General Terms of Cooperation

of the commercial company DIVINO s. r. o., with its registered office at Jeséniova 4/E, 831 03 Bratislava, Company ID: 46 492 542,

with Influencers in the field of influencer marketing

1. Scope of the General Terms of Cooperation

1.1 These General Terms of Cooperation (hereinafter referred to as the „GTC“) govern the contractual relationships between the company DIVINO s. r. o., with its registered office at Jeséniova 4/E, 831 03 Bratislava, Company ID: 46 492 542, a company registered in the Commercial Register of the District Court Bratislava I, Section: Sro, File No. 78258/B on the one hand (hereinafter referred to as the „Agency“) and a natural person, a self-employed natural person, or a legal entity engaged in influencer marketing on the other hand (hereinafter referred to as the „Influencer“), who conclude a contract for work.
1.2 The GTC apply to all contractual relationships between the Agency and the Influencer concerning the creation and delivery of the work specified in the order.
1.3 The GTC define and specify the rights and obligations of the Agency and the Influencer (hereinafter collectively referred to as

„Contracting Parties“). By concluding the Contract, the Contracting Parties accept that their mutual relations will be governed by the Commercial Code.

2. Definition of Terms

2.1 The Agency is a commercial company that acts within the scope of its commercial business activities when concluding and fulfilling a contract for work. The Agency is an entity operating in the marketing and advertising communication market. The Agency provides its clients with external (corporate, crisis, product, online, etc.) communication and internal (motivational training, internal communication strategy) communication, as well as training in media, crisis, presentation, internal, and online communication. Within these activities, it also cooperates and enters into contractual relationships with influencers.
2.1 An Influencer is a person who, due to their presence on social and other networks (e.g., Facebook, Twitter, LinkedIn, Instagram, YouTube, etc.), their connections to other influencers and well-known personalities, and the size of their acquired audience, can influence consumer behavior when purchasing goods and services through their activities. An Influencer may provide their services as a natural person, a self-employed natural person, or a legal entity.
2.2 Work means the performance that the Influencer is obliged to create and deliver in accordance with the conditions specified in the Order and in these GTC (hereinafter referred to as the „Work“).
2.3 Products mean goods and/or services that the Agency provides to the Influencer free of charge (hereinafter referred to as the „Products“).
2.4 An Order is a proposal for concluding a contract for work, i.e., a unilateral legal act of the Agency addressed to the Influencer, with the aim of obtaining confirmation from the Influencer (acceptance of the proposal to conclude a contract for work) of their intention to conclude a contract for work with the Agency. The Order contains a precise specification of the Work as well as a specification of other facts necessary for its proper and timely execution, which are not regulated by these GTC or are regulated differently from the GTC. Given the nature of the provided performance, mutual negotiations between the Agency and the Influencer precede the Order (hereinafter referred to as the „Order“).
2.5 A contract for work is a contract concluded between the Agency and the Influencer, the subject of which is:
2.6 the Influencer's obligation to create and deliver the Work specified in the Order to the Agency within the period stipulated in the Order, and the Agency's obligation to pay the remuneration for the Work as stipulated in the Order, or
2.7 the Agency's obligation to provide the Influencer with the Products specified in the Order within the period stipulated in the Order, and the Influencer's obligation to provide the Agency with the Work specified in the Order (hereinafter referred to as the „Contract“).

3. Conclusion of the Contract

3.1 Based on the outcome of mutual negotiations with the Influencer, the Agency shall send the Order to the Influencer in writing or by other verifiable means (e.g., email). Unless otherwise stipulated in the Order, the Influencer shall confirm the Order in writing or by other verifiable means (e.g., email, etc.) no later than within 7 (seven) calendar days from the electronic dispatch of the Order. If the Influencer does not confirm the Order within the period specified in the preceding sentence, it shall be deemed that they are not interested in concluding a Contract with the Agency.
3.2 The Contract is concluded at the moment the Influencer's confirmation of the Order (the Influencer's binding consent to the Order) is delivered to the Agency. By confirming the Order, the Influencer confirms that they have familiarized themselves with the content of these GTC and simultaneously expresses their unconditional consent to these GTC.

