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TERMS OF SERVICE

Table of contents

§ 1. General

1. These Terms of Service (hereinafter: the "ToS") define the terms and conditions of using "Agent Monitor" Platform operating at the address app.agentmonitor.io and other services provided by the Service Provider. 

2. The TOS are the terms and conditions referred to in Article 8 of the Act of 18 July 2002 on the provision of services by electronic means (hereinafter: the "Act on the Provision of Services by Electronic Means").

3. The service provider is Top Online sp. z o.o. with its registered office in Wrocław (registered office address: Strzegomska 42 AB lok. 6.02, 6.27, 53-611 Wrocław), entered into the register of entrepreneurs of the National Court Register kept by the District Court for Wrocław-Fabryczna in Wrocław, VI Commercial Division of the National Court Register under KRS number: 0000759659, TIN: 8943135551, REGON number: 381922075, having a share capital of PLN 5,000 (hereinafter: "Service Provider".

4. Contact with the Service Provider is possible via:

5. By accessing or using the AM Platform, you acknowledge that you have read and understood our Privacy Policy and agree to be bound by these ToS.

§ 2. Definitions

Capitalized words used in the ToS have the following meanings:

§ 3. Technical requirements

1. In order for the User to properly use the Services provided by the Service Provider, it is necessary to:

§ 4. General terms of use

1. The use of the AM Platform is subject to a fee (except for the free Trial Period), unless otherwise stipulated in the Pricing Table or individual arrangements with the Service Provider. The Service Provider also reserves the right to introduce additional, optional functions or services in the future, which may be available for a fee. The Service Provider shall inform the User of any change concerning the introduction of paid functions in good time. 

2. The User is obliged to use the AM Platform in a manner consistent with the provisions of generally applicable law, the provisions of ToS, as well as with good manners.

3. Providing illegal content by the User is prohibited.

4. The User using the Services provided by the Service Provider is obliged to provide only data (including personal data) consistent with the actual state. The Service Provider is not responsible for the consequences of providing false or incomplete data by the User.

5. If any activity in the AM Platform is performed by a natural person acting on behalf of a User that is a legal entity, such activity shall be deemed a representation by that natural person that they are duly authorized to act on behalf of such User. If a natural person performs any activity on behalf of a User without proper authorization, that person shall be liable in accordance with the applicable provisions of the Civil Code.

6. One person or legal entity may maintain no more than one Account.

7. The User is obliged to inform the End Users of the Integrated Website within the framework of its own regulations and policies about the use of the AM Platform. 

8. By concluding the Agreement for the provision of Services, the User agrees to the use of anonymized and aggregated data provided to the Service Provider by the User on the basis of the performance of the Agreement, as part of the provision of Services by the Service Provider in order to improve the Services by the Service Provide, as well as to display anonymized and aggregated data about website traffic (without indicating the source of the specific data) in Service Provider's marketing efforts.

9. In particular, the following are considered to be a violation of the ToS:

10. In the event of a violation of the ToS, the Service Provider may call on the User to remove it and set a deadline of not less than 7 (seven) days for this purpose. If the violation of the ToS is not removed by the User – the Service Provider has the right to block access to the AM Platform until the violation referred to in section 9 is removed. If the User fails to remove the violation of the ToS within the period referred to above - the Service Provider has the right to terminate the Agreement with immediate effect - by notifying the User thereof via e-mail.

§ 5. Account Service Agreement

1. In order to enter into an Account Service Agreement, you should do the following:

2. After clicking on the "Register" option, a link is sent to the e-mail address provided by the User to activate their Account. After clicking on the link, the User must go through an onboarding survey to gain full  access to their Account. Clicking on the link sent by the User is equal to concluding an Account Service Agreement.

