the Customer dissents from changes to G Suite SCT’s, it is obliged to refrain from using G Suite Services after a change to G Suite SCT’s becomes effective. Any changes to these G Suite SCT’s become effective on the day fixed by the Provider, however, no sooner than the 15th day after being published on the Provider’s websites.

IV. Accounts of End Users

  1. Change in the number of end users. The Customer may change the number of accounts of end users of G Suite Services by communicating their respective number to the Provider. In such a case, the Customer will continue to pay the Provider then current fees for each renewed end user account, unless the Contracting Parties agree otherwise or unless otherwise provided in the Contract.

  2. Requesting accounts of end users. The Customer may request the accounts of end users: (i) by sending a notice to its assigned account administrator providing / operating G Suite Services or (ii) by ordering the accounts of end users by means of an administrator’s console.

V. Change to the parameters of G Suite Services.

The Customer may request the accounts of end users: (i) by sending a notice to its assigned account administrator providing / operating G Suite Services or (ii) by ordering the accounts of end users by means of an administrator’s console.

VI. Effectiveness.

This wording of G Suite SCT’s becomes effective on 1 November 2016.