Introduction and Key Definitions
Introduction
This section outlines the fundamental principles of this document (hereinafter referred to as the "Terms and Conditions") and defines key terms used throughout.
To enhance clarity, the Terms and Conditions include simplifications and examples. These simplifications and examples are not legally binding and are provided for illustrative purposes only. Simplifications are clearly labelled as "In simple terms," while examples are introduced with the word "Example.".
The definitions in this section are legally binding. Except for the name of the service alzaAds, all defined terms in these Terms and Conditions are capitalised.
alzaAds and Related Terms
alzaAds is an advertising system through which advertisers can purchase ads from Alza.cz a.s., which are displayed on selected websites and applications.
A Website refers to web pages where ads can be ordered, i.e., where Ads are displayed; this primarily includes the website www.alza.cz, or any other site selectable within the Interface.
An Advertisement (or "Ad") is an individual promotional message in a format chosen from predefined options in the Interface, such as text ads, banners, video ads, and more.
The Interface is the web-based platform accessible at the web page (URL) alzaads.citrusad.com. The Interface allows Advertisers to use alzaAds, specifically to create Ads and monitor their performance.
Contracting Parties (Alza and the Advertiser) and Users
Alza refers to Alza.cz a.s., headquartered at Jankovcova 1522/53, Prague 7 – Holešovice, postal code 170 00, CIN: 270 82 440, registered with the Municipal Court in Prague under Section B, File 8573. Alza operates the alzaAds service.
The advertiser alzaAds is an advertiser (user) that is registered in the alzaAds system by Alza at his request, and who can, when logged into the Interface via his user account (hereinafter the "alzaAds account"), place advertisements displayed on the Users website. Advertisements can be entered according to parameters predefined by Alza in alzaAds. AlzaAds advertisers are typically Alza's suppliers, but they can also be Alza's suppliers' advertising agencies. Where the Advertiser is the supplier of goods falling within the category of agricultural products and/or food products within the meaning of Law 395/2009 Coll., Alza and the Advertiser conclude a separate framework agreement governing the use of alzaAds, of which these Terms and Conditions will be an integral part.
A User is an internet user who is targeted by alzaAds advertisements, primarily Alza customers. A Registered User is a customer who has created a user account with Alza.
Scope of the Terms and Conditions – What They Cover and Their Legal Significance
or, more specifically, what these Terms and Conditions apply to and what their legal significance is.
Ordering Ads in the alzaAds System
The contractual relationship governed by these Terms and Conditions covers:
In simple terms: The ability for Advertisers to purchase ads from Alza through the alzaAds system, which will be displayed on the Website.
Legally speaking (bindingly), Alza's obligation to provide the Advertiser with the alzaAds service, which includes the Advertiser's ability to create Ads displayed on the Website, and the Advertiser's obligation to pay Alza for the service provided through alzaAds.
These Terms and Conditions govern the collaboration between the Advertiser and Alza in fulfilling the defined subject of the contractual relationship and serve as framework conditions regulating the rights and obligations of Alza and the Advertiser related to the provision of services in alzaAds.
The Terms also apply if an Advertiser requests an ad outside the alzaAds Interface (e.g., via email), provided the ad is created in the Interface by Alza.
The bottling specification ((especially the Advertiser specification) takes place by the Advertiser in the Interface alzaAds according to the options predefined by Alza. Alza's offer in alzaAds thus sets out the ad options on the basis of which the Advertiser creates the ad. The successful insertion of the Advertiser into alzaAds thus results in an offer to conclude a partial contract (the nature of the special contract), to which the Terms apply in the alternative (the nature of the general contract). In some cases, the Advertisements will be checked by Alza (the Advertiser will be informed of this check when the Advertiser is inserted); the sub-contract will not be concluded until the moment the bid is won in the auction system. The offer is irrevocable in this case.