3. The User gains access to the Account immediately after completing the onboarding survey.

4. By using the Account, the User may, in particular:

5. As part of the Account Service – the Service Provider allows the User to create an Organization. 

6. User has the ability to manage their Projects within the Organization. 

7. User may invite other Users to join their Organization by using unique, short-lived share codes.

8. Having at least one Organization is a condition for concluding a Monitoring Service Agreement. 

9. The provisions of sections 10-14 apply only to Consumers and Entrepreneurs with Consumer rights. 

10. In the event that the User is not granted access to the Account Service immediately after concluding the Account Service Agreement, the User calls on the Service Provider to immediately grant access to the Account Service. The summons referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS. In the event that the Service Provider fails to grant the User access to the Account Service immediately after receiving the request referred to in the preceding sentence, the User may withdraw from the Account Service Agreement. 

11. Notwithstanding the provisions of section 10 above, in the event that the User is not granted access to the Account Service, the User may withdraw from the Account Service Agreement without calling on the Service Provider to grant access to the Account Service, if at least one of the cases indicated in Article 43j(5) of the Consumer Rights Act occurs. 

12. Notwithstanding the provisions of sections 10-11 above, the User may terminate the Account Service Agreement by deleting their Account in the AM Platform on their own or by submitting an instruction to delete their Account of the Service Provider, by sending the relevant information to § 1 section 5 point 1 of the ToS. In the event that the User has concluded a Monitoring Service Agreement - the termination is effective at the end of the current settlement period

13. Withdrawal from the Account Service Agreement or its termination, regardless of the basis for such action, shall take place by submitting to the Service Provider a statement of withdrawal from the Account Service Agreement or of its termination. The statement referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS. In the event that the User uses the Account Service in a manner contrary to the provisions of the ToS despite receiving a summons, the Service Provider may terminate the Account Service Agreement immediately, by submitting a notice of termination to the User by e-mail. 

14. The Service Provider shall delete the Account immediately upon receipt of the statement referred to in section 13 above or the statement submission referred to in section 12 or after the expiry of the notice period referred to in section 12 above. Deleting an Account is tantamount to archiving all User Data stored on it and then deleting it – after the end of the archiving period.

     § 6. Monitoring Service Agreement

1. On the basis of the Monitoring Service Agreement, the Service Provider enables the User (to the extent resulting from the selected variant in the Pricing Table to use, among incl., the following functionalities of the AM Platform:

2. A detailed scope of functionalities with a user manual (along with a list of supported programs) is available on the Agent Monitor website: https://agentmonitor.io/

3. In order to conclude the Monitoring Service Agreement in the Trial Period, the User should perform the following steps:

4. Clicking on the "Start Trial Period" button is tantamount to concluding a free Monitoring Service Agreement during the Trial Period.

5. Full access to the functionalities of the AM Platform within the Monitoring Service requires payment of a subscription fee (in the case of the paid option) and completion of Integration. The integration is performed by the User himself. It is the User's responsibility to ensure that their website meets the conditions required for the Integration. 

6. Integration is performed independently by the User. The User is obliged to ensure that their website meets the conditions required for Integration.

7. The Monitoring Service Agreement during the Trial Period is concluded for a fixed period of 14 days. The use of the Monitoring Service after the end of the term of the Monitoring Service Agreement during the Trial Period requires the extension of the Monitoring Service Agreement.

8. After the expiry of the Trial Period, the User may decide to continue using the Monitoring Service, which is tantamount to extending the Monitoring Service Agreement for a fee, in accordance with the Pricing Table (which specifies the duration, functions, settlements under the Monitoring Service Agreement).

9. In order to extend the Monitoring Service Agreement, within 14 days of the launch of the Trial Period, select the variant of the Pricing Table from the level of the Organization, and then click on the "Pay & Subscribe" option. 

10. In order to conclude the Monitoring Service Agreement without the Trial Period, the User should perform the following steps:

11. Clicking on the "Pay and Subscribe" option is tantamount to the User concluding a paid Monitoring Service Agreement on the terms and conditions described in the option selected in the Pricing Table.

12. In the case of concluding the Monitoring Service Agreement without the Trial Period – the provisions of sections 5-6 shall apply accordingly. 

13. The provisions of sections 14-18 apply only to Consumers and Entrepreneurs with Consumer Rights. 

14. In the event that the User is not granted access to the Monitoring Service immediately after concluding the Monitoring Service Agreement, the User calls on the Service Provider to immediately grant access to the Monitoring Service. The summons referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS. In the event that the Service Provider does not grant the User access to the Monitoring Service   immediately after receiving the request referred to in the previous sentence, the User may withdraw from the Monitoring Service Agreement. 

