I. Introductory Provisions

These Special Contract Terms of Revolgy Business Solutions a.s. for Google Workspace Services (hereinafter ”GW SCTs“) only apply to using Google Workspace Services, next to the General Contract Terms and Conditions of Revolgy Business Solutions a.s. (hereinafter ”T&C“). If there is any contradiction between GW SCTs and the T&C, GW SCTs shall prevail.

Based on the contract entered into by and between Revolgy Business Solutions a.s. 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 (hereinafter ”Google Company“) for Google Workspace Services.

Google Workspace Services are meant to be a packet of applications designed to be applied in the Customer’s own Internet domain and marked as Google Workspace services. A detailed description of individual Google Workspace Services is given mainly in the agreement between Google Company and the Customer, which can be found at: https://workspace.google.com/terms/premier_terms.html.

The Google Workspace Services will be provided in accordance with these GW SCT’s, the T&C and the Google Workspace Service Level Agreement (hereinafter “SLA”) available at http://www.google.com/apps/intl/en/terms/reseller_sla.html. The Provider will provide Customer with an account with access to Admin Console to use for administering the End User Accounts and other features of the Google Workspace Services. Customer shall: (a) administer End User Accounts using the Admin Console and Admin Tools, and (b) determine the Google Workspace Services to be provided to End Users.

II. Invoicing and Payment for Using Google Workspace Services

1) Price of Google Workspace Services. Any and all Fees for using Google Workspace Services are fixed in the Contract or Binding Order. For the purpose of Google Workspace, GW Contract is based on Binding Order to Provide and Arrange Services (as defined in the T&C, and hereinafter referred to as the Contract). In the event that Fees are not presented in the Contract or Binding Order, all Google Workspace Services will be paid for according to prices displayed to the Customer in the Customer portal https://myservices.revolgy.com/  after logging in with the Customer’s unique login details. Prices in such case may change without previous notice.

2) Taxes. Customer is responsible for any Taxes and Customer will pay the Provider for the Services without any reduction for Taxes. If the Provider is obligated to collect or pay any Taxes, the Taxes will be invoiced to Customer and Customer will pay such Taxes to the Provider in addition to any Fees, unless Customer provides the Provider with a timely and valid tax exemption certificate in respect of those Taxes issued by the appropriate taxing authority. If Customer is required by law to withhold any Taxes from its payments to the Provider, Customer must provide the Provider with an official tax receipt or other appropriate documentation to support such payments.

Customer will provide the Provider with any applicable tax identification information that the Provider may require under applicable law to ensure its compliance with applicable tax regulations and authorities. Customer will be liable to pay (or reimburse the Provider for) any taxes, interest, penalties, or fines arising out of any mis-declaration by Customer.

3) Invoicing. When entering into a Contract, the Customer must select either the Flexible Plan or Annual Plan - as described below - when it orders the Services, unless otherwise stated in the Contract.

a) Flexible Plan. If Customer selects this option, Customer will not be committed to purchase the Services for a pre-defined term but will pay Fees based on its daily usage of the Services, billed monthly in arrears. 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. The 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. The Provider will bill Customer the Fees for the Services monthly in arrears where Customer is on the Flexible Plan.

b) Annual/Fixed-Term Plan (monthly payments). If Customer selects this option, Customer will be committed to purchasing the Services for one or more annual terms (as selected by Customer). Customer may not terminate the Annual/Fixed-Term Plan (monthly payments) prior to the period for which it was agreed. Should the Customer stop using the Annual/Fixed-Term Plan (monthly payments), the already paid Fees for the Plan will not be reimbursed to the Customer and is not relieved from the obligation to pay the outstanding monthly instalments. 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 instalments (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 Customer portal https://myservices.revolgy.com/. 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 or via the Customer portal https://myservices.revolgy.com/, 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/Fixed-Term Plan (annual payment). If Customer selects this option, Customer will be committed to purchasing the Services for one or more annual terms (as selected by Customer). Customer may not terminate the Annual/Fixed-Term Plan (annual payment) prior to the period for which it was agreed. Should the Customer stop using the Annual/Fixed-Term Plan (annual payment), the already paid Fees for the Plan will not be reimbursed to the Customer and the Customer and is not relieved from the obligation to pay the outstanding Fees for the Plan. If Customer selects an 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 payment. Customer may alter the number of End User Accounts by communicating the appropriate number of accounts to Google via Customer portal https://myservices.revolgy.com/. 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 or via the Customer portal https://myservices.revolgy.com/, this will not reduce Customer’s annual commitment under the Annual Plan and will not reduce the Fees payable under the Annual Plan.