Example: Alza's offer in alzaAds allows the Advertiser to create an Ad for a product (e.g., iPhone 14 Plus 128 GB) displayed in the relevant category (e.g., mobile phones) for a period chosen by the Advertiser (e.g., from January 1, 2025, to January 3, 2025), with a maximum cost-per-click set by the Advertiser (e.g., 7 CZK excluding VAT) and a campaign budget (e.g., 10,000 CZK excluding VAT), where the ad consists of displaying the listed product in a premium position.
Whether the above hypothetical ad is displayed is determined by an automated internal auction in the Interface; in the auction, besides price, relevance to the User is also considered, among other factors.
The successful submission of the Ad constitutes the conclusion of a partial contract. The partial contract does not include, for example, payment terms, so these Terms and Conditions, which regulate payment terms in Article X, apply.
Alza emphasises that in the above case, the Advertiser does not create new content but only promotes content already available on the Website and uploaded by Alza.
Providing alzaAds Services
Alza will display only supported ad types on the Website. Within the Website and applications, ads can be placed in designated areas, such as the homepage or product categories. Advertisers can choose from supported ad types in the Interface.
In simple terms: The ad placement process in the Interface is user-friendly. Only supported ad types can be selected, and ads can only be placed in designated areas of the Website. Areas not designated for ads will not be displayed in the Interface for selection and cannot be chosen for ads.
Advertisements will be shown in the selected location on the Web page or app and targeted as selected in the Interface, e.g. on selected product categories. Alza points out that the category listed in the Interface is a generic term and includes not only a category with a specific ID that the Advertiser chooses, but also a related category, subcategory or Web site search through a whisperer; only relevant (like) categories at all times.
Example 1: If a category in which the Ad is displayed is removed, the categories in which the Ad is displayed will be narrowed.
Example 2: The Advertiser chooses to show the Advertiser in the mobile phone category. The Website in question will run an ad campaign (e.g. Alza days) when you insert the Advertiser. After launching an advertising campaign, Alza will create a new category of mobile phones just for this advertising campaign. In such a case, the Advertiser will also be shown automatically in the newly created relevant mobile phone category as part of the Alza days advertising campaign, e.g. in the sub-category ‘AlzaDna discounted mobile phones’.
Alza does not provide the Advertiser with so-called proofs, that is, visual evidence of the running of the campaign, the dates of a particular Advertisement, or notifications of similar content, but detailed statistics are available in the Interface alzaAds for the purpose of verifying the Advertisement.
Specific Product Categories
The alzaAds service can also be used for Advertisements in specific product categories, covering medicinal products, medical devices or veterinary medicinal products.
The Advertiser undertakes to comply with all legislation in force and in effect in the territory of the Czech Republic, in particular Act No 40/1995 Sb., on the Regulation of Advertising, Act No 378/2007 Sb., on Medicinal Products, and Act No 375/2022 Sb., on Medical Devices and In Vitro Diagnostic Medical Devices, all as amended. Furthermore, the Advertiser is required to monitor and take into account the binding and interpretative opinions, communications and other relevant representations issued by the State Institute for Drug Control (SÚKL) and the Institute for State Control of Veterinary Biopharmaceuticals and Medicines (ÚSKVBL) on an ongoing basis and to adapt its activities accordingly.
The Advertiser also undertakes not to promote or otherwise encourage the excessive, unjustified or inappropriate use of medicinal products or medical devices through its Advertisements, nor to engage in any other unfair, misleading or aggressive commercial practice within the meaning of the relevant legislation.
Alza Fees
The Advertiser has access to a wallet (referred to as "wallet" in the Interface), which contains a credit allocated based on internal rules and conditions. The amount of this credit reflects the Advertiser's specific parameters and individual characteristics and serves to optimise ad usage.