15. Notwithstanding the provisions of section 14 above, in the event that the User is not granted access to the Monitoring Service, the User may withdraw from the Monitoring Service Agreement without calling on the Service Provider to grant access to the Monitoring Service, if at least one of the cases indicated in Article 43j(5) of the Consumer Rights Act occurs. 

16. Notwithstanding the provisions of sections 14-15 above, the User may terminate the Monitoring Service Agreement by deleting their Account in the AM Platform on their own or by submitting an instruction to delete their Service Provider Account by sending the relevant information to § 1 section 5 point 1 of the ToS. The termination is effective at the end of the current settlement period.

17. Withdrawal from the Monitoring Service Agreement or its termination, regardless of the basis for the performance of this action, shall take place by submitting to the Service Provider a statement of withdrawal from the Monitoring Service Agreement or of its termination. The statement referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS. In the event that the User uses the Monitoring Service in a manner contrary to the provisions of the ToS despite receiving a summons, the Service Provider may terminate the Monitoring Service Agreement immediately, by submitting a notice of termination to the User by e-mail. 

18. The Service Provider shall delete the Account immediately upon receipt of the statement referred to in section 17 above or the statement submission referred to in section 17 or after the expiry of the notice period referred to in section 16 above. Deleting an Account is tantamount to archiving all User Data stored on it and then deleting it – after the end of the archiving period.

§ 7. Fees and billing

1. The prices of services in the Pricing Table are expressed in USD and represent the net value and do not include VAT. In the case of payment, if applicable, the appropriate VAT rate will be added to the Subscription Fee.

2. All settlements are made within the billing addresses and data indicated on the Organization's profile. 

3. Unless otherwise stipulated in a specific provision of the ToS or individual arrangements with the Service Provider, all payments due to the Service Provider are made by the User using integrated payment systems made available within the AM Platform.

4. Due to the provision of the Monitoring Service by the Service Provider, the User is obliged to pay the subscription fee according to the amounts indicated in the Pricing Table. Changes to the prices indicated in the Pricing Table are announced in the AM Platform and do not constitute changes to the ToS.

5. The day of payment is considered to be the day on which the amount of the subscription fee due for the Monitoring Service is credited to the bank account of the Service Provider's external payment operator. After the payment under the integrated payment systems is credited, the Service Provider sends a VAT invoice to the User's e-mail address.

6. The subscription fee is paid automatically, cyclically in advance every month, within the deadlines specified in the Pricing Table, resulting from the date of conclusion of the Monitoring Service Agreement.

7. Failure to pay the subscription fee by the User will result in the suspension of access to the functionalities of the AM Platform until the subscription fee is credited to the bank account  of the Service Provider's integrated payment operator.  

8. The User is obliged to make sure on their own before using the AM Platform that their website on which they want to use the AM Platform can be integrated and authorized with the functionalities of the AM Platform. Lack of Integration option – does not entitle the User to a refund, unless otherwise stipulated by generally applicable law. 

9. The Service Provider may determine individual pricing and scope of any Service for the User. In order to obtain an individual quote - contact the Service Provider via e-mail. 

     § 8. Pricing

1. The current Pricing Table is available at: https://agentmonitor.io/pricing.

2. The Pricing Table may provide that a certain number of Services may be used by the User free of charge.

3. The Service Provider may change the Pricing Table at any time.

4. The change in the Pricing Table does not in any way affect the amount of fees specified in the Service Agreements concluded before the change of the Pricing Table. 

5. The Pricing Table contains information about the limits of the Monitoring Service within the Events. 

§ 9. Complaints regarding the Service – Consumers and Entrepreneurs with Consumer Rights

1. The provisions of this paragraph apply only to Consumers and Entrepreneurs with Consumer Rights.

2. The Service provided to the User by the Service Provider must comply with the Agreement relating to it for the entire period of provision of the Service.

