ADVERTISERS TERMS AND CONDITIONS
at the webeAds Platform

§1
Preliminary Provisions

1. Acceptance of these Terms and Conditions on the webeAds Platform signifies that the Advertiser acknowledges they have read and understood the content of the Terms and Conditions, and it results in the formation of an Agreement for the provision of services on the webeAds Platform under the terms outlined herein (hereinafter referred to as the “Terms and Conditions”).
2. These Terms and Conditions constitute regulations within the meaning of Article 8 of the Act of 18 July 2002 on the Provision of Electronic Services (Journal of Laws of 2002, No. 144, item 1204 as amended).

§2
Definitions

The terms used in these Terms and Conditions shall have the following meanings:

1. Agreement – the agreement for the provision of services by electronic means, concluded between the Publisher and webePartners upon the Publisher’s registration on the Platform. The subject of the Agreement is the provision of Services by webePartners to the Advertiser, and the Advertiser’s use of the Platform, under the terms specified in these Terms and Conditions and in accordance with the selected Package. 
2. webePartners or the Processor – webePartners sp. z o.o. with its registered office in Wrocław (52-423), ul. Jana Stanki 2, mailing address: ul. Grabiszyńska 151, 53-434 Wrocław, Tax Identification Number: 8982223087, REGON number: 365121198, registered in the Register of Entrepreneurs of the National Court Register under KRS number: 630899, District Court for Wrocław-Fabryczna in Wrocław, 6th Commercial Division of the National Court Register, share capital: PLN 500 000.00
3. Advertiser – a natural person with full legal capacity, legal entity, or organizational unit without legal personality operating a Store that enables the online sale of goods or services, and making use of the Platform, according to the principles set out in these Terms and Conditions, to sell its product range through a network of Publishers.
4. Publisher – a natural person having full legal capacity, a legal person, or an organizational unit without legal personality that collaborates with an Advertiser on the Platform. 
5. Employee – a person authorized by the Advertiser to utilize the Advertiser's Account. For the purposes of this definition, an Employee may only be one who is in a contract of employment with the Advertiser or who provides services to the Advertiser pursuant to a legal relationship of another kind than a contract of employment. The Advertiser shall be liable for the acts and defaults of its Employees as for its own acts and defaults.
6. WebeAds Platform (hereinafter also – the "Platform") – software property of webePartners, consisting of modules collectively forming the Service in its entirety, having particularly the purpose of running the Affiliate Program, maintaining the Offers, constructing the network of Publishers, and remitting the Fees. 
7. Service – the collection of features contained within the Platform offered by webePartners.   
8. Package – set of Services, features, and limitations for the Advertiser within the Platform, offered for a specific monthly Subscription Fee. Every Package includes selected settings, corresponding Fees, the maximum number of supported Stores and Affiliate Programs, access to certain groups of Publishers, and reporting and statistics systems, all within the boundaries defined for a specific Package variation in the Terms and Conditions. The following Packages are available through the Platform:
   • Basic Package – the scope thereof as detailed, and its cost, are set out in Appendix No. 1 to these Terms and Conditions.
   • Plus+ Package – the scope thereof as detailed, and its cost, are set out in Appendix No. 1 to these Terms and Conditions.
   • Platinum Package – the extent of this Package, and its price, is set out in Appendix No. 1 to these Terms and Conditions.
9. Subscription Period – the monthly period of provision of the Services within the selected Package, for which the Advertiser pays the Subscription Fee; the Subscription Period lasts from the first to the last day of the calendar month, regardless of the date the Agreement is concluded or payment is made, 
10. Trial Period – a 30-day period of free provision of Services in the Basic Package only, calculated from the date of conclusion of the Agreement (Plus and Platinum do not include a trial period). During the Trial Period, the Advertiser does not pay the Subscription Fee. During the Trial Period, Commissions due to Publishers and WebePartners are calculated.
11. Advertiser's Account – a set of resources and functionalities in the Platform's ICT system, marked with a Login and Password provided by an Advertiser, enabling management of the Affiliate Program and collaboration with Publishers, in particular allowing online access to sales statistics generated thanks to Publishers, calculated Commissions and Publishers' profiles, 
12. Login – Advertiser's e-mail address which, together with a Password, is used to log into an Advertiser's Account.
13. Password – an individual string of characters chosen by the Advertiser, which together with the Login is used to log into the Advertiser's Account,
14. Store – an online store or website for which an Advertiser launches an Affiliate Program through the Platform,  
15. Publisher's Website or Publisher's Advertising Space – online spaces where the Publisher conducts advertising activities, presents and recommends products and services, using Affiliate Tools,
16. Affiliate Program – a Service created on the Platform for the Advertiser's Store – its purpose is to increase sales in the Store through collaboration with Publishers, using Affiliate Tools,
17. Offer – a collaboration proposal prepared by the Publisher via the Platform, available in selected Packages, containing detailed conditions for the implementation of the Publisher's advertising activities, including the billing model, method of execution, Offer Value and any additional arrangements; the Offer is the basis for establishing collaboration between the Publisher and Advertiser under specific Collaboration Models; the Offer also contains information about the Offer Value and webePartners' Commission; the Offer does not constitute an offer within the meaning of Article 66(1) of the Civil Code,  
18. Offer Value – a specific amount determined by the Publisher, which represents the Publisher’s expected FLAT FEE Remuneration or BARTER Value, which is the starting point for the determination in the Platform system of the final FLAT FEE Remuneration or BARTER Value, between the Publisher and the Advertiser, under the selected Collaboration Model,  
19. Method of Acceptance of Publishers – the procedure by which an Advertiser admits a Publisher into its Affiliate Program (it being understood that webePartners reserves the right to reject a Publisher at any time during the Affiliate Program if the Publisher breaches the rules or terms and conditions applicable to Publishers, as set out in separate provisions):
    • automatic – a Publisher applying to an Advertiser's Affiliate Program is accepted into that Affiliate Program without any action by the Advertiser,