4. Obligations and Duties of the Influencer

4.1 The Influencer undertakes to create and deliver to the Agency
4.2 The Work shall be created by the Influencer and delivered to the Agency at the place, time, manner, and under other conditions specified by the Order and these GTC. This also applies to the presentation of the Work if the delivery of the Work includes its presentation (including repeated presentation) of the Work, its components, and/or parts.
4.3 Unless otherwise stated in the Order, the Work shall be created by the Influencer according to the post-plan sent by the Agency. The Influencer expressly acknowledges and agrees that if they are delayed in delivering the Work or part thereof by more than 7 (seven) calendar days compared to the post-plan (or compared to the delivery date agreed in the Order), they shall not be entitled to the agreed remuneration.
4.4 The Work shall be created and delivered by the Influencer at their own expense and risk. The Influencer is not entitled to arrange for the creation or delivery of the Work, any part thereof, or any component thereof through a third party, unless otherwise stated in the Order. If the Order states that the Influencer is entitled to arrange for the creation and/or delivery of the Work, its parts, and/or components through a third party, the Influencer is in such a case obliged to ensure that the third party creates and/or delivers the Work, its part, and/or component under the conditions of the Order and these GTC, including all consents, rights, obligations, duties, confirmations, and declarations, and the Influencer is responsible for the Work, its part, and/or component created and/or delivered by the third party as if they (or it) had created and/or delivered it themselves (including all consents, rights, obligations, duties, confirmations, and declarations).
4.5 The Influencer undertakes to proceed with the creation and delivery of the Work and to create and deliver the Work properly, timely, with maximum professional care, consistently and responsibly, lege artis, in full compliance with the Order and these GTC, with the rights and legitimate interests of the Agency and any third parties, in full compliance with applicable legal regulations, relevant ethical codes, and relevant documents governing the terms and rules of use of social networks and other media.
4.6 The Influencer is obliged to create the Work independently, i.e., even without instructions from the Agency. However, if the Agency has given the Influencer a specific instruction or requirement (hereinafter referred to as „Instructions“), the Influencer is bound by it. The Influencer is obliged to immediately notify the Agency in an appropriate manner of the unsuitable nature of the instructions. In such a case, the Influencer shall create the Work according to these instructions only if the Agency expressly and verifiably insists on it. Otherwise, they shall proceed according to the Instructions amended by the Agency. To eliminate the unsuitability of the instructions, the Influencer shall provide the Agency with appropriate cooperation, especially in the form of consulting the Instructions with the Agency.
4.7 If the Agency provides Products to the Influencer, these Products shall be provided to the Influencer at the place, time, and under other conditions determined by the agreement between the Agency and the Influencer. The Agency shall provide the Products to the Influencer at its own expense. The Products shall be provided free of charge (i.e., without any claim by the Agency for any fee/remuneration). Upon the provision of the Products to the Influencer and their acceptance by the Influencer, ownership of the provided Products transfers to the Influencer.
