General Terms And Conditions
- Unless stipulated otherwise within the T&C, the capitalised terms shall have the following meanings:
INSTREAMLY means a company under the business name of INSTREAMLY spółka z ograniczoną odpowiedzialnością (limited liability company), with its registered office in Warsaw, Poland, ul. Williama Heerleina Lindleya
16, 02-013 Warszawa (Warsaw), entered into the Register of Entrepreneurs of the National Court Register (KRS) by the District Court for the Capital City of Warsaw in Warsaw, 12th Economic Division of the National Court Register
under the number KRS: 0000812512, NIP (Tax Identification Number): (PL) 7010954779;
T&C means these Terms and Conditions of Contracts (T&C) used by INSTREAMLY to enter into Contracts;
Parties means the Partner and INSTREAMLY
Contract means the legal relationship between INSTREAMLY and the Partner, established on the basis of T&C, on the basis of which the Partner agrees to provide INSTREAMLY for a fee with the option to display
advertising contents on the website or subpage managed by the Partner;
T&C have been divided into internal editorial units (chapters, points). Regardless of the division used, the T&C is a comprehensive whole, and none of its parts can be interpreted out of context and separately from the
2. GENERAL REMARKS
- T&C is a document created by INSTREAMLY. This document applies to all INSTREAMLY contractors providing INSTREAMLY with the option to display advertising contents on a website or subpage managed by the Partner.
The provisions of T&C may not be changed or limited by the content included in orders, working arrangements, conversations or any other communication. T&C may be changed only in the form provided for in the “Change of
Cooperation with INSTREAMLY does not mean the establishment of a new company, partnership or another joint venture. The Parties are independent partners, and each of them undertakes to respect the economic independence of the
3. SUBJECT OF THE CONTRACT
The subject of the Contract is the paid provision by the Partner to INSTREAMLY with the option to display advertising contents on a website or subpage managed by the Partner (in an active stream window). This means that the
Partner provides Internet media, for a specified period of time, to post and maintain contents received from INSTREAMLY at a specified internet address (lease/ rental of advertising space on a website or subpage managed by the
- Access to the advertising space is provided for the time specified by the Partner in their account and accepted by INSTREAMLY. At the same time:
a) The Partner indicates specific advertising contents which they agree to broadcast,
b) INSTREAMLY may (without justification, temporarily or permanently, without the Partner's right to compensation) refuse to allow the use of advertising space, and such action shall not violate INSTREAMLY's obligations, which
the Partner acknowledges and accepts.
4. REGISTRATION AND CONCLUSION OF THE CONTRACT
The contract is entered into electronically, by creating an account and submitting a declaration by the Partner (via the form provided by INSTREAMLY) regarding the acceptance of the Terms and Conditions. Creating an account may
additionally require confirmation of data (authentication) via an external service (e.g. Twitch). The Contract is entered into the moment INSTREAMLY sends an email confirming the creation of the account (data transfer from the
sender's server). A traditional Partner's signature is not required to conclude the Contract.
INSTREAMLY aims to maximally simplify the formalities in relations with the Partners. In some cases, INSTREAMLY may, however, require additional authentication from Partners before or after entering into the contract. In
particular, INSTREAMLY may request that the Partner submit:
a) an excerpt from the National Court Register or another register proper for the Partner's country (in the case of a Partner being a legal person or an organisational unit without legal personality) or a certificate of entry in
the Central Register and Information on Economic Activity or another register proper for the Partner's country (in the case of a registered sole proprietorship run by the Partner);
b) submit for inspection and allow for a copy of identity card or another identity document be made in the case of a Partner being a natural person or in the case of natural persons acting for the Partner;
c) tax residence certificate.
5. TERMS OF COOPERATION REGARDING THE PARTNER
- The partner can only be:
a) a natural person who is at least 18 years of age and has full legal capacity, who performs the services covered by the Contract for the purposes directly related to the commercial, business or craft activity or liberal
profession (a natural person who is not a consumer). The foregoing does not exclude cooperation with persons without registered business activity (e.g. unregistered activity); or
b) legal person or organisational unit onto which the law confers legal capacity.
Cooperation with INSTREAMLY is only possible if the Partner has, and throughout the term of the contract shall have, full rights to manage the page or subpage a part of which is made available to INSTREAMLY to enable the display
of advertising contents.
INSTREAMLY may suspend the use of advertising space made available, as well as refuse to continue using this space in the event of detecting failure to comply with the points above. INSTREAMLY shall inform the Partner about this
fact by email.
6. TERMS OF COOPERATION REGARDING PARTNER'S WEBSITES OR SUBPAGES
- Cooperation with INSTREAMLY is only possible if the Partner's website or subpage, as well as all contents published on such website or subpage, throughout the entire term of the contract, meets the requirements of T&C.