    • manual – the Advertiser, within 3 working days from the date of application of the Publisher to the Affiliate Program, has the opportunity to make an independent acceptance or rejection of the Publisher in this Affiliate Program; after the expiration of the indicated term and the Advertiser does not take any of the above actions - the Publisher will be accepted as specified in paragraph (a), 
20. Tracking Code – webePartners' IT system used to track traffic and sales generated in the Advertiser's Store; the Tracking Code automatically compiles Transactions and calculates commissions for Publishers and for webePartners,
21. Transactions – sales transactions for services or products for end Customers of the Advertiser, conducted at the Advertiser’s store during the Cookie Lifetime. 
22. Buyer – natural or legal person or unincorporated organizational unit who came/got redirected to the Advertiser's Store through the Affiliate Tools, 
23. End Customer – a natural person, legal entity, or organizational unit without legal personality who acts as a Buyer and completes a Transaction in the Advertiser’s Store during the Cookie Lifetime or by using a Discount Code. 
24. Affiliate Tools – tools such as affiliate links, product widgets, banners, XML files, and other similar instruments used by Publishers to generate Transactions in the Advertiser’s Store, in particular by redirecting Users directly to the Store. 
25. Discount Code – an Affiliate Tool consisting of a sequence of letters, numbers, and/or characters that entitles the Buyer to complete a Transaction under special conditions.
26. Cookie Lifetime – the period defined in the Agreement during which Transactions executed in the Advertiser’s Store are counted as Transactions qualifying for Commission and webePartners’ Commission. The period is measured from the moment the Buyer is redirected to the Advertiser’s Store using an Affiliate Tool. A Transaction completed within this period qualifies as valid, even if the Buyer visits the Advertiser’s Store through another channel (including, in particular, a search engine or another referral source).
27. Forbidden Keywords – words, phrases, or expressions that the Publisher is prohibited from using in paid advertising activities, particularly those referring to the name of the Store or the website address of the Advertiser’s Store. 
28. Fees:  
    • Commission – the remuneration payable to Publishers, calculated as a percentage of the gross value of Transactions generated (excluding shipping costs), in accordance with the terms of the Affiliate Program or the relevant Offer.
    • webePartners' Commission – the remuneration due to webePartners for the Services provided, as determined under these Terms and Conditions, and dependent on the number and value of Transactions generated.  
    • Subscription Fee – a fixed remuneration payable to webePartners for providing the Services within the selected Package, charged to the Advertiser for each Subscription Period. 
29. Charges under the additional collaborations on the Platform:
    • FLAT FEE Remuneration – remuneration payable to Publishers for their additional activities carried out under specified Collaboration Models, following the Advertiser’s prior acceptance of the applicable terms and conditions on the webeAds Platform.
30. Collaboration models: 
    • CPS Model (Cost Per Sale) – a collaboration model between an Advertiser and Publishers under which the Advertiser pays the Commission, as well as the webePartners' Commission specified in these Terms and Conditions, for each Transaction completed in the Store by a Buyer redirected from a Publisher’s Website or Advertising Space via an Affiliate Tool.
    • CPCO Model (Cost Per Code) – a collaboration model between an Advertiser and Publishers under which the Advertiser pays the Commission and the webePartners' Commission, as defined in these Terms and Conditions, for each Transaction completed in the Store using a Discount Code by a Buyer. Activation of the CPCO Model requires prior approval from webePartners.
    • FLAT FEE Model – a collaboration model under which the Advertiser pays the FLAT FEE Remuneration determined within the Platform system, together with the webePartners' Commission specified in these Terms and Conditions, for selected advertising activities offered by the Publisher or for granting the Advertiser access to the Publisher’s Advertising Space. 
    • FLAT FEE + CPS (COST PER SALE) Model – a model of collaboration in which the Advertiser, in the part concerning the FLAT FEE element, pays the FLAT FEE remuneration established in the Platform system and a specified webePartners' Commission, for selected advertising activities offered by the Publisher or for making the Publisher's Advertising Space available to the Advertiser; in this Model, concerning the CPS (COST PER SALE) element, the Advertiser further pays the FEE and the webePartners' Commission, as specified in the Terms and Conditions, on the Transaction made in the Store by the Buyer, redirected from the Publisher's Website/Publisher's Advertising Space, through the Affiliate Tool, while participation in the CPS element requires prior approval and joining of the Publisher to the Advertiser's Affiliate Program,
    • BARTER Model – a collaboration model under which settlements between the Advertiser and the Publisher are made on a non-cash basis, through an exchange of equivalent benefits. In this model, for selected advertising activities offered by the Publisher or for granting access to the Publisher’s Advertising Space, the Advertiser provides the Publisher with specific goods available in the Store at the time of concluding the collaboration agreement under this model, at their original retail value (i.e. excluding discounts, promotions, or special offers). The value of such goods constitutes the final BARTER Value. In this Model, the Advertiser pays the webePartners' Commission specified in these Terms and Conditions. 
    • BARTER + CPS (COST PER SALE) – model of collaboration in which, in the part concerning the BARTER element, the settlement between an Advertiser and a Publisher takes place in a non-cash mode, through an exchange of equivalent benefits, i.e. for selected advertising activities offered by a Publisher or for making the Publisher's Advertising Space available to an Advertiser, an Advertiser transfers a specific product to a Publisher (available in the Advertiser's Store at the time of concluding a collaboration agreement in this Model between a Publisher and an Advertiser and with the value of the initial price specified therein, i.e. without discounts, promotions, etc.); such a specified value of a product constitutes the final BARTER Value; in the part concerning the BARTER element, the Advertiser additionally pays the webePartners' Commission specified in the Terms and Conditions; in this Model, concerning the CPS (COST PER SALE) element, the Advertiser additionally pays the Commission and the webePartners' Commission, as defined in the Terms and Conditions, on the Transaction made in the Store by the Buyer, redirected from the Publisher's Website/Advertising Space through the Affiliate Tool, while participation in the CPS element requires prior approval and joining of the Publisher to the Advertiser's Affiliate Program.