4.8 The Work is subject to approval by the Agency. During the approval process of the Work, particular attention will be paid to the compliance of the delivered Work with the requirements and instructions according to the Order and points 2 to 4.6 of these GTC. If the Work has a defect (or defects) that cannot be remedied, the Agency is entitled to withdraw from the Contract. If the defect (or defects) of the Work is remediable, the Agency shall provide the Influencer with a reasonable period and cooperation for its (or their) remedy, and the Influencer undertakes to remedy the defect (or all defects) within the provided period at their own expense and risk. If the Influencer does not remedy the defect (or all defects) within the period provided for its (or their) remedy, the Agency is entitled to withdraw from the Contract. For the purposes of these GTC, a defect in the Work means, in particular, non-compliance of the Work, any of its components, and/or parts with the requirements and instructions according to the Order and according to points 4.2 to 4.6 of these GTC. The Contracting Parties have expressly agreed that failure to deliver the Work on time or properly shall be considered a material breach of the Contract, given the nature of the cooperation between the Agency and the Influencer.
4.9 The approval of the Work can be done expressly – by the Agency's confirmation of its approval, as well as implicitly – by not asserting a defect (or defects) of the Work for a period longer than 90 calendar days from the date of delivery of the Work by the Influencer to the Agency. Upon the expiry of this period without action, the Work shall be considered approved by the Agency on the day of its delivery to the Agency. No special form is required for the approval of the Work or for asserting its defect (or defects). The Agency's approval of the Work does not extinguish the Influencer's responsibility for any defects in the Work. The Influencer's responsibility for defects in the Work is further governed by the provision of § 560 of Act No. 513/1991 Coll., the Commercial Code, as amended.
4.10 The Work, all its components and parts, whose nature allows it, shall also be delivered to the Agency in electronic form – as an electronic document (or electronic documents) in a standard open format recorded on a CD data carrier, or by other agreed means. The Influencer undertakes to also deliver to the Agency all documents related to the Work that are necessary for its proper use, together with the Work.
4.11 Upon delivery of the Work to the Agency, ownership of the Work (including all its components and parts) transfers to the Agency. The Agency is entitled to dispose of the Work (including all its components and parts) in any manner arising from its ownership rights thereto, at its own discretion.
4.12 Notwithstanding the above, the Influencer is obliged to adhere to the following general principles of Influencer Marketing:
4.13 The Influencer is obliged to adhere to the agreed principles of the contractual relationship and to familiarize themselves with the objective of each cooperation and the expectations arising from their cooperation with the Agency.
4.14 The Influencer is obliged to maintain contact with the recipients of marketing activities. The Influencer is obliged to clearly and truthfully inform recipients about presented goods, services, competitions, discounts, etc.
4.15 For each type of marketing activity, the Influencer is obliged to also include the relevant distinguishing marks and symbols typical for that type of marketing communication (e.g., hashtags).
4.16 The Influencer is obliged to refrain from any activity that would be contrary to the legal order of the Slovak Republic or contrary to good morals (e.g., artificially increasing the number of followers, etc.). They are also obliged to refrain from providing any unverified, false, or ambiguous information regarding the presented goods and/or services. The Influencer is obliged to avoid any communication that would harm the good name of the Agency and/or its clients.
4.17 In the event of any consumer competition, the Influencer is obliged to agree on the terms of such competition with the Agency in advance.
4.18 In the event of objections from any third parties or supervisory authorities against the Influencer's activity, the Influencer is obliged to notify the Agency of this fact and to enable the Agency to take corrective measures and cooperate with the Agency in the event of administrative or judicial proceedings.