3. The Service Provider is responsible for any Non-compliance revealed during the period of provision of the Service.

4. In the event of disclosure of Non-compliance, the User may file a complaint containing a request to bring the Service into compliance with the Agreement for its provision. 

5. The complaint is submitted by e-mail, to the address indicated in § 1 section 5, point 1 of the ToS.

6. The complaint should include:

7. The Service Provider may refuse to bring the Service into conformity with the Agreement for its provision if this is impossible or would require the Service Provider to incur excessive costs.

8. After considering the complaint, the Service Provider provides the User with a response to the complaint, in which:

9. The Service Provider responds to the complaint by e-mail within 14 (fourteen) days from the date of its receipt.

10. In the event that the complaint is accepted, the Service Provider at its own expense brings the Services into compliance with the Agreement within a reasonable time from the moment of receipt of the complaint and without excessive inconvenience to the User, considering the nature of the service and the purpose for which it is used. The planned date of bringing the Service into compliance with the Agreement is indicated by the Service Provider in response to the complaint. 

11. In the event of disclosure of the Non-compliance, the User may submit a statement of withdrawal from the Agreement to the Service Provider when:

12. A statement of withdrawal from the Agreement may be submitted by e-mail, to the address indicated in § 1 section 5 point 1 of the ToS.

13. The statement of withdrawal from the Agreement should include:

14. In the event of withdrawal from the Agreement by the User, the Service Provider shall delete the Account immediately upon receipt of the statement of withdrawal from the Agreement.

15. Pursuant to Article 34(1a) of the Consumer Rights Act, in the event of the User withdrawing from the Agreement, the User is obliged to stop using the Service and make it available to third parties. 

§ 10. Complaints regarding the Service - Entrepreneurs

1. The provisions of this paragraph apply only to Entrepreneurs.

2. In the event of disclosure of non-compliance of the Service with the ToS, the User may file a complaint.

3. The complaint shall be submitted in writing or by e-mail, to the address indicated in § 1 section 5 of the ToS, no later than within 30 days from the date of disclosure of the non-compliance.

4. The complaint should include:

5. The Service Provider may refuse to bring the Service into compliance with the ToS if this is impossible or would require the Service Provider to incur excessive costs.

6. After considering the complaint, the Service Provider provides the User with a response to the complaint, in which:

7. The Service Provider responds to the complaint by e-mail within 21 (twenty-one) days from the date of its receipt. In particularly complicated cases, the deadline for responding to a complaint may be extended to 30 calendar days.

§ 11. Right of withdrawal – Consumers and Entrepreneurs with Consumer Rights

1. The provisions of this paragraph apply only to Consumers and Entrepreneurs with Consumer Rights.

2. Pursuant to Article 27 et seq. of the Consumer Rights Act, the User has the right to withdraw from the Agreement without giving any reason within 14 (fourteen) days from the date of its conclusion.

3. The User exercises the right to withdraw from the Agreement by submitting a statement of withdrawal from the Agreement to the Service Provider. To meet the deadline for withdrawing from the contract, it is sufficient to send a statement before the expiry of the deadline referred to in section 2 above.

4. A statement of withdrawal from the Agreement may be submitted by the User in any form, in particular on the form constituting Appendix No. 2 to the Act on Consumer Rights.

5. In the event of submitting a statement of withdrawal from the Agreement, the Service Provider shall immediately send the User a confirmation of its receipt by e-mail. 

6. In the event of withdrawal from the Agreement by the User, the Service Provider shall delete the Account immediately upon receipt of the statement of withdrawal from the Agreement.

7. The User is not entitled to the right to withdraw from the Agreement in relation to the Agreements, if the Service Provider has fully performed the Service with the express consent of the User who is a Consumer and the Entrepreneur with Consumer Rights, who has been informed that after the performance of the service by the Service Provider, he will lose the right to withdraw from the Agreement.

§ 12. Liability

1. The Service Provider provides the Services in an "as-is" state. As part of the use of the AM Platform – there may be delays or downtime in the functioning of the AM Platform, of which the User is aware. 

2. The Parties exclude the rights resulting from the warranty – this provision is effective only in relation to Entrepreneurs.