§4
Use of the Services

Advertiser's Account

1. To use the webePartners Platform, you need a computer or mobile device with a processor of at least 200MHz, 64MB RAM, with Internet access and a web browser. 
2. To use the Services, the Advertiser creates an individual Advertiser Account on the Platform. Data for the first login, i.e. Login and Password, are sent to the Advertiser to the e-mail address indicated at registration. 
3. The creation of an Advertiser Account on the Platform is permitted only in connection with a Store that is owned or lawfully operated by the Advertiser. Creating accounts for third-party Stores without proper authorization, or using another entity’s data, trademarks, or identifying signs, is strictly prohibited.
4. Advertisers may not create fictitious, false, or misleading accounts, nor engage in any activities intended to circumvent the registration process, generate artificial traffic or interest in offers, or otherwise disrupt the proper operation of the Platform. In particular, it is forbidden to register multiple accounts for one Store, impersonate other advertisers, duplicate data or provide false information when registering.
5. WebePartners reserves the right to immediately block or delete any account found to be in violation of this paragraph and to refuse further service to the Advertiser concerned.
6. The Advertiser shall bear full liability for any damage or loss suffered by WebePartners, other Platform users, or third parties as a result of creating or using an account in breach of these Terms and Conditions.
7. To maintain the security and integrity of the Platform, WebePartners may at any time require the Advertiser to provide documents confirming their right to operate the Store and to verify their identity and authorization. 

Affiliate Program

8. The Advertiser launches the Affiliate Program for its Store using the Affiliate ProgramWizard available in the Advertiser's Account.
9. When launching the Program, the Advertiser in particular:
   • determines the amount of the Publisher's Commission – it can not be less than 3%,
   • introduces a description of the Store,
   • optionally provides an XML file with the Store's offer by sending a link to it to the e-mail address indicated in the Advertiser's Account. 
10. The maximum number of Affiliate Programs that may be active simultaneously for a single Store is determined by the Package selected by the Advertiser.
11. Within the limit of active Programs allowed under the chosen Package, the Advertiser may launch Affiliate Programs with different terms and conditions. 
12. The Advertiser may deactivate any existing Affiliate Program at any time and replace it with a new one, provided that the total number of active Programs does not exceed the limit set by the selected Package.
13. All products and services offered in the Advertiser’s Store are automatically included in the Affiliate Program, regardless of whether they appear in the XML file submitted by the Advertiser. The Advertiser may not exclude individual products or services from participation in the Affiliate Program; however, this restriction does not affect the Advertiser’s right to remove a given product or service from the Store entirely.
14. When the Advertiser creates an Affiliate Program, the Platform automatically assigns to it a group of active Publishers, selected on the basis of data entered by the Advertiser during the registration of the Advertiser's Account. Once the Affiliate Program is launched, the Advertiser has the right to exclude any Publishers who have been automatically assigned to the Affiliate Program.
15. The Advertiser may at any time make available on the Platform information about special offers, discount and promotional codes and Discount Codes valid in the Store. Publishers are authorized to distribute this information to potential Buyers or End Customers in order to increase the number of Transactions. This information can come both from the data entered by the Advertiser in the Panel and from the XML file provided by the Advertiser.

Collaboration between Advertiser and Publisher under Collaboration Models with FLAT FEE and BARTER element

16. The Advertiser has the option to express interest in a particular Publisher's Offer by clicking the "Accept" button available on the Platform, within a given Offer.
17. The expression of interest in accordance with paragraph 16 constitutes the submission by the Advertiser of a proposal to establish collaboration under the indicated Offer.
18. The Publisher may accept or reject the proposal for collaboration.
19. Collaboration under a given Offer begins upon acceptance of the collaboration proposal by the Publisher, with the proviso that the Publisher, with respect to Collaboration Models with the FLAT FEE or BARTER element, executes the Offer after payment of the pro forma invoice by the Advertiser. 

 Tracking Code and its implementation

20. The Advertiser is required to implement the Tracking Code provided by webePartners within the code of its Store, in accordance with the instructions available on the Platform. The Advertiser acknowledges that the proper implementation of the Tracking Code is necessary for the provision of the Services, the execution of the Agreement and is one of the conditions for its proper execution.
21. The Advertiser agrees to maintain an active and fully functional Tracking Code in the Store throughout the entire duration of the Agreement. The Tracking Code is the sole mechanism that enables accurate identification and recording of Transactions generated under the Affiliate Program or Offers.   
22. webePartners verifies the operation of the Tracking Code in the Advertiser’s Store from time to time by performing test purchases. If the Tracking Code is found to be malfunctioning, WebePartners shall immediately (by email) call the Advertiser to fix it within 24 hours. Until the Tracking Code is restored to proper working order, webePartners may suspend the operation of the Affiliate Program and notify Publishers of the suspension. Should the Advertiser fail to remedy the malfunction within the specified period, webePartners reserves the right to terminate the Cooperation Agreement with immediate effect.
23. If the removal, deactivation, or interruption of the Tracking Code results from the Advertiser’s action or omission, causing Transactions generated by Publishers to go unrecorded, the Advertiser shall be obliged to pay both the Publishers’ Commission and the webePartners' Commission for the duration of the interruption.
    Such payment shall be calculated based on the average daily value of commissions from recorded Transactions during the two calendar weeks preceding the interruption, multiplied by the number of days during which the Tracking Code remained inactive. 

XML File

24. The Advertiser, in accordance with paragraph 4(9)(c) of the Terms and Conditions, may deliver to webePartners' e-mail address, a dynamically generated XML file containing the full offer of the Advertiser's Store. The Advertiser undertakes to systematically update the data in the provided XML file, especially in terms of product images and their current prices.

Cookie Lifetime

25. If a Buyer makes a Transaction on the Advertiser's Store during the 30-day Cookie Lifetime period, and the given Collaboration Model provides for charging Commissions on the Transaction, then a Commission is charged to the Publisher, and webePartners is entitled to the due webePartners' Commission.