5. Copyright

5.1 By concluding the Contract, the Influencer grants consent to the Agency in accordance with the provisions of § 65 et seq. of Act No. 185/2015 Coll., the Copyright Act, as amended (hereinafter referred to as the „CA“), for the use of the Work, including any of its parts and components, in a manner at the Agency's discretion, in particular by any and all methods of use according to the provisions of § 19 para. 4 and § 97 para. 3 of the CA (hereinafter referred to as the „License“). In accordance with the granted License, the Agency is entitled, in particular (but not exclusively), to process the Work, combine the Work with another work, include the Work in a database according to § 131 of the CA, make copies of the Work, publicly distribute the original Work or copies of the Work by transfer of ownership, lending and/or rental, make the Work available to the public, present the Work publicly by public display of the original Work or copies of the Work, public performance of the Work, and/or public transmission of the Work (this also applies to any parts and/or components of the Work, including those that constitute a recording of an artistic performance by a performing artist). The License is granted as exclusive (exclusive license). The License is granted without territorial, material, and time limitations (for the entire duration of copyright protection according to the CA). The Agency is entitled to assign the License to a third party, as well as to grant sublicenses to third parties, to which the Influencer grants prior express consent by confirming the Order. If the Influencer provides the Work for remuneration, the License is granted. In such a case, the remuneration provided to the Influencer fully includes the remuneration for granting the License. In connection with the assignment of the License to a third party or the granting of sublicenses to third parties, the Influencer shall not have any further claim for remuneration. If the Influencer provides the Work free of charge, the License is granted free of charge. The Contracting Parties have agreed that the Agency is not obliged to use the License, to any extent whatsoever. The Work (including any of its components and/or parts) may be published and publicly disseminated or made available to the public in mass media (including print, television, and the internet), as well as in professional, educational, commercial, informational, advertising, marketing, promotional, and/or other communication materials without restriction. In relation to the Work, including any of its parts and components, the Influencer expressly excludes collective administration of rights by the relevant collective rights management organization. To the same extent and under the same conditions, the Influencer also grants the Agency consent for the use of the Work that they create, deliver, and/or provide based on and/or in connection with the Contract (including any of its parts and/or components) that will not have the nature of a work and/or other result, performance, expression, and/or recording protected by the CA. Consent according to this point of the Contract is also granted in accordance with the provisions of § 12 para. 1 et seq. of Act No. 40/1964 Coll., the Civil Code, as amended, in relation to the Work, all its components and/or parts that constitute a component of personal rights or its recording.
5.2 Unless the Contracting Parties expressly and verifiably agree otherwise, the License and consents to the extent of point 5.1 of these GTC also apply to any and all repairs, modifications, additions, versions, continuations, and all other modifications of the Work (hereinafter referred to as „Measure“), which the Influencer creates and/or delivers to the Agency from the date of conclusion of the Contract. If the need for any Measure according to the preceding sentence arises due to or in connection with a defect or other error or deficiency of the Work (including any of its parts and/or components) originating from reasons on the Influencer's side, all costs for the creation and delivery of such Measure shall be borne in full by the Influencer, and such Measure, as well as the license according to the first sentence of this provision of the GTC, shall be provided free of charge in such a case. If the requirement for the creation and/or delivery of a Measure does not originate from a defect, other error, or deficiency of the Work (including any of its parts and/or components) according to the preceding sentence (e.g., it originates from the Agency's interest in improving or expanding the Work), the contracting parties shall agree on the issue of remuneration for that specific case (i.e., Measure). If the Contracting Parties agree on the remunerated creation and/or delivery of a Measure, the agreed remuneration for its creation and/or delivery shall fully include all costs and remuneration for its creation and/or delivery, as well as remuneration for granting the license according to the first sentence of this provision of the GTC. If the contracting parties agree on the free-of-charge creation and/or delivery of a Measure, all costs for the creation and delivery of such Measure shall be borne in full by the Influencer, and such Measure, as well as the license according to the first sentence of this point of the Contract, shall be provided free of charge in such a case. The provisions of points 5.3 and 5.4 of these GTC also apply to Measures created and/or delivered according to this point of the Contract. The Agency is entitled to arrange for the creation and/or delivery of Measures also through third parties, at its own expense, without limitation, and without any claim for remuneration by the Influencer.
