This document has not yet been reviewed by an attorney and is not in effect. Passages marked [[ TO COMPLETE: … ]] are to be completed by the operator or by counsel.
Status of the product. The Florida Business Database is active. Nothing on this website is an offer capable of acceptance; a contract arises only as described in Section 2.
1.1 These Terms of Sale (the "Terms") govern every contract under which Martin Adamec, Mírová 1541, 516 01 Rychnov nad Kněžnou, Czech Republic, Czech business ID (IČO) 19552319 ("Provider," "we," "us"), doing business under the name flfirms.com, supplies a data export to a customer ("Customer," "you").
1.2 We sell to businesses, professionals acting in their trade or profession, nonprofit organizations and government bodies only. We do not sell to consumers, meaning individuals buying for personal, family or household purposes. By sending an inquiry or accepting a quote you represent that you are acting for business purposes and that the person acting for the Customer has authority to bind it. We may ask for proof, such as a tax identification number or a state registration record.
1.3 Your own purchasing terms do not apply, even if we do not expressly reject them, unless we agree to them in a signed writing or by email that expressly refers to them.
1.4 If a quote under Section 2 conflicts with these Terms, the quote controls.
2.1 Inquiry. The descriptions on flfirms.com are an invitation to send an inquiry. You send an inquiry through the contact form, by email or by phone and tell us in particular the market, industries, counties or other region, and the data fields you need.
2.2 Quote. We reply with a written quote by email. The quote states the scope (market, industries, region, filters, data fields, file format), the expected number of records, the data-as-of date, the price in USD and the expected delivery date. A quote stays open for [[ TO COMPLETE: validity period of a quote, e.g. 14 days ]] unless it states otherwise. We may decline any inquiry.
2.3 Acceptance. The contract is formed when you accept the quote by email within its validity period. An acceptance that changes the quote is a counteroffer, which we may accept by email.
2.4 The contract consists of the quote and the version of these Terms in effect on the date of the quote. The language of the contract is English.
[[ TO COMPLETE: if online ordering with card payment is added to the website, describe the checkout, the moment of contract formation and the payment processor here ]]
3.1 We supply a one-time export of business records in CSV, XLSX or JSON format with the scope stated in the quote (the "Data"). We owe a subscription, updates or later re-deliveries only if the quote expressly says so.
3.2 The Data is compiled from publicly available sources, in particular public records of government agencies and information that businesses publish themselves. The sources, the processing steps and the known limits are described on the page Data sources and methodology.
3.3 Data as of the delivery date. What we owe is our data set as it stands on the data-as-of date stated in the quote or at delivery. Records change after that date: businesses dissolve, move, change officers and change contact details. Subject to Section 8, we do not promise that each individual record is accurate, complete or current at the time you use it. Email addresses are not tested for deliverability, phone numbers are not tested for reachability, and not every record contains every data field.
3.4 The number of records stated in a quote is [[ TO COMPLETE: binding or an estimate; if an estimate, the permitted deviation in percent ]]. Statements about how many records contain a phone number, an email address or a website describe our data set; they are not a guarantee.
3.5 What the Data does not include. The Data contains no consent of any kind from the businesses or individuals listed (no opt-in to email, calls or text messages). Our data is not screened against any do-not-call list, including the National Do Not Call Registry and the Florida Do Not Call list. How Fla. Stat. § 501.059(4) applies to business records that include phone numbers is a question for an attorney, and no Florida dataset with phone numbers will be released until that question is resolved. The Data is likewise not screened against wireless-number lists, reassigned-number databases or any internal do-not-contact list of the Customer, and phone numbers are not classified as landline, wireless, business or residential, unless the quote expressly says so. (The Florida Do Not Call list is the "no sales solicitation calls" listing kept under Fla. Stat. § 501.059(3).) [[ TO COMPLETE: confirm against the final product; see the note for counsel in Section 7 on Fla. Stat. § 501.059(4) ]]
3.6 We do not provide legal advice. Information on this website about outreach rules is general information only.
4.1 The price is the price stated in the quote. Prices are quoted in USD. [[ TO COMPLETE: tax wording for quotes and invoices (U.S. sales and use tax, EU VAT treatment of supplies to non-EU business customers) – accountant ]]
4.2 Payment is due [[ TO COMPLETE: prepayment or invoice; payment method (bank wire, card); payment term, e.g. 14 days from the invoice date; who bears bank and currency conversion fees ]]. Where prepayment is agreed, we deliver after the payment has been received.
4.3 Late amounts bear interest at [[ TO COMPLETE: late-payment interest rate, within the limit of the governing law – counsel ]]. We may withhold further deliveries until overdue amounts are paid.
4.4 You may not set off or withhold amounts unless your counterclaim is undisputed or has been finally determined by a court.
4.5 No refunds. Because the Data is delivered as a digital file that cannot be returned, all sales are final once the Data has been delivered, except as provided in Section 8.
5.1 We deliver the Data by email, as a download link or as an attachment, to the email address you gave us. A download link remains valid for [[ TO COMPLETE: validity of the download link, e.g. 14 days ]]; you are responsible for downloading and storing the file within that time.