Verification of transactions

26. The Tracking Code tracks traffic to the Advertiser's Store and transactions generated through the Affiliate Tools on the Publishers' Ad Spaces. Each Transaction counted by the Tracking Code is automatically added to the Advertiser's Account, which is assigned a status of "pending" – which indicates a Transaction awaiting verification. 
27. The Advertiser has a constant view of sales statistics in their Advertiser Account. 
28. The Advertiser is required to verify each Transaction marked as "pending" within 30 days from the date it is added to the Advertiser’s Account (the date on which it appears in the Account with the status "sale"). All Transactions not verified within the above timeframe shall be automatically accepted by the Platform once the deadline expires. 
29. Accepted Transactions – whether accepted manually by the Advertiser or automatically by the Platform in accordance with this paragraph – shall be assigned the status "accepted". The Advertiser is obliged to pay the Publishers' Commission and the webePartners' Commission on all accepted Transactions. Subject to paragraph 30, the Advertiser may reject a Transaction within the period specified above only for one of the following reasons:
    • withdraw from the Transaction agreement within the permitted time period, in accordance with the provisions of generally applicable law or the rules of purchase in force in the Store, for which the Affiliate Program is conducted, or
    • when a click made by the end customer in a system other than the webePartners Platform – operating under the CPS (Cost Per Sale) model – occurred closer in time to the execution of the Transaction, in accordance with the "last click wins" principle. However, the Advertiser may not reject a Transaction on the basis of the "last click wins" rule if the later click occurred in systems that settle campaigns under different models (such as CPM, CPC, etc.), including but not limited to Google Ads, Facebook Ads, or remarketing campaigns.
30. The Advertiser is entitled to reject Transactions only in the cases described in paragraph 29. WebePartners may, however, in particularly justified cases and by individual arrangement, agree to reject other Transactions.
31. When rejecting a Transaction on the Advertiser's Account, the Advertiser must provide a reason for the rejection. 
32. webePartners may request additional justifications from Advertiser for rejecting a Transaction.                        In this case, the Advertiser  is obliged to provide such explanationswithin 5 days from the date of delivery of the summons from webePartners. 
33. The Transaction is re-assigned the status "accepted" if the Advertiser has not provided additional explanations within the time limit referred to in paragraph 32 , or if the rejection of the Transaction is inconsistent with the Agreement.  
34. The Advertiser does not have the option to reject Transactions that have been re-assigned the status "accepted".
35. Transactions that have been marked with the status "rejected" in the Platform system are excluded from settlements between the Parties and do not constitute the basis for payment of Commissions to Publishers

Changing the Package

36. The Advertiser may, at any time, request an upgrade to a higher Package. The change shall take effect at the beginning of the next Subscription Period, provided that the Advertiser submits the relevant request through their Account and pays the applicable Subscription Fee for the selected higher Package.
37. Once a higher Package has been activated, the Advertiser may not downgrade to a lower Package either during the term of the Agreement or within 24 months from the date of activation of the higher Package. This restriction also applies if the Agreement is terminated and subsequently reinstated – during these 24 months, the Advertiser shall not be permitted to select a lower Package.
38. After the lapse of 24 months from the date of activation of the higher Package, the Advertiser may, in accordance with these Terms and Conditions, switch to any lower Package at the start of the next Subscription Period, regardless of previous changes or interruptions in the use of the Services. 

Contacting the Publishers

39. Advertiser has the right to contact Publishers directly only to agree on the details of collaboration on the Platform with Publishers, and for other purposes, with the permission of webePartners. The Advertiser, during the term of the Agreement and within 2 years after its termination, is not allowed to undertake direct collaboration with the Publishers with whom it started collaboration through webePartners during the term of the Agreement. The Advertiser undertakes to pay a contractual penalty of PLN 5,000.00 net to webePartners in the event of establishing collaboration with the Publisher in any form, without prior written consent of webePartners. The contractual penalty is due separately for each Publisher with whom the Advertiser will cooperate.

§5
Fees

1. The Advertiser is obliged to pay all Fees, including in particular Commissions, webePartners' Commissions and FLAT FEE, Subscription Fee, in accordance with the terms and conditions indicated herein. 
2. Rules for delivery and payment of proforma invoices:     
   • for remuneration (increased by the applicable VAT rate) – for Publisher's Commission, webePartners' Commission and Subscription Fee – a pro forma invoice with a 7-day payment term, is delivered on the first day of each month in electronic form,
   • for remuneration (increased by the applicable VAT rate) – for FLAT FEE remuneration or webePartners' commission with regard to the Collaboration Model with the BARTER element – a pro forma invoice with a 7-day payment term, delivered electronically at the time of acceptance of the collaboration proposal by the Publisher, within the framework of a given Offer. 
3. Subject to the payment term provided for in paragraph 2(a), the first pro forma invoice shall be issued on the first day after the end of the Trial Period. The invoice shall include a prorated portion of the Subscription Fee for the use of the Services from the start date of the Subscription Period until the last day of the current calendar month, as well as the total amount of Publishers’ Commissions and webePartners’ Commissions for Transactions accepted up to the date of the pro forma invoice.        
4. The Advertiser shall make payment by bank transfer to the webePartners account indicated on the pro forma invoice. 
5. Once the payment has been made by the Advertiser and credited by webePartners on the basis of the issued pro forma invoice, VAT invoices will be made available in the Advertiser’s Account under the Payments tab. The Advertiser agrees to receive pro forma invoices and VAT invoices in the above form and/or in electronic form. 
6. Payment of Fees due to Publishers shall be made by webePartners by bank transfer to the bank account indicated by the Publisher, on the basis of bills or invoices issued by the Publisher, provided that the Advertiser has previously paid all Fees due to webePartners. The Advertiser shall not be liable for any acts or omissions of webePartners, including the transfer of Commissions due to the Publishers.  

Subscription Fee 

7. The Subscription Fee is due in advance for each Subscription Period.
8. If the Services are provided for only a part of a calendar month, the Subscription Fee shall be charged in proportion to the actual time the Services are provided.
9. The Advertiser may pay the Subscription Fee in advance for multiple consecutive Subscription Periods. In such case, webePartners shall provide the Services for the number of months corresponding to the number of paid Subscription Periods.
10. The Advertiser shall gain access to the Account and functionality of the Platform for the next Subscription Period upon payment of the Subscription Fee by the date indicated on the invoice, subject to paragraph 12.
11. If the Subscription Fee is not paid by the due date:
    • after the payment term lapses, the Platform services (excluding the "Payments" tab) are automatically suspended,
    • the "Payments" tab remains active to allow payment of arrears.
12. If the Advertiser makes payment (the day of monetary fulfillment is considered the day of crediting webePartners' bank account) within 30 days from the due date, the suspended Services and functionalities will be automatically restored.
13. If payment is made after 30 days from the due date, the suspended Services and functionalities will be restored only at the request of the Advertiser (via e-mail address bok@webepartners.pl).