5.3 By entering into the Agreement, the Influencer expressly confirms that they fully possess all rights, obligations, and consents (including the License and consents under point 1 of these GTC) which they grant or undertake in accordance with the Agreement and these GTC, and that by granting them, as well as by creating and delivering the Work to the Agency, no rights or legitimate interests of any third party, nor any provisions of legal regulations, have been violated. In the event that the Influencer is not the author of the Work, they expressly confirm that they are authorized to grant consent to third parties for the use of the Work. In this regard, they further expressly confirm that the use of the Work or other facts under this provision of the GTC, in the manner and under the conditions of the Agreement and these GTC, will not lead to a violation of the rights or legitimate interests of any third party, nor any provisions of legal regulations. The Influencer further expressly confirms that in the event that the Work, any of its components and/or parts, has the character of a work and/or other result, performance, expression and/or record protected by the Copyright Act and/or other legal regulation (e.g., trademark, personal right, etc.), the rights to which are owned or exercised by a person other than the Influencer, the Influencer has settled with this person and, in this regard, possesses the rights to the extent necessary to grant all rights and consents in accordance with these GTC. In the event that the Influencer, by their action or inaction, violates the rights of any third party, especially copyright or personal rights, they are fully responsible for such violation.
5.4 If the confirmation under point 5.3 of these GTC proves to be even partially incorrect, incomplete, or untrue, and/or if the Influencer even partially fails to fulfill any of their undertakings or obligations arising from the Agreement and/or these GTC, and the Agency and/or another person incurs any damage and/or other harm (e.g., a penalty) in this regard, the Influencer undertakes to compensate for it in full at their own expense.
5.5 The Influencer undertakes that for the duration of the Agreement, as well as after its termination or expiry, without time limitation and regardless of the manner or reasons for its termination or expiry, they shall maintain confidentiality regarding all facts pertaining to the Agreement and/or of which they became aware based on or in connection with the conclusion, performance, and/or termination of the Agreement, which the Agency has designated as confidential, whose confidentiality arises from their nature, content, purpose, and/or the manner in which the Agency handles them, or whose provision or disclosure could jeopardize or harm the legitimate interests of the Agency and/or a third party. None of the facts mentioned in the preceding sentence (hereinafter referred to as "confidential information") may be misused for the benefit of the Influencer or for the benefit of any third party. The Influencer is obliged to handle all confidential information in any form and format with professional care and to take all necessary measures to protect it from damage, misuse, leakage, or unauthorized disclosure to third parties. In this regard, the Influencer undertakes, in particular, to keep confidential information secret and to maintain its confidentiality, specifically not to provide, disclose, publish, or enable the provision, disclosure, or publication, directly or indirectly through a third party, in whole or in part, of any confidential information to any third party, not to misuse confidential information or any part thereof for their own benefit or for the benefit of any third party, to use confidential information only for the purpose of cooperation between the Contracting Parties under the Agreement, and to respect that confidential information remains the property of the Agency; by providing, disclosing, or otherwise acquiring confidential information, no rights to this confidential information are transferred to the Influencer, nor are any rights granted to them, especially rights related to trademarks, patents, copyrights, other intellectual property rights, or any other protected interests or facts, unless the Contracting Parties expressly and demonstrably agree otherwise. The Influencer further undertakes that all confidential information, as well as all carriers, copies, records, and notes containing or otherwise relating to confidential information, shall be returned or provided to the Agency free of charge without undue delay after the termination of the Agreement, unless the Contracting Parties expressly and demonstrably agree otherwise (e.g., that they will be destroyed by the Influencer, etc.). A breach of the confidentiality obligation under these GTC shall not be deemed to occur if the Influencer is obliged to disclose confidential information based on a statutory obligation. The Influencer is obliged to inform the Agency demonstrably and without undue delay, and if possible, in advance, about the fact mentioned in the preceding sentence. The Influencer is responsible for all damages caused by a breach of the confidentiality obligation under this provision of the GTC.
5.6 The Influencer undertakes that for the duration of the Agreement, as well as after its termination or expiry, without time limitation and regardless of the manner or reasons for its termination or expiry, they shall not act contrary to the legitimate interests of the Agency or its clients. In particular, the Influencer undertakes that neither in the provision of the Work nor in any other activity shall they damage the good name and/or reputation of the Agency, its clients, or any entity within the Agency group or client group and/or their products, services, projects, programs, events, and/or any other activities.
5.7 If the Influencer breaches any of the undertakings and/or obligations under point 5.5 and/or 5.6 of these GTC, the Agency is entitled to demand payment of a contractual penalty in the amount of the Influencer's remuneration specified in the Order for each individual breach of an undertaking or obligation, and the Influencer is obliged to pay the penalty. The Influencer is obliged to pay the penalty based on the Agency's request, within the period and in the manner specified in the request. Payment of the penalty shall not affect the continued duration of the rights, undertakings, and obligations of the contracting parties under the Agreement (including unbreached rights, undertakings, and obligations). Payment of the penalty shall also not affect the duration of the claim for damages caused by a breach of the undertaking under this provision of the GTC.