4) Payments. Payment methods are specified in the T&C, Article VII. (Invoicing and payment), paragraph 2. (Invoicing and payment terms).

5) Possibility of changing the chosen plan in the course of using Google Workspace Services.

a) If the Customer uses Google Workspace 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 working day following the day the relevant request was delivered to Provider.

b) If the Customer uses Google Workspace Services in the Annual Plan, 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@revolgy.com or entered through Customer Portal https://myservices.revolgy.com/.

6) Suspension of Google Workspace Services for Non-Payment. If the Customer is in delay, the Provider is entitled to suspend the Customer’s access to Google Workspace Services under the following conditions:

a) Automatic suspension. Customer will have 10 (ten) days to pay Provider overdue Fees. If Customer does not pay Provider overdue Fees within 10 (ten) 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 by reason of delay the use of Google Workspace Services is suspended to the Customer for a period exceeding 60 days, 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).

7) Renewal of Google Workspace Services

a) If Customer is on the Flexible Plan, Customer can terminate services anytime via the Admin Console or via the Customer portal https://myservices.revolgy.com/, so no Renewal is relevant for this plan.

b) 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, unless Customer agrees with Provider otherwise.

c) Customer may use the Admin Console to adjust the number of End User Accounts to be renewed. Customer has to renew the Annual/Fix-term Plan in the Customer portal https://myservices.revolgy.com. Customer will continue to pay relevant Fees for each renewed End User Account unless Customer and Provider mutually agree otherwise. If client is still on a G Suite plan, he will need to migrate to one of the eligible Google Workspace plans. Customer is advised to reach out to Revolgy for advice on choosing the right plan. If either party does not want the Services to renew, then it must notify the other party to this effect at least 15 days before the end of the then-current Order Term, and this notice of non-renewal will take effect at the end of the then-current Order Term.

8) Other Suspension. 

Notwithstanding Section 6 herein, all or part of Customers` use of the GW SCTs can be suspended if it is needed to protect the services, infrastructure supporting the services, or any other customer of the services (or their end users); (a) there is suspected unauthorized third-party access to the services; (b) it is reasonably believed that immediate suspension is required to comply with any applicable law; or (c) Customer is in breach of Common conditions for the Use of Services. The suspension will be lifted when the circumstances giving rise to the suspension have been resolved. 

III. Data Processing

1) Limitations. The Provider does not take any responsibility for processing of Personal Data included by the Customer or a third party on Customer’s behalf in the Google Workspace Services. Any and all Personal Data processing within Google Workspace Services abides by the conditions for Personal Data processing of Google Ireland, the Provider shall not process any Personal Data. The Customer is obliged, prior to providing the Personal Data, to acquaint itself in time with the conditions for Personal Data processing of Google Ireland, and assign the identical obligation to all users of the Services within the Customer’s domain. In this regard, the Provider also informs the Customer that in the case of data migration provided by the Provider, the Customer shall ensure that the Provider does not have access to the Personal Data and does not process any Personal data of the Customer so the Provider is not considered data processor of Customer’s Personal Data.

IV. Consent to the Terms

1) Consent to GW SCTs. Before starting to use Google Workspace Services, the Customer is obliged to acquaint itself with these GW SCTs, in addition to the T&C. 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 Google Workspace Services. If the Customer or some of the Customer’s users dissents from these GW SCTs, it is obliged to refrain from using Google Workspace 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 GW SCTs. A proposal for a change to GW SCTs 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 GW SCTs 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 GW SCTs 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 GW SCTs 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 GW SCTs or continuing to use Google Workspace Services on the part of the Customer even after the date fixed by the Provider as date of effectiveness of a change to GW SCTs. If the Customer dissents from changes to GW SCTs, it is obliged to refrain from using Google Workspace Services after a change to GW SCTs becomes effective. Any changes to these GW SCTs 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. Intellectual Property Rights

Neither party is granted any rights, implied or otherwise, to the other party content or any of the other's intellectual property. Each party retains all intellectual property rights.

V. Effectiveness

This wording of GW SCTs becomes effective on April 18, 2024.