WebePartners' Commission

14. WebePartners' Commission – depending on the Collaboration Model, is:
    • CPS (COST PER SALE) – the percentage set in Appendix 1 to the Terms and Conditions value of accepted Publisher's Commissions on generated Transactions, 
    • CPC (COST PER CLICK) – The percentage of the rate for redirecting a Buyer to the Store from the Publisher's Site via the Affiliate Tool, set in Appendix 1 to the Terms and Conditions, 
    • CPCO (COST PER CODE) – the percentage of the value of accepted Publisher's Commissions on generated Transactions, set in Appendix 1 to the Terms and Conditions, made with the use of a Discount Code in the Store by the Buyer, 
    • FLAT FEE + CPS – 15% of the value of the Offer Value set by the Publisher in the Offer – in the part concerning the FLAT FEE element of this Model, and the percentage of the value of the accepted Publisher's Commissions on the generated Transactions, as set in Appendix 1 to the Terms and Conditions,  – in the part concerning the CPS element of this Model, 
    • BARTER + CPS – 15% of the initial price (i.e. without discounts, promotions) of the goods transferred by the Advertiser to the Publisher for the realization of the Offers in the part concerning the BARTER element of this Model, and  the percentage of the value of accepted Publisher's Commissions on generated Transactions, as determined in Appendix 1 to the Terms and Conditions, as a result of realization of Offers in the part concerning the CPS element of this Model, 
    • FLAT FEE – 15% of the Offer Value set by the Publisher in the Offer, 
    • BARTER – 15% of the initial price (i.e., without discounts, promotions), subject to transfer by the Advertiser to the Publisher of the goods for the execution of the Offer.

Publishers' Commissions

15. If the Advertiser collaborates with other affiliate networks or has a proprietary affiliate program, the Advertiser is required to set the Publisher Commissions on the Platform at a level not lower than those established in these affiliate networks or proprietary affiliate programs. 
16. Commissions to Publishers in the amount established by the Agreement are due on generated Transactions that have been accepted on the Platform, regardless of the mode of acceptance. 
17. Commissions paid by the Advertiser are not refundable.
18. Commissions are paid to Publishers by webePartners by transfer to a bank account, on grounds of bills/invoices issued by them to webePartners, provided that the Advertiser settles the payment. The Advertiser shall not be liable for the acts or omissions of webePartners, including the transfer of Commissions due to the Publishers.
19. After the launch of the Affiliate Program, the Advertiser is entitled only to increase the amount of the Commission due to the Publishers under the given Affiliate Program. The Advertiser does not have the option to reduce the amount of Commissions in an active Affiliate Program. However, the Advertiser may establish a new Affiliate Program, in which it will apply a lower commission rate, not lower than that specified in paragraph 4(9)(a) of the Terms and Conditions, and may invite Publishers to participate in this new Affiliate Program.

§6
Complaints and the right to terminate collaboration with the Publisher

1. The Advertiser is entitled to report to webePartners any complaints and objections regarding the operation of the Platform and the provision of Services electronically. Complaints may be submitted electronically to the following email address bok@webepartners.pl , by phone at (+48 ) 71 390 49 02 or by mail to the following address: webePartners Sp. z o.o., ul. Grabiszyńska 151, 53-434 Wrocław.
2. The complaint should include:
   • identification data of the Advertiser enabling its verification,
   • accurate identification of the subject of the complaint,
   • Advertiser's request regarding the complaint.
3. If the complaint is incomplete or needs to be supplemented, webePartners may ask the Advertiser to indicate additional information necessary to process the claim. If this is the case, the deadline for processing the complaint is suspended until the required data is received.
4. Advertisers who are entrepreneurs, for whom the Agreement is of a professional nature, are obliged to report complaints:
   • about defects of a technical nature – within 14 days of their occurrence,
   • about issued invoices or pro forma invoices – within 7 days from the date of their delivery or availability on the Platform. 

Complaints submitted after the above-mentioned deadlines will remain unprocessed.

5. An Advertiser who is a consumer or an individual operating a business enterprise for which the Agreement is not of a professional nature may submit complaints in accordance with generally applicable laws. 
6. Notwithstanding the right to lodge a complaint, the Advertiser may terminate collaboration with the Publisher at any time if the Publisher violates the Terms and Conditions applicable to Publishers within the framework of affiliate collaboration. This is the case in particular when the Publisher:
   • uses the Affiliate Tools related to the Advertiser on sites that contain offensive, obscene, pornographic, unlawful, hateful, harmful, harassing, racist, discriminatory, infringing copyright, trademark, or intellectual property rights, or advertising regulations,
   • conducts activities based on spamming, mass mailing, or other unauthorized forms of promotion,
   • uses prohibited promotional techniques, including but not limited to cloaking,
   • organizes sweepstakes or other forms of rewarding users for clicking on affiliate links,
   • conducts activities that violate webePartners' privacy policy,
   • encourages clicks on banners artificially or generates traffic inconsistent with the rules of collaboration, including by sending links from spamming machines, overloading webePartners Services, using artificial queries, robots, generators, or other tools designed to artificially increase the Publisher's Commissions. 

§7
Term of the Agreement

1. The Cooperation Agreement is concluded for an indefinite period. 
2. The Advertiser, in the event of termination of the Agreement on any grounds, shall be obligated to pay all Fees, including, in particular, Commissions and webePartners' Commissions.  
3. Upon termination of the Agreement on any grounds, the Advertiser retains access to the Advertiser's Account, including the Payments and Transactions tab.

Withdrawal

4. An Advertiser who is a consumer or a natural person running a business for which the Agreement is not of a professional nature has the right to withdraw from the Agreement within 14 days of its conclusion.

Termination with notice

5. During the Trial Period, subject to the right to discontinue the use of electronically provided Services, each Party shall have the right to terminate the Agreement (Advertiser may terminate the Agreement via the "Terminate Subscription" button in the Advertiser's Account). The effect of termination shall be upon the later of the following dates:
   • at the time of the notice of termination of the Agreement or
   • expiration of the 30-day Cookie Life period counted from the date of the last Transaction during the duration of the Affiliate Program,  provided that the Advertiser's Affiliate Programs are deactivated at the time referred to under (a). 
6. At any time other than the Trial Period, subject to the right to discontinue the use of the Services provided electronically without affecting the payment of the Subscription Fee, each Party shall have the right to terminate the Agreement (the Advertiser may terminate the Agreement via the "Terminate Subscription" button in the Advertiser's Account). The effect of that termination shall take effect on the later of the following dates:
   • the end of the paid subscription period or
   • expiration of the 30-day Cookie Lifetime period counted from the date of the last Transaction during the active Affiliate Program, provided that the Advertiser's Affiliate Programs are active until the end of the paid Subscription Period.

