General Terms And Conditions

Version valid from 11.03.2021r.

1. DEFINITIONS

    1. 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 P.S.A (simple joint-stock 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: 0000953481, 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 Streamer and inStreamly

Contract means the legal relationship between
inStreamly and the Streamer, established on the basis of
T&C, on the basis of which the Streamer agrees to provide
inStreamly for a fee with the option to display advertising
contents on the website or subpage managed by the Streamer;

  1. 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 others.

2. GENERAL REMARKS

  1. 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 Streamer.
  2. 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
    T&C” section.
  3. 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 other Party.

3. SUBJECT OF THE CONTRACT

    1. The subject of the Contract is the paid provision by the
      Streamer to inStreamly with the option to display advertising
      contents on a website or subpage managed by the Streamer (in
      an active stream window). This means that the Streamer
      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 Streamer).
    2. Access to the advertising space is provided for the time
      specified by the Streamer in their account and accepted by
      inStreamly. At the same time:

a) The Streamer indicates specific advertising contents which
they agree to broadcast,

b) inStreamly may (without justification, temporarily or
permanently, without the Streamer’s right to
compensation) refuse to allow the use of advertising space,
and such action shall not violate inStreamly’s
obligations, which the Streamer acknowledges and accepts.

4. REGISTRATION AND CONCLUSION OF THE CONTRACT

    1. The contract is entered into electronically, by creating an
      account and submitting a declaration by the Streamer (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 Streamer’s signature is not required to
      conclude the Contract.
    2. inStreamly aims to maximally simplify the formalities in
      relations with the Streamers. In some cases, inStreamly may,
      however, require additional authentication from Streamers
      before or after entering into the contract. In particular,
      inStreamly may request that the Streamer submit:

a) an excerpt from the National Court Register or another
register proper for the Streamer’s country (in the case
of a Streamer 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 Streamer’s country (in
the case of a registered sole proprietorship run by the
Streamer);

b) submit for inspection and allow for a copy of identity card
or another identity document be made in the case of a Streamer
being a natural person or in the case of natural persons
acting for the Streamer;

c) tax residence certificate.

  1. inStreamly may be obliged to tax the Streamer’s revenues in
    Poland and, therefore, inStreamly requires that the Streamers
    residing outside Poland should present tax residence
    certificates. One can cooperate with inStreamly without
    providing the certificate, but in such case inStreamly may
    withhold the payment of 20% of remuneration gained by the
    Streamer until the certificate is provided. The remuneration
    is withheld for the purposes of tax settlements with the
    Polish tax office. The Streamer is not entitled to charge
    interest on the withheld remuneration.

5. TERMS OF COOPERATION REGARDING THE STREAMER

    1. The Streamer 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.

  1. Cooperation with inStreamly is only possible if the Streamer
    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.
  2. 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 Streamer about this fact by
    email.

6. TERMS OF COOPERATION REGARDING STREAMER’S WEBSITES OR
SUBPAGES

    1. Cooperation with inStreamly is only possible if the
      Streamer’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.
    2. The Streamer represents and guarantees that as part of the
      website or subpage, during the time the Streamer 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. This
includes promoting competitors of the advertised entities;

b) other advertising contents that could be considered as
contents related to products or services competing with those
specified by the Streamer 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 Streamer’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 Streamer’s website or subpage.

  1. 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 Streamer about this fact by email.
  2. Technical requirements for the mode of implementation of
    inStreamly tools enabling the Streamer to provide inStreamly
    with the option to display advertising contents on a website
    or subpage managed by the Streamer are described under MANUAL
    NAME.

7. MONITORING ADVERTISING SPACE AND STREAMER’S WEBSITES AND
SUBPAGES

  1. The Streamer’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
    Streamer 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 Streamer about this fact by email.
    inStreamly may specify, at the same time, the actions that the
    Streamer must take to resume the use of such space by
    inStreamly, setting the deadline for their implementation.

8. IMAGE. COPYRIGHT

    1. By entering into the Contract, the Streamer 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 Streamer 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.

9. REMUNERATION

    1. The Streamer shall be entitled to the remuneration for the
      implementation of the Contract specified for a given
      advertising content, selected by the Streamer. The
      remuneration:

a) is payable in arrears, i.e. after the end of the period of
time for which the Streamer 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.

    1. 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.

  1. The Streamer 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 Streamer in accordance with the legal
    provisions in force in their jurisdiction and
    inStreamly’s jurisdiction.
  2. The Streamer 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 refusal.

10. LIABILITY

    1. inStreamly shall not be liable if the Streamer provides false
      or outdated information when entering into the Contract,
      including the Streamer’s data, as well as for the lack of
      updating such data by the Streamer despite their change. The
      foregoing shall also apply to false statements made by the
      Streamer when entering into the Contract.
    2. 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
      Streamer 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 Streamer shall be limited to PLN 1,000
(one thousand złotys).

  1. The Streamer 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
    Streamer’s liability shall include actual losses and lost
    benefits, including all costs incurred by inStreamly to
    protect it against claims filed against inStreamly.
  2. The Streamer 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 Streamer’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 Streamer.
  3. The Streamer 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.

11. COMPLAINTS

    1. In the event of non-performance or improper performance of the
      Contract by inStreamly, the Streamer 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: contact@instreamly.com;
or

c) in writing, to the inStreamly address (ul. Williama
Heerleinaa Lindleya 16, 02-013 Warszawa (Warsaw), Poland).

    1. The complaint must contain at least:

a) data enabling the identification of the Streamer;

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.

  1. 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 Streamer specifies another preferred
    means of communication in the complaint.

12. TERMINATION OF THE CONTRACT

    1. The contract is entered into for an indefinite period of time.
    2. The Streamer 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 Streamer 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 Streamer’s
      liability (e.g. related to the interruption of
      inStreamly’s activities carried out for third parties).
    3. inStreamly may terminate the Contract:

a) at any time, without giving the reason, by deleting the
Streamer’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.

  1. 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

    1. 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.

  1. inStreamly gives the dates of the last T&C update.
    T&C, in the version valid at the time the Streamer
    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 Streamer (indication of
    specific contents in accordance with point 7 letter a of
    T&C) and adopted by inStreamly.
  2. inStreamly shall announce changes in T&C in advance by
    sending an electronic statement to the Streamer’s email
    address provided during the account creation process. The
    advance period should not be less than 3 (three) days.
  3. The lack of termination of the Contract by the Streamer after
    changing T&C shall mean the acceptance of the changes made
    by inStreamly and an appropriate change to the Contract.

14. ADDITIONAL CLAUSES

  1. 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.
  2. 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.
  3. inStreamly’s websites uses YouTube API Services. Users
    using websites and solutions provided by YouTube API Services
    are bound by and are obligated to comply with the
    YouTube’s Terms of Service (available at{‘ ‘}

    www.youtube.com/t/terms

    ), and their data are processed in accordance with
    Google’s Privacy Policy (available at{‘ ‘}

    www.google.com/policies/privacy

    ).

15. COMMUNICATION

    1. All communication between the Parties shall be in electronic
      form, via email addresses:

a) for inStreamly – contact@instreamly.com

b) For the Streamer – given during the account creation
process.

  1. 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.
  2. The Streamer 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

  1. The provisions of the Contract and the resulting obligations
    shall be subject to the Polish law and have been drawn up in
    Polish.
  2. 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.
  3. For matters not covered with the provisions of the Contract,
    the applicable provisions of the law, in particular the Polish
    Civil Code, shall apply.