3. The Service Provider does not guarantee a specific level of performance, effectiveness or usability of the AM Platform in relation to the specific needs and applications of the Users. 

4. The User is fully responsible for all content and data on the Integrated Websites and the use of data generated as part of the use of the AM Platform. 

5. To the maximum extent permitted by the provisions of the Civil Code and the Act on Consumer Rights, the Service Provider shall not be liable for the consequences of using the AM Platform, including in particular the consequences of:

6. The Service Provider's liability for the User's lost benefits is excluded – this provision is effective only in relation to Entrepreneurs 

7. The Service Provider's liability for damages incurred by the User as a result of the Service Provider's failure to perform or improperly perform the obligation is limited to damages in the form of actual losses incurred by the User and to the amount not exceeding the total amount  of the subscription fee paid in the last 12 months of the Agreement. This provision is effective only in relation to Entrepreneurs.  

8. The User undertakes to indemnify and hold the Service Provider harmless and to pay all damages, costs and claims of third parties arising in connection with:

- the above includes, in particular, the costs of court proceedings, administrative proceedings and legal services.

9. To the maximum extent permitted by the provisions of the Civil Code and the Act on Consumer Rights, the Service Provider shall not be liable for any disruptions in the functioning of the AM Platform, in particular resulting from:

10. The Service Provider undertakes to carry out the works referred to in section 9 point 2 above in the least burdensome way possible for the Users and, if possible, to inform them in advance about the planned works.

11. The Service Provider undertakes, as far as possible, to remove any disruptions in the functioning of the AM Platform on an ongoing basis.  

§ 13. Out-of-court dispute resolution – Consumers and Entrepreneurs with Consumer Rights

1. The provisions of this paragraph apply only to Consumers and Entrepreneurs with Consumer Rights.  

2. Users can use out-of-court methods of handling complaints and pursuing claims.

3. Detailed information on the possibility for Users to use out-of-court methods of handling complaints and pursuing claims, as well as the rules of access to these procedures, are available at the headquarters and on the following websites: 

4. The Service Provider informs that unless such an obligation arises from mandatory provisions of law, it does not use out-of-court methods of handling complaints and pursuing claims.

§ 14. Service Provider's Intellectual Property

1. All components of the Agent Monitor (incl. AM Platform), in particular:

- are subject to legal protection under the provisions of the Act of 4 February 1994 on Copyright and Related Rights, the Act of 30 June 2000 – Industrial Property Law, the Act of 16 April 1993 on Combating Unfair Competition and other provisions of generally applicable law, including provisions of European Union law.

2. Any use of the Service Provider's intellectual property without its prior, express permission is prohibited. In particular, it is prohibited to perform any decompilation of the source code or reverse engineering.

§ 15. Processing of personal data

1. Information on the processing of personal data by the Service Provider can be found in the Privacy Policy available at: https://agentmonitor.io/privacy-policy.

2. The rules and conditions for entrusting the processing of personal data by the User are specified in the ToS for entrusting the processing of personal data constituting Appendix No. 1 to the ToS. 

§ 16. Change of Service – Consumers and Entrepreneurs with Consumer Rights

1. The provisions of this paragraph apply only to Consumers and Entrepreneurs with Consumer Rights.  

2. The Service Provider may change the Service in the event of:

3. Changing the Service may not entail any costs on the part of the Users.

4. The Service Provider informs Users about the change made to the Service by placing a message informing about the changes in the Account or by sending a message by e-mail. Regardless, information about the change may be sent to Users by e-mail.

5. If the change to the Service will significantly and negatively affect access to the Service, the Service Provider is obliged to inform the Users about:

6. The information referred to in section 5 above shall be sent by the Service Provider to the Users by e-mail, no later than 7 (seven) days before the change is made. 

7. Termination of the Service Provision Agreement by the User pursuant to section 5 point 2 above shall take place by submitting a statement of termination of the Agreement to the Service Provider. The statement referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS. 

8. Termination of the Agreement pursuant to section 5 point 2 above has the same effects as § 9 of the ToS provides for in the event of withdrawal from the Service Contract due to the occurrence of Non-compliance. 