The Advertiser will pay according to the rules specified in the alzaAds Interface, where they can set a maximum cost-per-click, daily limit, and total campaign budget, all tied to the credit in their wallet. These limits are not guaranteed, especially due to technical, operational, or other objective conditions. All maximum amounts and the final price are available for viewing in the alzaAds interface excluding VAT. The final price and confirmation of clicks or impressions are determined solely based on data in the alzaAds service, which runs on an external platform, ensuring reliability.
Example: The Advertiser has nearly exhausted their daily limit but wins an auction. Due to caching (e.g., set to 5 minutes), their ad continues to display during this period without considering the limit. All clicks during this time will be counted, and the Advertiser is obligated to pay for them. The number of clicks exceeding the daily limit depends on factors such as bid amount, category traffic, and product CTR. After 5 minutes, the Advertiser will be removed from the auction.
Payments for Ads and Statistical Data Control
An Advertiser is only allowed to create an advertisement up to the limit of his credit in his wallet. The fair value of the advertisement will be posted to the Advertiser on the basis of statistical data collected in the Interface, with VAT added. The total amount for advertising, including VAT, shall be invoiced by Alza to the Advertiser on a monthly basis, no later than the 25th day of the calendar month following the relevant calendar month.
Invoices are payable within 30 days.
Like Alza, the Advertiser can monitor statistical data about their ads in the Interface. The Advertiser may grant access to third parties but is fully responsible for their actions. Alza recommends granting such access only after careful consideration to prevent misuse of the Advertiser's credit. In such cases, the Advertiser is obligated to comply with the obligations set out in Article 5 of these Terms and Condition.
If the Advertiser does not have sufficient credit in their wallet to pay for the selected service in alzaAds, Alza reserves the right to suspend or prevent the display of the Advertiser's Ads. Alza is not responsible for situations where the Advertiser's Ads are not displayed due to insufficient credit or setting a cost-per-click or impression price too low to compete in the auction environment.
Alza is entitled to offset any claims against the Advertiser arising from these Terms and Conditions against the Advertiser's claims against Alza arising from these Terms and Conditions and/or any other contract between the parties, including offsetting against non-due claims, to which the Advertiser agrees.
For Advertisers who are also Alza suppliers, Alza's compensation, payable based on the invoice under Section 5.3 of these Terms and Conditions, will primarily be unilaterally offset against the Advertiser's (supplier's) claim for payment of the purchase price for goods delivered under the supply contract (including non-due claims), to which the Advertiser agrees; if offsetting is not possible, the Advertiser is obligated to pay the compensation according to the payment details on the invoice issued by Alza.
Example: Many Advertisers are also Alza suppliers. In such cases, it is more efficient (and in countries with transfer pricing, cheaper) for both Alza and the Advertisers to offset mutual claims. If an Advertiser who is also an Alza supplier has a claim against Alza (e.g., an issued invoice for goods delivered), Alza will offset this claim against its claim for compensation under this Article.
5.Liability and Security Obligations
This section regulates the liability of the parties for damages related to the provision of alzaAds services. The limitations and exclusions of liability for damages contained in this Article 5 represent the basis of the contractual obligations, risk-sharing, and pricing for each party under these Terms and Conditions.
Each party is obligated to prevent losses and damages that it may suffer and that it could otherwise claim against the other party under these Terms and Conditions by taking appropriate and commercially reasonable measures to reduce or limit the extent of such losses or damages.
Special emphasis is placed on the Advertiser's obligation to secure their user account and login credentials. The Advertiser is particularly obligated to use organisational and technical measures to secure their user account and login credentials in the Interface against misuse. The Advertiser's password must be at least 16 characters long, include uppercase and lowercase letters, numbers, and special characters, and must be unique to this account (the Advertiser must not use this password elsewhere) and must not contain any dictionary words (in any language) or personal data. The Advertiser is responsible for all persons granted access to their user account, and Alza is never liable for any damage caused by such persons.
Alza declares that it does not have access to the Advertiser's login credentials, which are encrypted and stored by the Interface operator, Citrus Ad.