- The Partner represents and guarantees that as part of the website or subpage, during the time the Partner provides INSTREAMLY with the option to display advertising contents:
a) no goods or services shall be offered and no contents shall be posted that:
- do not meet the requirements of the law;
- are commonly considered as offensive, vulgar, racist, discriminatory (etc.);
- violate good manners;
- otherwise may expose the advertised entities or INSTREAMLY to any harm, including loss of reputation;
b) other advertising contents that could be considered as contents related to products or services competing with those specified by the Partner in accordance with point 7 letter a in T&C shall not be displayed or presented
in any other way.
c) actions are not and shall not be taken that could potentially affect the number of views of the Partner's website or subpage or the number of clicks on the advertising link. In particular, this applies to:
- using bots, buying viewers or using fake accounts;
- change of settings leading to limitation of the availability of the Partner's website or subpage.
INSTREAMLY may suspend the use of the provided advertising space, as well as refuse to continue using this space in the event of detecting failure to comply with the points above. INSTREAMLY shall inform the Partner about this
fact by email.
Technical requirements for the mode of implementation of INSTREAMLY tools enabling the Partner to provide INSTREAMLY with the option to display advertising contents on a website or subpage managed by the Partner are described
under MANUAL NAME.
7. MONITORING ADVERTISING SPACE AND PARTNER'S WEBSITES AND SUBPAGES
The Partner's websites or subpages may be monitored by INSTREAMLY for the purpose of checking if the Contract is being performed correctly. If it is suspected that the Partner is in any way violating the provisions of the
Contract, INSTREAMLY may suspend the use of the provided advertising space and refuse further use of this space. INSTREAMLY shall inform the Partner about this fact by email. INSTREAMLY may specify, at the same time, the actions
that the Partner must take to resume the use of such space by INSTREAMLY, setting the deadline for their implementation.
8. IMAGE. COPYRIGHT
- By entering into the Contract, the Partner grants free-of-charge consent to INSTREAMLY for the use and dissemination of:
a) its image for purposes related to the promotion of INSTREAMLY's activities and for the purposes of settlements;
b) its materials made available on websites or subpages managed by the Partner for the purposes related to the promotion of INSTREAMLY’s activities (e.g. dissemination on websites and in advertisements) and for the purposes
related to settlements.
These consents are granted for the term of the contract.
- The Partner shall be entitled to the remuneration for the implementation of the Contract specified for a given advertising content, selected by the Partner. The remuneration:
a) is payable in arrears, i.e. after the end of the period of time for which the Partner provided INSTREAMLY with the option to display advertising contents on the website or subpage;
b) after INSTREAMLY receives remuneration from entities whose contents were displayed;
c) shall be paid provided that the minimum balance sheet achieved amounts to PLN 80.00 (eighty złotys) or an equivalent of this amount in another currency specified by the Parties. However, this shall not apply if the Contract
has been terminated. In such case, the remuneration shall be payable regardless of the balance sheet amount, subject to the other provisions of T&C.
- The remuneration shall be paid on condition that INSTREAMLY receives:
a) correctly issued VAT invoice. In such case, the amount of remuneration shall be increased by VAT; or
b) correctly issued receipt.
Both of these documents must specify the payment date of 30 (thirty) days from the date of service which is understood as data transfer to the INSTREAMLY server. The Remuneration shall be paid not more often than once a month.
The Partner shall be solely responsible for the fulfillment of all fiscal and tax obligations related to the social security system and all other public law obligations applicable to the Partner in accordance with the legal
provisions in force in their jurisdiction and INSTREAMLY's jurisdiction.
The Partner shall not be entitled to remuneration for the time in which the use of the provided advertising space is suspended and in the event of refusing to use such space, regardless of the cause of such suspension or
INSTREAMLY shall not be liable if the Partner provides false or outdated information when entering into the Contract, including the Partner's data, as well as for the lack of updating such data by the Partner despite their
change. The foregoing shall also apply to false statements made by the Partner when entering into the Contract.
- INSTREAMLY's liability shall be excluded to the fullest extent permitted by law. In particular, INSTREAMLY shall not be liable for the consequences, including any damage to the Partner or third parties, resulting from:
a) acts or omissions of entities for which INSTREAMLY is not responsible, including, in particular, for failures, unavailability or malfunctioning of IT systems of telecommunications operators, activities of hackers or other
third parties undertaking measures aimed at obtaining funds by deceit or interference in data processing;
b) force majeure circumstances;
c) extensions, changes, restrictions or ceasing to offer some or all of the functions, tools or campaigns, including those available at the time of concluding the contract;
d) actions taken by INSTREAMLY in accordance with the contract:
as well as for all other actions and circumstances that have not arisen through the fault of INSTREAMLY (intentional fault). To the extent permitted by law, INSTREAMLY's total liability to the Partner shall be limited to PLN
1,000 (one thousand złotys).
The Partner shall be fully liable for all actions and omissions undertaken by themselves or with the use of managed websites or subpages, any contents made available or introduced, any breach of the Contract, and shall also be
liable to the extent that INSTREAMLY is not liable for it. The Partner's liability shall include actual losses and lost benefits, including all costs incurred by INSTREAMLY to protect it against claims filed against INSTREAMLY.