5.2 Delivery dates are estimates unless the quote expressly calls a date binding.
5.3 Delivery is complete when the email containing the Data or the download link has been sent to your email address and has not been returned as undeliverable.
6.1 Ownership. The Data is licensed, not sold. We keep all rights we hold in our selection, arrangement and compilation of the Data and in our database. We claim no ownership of the underlying public records themselves. [[ TO COMPLETE: counsel – basis and scope of protection (contract; EU sui generis database right under Directive 96/9/EC and Czech Act No. 121/2000 Coll.; limited U.S. copyright in factual compilations) ]]
6.2 License. Subject to full payment, we grant you a non-exclusive, non-transferable, non-sublicensable license to use the delivered Data for your own internal business purposes, in particular your own sales prospecting and direct marketing in accordance with Section 7, maintaining your customer relationship management (CRM) system, and market analysis. The license is [[ TO COMPLETE: perpetual or limited in time, e.g. 12 months ]].
6.3 Restrictions. You may not, in whole or in part:
6.4 Service providers. You may let contractors who act solely on your behalf and on your instructions (for example a CRM vendor, a mailing house or a call center) process the Data for you, if you bind them in writing to restrictions at least as strict as these Terms. You are responsible for their acts and omissions.
6.5 Liquidated damages. The parties agree that the harm caused by a breach of Section 6.3(a), (b) or (c) would be difficult to quantify. For each such breach you will pay us liquidated damages of [[ TO COMPLETE: amount or formula of liquidated damages, e.g. a multiple of the contract price – counsel; must be a reasonable pre-estimate of loss, not a penalty, under the governing law chosen in Section 13 ]]. This does not limit our right to injunctive relief. [[ TO COMPLETE: counsel – whether further damages may be claimed in addition to liquidated damages under the chosen law ]]
6.6 No license is granted before full payment. If you materially breach this Section 6 or Section 7, we may terminate the license by written notice, and you must then stop using the Data and delete it.
7.1 You are responsible for your campaigns. You alone decide whether, how and whom you contact using the Data, and you alone are responsible for making sure that each use is lawful in the place where you and the recipient are located. The fact that a phone number, email address or mailing address appears in the Data is not permission to use it and is not a statement by us that any particular use is lawful.
7.2 U.S. federal and Florida law. Without limiting Section 7.1, you agree to comply, to the extent they apply to you, with:
7.3 Opt-outs. You will keep your own do-not-contact list and promptly honor every request not to be contacted again.
7.4 Customers in the European Union, the EEA, the United Kingdom or Switzerland. If you are established there, or the General Data Protection Regulation (Regulation (EU) 2016/679, "GDPR") otherwise applies to your use of the Data, you act as an independent controller, need your own legal basis for each use, and must meet your own duties toward the individuals concerned, including the duty to inform them under Article 14 GDPR and the rules on electronic marketing in your country.
7.5 Removal notices. Individuals can ask us to remove their details (see Remove my data). If we notify you after delivery that a person has objected or has asked for erasure or correction of their details, you will suppress, delete or correct the records concerned in your copy of the Data without undue delay. [[ TO COMPLETE: how notices are sent (e.g. suppression list by email) and for how long this duty lasts ]]
7.6 If an individual, a regulator or a court contacts you about Data we supplied, and the matter concerns our processing, you will tell us promptly by email.
Note for counsel (remove before publishing):
8.1 A delivery is nonconforming only if the file cannot be opened with standard software, or if it materially deviates from the scope stated in the quote (market, industries, region, filters, data fields, file format, or the number of records beyond any permitted deviation). Changes that occurred after the data-as-of date, and individual inaccurate, outdated or missing entries within the limits described in Section 3.3, are not a nonconformity. [[ TO COMPLETE: optionally, an error-rate threshold above which a delivery counts as nonconforming, and how it is shown ]]
8.2 You must inspect the Data and report any nonconformity by email, with a description, within [[ TO COMPLETE: inspection period, e.g. 14 days after delivery ]]. After that period the Data is deemed accepted.
8.3 Exclusive remedy. If you report a nonconformity in time, we will, at our option, correct the file, deliver it again or deliver replacement records. If we cannot do so within a reasonable time, you may cancel the affected part of the order and we will refund the price paid for that part. This Section 8 states your sole and exclusive remedy for a nonconforming delivery.
9.1 EXCEPT AS EXPRESSLY STATED IN SECTION 8, THE DATA IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, THE PROVIDER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
9.2 WITHOUT LIMITING SECTION 9.1, THE PROVIDER DOES NOT WARRANT THAT ANY INDIVIDUAL RECORD IS ACCURATE, COMPLETE OR CURRENT; THAT ANY BUSINESS LISTED IS STILL ACTIVE; THAT ANY EMAIL ADDRESS IS DELIVERABLE OR ANY PHONE NUMBER IS REACHABLE; THAT ANY PERSON OR BUSINESS LISTED HAS CONSENTED TO BE CONTACTED; THAT ANY PHONE NUMBER IS ABSENT FROM A DO-NOT-CALL LIST; OR THAT THE CUSTOMER'S INTENDED USE OF THE DATA IS LAWFUL. THE PROVIDER DOES NOT WARRANT ANY RESPONSE RATE, SALES RESULT OR OTHER COMMERCIAL OUTCOME.