6. Influencer's Remuneration

6.1 For the proper and timely creation and delivery of the Work, the Agency shall provide the Influencer with a one-time remuneration in the amount specified in the Order. If the Influencer is a VAT payer, the VAT amount will be added to the remuneration amount in accordance with the relevant legal regulations.
6.2 In the event that the Agency provides products to the Influencer free of charge and the Influencer undertakes to provide the Work, they acknowledge that the Work is provided free of charge (i.e., without the Influencer's entitlement to any remuneration or compensation). In connection with the provision of the Work, as well as with the fulfillment of any other undertakings, obligations, and/or declarations under the Agreement and these GTC, the Influencer is not entitled to any remuneration and/or compensation, nor to reimbursement of any costs. However, the Contracting Parties may agree that the Agency will provide Products to the Influencer even if the latter is entitled to compensation under the Agreement. In such a case, the Products shall be considered part of the Influencer's compensation.
6.3 Unless the Agency and the Influencer expressly and demonstrably agree otherwise, the remuneration includes compensation for the fulfillment of all undertakings and obligations under the Agreement and these GTC (including remuneration for the granting of the License and consents under point 5.1 of these GTC and including the presentation of the Work, if a presentation was agreed upon), as well as all costs, expenses, and payments that the Influencer has incurred and/or will incur in connection with the fulfillment of their undertakings and obligations under this Agreement/GTC. The remuneration also includes all possible mandatory payments to art funds in accordance with Act No. 13/1993 Coll. on art funds, as amended (if, in a given case, considering the specific nature of the Work and the specific position of the contracting parties, such payments apply, their remittance shall be ensured by the Agency, and the Influencer shall be paid remuneration in the amount specified in the Order, reduced by these payments). The Agency and the Influencer confirm that the remuneration is adequate. Apart from the remuneration (after any payments made under these GTC), the Agency is not obliged to provide the Influencer with any further payments.
6.4 Unless the Agency and the Influencer demonstrably agree otherwise, the remuneration will be paid to the Influencer after the creation, delivery, and approval of the Work, by bank transfer to the Influencer's bank account, which they shall notify to the Agency along with the Order confirmation, or otherwise no later than upon the Agency's request. If the Influencer is obliged to issue an invoice in accordance with the relevant legal regulations, the remuneration will be paid based on the invoice. Unless the Agency and the Influencer demonstrably agree otherwise, the Influencer shall issue the invoice after the creation, delivery, and approval of the Work, no later than the 15th calendar day of the calendar month following the calendar month in which the Work was created, delivered, and approved. The invoice shall be issued with a due date of 30 (thirty) calendar days from the date of delivery of the invoice to the Agency. The invoice must be issued in accordance with the relevant tax and accounting legal regulations. Otherwise, the Agency is entitled to return the invoice to the Influencer for correction. During the correction of the invoice, the payment period does not run; it shall commence only on the day the corrected invoice is delivered to the Agency. The remuneration will be paid in the manner specified in the respective invoice. The moment of payment of the remuneration is considered to be the moment the respective amount is debited to the Influencer's bank account or the moment the respective amount is debited to the bank account specified by the Influencer in the respective invoice (if the remuneration is paid based on an invoice). The Influencer is solely and fully responsible for the proper and timely issuance of the invoice, as well as for the fulfillment of all tax, levy, accounting, and reporting obligations on the part of the Influencer.
6.5 In the event that the remuneration is subject to withholding tax in accordance with currently valid legal regulations, the Contracting Parties shall agree on the method of its settlement in the Order.
6.6 If the Agency defaults on the payment of the remuneration or a part thereof, the Influencer is entitled to claim late payment interest at a rate of 0.03% of the outstanding amount for each day of delay, and the Agency is obliged to pay this late payment interest to the Influencer upon written request, within the period and in the manner specified in the written request.