Alza is never liable for misuse of the alzaAds system, Interface, or specific accounts in the alzaAds Interface. If misuse occurs, resulting in Ads being created, the Advertiser is obligated to pay Alza for the service provided, unless it is proven that the misuse was due to Alza's actions.
If the Advertiser has a higher credit in their wallet than they anticipate needing for Ads in the next period, they may inform Alza, and the parties will agree on further steps, such as reducing the credit in the wallet.
If the Advertiser grants access to their account to a third party, including employees, the Advertiser is obligated to ensure that the third party has signed a confidentiality agreement (NDA) with an adequate contractual penalty and that the third party will strictly comply with these Terms and Conditions to the same extent as the Advertiser. Alza's maximum aggregate liability for all damages (including lost profits) incurred by the Advertiser under these Terms and Conditions will not exceed the total amount of compensation paid by the Advertiser to Alza in the previous eight (8) months for using the alzaAds service.
The parties agree that the above limitations and exclusions of liability are reasonable, appropriate, and correspond to the balance of risks and benefits expected by each party from the contract.
6.Liability for Ads
If Alza suffers any damage due to the Advertiser's Ad (due to its content, distribution method, etc.), including non-material damage (e.g., fines imposed by authorities or obligations to compensate for damages caused by infringement of third-party rights), the Advertiser is obligated to fully compensate and remedy such damage to Alza; the same applies to Alza's costs related to resolving such matters, such as reasonable employee costs (corresponding to their standard hourly rate) and legal representation costs (in such cases, the Advertiser pays for Alza's legal representative's services according to the attorney's tariff).
If the Ad text or other data entered by the Advertiser into alzaAds constitutes a copyrighted work, the Advertiser grants Alza a non-exclusive, royalty-free license to use this work in all ways necessary to execute the Advertiser's campaign. For example, Alza may use the data for technical adjustments needed to process the campaign.
Alza reserves the right to block submitted Ads or keywords with or without stating a reason, especially for Ads that, in Alza's reasonable opinion, may violate legal regulations. The entire Advertiser's account may also be blocked in case of excessive system load. Excessive load refers to entering excessive data into the system (e.g., repeatedly exceeding recommended limits). The account may also be blocked for systematic abuse or circumvention of the intended purpose of the alzaAds system functions.
Alza has the right to make minor adjustments to Ads (diacritics, punctuation, typos, and other writing errors) that do not comply with these Terms and Conditions, even without notifying the Advertiser. However, Alza is not obligated to correct non-compliant Ads.
Access to the alzaAds system is tied to the Advertiser's login credentials. If the Advertiser loses the right to use their login credentials, Alza is not obligated to continue providing access to the alzaAds Interface.
Alza reserves the right to prevent the display of duplicate Ads. The identification of duplicate Ads is solely at Alza's discretion, and Alza may reject such Ads for this reason.
Consequences of Violating the Terms and Conditions
For Ads created by the Advertiser, the Advertiser guarantees that the Ad and its distribution comply with applicable laws and do not infringe any third-party rights. The Advertiser is particularly responsible for the content of submitted Ads and keywords.
The Advertiser is not allowed to use content in Ads that may infringe third-party rights or violate applicable laws. Alza may temporarily or permanently block the display of Ads containing such content at its discretion. Such blocking does not constitute a breach of these Terms and Conditions.
Alza may block Ads in situations such as:
Being notified by consumer groups or determining that the Ad contains elements of misleading advertising under civil law, or
Suspected infringement of third-party intellectual property rights by the Ad.
Such blocking does not constitute a breach of these Terms and Conditions.
If ad display is blocked in accordance with these Terms and Conditions, Alza will provide the Advertiser with a justification for the decision to block the ad.
Example: Alza becomes aware of potentially illegal content in an Ad. First, Alza evaluates (internally or, in disputed cases, with external legal counsel) whether the Ad content is indeed illegal. If so, Alza must intervene and block the Ad as part of its preventive obligations. In such cases, Alza typically informs the Advertiser and resolves the matter in cooperation with them.