§ 17. Amendment to the ToS – Consumers and Entrepreneurs with Consumer Rights

1. The provisions of this paragraph apply only to Consumers and Entrepreneurs with Consumer Rights.  

2. The Service Provider may make changes to the ToS in the event of:

3. Users will be informed about the change in the ToS by publishing their amended version on the AM Platform website. Regardless of this, the amended version of the ToS will be sent to Users by e-mail.

4. The provisions of the then applicable ToS shall apply to Agreements concluded prior to the amendment of the ToS.

5. The User who does not agree to the amendment of the ToS may terminate the Agreement with immediate effect within 10 (ten) days from the date of receipt of the information about the change in the ToS. Failure to give notice shall be deemed to be consent to the amendment of the ToS.

6. Termination of the Agreement shall take place by submitting a statement of termination of this Agreement to the Service Provider. The statement referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS.

7. Immediately after receiving the statement referred to in section 5 above, the Service Provider deletes the Account.

§ 18. Amendment to the ToS – Entrepreneurs

1. The provisions of this paragraph apply only to Entrepreneurs

2. The Service Provider may make changes to the ToS, among others in the event of:

3. The User will be informed about the change in the ToS by publishing its amended version in the IT System. Regardless of this, the amended version of the ToS will be sent to the User by e-mail.

4. The User who does not agree to the amendment of the ToS may terminate the Agreement with immediate effect within 10 (ten) days from the date of receipt of the information about the change in the ToS. Failure to give notice shall be deemed to be consent to the amendment of the ToS.

5. Termination of the Agreement shall take place by submitting a statement of termination of this Agreement to the Service Provider. The statement referred to in the preceding sentence may be sent by e-mail to the address indicated in § 1 section 5 point 1 of the ToS.

6. Immediately after receiving the statement referred to in section 5 above, the Service Provider deletes the Account.

§ 19. Final provisions

1. The ToS are governed by Polish law. Any disputes under these ToS shall be resolved by amicable negotiations, and if no agreement is reached - before the competent common court. For disputes arising from the Services where the Entrepreneur is a party – the competent court will be the court competent for the registered office of the Service Provider. 

2. The law applicable to the ToS and the Agreements indicated therein is Polish law. However, the choice of Polish law made in the preceding sentence does not deprive the Consumer or Entrepreneur on Consumer Rights of the protection resulting from the provisions of foreign law, which cannot be excluded by way of a contract and which would apply in the absence of the choice of Polish law made in the preceding sentence. 

3. An integral part of the ToS is Appendix No. 1. 

The current version of the ToS is effective from 19.02.2026

Appendix No. 1 to the Terms and Conditions - Entrustment Agreement

 

PERSONAL DATA PROCESSING AGREEMENT

(hereinafter: "Entrustment Agreement")

 

concluded by and between:

the Service Provider (hereinafter also: the "Processing Entity"),

and

the User (hereinafter also: the "Controller"),

hereinafter collectively referred to as the "Parties" and each of them individually as a "Party".

 

Recitals

Whereas:

  1. the Service Provider and the User have entered into the Service Agreement on the ToS basis (hereinafter: the "Master Agreement");
  2. the provision of the Services requires the Service Provider to process the Participants' personal data within the meaning of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons in relation to the processing of personal data and on the free movement of such data and the repeal of Directive 95/46/EC (General Data Protection Regulation) (hereinafter: the "GDPR"), which gives rise to the obligation to comply with the requirements indicated in Article 28 of the GDPR, including the conclusion of the Agreement set out in this provision;

 

The Parties by concluding Service Agreement have agreed as follows:

 

§ 1. Entrustment of the processing of personal data

  1. A Service Agreement has been established between the Service Provider and the User, based on the ToS. 
  2. The Controller entrusts the Processing Entity with the processing of personal data pursuant to Article 28 of Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons regarding the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (hereinafter: "General Data Protection Regulation" or "GDPR").
  3. The Controller represents that it is the controller of the data entrusted to the Processing Entity under the Entrustment Agreement or a processing entity authorized to further entrust the data to the Processing Entity.
  4. The Controller hereby entrusts the Processing Entity with the processing of personal data within the scope specified in § 2 hereof.
  5. Capitalized terms used herein shall have the meaning given to them in the Terms and Conditions or GDPR, unless a specific provision hereof provides otherwise.