7. Further Undertakings and Obligations of the Contracting Parties

7.1 The Contracting Parties are obliged to act with due professional care, diligently and responsibly, in fulfilling their undertakings and obligations under the Agreement.
7.2 The Contracting Parties undertake to provide each other with all necessary cooperation for the proper fulfillment of their undertakings and obligations during the term of the Agreement.
7.3 The Contracting Parties undertake to inform the other contracting party without undue delay of any obstacle that has prevented or will prevent them from fulfilling their obligations and undertakings under the Agreement and these GTC. The notification may be in oral or written form, depending on the urgency of the situation, and shall state the reason for the obstacle and its estimated duration.
7.4 The Contracting Parties undertake to provide each other with current, truthful, and complete information regarding all facts that are and/or may be significant for the implementation of the Agreement during its term.
7.5 The Influencer expressly confirms that neither the conclusion nor the performance of the Agreement is in conflict with any of their undertakings and/or obligations (whether contractual and/or imposed by relevant legal regulations and/or relevant ethical self-regulation rules) and will not lead to a violation of the rights or legitimate interests of the Agency or third parties, nor to a violation of any provisions of generally binding legal regulations and/or ethical self-regulation rules. The Influencer undertakes to immediately notify the Agency in writing or otherwise demonstrably (e.g., by email, fax) of any discrepancy with the undertakings, obligations, declarations, and/or confirmations under these GTC, as well as any suspicion thereof. If the confirmation under this provision of the GTC proves to be even partially incorrect, incomplete, or untrue, and the Agency and/or another person incurs any damage and/or other harm in this regard, the Influencer undertakes to compensate for it in full at their own expense.

8. Processing of Personal Data

8.1 The Agency, commercial company DIVINO r. o., with its registered office at Jeséniova 4/E, 831 03 Bratislava, Company ID: 46 492 542, a company registered in the Commercial Register of the District Court Bratislava I, Section: Sro, File No. 78258/B, is, in accordance with Regulation (EU) 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (hereinafter referred to as "GDPR Regulation"), the controller (hereinafter referred to as the "Controller"). In accordance with Article 13 of the GDPR Regulation and Section 19 of Act No. 18/2018 Coll. on Personal Data Protection, as amended (hereinafter referred to as "PDPA"), the Controller hereby fulfills its information obligation towards the Influencer, who, given their position, may be a data subject. The data Controller processes the Influencer's personal data in accordance with Article 6, paragraph 1, letters a), b), and f) of the GDPR Regulation and Section 13, paragraph 1, letters a), b), and f) of the PDPA, in connection with the performance and fulfillment of the Agreement concluded between the Influencer and the Agency as the Controller. By confirming the Order under these GTC, the Influencer expresses their free, serious, and voluntary consent to the processing of personal data by the Controller.
8.2 The Agency as Controller processes personal data for the following purposes:

fulfillment of contractual rights and obligations arising from the Agreement;
advertising, promotional, and marketing purposes of the Agency and its

8.3 The Agency as Controller processes the Influencer's personal data to the following extent:

first name and surname,
date of birth,
permanent address,
IBAN bank account, bank or branch of a foreign bank where the bank account is held,
TIN – Tax Identification Number and VAT ID – Value Added Tax Identification Number,
email contact,
phone contact,
image, audio, or audiovisual recording of the influencer

8.4 The recipients of personal data are authorities and institutions to which it is necessary to provide the aforementioned personal data within the scope of the Agency's obligations.
8.5 The Agency as Controller processes the Influencer's personal data independently as well as with the assistance of suppliers of accounting, legal, and other services related to the Agency's operations. In such a case, the Agency undertakes to make every effort to ensure the protection of the Influencer's personal data. The Agency as Controller does not intend to transfer personal data to a third country or an international organization.
8.6 The Agency as Controller also informs the Influencer that it is authorized to process personal data for the aforementioned purposes even without the Influencer's consent, in accordance with Article 6, paragraph 1, letters b) and f) of the GDPR Regulation and Section 13, paragraph 1, letters b) and f) of the PDPA, this being with regard to the concluded Agreement, where the fulfillment of the content and purpose of the said Agreement would not be possible without the processing of the Influencer's personal data.
8.7 The Agency as Controller stores personal data for the entire duration of the Agreement and subsequently for an archiving period of 5 years. The Agency as Controller does not have a designated responsible person.
8.8 The Influencer has the right to request from the Agency as Controller, at any time, provided that applicable laws and regulations permit, access to their personal data and its rectification, erasure, portability, or to object to this personal data. For legitimate reasons, the Influencer has the right to request restriction of personal data processing or to object to such processing. At the same time, the Influencer, as a data subject, has the right to withdraw their consent to personal data processing at any time.
8.9 The Influencer also has the right to lodge a complaint with the personal data protection authority (Office for Personal Data Protection of the Slovak Republic) regarding the Agency's compliance with applicable data protection laws and regulations as Controller. You can exercise this right by initiating personal data protection proceedings under Section 100 of the PDPA. At the same time, the Influencer has the right to the complete erasure of personal data held by the Agency as Controller (right to be forgotten).
8.10 The Influencer's personal data was obtained by the Agency exclusively directly from the Influencer on a voluntary basis. Personal data is not processed by any automated system.
8.11 Contact Details:

Contact for personal data protection (for questions and exercising rights): Simona Mištíková

DIVINO s.r.o.