Termination without notice

7. WebePartners may terminate the Agreement without notice if the Advertiser:
   • remains in default with the Fees for a period of 7 days, unless otherwise specified in the Terms and Conditions, 
   • Provides false data to webePartners,
   • undertakes collaboration (excluding intermediation by webePartners) with Publishers acquired to their Program by webePartners;
   • uses the Platform for the purpose of obtaining illegal financial gain (tangible or intangible), either directly or indirectly,
   • fails to comply with other provisions of the Agreement, if, despite a call to cease violations directed by webePartners, it does not cease violations within a period indicated in the call, not shorter than 3 days. 
   • in the events indicated in the Terms and Conditions. 

§8
Responsibility

1. WebePartners is not responsible for:
   • damage, failures or malfunctions of the Services resulting from the Advertiser's improper use of the Platform, including the entry of erroneous, outdated or factually incorrect data,
   • loss or interception of login data to the Advertiser's Account by a third party, if this occurred for reasons not attributable to webePartners (e.g., through sharing of data by the Advertiser, lack of proper security of the Advertiser's device, etc.),
   • effects of unauthorized acts of third parties (including hacking, cyber attacks, malware) and force majeure events,
   • interruptions in the supply of electricity, Internet, telecommunications service, failures of Advertiser's hardware or software,
   • consequences resulting from the actions or omissions of the Publishers, including materials distributed by them and content published on any sites belonging to the Publishers, in particular on the Publisher's Sites or Publisher's Advertising Space, 
   • content and the manner of implementation of services provided by the Advertiser and Publishers,
   • any lost profits, anticipated revenues, indirect damages or consequential damages, or damages incurred by the Advertiser or third parties as a result of the use of or collaboration with Publishers, including for the results of the Advertiser's Affiliate Program, Publisher Offers; webePartners in particular does not guarantee a minimum amount or value of the Transactions generated,
   • for non-performance or improper performance by the Advertiser of its obligations to Publishers, including failure to provide goods or services in Models that include a BARTER element. 
2. According to Article 12 of the Act on the Provision of Electronic Services, webePartners, as a provider of data transmission services within a telecommunications network, shall not be liable for the content of transmitted data if it:
   • is not the initiator of the data transfer,
   • does not select the recipient of the message, and
   • does not modify the information contained in the message.
3. The exclusion of liability referred to in the preceding paragraph also applies to the automatic and temporary intermediate storage of data, provided that such storage serves solely to facilitate the transmission and does not last longer than is necessary for that purpose.
4. Pursuant to Article 13 of the Act on the Provision of Electronic Services, webePartners shall not be liable for stored data if it:
   • does not modify the data during transmission,
   • uses widely recognized IT technologies that define parameters for accessing and updating data, and
   • does not interfere with technologies used to collect information on data usage.
5. WebePartners shall delete or block access to stored data immediately upon being informed that such data has been deleted at the source, or after receiving a court order or another lawful decision requiring deletion or blocking of access.
6. In accordance with Article 14 of the Act on the Provision of Electronic Services, webePartners shall not be liable for unlawful data stored within its information and communication system if it was not aware of the unlawful nature of such data. Upon receiving official notice or credible information regarding the unlawful nature of the data, webePartners shall immediately block access to such data. It shall not be liable to the service recipient for any consequences arising from such action, provided that it duly notifies the service recipient of the measure taken.
7. The Advertiser shall be solely responsible for:
   • all results, costs, and impacts of its marketing and operational activities under the Affiliate Program,
   • the operation of its Store, including the goods sold and services provided; the Advertiser is responsible for ensuring that the Store's operations, its policies and the goods and services offered comply with the law, in particular concerning: consumer protection, personal data protection, intellectual property rights, industry regulations, advertising law, fair competition rules and tax regulations,
   • the selection of Publishers, acceptance of their participation in Partner Programs and for any consequences of collaboration with them,
   • any damage caused by violation of its obligations to Publishers or third parties, 
   • damage caused by providing third parties with access data to the Account (login and password) and the consequences of their use.
8. The Advertiser declares that the goods and services it offers are lawfully placed on the market in accordance with all applicable legal provisions, and releases webePartners from any liability arising from third-party claims in connection therewith. The Advertiser shall cover all damage, costs, penalties, compensation and expenses (including legal fees) that webePartners incurs in connection with claims arising from Advertiser's acts or omissions. 
9. The total liability of webePartners to the Advertiser, regardless of the legal basis of the claim (contract, tort, statutory liability), is limited to the amount of the webePartners' Commission actually paid by the Advertiser during the 3 (three) months immediately preceding the event that gave rise to the claim.

§9
Copyright

1. The Advertiser, by entering into cooperation, guarantees that its company, the services it provides, and the products it offers comply with applicable law, do not violate the rights of third parties, and are free from physical and legal defects. This guarantee also covers all data, commercial information, marketing content, and materials provided to webePartners in connection with the launch and operation of the Advertiser's Affiliate Program and the execution of Offers.
2. The Advertiser declares to have all rights necessary to use the materials published in its Store and provided to webePartners and Publishers, including, in particular, trademarks, logos, trade names, advertising slogans, graphic elements, photographs, recordings, descriptive content, and other intangible assets.
3. The Advertiser grants webePartners and accepted Publishers a non-exclusive, royalty-free, transferable license, valid for the duration of the collaboration, to use the provided materials (including trademarks, logos, content, and graphics) solely to the extent necessary for implementation, presentation, and promotion on Publishers’ Websites, Publishers’ Advertising Spaces, and within webePartners’ marketing materials.
4. The Advertiser further agrees that webePartners may use its name, logo, company designation, and website address in the list of Advertisers, in promotional and informational materials, and for presentation to other Publishers.
5. The Advertiser undertakes that the submitted materials will not in any way violate copyright, related rights, industrial property rights, rights of publicity, or personal rights of third parties. The Advertiser is solely responsible for the above and agrees to indemnify webePartners and Publishers from any liability arising from claims by third parties. The Advertiser shall cover all damage, costs, administrative penalties, court damages and expenses (including legal fees) that webePartners or Publishers incur in connection with the use of materials provided by the Advertiser.
6. The Advertiser shall not be entitled to unilaterally remove or restrict access to materials submitted to the Platform in a manner that would prevent proper implementation. Any modifications or withdrawals of materials require prior notification to webePartners and may not affect the Publishers' vested rights to commissions and webePartners' vested rights to webePartners' commissions or actions taken prior to withdrawal of materials.
7. All content and graphic elements made available on the Platform are protected under the personal and property copyrights and industrial property rights held by webePartners or the persons and entities that have granted permission for their use. It is prohibited to copy, record, distribute, or create any derivative works based on the materials available on the Platform without the prior express consent of webePartners.