The Partner shall be solely liable for meeting the legal requirements in their jurisdiction related to the appropriate marking of space provided to INSTREAMLY for the purposes of displaying advertising contents. This may
concern, in particular and with consideration given to the legal qualification of the Partner's services in a given jurisdiction, the provision of information on the possibility of advertising on a product or service website or
subpage, or that the message is sponsored or contains product placement. INSTREAMLY and other entities shall not and may not be liable for failure to comply with the abovementioned obligation by the Partner.
The Partner undertakes to replace or join INSTREAMLY in all proceedings pending in connection with the Contract, to indemnify INSTREAMLY, also to satisfy claims against third parties or to cover recourse claims, and to refund
adjudicated costs, fines, punitive damages, etc.
- In the event of non-performance or improper performance of the Contract by INSTREAMLY, the Partner may file a complaint. Complaints should be submitted:
a) with the use of contact form on the www.instreamly.com page;
b) by email to the following address: firstname.lastname@example.org; or
c) in writing, to the INSTREAMLY address (ul. Williama Heerleinaa Lindleya 16, 02-013 Warszawa (Warsaw), Poland).
- The complaint must contain at least:
a) data enabling the identification of the Partner;
b) possibly the most precise description of the problem, indicating the period of its occurrence and the extent of the irregularity;
c) expectations of how INSTREAMLY is to solve the problem. INSTREAMLY may leave complaints that do not contain the above elements unexamined.
INSTREAMLY processes complaints as soon as possible, within a maximum of 30 (thirty) days from the date of their receipt. After considering the complaint, INSTREAMLY provides information about the method of examining it through
the same means of communication that has been used to file the complaint, unless the Partner specifies another preferred means of communication in the complaint.
12. TERMINATION OF THE CONTRACT
- The contract is entered into for an indefinite period of time.
The Partner may terminate the Contract at any time by using the account deletion functionality provided by INSTREAMLY, with the condition that the termination of the Contract in the period of time in which the Partner provided
INSTREAMLY with the option to display advertising contents on their website or subpage (indicated specific contents in accordance with point 7 letter a of T&C) shall be a violation of the provisions of the Contract and may
result in the Partner's liability (e.g. related to the interruption of INSTREAMLY's activities carried out for third parties).
- INSTREAMLY may terminate the Contract:
a) at any time, without giving the reason, by deleting the Partner's account;
b) after a 30-day notice period. This form of termination of the Contract requires that a statement shall be sent in electronic form to the email address provided as the address for communication.
- The parties do not provide for the possibility of amending the Contract, except for changes resulting from the change to T&C.
13. CHANGE OF T&C
- T&C may be subject to periodic updates, in particular in the case of:
a) changes in relevant laws or regulatory requirements;
b) need to adapt the functionalities made available by INSTREAMLY to the obligations, judgments, decisions, indications or guidelines of regulatory authorities, resulting from the decision of a public administration authority or
court ruling regarding INSTREAMLY;
c) changes in the functionalities made available by INSTREAMLY due to technical or technological reasons;
d) removal or addition of functionality by INSTREAMLY.
INSTREAMLY gives the dates of the last T&C update. T&C, in the version valid at the time the Partner provides INSTREAMLY with the option to display advertising contents on its website or subpage, shall be applicable
until the end of the period specified by the Partner (indication of specific contents in accordance with point 7 letter a of T&C) and adopted by INSTREAMLY.
INSTREAMLY shall announce changes in T&C in advance by sending an electronic statement to the Partner's email address provided during the account creation process. The advance period should not be less than 3 (three) days.
- The lack of termination of the Contract by the Partner after changing T&C shall mean the acceptance of the changes made by INSTREAMLY and an appropriate change to the Contract.
14. ADDITIONAL CLAUSES
In the event that any of the provisions of T&C, by virtue of the law or a final decision of any administrative authority or court, is considered invalid or ineffective, the remaining provisions shall remain in full force and
effectiveness. Invalid or ineffective provisions will be replaced, under the Contract, with provisions that are legally valid and fully effective, with legal effects that provide economic benefits for each Party that as close as
possible to the original ones.
- The Contract contains all the provisions and arrangements of the Parties covered by their content and supersedes all prior contracts, arrangements and understandings concluded between the Parties, both oral and written.
- All communication between the Parties shall be in electronic form, via email addresses:
a) for INSTREAMLY – email@example.com
b) For the Partner – given during the account creation process.
- The parties undertake to promptly notify about any changes to the service addresses or other data, otherwise any notice served at the last designated service address shall be deemed to be duly served.
The Partner undertakes to respond to every message from INSTREAMLY within a maximum of 7 (seven) calendar days from the time of its receipt and, in the case of marking the request as “Urgent,” within a maximum of 24 hours from
the time of receipt. The Parties understand the moment of receipt as data transfer from the INSTREAMLY server.
16. GOVERNING LAW AND COMPETENT COURT
- The provisions of the Contract and the resulting obligations shall be subject to the Polish law and have been drawn up in Polish.
Should any disputes arise from the Contract, the Parties undertake to resolve them amicably, and, if not possible, the Parties shall submit them to the decision of the local competent court having jurisdiction over the
registered office of INSTREAMLY.
- For matters not covered with the provisions of the Contract, the applicable provisions of the law, in particular the Polish Civil Code, shall apply.
Version valid from 11.03.2021r.