 

§ 2. Subject matter, nature, purpose, and duration of data processing

  1. Personal Data entrusted by the Controller shall be processed by the Processing Entity only upon the Controller's documented instruction and solely for the purpose of providing the Services. In particular, the Parties deem the conclusion of the Service Agreement to be „documented instruction". 
  2. The categories of personal data which are the subject of the entrustment (hereinafter: "entrusted personal data") and the categories of entrusted data subjects are indicated in Appendix No. 1 hereto. 
  3. The personal data entrusted by the Controller hereunder shall not constitute special categories of data referred to in Article 9 of the GDPR or data relating to criminal convictions and offences referred to in Article 10 of the GDPR.
  4. The processing of the entrusted personal data will be carried out using IT systems (in an automated manner).

 

§ 3. Obligations, rights, and representations of the Processing Entity

  1. The Processing Entity undertakes to secure the entrusted personal data by implementing (even prior to the processing) and maintaining technical and organisational measures appropriate to the nature, scope, context and purpose of the processing of the entrusted data, including those required by the relevant provisions of generally applicable law, so that the processing of the entrusted personal data meets the requirements of the General Data Protection Regulation. 
  2. The Processing Entity undertakes to ensure that the persons authorised to process the personal data entrusted hereunder are bound by confidentiality obligations or are subject to an appropriate statutory secrecy obligation. 
  3. The Processing Entity undertakes, to the extent justified by the subject matter of the Entrustment Agreement, to assist the Controller, to the extent possible, in complying with the Controller's obligation to respond to requests from data subjects in exercising their rights under generally applicable law, including Chapter III of the General Data Protection Regulation. 
  4. The Processing Entity undertakes to immediately notify the Controller of: 
  1. any breach of the protection of the entrusted personal data, where "breach of the protection of the entrusted data" shall mean any accidental or unlawful destruction, loss, modification, unauthorised disclosure of or unauthorised access to the entrusted personal data. The notification referred to in this Subsection 1 shall be made no later than within 24 hours from the discovery of the breach of protection of the entrusted data;
  2. any request received from the data subject, while refraining from responding to the request until the Controller's opinion has been received. The notification referred to in this Subsection 2 shall be made no later than 24 hours after receipt of the request;
  3. any legally authorised request to disclose personal data to a competent state authority, unless the prohibition to notify ensues from the provisions of the law, in particular from the provisions of criminal proceedings, when the prohibition is aimed at ensuring the confidentiality of an initiated investigation; 
  4. any compliance checks on the processing of personal data carried out by the President of the Personal Data Protection Office or any other supervisory authority, and the results thereof, as well as any other action taken by public authorities concerning such data.
  1. The Processing Entity undertakes, to the extent justified by the subject matter hereof and the information available to it, to assist the Controller in complying with the Controller's obligations under generally applicable law, including Articles 32 to 36 of the General Data Protection Regulation and concerning the security of the processing of personal data, notification of a personal data breach to the supervisory authority and to the data subject, a data protection impact assessment and related consultations with the supervisory authority. 
  2. The Processing Entity undertakes to: 
  1. provide the Controller, within 14 days from the date of receipt of the request, with all information and documents necessary to demonstrate the Controller's compliance with its obligations under generally applicable law;
  2. enable the Controller or its authorised auditor to carry out audits, including inspections, and contribute to such audits, on terms to be determined by the Parties from time to time and subject to the provisions of this Section. 
  1. The audit referred to in Section 7(2) above may be carried out:
  1. not earlier than 14 days from the date of receipt by the Processing Entity of a notice regarding the intention to conduct it, on a date to be determined by the Parties, and
  2. after the conclusion of a confidentiality agreement between the Processing Entity and the Controller or an auditor authorised by the Controller.
  1. Upon completion of the audit, the Parties shall draw up a report in 2 copies to be signed by authorised representatives of both Parties. The Processing Entity may raise objections to the report within 5 Business Days from the date of signing thereof by the representatives of the Parties. 
  2. In the event that any shortcomings affecting the security of processing of the entrusted personal data are identified in the course of the audit, the Processing Entity undertakes to comply with the recommendations formulated by the Controller or the auditor authorised by the Controller.