§10
License

1. WebePartners grants the Advertiser a non-transferable, non-exclusive, limited-term, non-sublicensable license to use the Platform, solely for the purpose of using the Services provided under the selected Package.
2. The license includes:
   • access to Platform functions through user interfaces, 
   • integration and maintenance of Tracking Code in the Store,
   • generating and downloading reports, statistics, and analysis available in the Advertiser Panel,
   • use of updates, corrections, additions, and new versions of the Platform, made available by WebePartners.
3. The Advertiser is not allowed to:
   • copy, modify, adapt, translate, publish, distribute, rent, lease, sublicense, sell, or provide access to the Platform or any part thereof to third parties,
   • decompile, disassemble, reconstruct, or attempt to reverse engineer the Platform's source code;
   • remove, alter, or conceal copyright, trademark information, or other indications of webePartners' intellectual property;
   • use the Platform to provide services to third parties, competitors, or in any other way other than under the Terms and Conditions;
   • take actions that may disrupt the operation of the Platform, especially attempts to interfere with security and licensing mechanisms;
   • combine, integrate, or use the Platforms in products or solutions that violate the law or the rights of third parties.
4. All copyright, industrial and other intellectual property rights in the Platform and any versions, updates and modifications remain the exclusive property of webePartners or its licensors. Nothing in the Agreement transfers to the Advertiser any property rights in the Platform. 
5. WebePartners has the right to audit the proper use of the Platform, including monitoring the logs of access and use of the Platform.
6. WebePartners shall provide the Advertiser with free updates, patches, and additions to the Platform as part of the maintenance of the version in effect at the time of the conclusion of the Agreement.
7. The Advertiser shall be liable for any damage caused by violation of this license clause, including use of the Platform outside the scope of the license. The Advertiser agrees to indemnify and hold webePartners harmless from and against any and all costs, claims, penalties, and liabilities arising from infringement of third-party intellectual property rights by the Advertiser's actions.
8. The License shall terminate upon termination or expiration of the Agreement, for whatever reason, subject to the use of the "Payment" tab. 

§11
Personal data

1. WebePartners is the Administrator of the Advertiser’s personal data, who is a natural person. Personal data will be processed only for legally permissible purposes, including in particular the proper execution of the Agreement. 
2. Details of data processing by webePartners can be found in the Privacy Policy – https://webepartners.pl/polityka-prywatnosci/.

§12
Entrusting the processing of personal data

1. The Advertiser, as a data controller within the meaning of the GDPR, entrusts WebePartners (hereinafter: "Processor") with the processing of personal data of End Users, to the extent necessary to provide services on the Platform and perform the Agreement.
2. Reconciliation of the Advertiser's consent to the entrustment of data is achieved through the execution of an Agreement, which constitutes a documented instruction within the meaning of Article 28(3) of the GDPR.
3. The subject of the entrustment is the personal data of End Users obtained through the Tracking Code, including in particular:
   • the number of transactions made in the Store,
   • transaction value,
   • date and time of the transaction,
   • IP address of the device from which the transaction was made.
4. The Processor agrees to process data only at the documented instruction of the Advertiser, to the extent and for the purpose necessary to perform the services provided on the Platform.
5. The Processor shall ensure the use of appropriate technical and organizational measures referred to in Article 32 of the GDPR, in particular: encryption of transmission, pseudonymization, use of access control systems and security procedures to ensure the confidentiality, integrity and availability of data.
6. Only persons who are duly authorized and bound to confidentiality may be allowed to process data by employees and associates of the Processor.
7. The Processor is entitled to use sub-processors necessary to provide services (e.g., hosting companies, infrastructure maintenance entities). In this case:
   • The Processor shall enter into agreements with sub-processors that guarantee at least an equal level of security as this Agreement;
   • The Processor shall inform the Advertiser of its intention to use a new sub-processor electronically, allowing the Advertiser to object within a reasonable period of time;
   • as of the date of the Agreement, data processing is entrusted to, among others, OVH Sp. z o.o.                         based in Wroclaw, as a hosting provider.
8. The Processor shall not be entitled to transfer personal data to countries outside the European Economic Area or to international organizations, unless such an obligation arises from the law of the European Union or the law of a Member State, in which case the Processor shall immediately inform the Advertiser.
9. The Processor shall promptly notify the Advertiser of any security breach regarding the personal data being processed, no later than 24 hours after the breach is discovered, along with providing the required information outlined in Article 33 of the GDPR.
10. The Advertiser and the Processor agree to cooperate in the performance of their obligations under the GDPR, including, in particular: responding to requests from data subjects, reporting violations to the supervisory authority and data subjects, and maintaining the required documentation.
11. The Processor shall be fully liable for all acts and omissions of its employees and other persons with the help of whom it processes data, as for its own acts or omissions.
12. The Advertiser shall be solely responsible for the legality of the data entrusted to the Processor, in particular, that it was obtained and transmitted in accordance with applicable laws and that its entrustment for processing does not violate the rights of third parties.
13. After the termination of collaboration, the data will be deleted or returned to the Advertiser - at the Advertiser's discretion - unless the obligation to continue storing the data is imposed by law.

§13
Amendments to the Terms and Conditions

1. WebePartners reserves the right to make changes to these Terms and Conditions, in particular due to the introduction of new functionalities of the Platform, changes in the scope of the Services provided, adaptation to the requirements of the law or decisions/judgments of competent authorities, as well as for security or organizational reasons.
2. The Advertiser shall be informed of any planned change to the Terms and Conditions at least 14 days in advance of their coming into effect, via email.
3. Subject to Paragraph 4, continued use of the Platform, after the amendments to the Terms and Conditions become effective, is tantamount to acceptance thereof. In case of non-acceptance of the changes, the Advertiser has the right to terminate the Agreement before the changes take effect. The effect of termination shall be upon the later of the following dates:

(a) the day before the entry into force of the amendments or

b) the expiration of the 30-day Cookies Lifespan period counted from the date of the last Transaction during the active Affiliate Program, provided that the Advertiser's Affiliate Programs are active until the date referred to under (a), 

by sending an email to webePartners at bok@webepartners.pl.