If a third party (e.g., a trademark owner) believes that illegal activity has occurred within the alzaAds system (e.g., misuse of their trademark), they may submit a complaint to Alza via the appropriate form or email at [email protected].
Final Provisions
Alza is authorised to send email notifications to the Advertiser regarding their wallet in the alzaAds Interface.
The Advertiser is not allowed to perform any operations that would manipulatively influence Ads in the alzaAds Interface. Specifically, but not exclusively, robotic clicking on Ads, automated page downloads, creating artificial impressions or clicks, or instructing third parties to do so is prohibited. If Alza detects such activities, it may block the Advertiser's account and seek compensation for damages through legal means.
Alza actively and passively ensures protection against invalid clicks, thereby safeguarding the Advertiser from ineffective advertising. Alza is not responsible for preserving the data that the Advertiser enters into their alzaAds account. Alza will not provide campaign data to third parties, except to its contractual partners, and only for the purposes of data backup and system development. Alza will not use specific campaign data from the Advertiser for any purpose other than technical support and global analysis, unless otherwise agreed upon individually with the Advertiser. Alza also does not guarantee the continuous availability of the alzaAds Interface (SLA), particularly since the technical operation of alzaAds is managed by Alza's contractual partner, and Alza does not have direct control over the platform's availability.
The Advertiser may terminate their participation in the alzaAds system by deleting or pausing all their ads, i.e., their individual Ads. In such a case, the Advertiser's Ads will stop being displayed within one hour of the ads being stopped (typically immediately), and no payments will be made from the wallet in the Interface. Upon cancellation of the alzaAds user account, the Advertiser will be invoiced based on the statistics and the remaining balance in the alzaAds Interface wallet for the Ads that were run, in accordance with the conditions set out in Article 5.
If the Advertiser does not use their alzaAds account, i.e., does not publish any Ads for at least 6 consecutive calendar months, their user account may be deactivated.
Example: If you do not place any advertisements in your alzaAds account from February to early August, we will consider your account inactive. However, if you activate at least one advertisement in March (even for just one day), your account will not be subject to deactivation.
The contracting parties commit to resolving all disputes related to the provision of the alzaAds service and related matters primarily through amicable means. The parties agree that if such disputes are not resolved within 60 calendar days from the start of negotiations, they will be finally decided by the Arbitration Court attached to the Czech Chamber of Commerce and the Agrarian Chamber of the Czech Republic according to its Rules by three arbitrators in accordance with the Rules of that Arbitration Court; the seat of arbitration shall be in Prague and the Czech language shall be the language of the proceedings.
Alza reserves the right to modify the terms and conditions, and their amendment shall take effect from the date of publication on Alza, unless otherwise specified in the terms and conditions hereafter. For substantial changes to the terms and conditions that are detrimental to the Advertiser, Alza will inform Advertisers in an appropriate manner (e.g. by e-mail or notification in the Interface) no later than 10 working days before the change so planned. The advertiser shall have the right to express its opposition to the change within 10 working days of the notice. In case of disagreement, the advertiser's user account will be deleted alzaAds. The advertiser may express its agreement to the amended terms and conditions explicitly or tacitly by not stating within 10 working days that it does not agree to the amendment. The advertiser has the right not to use the alzaAds service due to a change in the Terms of Service, and may ask Alza to delete the advertiser's alzaAds user account even without the need to use alzaAds for at least 6 months or terminate its participation in the alzaAds in the manner set out in the ust. 9.5. these Terms.
All rights and obligations arising from participation in alzaAds will, to the extent permitted by the nature of such rights and obligations, transfer to the legal successors of the contracting parties.
Rights and obligations of the contracting parties related to the alzaAds service that are not explicitly regulated are governed by the applicable generally binding legal regulations of the Czech Republic.
These Terms and Conditions take effect on 06.03.2026.
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