 

§ 4. Controller's Obligations

  1. The Controller is obliged to ensure that throughout the duration of the Entrustment Agreement the Controller has a legal basis for the processing of the entrusted personal data and that the Controller has appropriate entitlements to entrust the personal data to the Processing Entity. Should the Controller lose the aforementioned legal basis or entitlements with regard to certain entrusted personal data, the Controller shall immediately take steps necessary to cease entrusting them, in particular notify the Processing Entity thereof.
  2. The Controller undertakes not to give instructions to the Processing Entity regarding the processing of the entrusted personal data which would be in conflict with generally applicable law, the provisions of the Entrustment Agreement or other contractual obligations.

 

§ 5. Further Entrustment of Personal Data

  1. The Controller grants its general consent for the Processing Entity to further entrust the processing of personal data (hereinafter: "subcontracting") to subcontractors of its choice. 
  2. The Processing Entity undertakes to ensure that:
  1. the sub-processor applies appropriate technical and organisational measures to ensure the processing of the subcontracted personal data in accordance with the GDPR;
  2. the scope of the sub-processor's data protection obligations correspond to the Processing Entity's obligations hereunder.
  1. If the Processing Entity intends to subcontract the processing of personal data to a particular subcontractor, the Processing Entity shall notify the Controller thereof by e-mail no later than 7 (seven) days prior to the subcontracting. The Controller may object to the subcontracting referred to in the preceding sentence by raising an objection by e-mail within 7 (seven) days of receipt of the subcontracting notification. 
  2. Upon the ineffective expiry of the objection period referred to in Section 3 above, the Processing Entity may subcontract the processing of personal data to the selected subcontractor.
  3. If the objection referred to in Section 3 above is raised, the Processing Entity may rescind the Master Agreement with immediate effect.
  4. The subcontracting referred to in Section 3 above shall not constitute an amendment to the Entrustment Agreement. 

 

§ 6. Term of the Entrustment Agreement

The Entrustment Agreement is concluded for the duration of the Master Agreement and terminates upon termination, cancellation, or expiration of the Master Agreement. 

 

§ 7. Effects of Termination of the Entrustment Agreement

In the event of termination of the Entrustment Agreement, the Processing Entity, without delay, no later than within 14 (fourteen) Business Days from the date of termination of the Entrustment Agreement, undertakes to return to the Controller and remove from its own carriers all personal data the processing of which it has been entrusted with, including effectively removing it also from the electronic carriers at its disposal. The provisions of the preceding sentence shall not apply to the personal data the storage of which by the Processing Entity is required for a period longer than the duration of the Entrustment Agreement in accordance with generally applicable laws.

 

§ 8. Final Provisions

  1. Annex No. 1 - Categories of personal data entrusted and categories of personal data subjects constitute an integral part of the Agreement.
  2. The provisions of § 18 of the Terms and Conditions shall apply respectively to the amendments to the Entrustment Agreement. 
  3. To all matters not regulated herein, the provisions of the Terms and Conditions, provisions of the GDPR and relevant provisions of the Polish law shall apply.

Annex No. 1 to the Entrustment Agreement - Categories of personal data entrusted and categories of personal data subjects

Category of personal data subjects 1: End Users visiting the Integrated Website

Categories of personal data entrusted within category 2:

Appendix 2 - Entities to which the processing of personal data has been transferred (sub-processors)

  1. https://auth0.com/docs/secure/data-privacy-and-compliance
  2. https://stripe.com/en-pl/privacy
  3. https://policies.google.com/technologies/partner-sites
  4. https://support.google.com/analytics/answer/6004245
  5. https://policies.google.com/privacy
  6. https://www.hetzner.com/legal/privacy-policy/ 
  7. https://resend.com/legal/privacy-policy