9.3 No statement on this website, in a quote or in correspondence creates a warranty unless it is expressly called a warranty in writing.
10.1 TO THE FULLEST EXTENT PERMITTED BY LAW, THE PROVIDER IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOSS OF GOODWILL OR LOSS OF DATA, OR FOR FINES, PENALTIES OR STATUTORY DAMAGES IMPOSED ON THE CUSTOMER BECAUSE OF THE CUSTOMER'S OUTREACH, IN EACH CASE ARISING OUT OF OR RELATING TO THE CONTRACT OR THE DATA, WHATEVER THE LEGAL THEORY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) AND EVEN IF THE PROVIDER WAS ADVISED THAT SUCH DAMAGES WERE POSSIBLE.
10.2 TO THE FULLEST EXTENT PERMITTED BY LAW, THE PROVIDER'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE CONTRACT OR THE DATA IS LIMITED TO [[ TO COMPLETE: liability cap, e.g. the price paid by the Customer for the order giving rise to the claim – counsel ]].
10.3 Nothing in these Terms excludes or limits liability that cannot be excluded or limited under the governing law, such as liability for intentional misconduct or for personal injury. [[ TO COMPLETE: counsel – adapt to the chosen law; under Czech law see Section 2898 of the Civil Code (Act No. 89/2012 Coll.) on harm caused intentionally or by gross negligence ]]
10.4 Any claim against us must be brought within [[ TO COMPLETE: contractual limitation period, e.g. one year after delivery, if permitted by the chosen law – counsel ]].
10.5 The parties agree that the price reflects this allocation of risk and that the limits in Sections 9 and 10 are an essential basis of the bargain.
11.1 You will defend, indemnify and hold harmless the Provider from and against all third-party claims, regulatory investigations and proceedings, and all resulting damages, fines, penalties, settlements and reasonable costs (including attorneys' fees), arising out of or relating to (a) your use of the Data, including any email, call, text message or mailing sent by you or on your behalf; (b) your breach of Section 6 or Section 7; or (c) your violation of any law.
11.2 We will notify you of the claim without undue delay, let you control the defense with counsel reasonably acceptable to us, and cooperate at your expense. You may not settle a claim in a way that admits fault on our part or imposes obligations on us without our prior written consent.
12.1 Some records in the Data relate to identifiable individuals, such as sole proprietors, officers and registered agents. With respect to that personal data each party acts as an independent controller (or, under U.S. state laws, as an independent business); neither party processes it on behalf of the other, and the parties are not joint controllers. [[ TO COMPLETE: counsel – because the Provider is established in the EU, delivery to a customer in the United States is a transfer under Chapter V GDPR; decide on the transfer tool (EU-U.S. Data Privacy Framework for certified customers, standard contractual clauses under Commission Implementing Decision (EU) 2021/914, or another basis) and attach the clauses if needed ]]
12.2 How we process personal data of customers and their contact persons is described in the Privacy Policy. Information for people whose details may be included in the database is given in the Data Notice.
13.1 The contract and any dispute arising out of or relating to it are governed by the laws of [[ TO COMPLETE: Czech law vs. Florida law – counsel ]], without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.
13.2 The courts of [[ TO COMPLETE: exclusive venue – e.g. the courts having jurisdiction over the Provider's place of business in the Czech Republic, or state and federal courts located in a named Florida county, or arbitration – counsel ]] have exclusive jurisdiction, and each party consents to personal jurisdiction there. We may also seek injunctive relief to protect the Data in any court that has jurisdiction over you.
13.3 [[ TO COMPLETE: counsel – jury trial waiver and class action waiver, if Florida law or a U.S. venue is chosen; prevailing-party attorneys' fees clause ]]
Note for counsel (remove before publishing): The Provider is an individual established in the Czech Republic with no U.S. presence; the customers are expected to be mostly U.S. businesses. Points to decide:
14.1 Entire agreement. The quote and these Terms are the entire agreement of the parties on its subject and replace all earlier statements. Amendments must be in writing; email is sufficient.
14.2 Severability. If a provision is held unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions stay in effect.
14.3 Assignment. You may not assign the contract or the license without our prior written consent. We may assign the contract to a successor to our business.
14.4 Force majeure. Neither party is liable for a delay or failure caused by events beyond its reasonable control, including the unavailability of, or changes to, a public source.
14.5 No waiver. A failure to enforce a provision is not a waiver of it.
14.6 Notices. Notices are sent by email – to us at info@flfirms.com, to you at the address used for the order.
14.7 Export controls and sanctions. You represent that you are not subject to sanctions of the United States or the European Union. [[ TO COMPLETE: counsel – confirm scope ]]
14.8 Survival. Sections 6, 7 and 9 through 14 survive the end of the contract.
14.9 Changes to these Terms. Changes apply only to contracts formed after the changed version has been published at flfirms.com/terms/.
Version 2026-10-draft · Last updated: October 2026 (draft)