Jeséniova 4/E 831 03 Bratislava

email: mistikova@divino.sk

Controller Contact

DIVINO s.r.o.

Jeséniova 4/E 831 03 Bratislava

Local/National Data Protection Authority (for lodging complaints):

Office for Personal Data Protection of the Slovak Republic Hraničná 12

Bratislava

9. Termination of the Agreement

9.1 The Agreement may be terminated prematurely exclusively by mutual agreement of the Agency and the Influencer or by withdrawal from the Agreement under point 8 or 9.2 of these GTC. The Agency and the Influencer have expressly agreed that the Agreement cannot be terminated prematurely by other means.
9.2 In the event that one of the Contracting Parties breaches any of its contractual obligations and fails to provide adequate remedy for the consequences of the breach within the period specified in a justified notice, the other contracting party is entitled to withdraw from the Agreement by means of a written notification. Withdrawal from the Agreement is governed by Section 344 et seq. of the Commercial Code. Any potential claim for damages is not affected by the withdrawal from the Agreement.
9.3 The termination or expiry of the Agreement, regardless of the manner or reasons for its termination or expiry, shall not affect the continued validity of the License and other consents, rights, undertakings, obligations, and confirmations under points 5.1 to 5.8 of these GTC, under point 7.5 of these GTC, and the provision of this point of the GTC, which shall remain in full force and effect despite this fact.

10. Common Provisions

10.1 The Agency is entitled to amend these General Terms of Cooperation (GTC). All amendments to these GTC shall become effective on the day of their publication on the Agency's website (divino.sk), unless otherwise specified in the amendment itself. Should an amendment to the GTC occur between the Influencer's confirmation of the Order's acceptance and its full and proper execution, the Agency is obliged to inform the Influencer of the GTC amendment in writing or by other verifiable means (e.g., email). The Agency shall publish all versions of the amendments, or the complete text of the GTC, on the aforementioned website.
10.2 The Contract is concluded for a definite period, from its effective date until the full settlement of all obligations and duties of the contracting parties arising from the Contract.
10.3 The contractual relations between the Agency and the Influencer shall be governed by the laws of the Slovak Republic, in particular Act No. 513/1991 Coll. the Commercial Code, as amended, and Act No. 185/2015 Coll. the Copyright Act, as amended. Any disputes arising in connection with the existence, validity, content, interpretation, and/or execution of the Contract shall be primarily resolved amicably by the Agency and the Influencer. The Contract and any legal disputes arising therefrom fall under the jurisdiction of the competent courts of the Slovak Republic.
10.4 If any provisions of the Contract and/or these GTC are deemed invalid or unenforceable by a court or other competent authorities, then such provision shall be invalid only to the affected and narrowest possible extent, while its remaining part, meaning, and effects, as well as other provisions of the Contract and/or these GTC, shall remain in force. In such a case, the Agency and the Influencer shall proceed in such a way that the purpose of the provisions deemed unenforceable or invalid is respected to the maximum possible extent and is legally binding and enforceable upon the contracting parties.
10.5 If any shipment sent in the course of the execution or termination of the Contract to the address of the Agency or the Influencer specified in the header of this Contract is returned to the sender as undelivered for any reason, it shall be considered delivered upon the expiry of the collection period for the stored shipment or upon the addressee's refusal to accept the shipment, whichever event occurs first.
10.6 These GTC form an integral part of the Contract. In case of any discrepancy between the provisions of these GTC and the Contract, the provisions of the Contract shall prevail over the provisions of these GTC.
10.7 These GTC shall apply until the full settlement of all rights and obligations arising from the Contract between the Agency and the Influencer.

These General Terms of Cooperation are effective from May 1, 2020.