4. In the case of planned changes to the Terms and Conditions regarding the Fees, the Advertiser will be informed of such changes well in advance, before the effective date, through a message displayed in the Advertiser's Account. The Advertiser may agree to the proposed changes by clicking the button in the message – "ACCEPT CHANGES" or refuse to agree by clicking "REJECT CHANGES".
5. Failure to accept the changes within the time limit, or clicking the "REJECT CHANGES" button, will be treated as a termination of the Agreement. The effect of termination shall be upon the later of the following dates:
   • failure to accept the changes by the deadline,
   • rejection of the changes, 
   • expiration of the 30-day Cookie Lifetime period counted from the date of the last Transaction during the active Affiliate Program,

provided that the Advertiser's Affiliate Programs are active until the date referred to under either (a) or (b), and in the case of the circumstance indicated under (c), the existing provisions of the Terms and Conditions shall apply.

§14
Final provisions

1. These Terms and Conditions shall come into force on 1.11.2025.

      The wording of the previous Terms and Conditions - here.

2. WebePartners reserves the right to grant an Advertiser a "Advertiser Status" on the Platform, determining the reliability of the Advertiser with respect to Publishers, in particular with respect to the timeliness of verification of Transactions and payment of Commissions. 
3. In matters not covered by these Terms and Conditions, the applicable provisions of Polish law, including the provisions of GDPR, the Act on Personal Data Protection and the Civil Code shall apply.
4. Any disputes which may arise in connection with the performance of the Agreement shall be settled by common courts of law competent for the registered office of webePartners, and in relation to the Advertisers who are consumers – by courts of law competent according to general provisions.
5. If any provision of these Terms and Conditions turns out to be invalid or unenforceable, the remaining provisions shall remain in full force, and the Parties undertake to replace the invalid provisions with new ones of the closest possible nature and purpose. 

Appendices:

1. Packages – detailed scope,
2. Specific risks, related to the use of the service provided electronically and information about the functions and purpose of the software.

Appendix 1

Appendix 2

Specific risks, related to the use of the service provided electronically and information about the functions and purpose of the software

1.SPECIFIC RISKS ASSOCIATED WITH THE USE OF THE PLATFORM

1.1. Data security risks:

• Risk of unauthorized access to a user's account if login credentials are shared with third parties or weak passwords are used
• Possibility of theft or interception of personal information due to phishing attacks, malware or cyber intrusions
• Risk of data loss in case of technical failures or system errors

1.2. Technical risks:

• Platform interruptions due to server failures, problems with hosting providers or power disruptions
• Errors in counting conversions and transactions that can lead to incorrect commission settlements
• Disruption of tracking functions and affiliate marketing systems as a result of browsers blocking cookies

1.3. Risk related to operations of an affiliate network:

• The risk of working with dishonest publishers engaged in fraudulent activities, including generating artificial traffic, clicking on proprietary links or manipulating results
• Potential for financial harm as a result of publishers violating laws or ethical principles
• The dangers of duplicate content, URL hijacking and other illegal practices by publishers

1.4. Legal and financial risks:

• Risk of violating the provisions of the GDPR in case of improper processing of personal data
• The possibility of legal disputes related to the implementation of partnership agreements
• Risk of unexpected costs related to commissions or penalties

2. FUNCTIONS AND PURPOSE OF SOFTWARE AND DATA ENTERED INTO THE SYSTEM

2.1. Cookies and tracking technologies:

• Objective: Identify users, track their activity on partner sites, and correctly calculate commissions for transactions
• Function: Storing unique user IDs, recording information about the source of traffic and actions taken at partner stores
• Lifetime: At least 30 days since last user activity (may be longer depending on program settings)

2.2. Tracking and conversion systems:

• Objective: Provide Advertisers with detailed reports on the effectiveness of affiliate programs
• Function: Aggregation of statistical data, generation of sales reports, traffic and conversion analysis
• Data scope: Statistics on clicks, conversions, transaction values, traffic sources, geographic and temporal characteristics

2.3. Analytical and reporting tools:

• Objective: Provide Advertisers with detailed reports on the effectiveness of affiliate programs
• Function: Aggregation of statistical data, generation of sales reports, traffic and conversion analysis
• Data scope: Statistics on clicks, conversions, transaction values, traffic sources, geographic and temporal characteristics

2.4. Security and anti-fraud systems:

• Objective: Protecting against fraudulent activities and ensuring transaction security
• Function: Automatically detect abnormal traffic patterns, identify potential fraud, block suspicious transactions
• Mechanisms: Behavioral analysis of users, verification of traffic sources, machine learning systems to detect anomalies

2.5. External Integrations:

• Objective: Ensure the operation of the platform and additional services
• Features: Hosting and data storage, payment systems, communication tools, data backup and recovery
• Suppliers: Hosting companies (e.g., OVH), payment service providers, CRM systems and email marketing

3. PRINCIPLES OF SAFETY AND RISK MINIMIZATION

3.1. Data protection measures:

• Encryption of data transmission with SSL/TLS protocol
• Regularly back up your data
• Controlling access to information systems on a need-to-know basis
• Real-time monitoring of system activity

3.2. Recommendations for users:

• Using strong, unique passwords for accounts on the Platform
• Regularly update contact information and security configurations
• Failure to use accounts on public or unsecured devices
• Immediately report suspicious activities or security breaches

3.3. Incident response procedures:

• Instant notification system for detected threats
• Procedures for blocking access in case of suspected security breach
• Mechanisms for restoring systems after disasters
• Cooperate with law enforcement agencies when criminal activities are detected

4. ADDITIONAL INFORMATION

4.1. Security updates:

WebePartners regularly updates security systems and introduces new protection mechanisms. Information on significant changes is communicated to users via the Platform or e-mail.

4.2. Security contact:

In case of detected threats or suspected security breaches, users can contact WebePartners via the dedicated communication channel indicated on the Platform.

4.3. Compliance:

All of WebePartners' systems and procedures comply with applicable laws and regulations, including GDPR, the Law on Provision of Electronic Services, and IT security standards.