General terms of cooperation

GENERAL TERMS OF COOPERATION HAPPY ISLAND SP. Z O.O.
§1. PRELIMINARY PROVISIONS
These General Terms and Conditions of the Agreement apply to the implementation of Agreements concerning architectural, graphic, design, branding, conceptual and arrangement works performed by the entity under the company HAPPY ISLAND Spółka z o.o., with its registered office in Lublin at ul. Cichociemnych 17, 42-700 Lubliniec, with NIP 5751885119, registered in the National Register of Entrepreneurs under KRS number 0000432581.

The Ordering Party has the opportunity to contact the Contractor in any of the ways specified in the OFFER, in particular by telephone, e-mail and in person.

The General Terms and Conditions of the Agreement form an integral part of any concluded contract, regardless of the manner in which it is concluded, unless the parties agree otherwise in writing. If, by accepting the OFFER, the Ordering Party has comments on individual regulations of these General Terms and Conditions of Contract, it sends them to the Contractor. The Contractor and the Contracting Authority in a separate document may jointly establish rules different from those resulting from these General Conditions of the Contract — under threat of ineffective implementation
Modification.

The General Terms and Conditions of the Agreement are made available in electronic form on the Contractor's website at the address: www.happyisland.pl
§2. DEFINITIONS
The terms used in these General Terms and Conditions of the Website Performance Agreement (hereinafter referred to as “GTC”) mean:
Contractor — HAPPY ISLAND Limited Liability Company with its registered office in Lubliniec at ul. Cichociemnych 17, 42-700 Lubliniec, with TIN 5751885119, entered in the National Register of Entrepreneurs under KRS number 0000432581.

Ordering Party — the entity ordering (in any mode) the performance of the service indicated in paragraph 1 (1) or similar service;

Parties — joint definition of the Contractor and the Contracting Authority;

Contractor's OFFER — a document constituting a proposal for the provision of a service to the Ordering Party, in which the objectively relevant elements of the contract are indicated, such as its subject, duration and price and terms of payment;

§3. TERMS OF PERFORMANCE OF THE CONTRACT
By concluding the Contract, the Contractor undertakes to perform the service, in accordance with the rules adopted in the GTC and in accordance with the submitted offer approved by the Ordering Party in a manner sufficiently revealing its will to be bound by the contract (e.g. in writing, by e-mail, by paying a deposit or advance payment).

Deadlines for the progress of the work are generally included in the content of each offer. If there are no deadlines in the offer, the terms contained in the GTC apply. The rules of timeliness of cooperation and the resulting consequences of the agreement are indicated in these GTC and their possible changes should be indicated in the contract or OFFER.

The Ordering Party is obliged to provide the Contractor with all information and materials, e.g. text, graphic and other necessary for the execution of the subject of the contract, without delay, but no longer than within 5 days from the conclusion of the Agreement. The indicated time may be longer or shorter which should be reflected in the OFFER. The Ordering Party is also obliged to respond and submit additional information and materials to the Contractor's requests during the contract execution process and within 5 days from the date of submission of the request in this regard (also via e-mail)

In case of failure to provide the information and materials referred to in the preceding paragraph, the Contractor may suspend the performance of the service by setting an additional 7 days for the delivery of materials or provision of information to the Ordering Party beforehand. After the ineffective expiration of the period indicated in the preceding sentence, the Contractor shall terminate the performance of the contract. If the suspension period lasts 2 months, there is an automatic withdrawal from the contract and the Contractor retains the remuneration paid to him. In order to resume the performance of the contract during the suspension period, it is necessary to pay the activation fee by the Ordering Party in the amount of 10% of the net remuneration.

The performance of the contract will take place within the period indicated in the OFFER with the proviso that the waiting periods for the actions of the Ordering Party (e.g. provision of information or materials) or the suspension period automatically extend the time for the performance of the non-monetary service.

The Contractor is obliged to submit to the Ordering Party the finished project (the final version of its non-monetary obligation or partial versions [stages]) for acceptance within the period specified in the OFFER taking into account the regulation of paragraph 4 of this paragraph, and the Contracting Authority is obliged, within 7 working days (in the case of partial projects) or 14 working days (in the scope of the final version) from to present the project, to accept it in writing or by e-mail or to submit written or e-mail comments to it, under the penalty of considering that the project (partial stages) has been accepted without comment.

The Contractor is obliged to take into account the comments on the project submitted by the Ordering Party within 14 working days of their submission, submitting the amended project to the Ordering Party for re-acceptance. The extension of the indicated period of more than 14 working days is possible provided that the Contractor justifies a period of more than 14 working days. The period of implementation of comments to the partial version of the project and the final version of the project automatically extends the deadline for the fulfillment of the non-monetary benefit by the Contractor.

After the Contractor has submitted a project taking into account the comments of the Contracting Authority, the above provisions shall apply subject to paragraphs 8 and 9 respectively.

The Contractor indicates that it is ready to make corrections and modifications for a period not exceeding the maximum time limits specified in the tender. This means that comments submitted to the submitted projects (partial and final) after the deadline indicated in the OFFER as the deadline for the fulfillment of the non-monetary benefit (in whole or a given stage) will not be taken into account. For this purpose (making modifications) it is necessary to conclude an additional agreement and determine the additional remuneration of the Contractor and the deadline.

If there is no agreement in this regard, the contract ceases to apply to the parties, and the parties will settle with the percentage of progress of the work in correlation to the total price determined by the contract.

§4. COPYRIGHT AND TRANSFER OF COPYRIGHT PROPERTY RIGHTS
The content contained in all projects must comply with the provisions of Polish law in force in this regard, and in particular with the Act on Copyright and Related Rights.

The Contractor has the right to refuse to post (use) the content provided by the Ordering Party if the Contractor considers (and justifies) that any element thereof does not meet the technical requirements or is contrary to the law. The Contractor may then withdraw from the contract or set an additional 7-day deadline for the re-delivery of materials (including graphic or text) necessary for the performance of the contract.

The Ordering Party declares that it has all copyrights and rights to the graphic and text materials provided by it to the Contractor necessary for the performance of the contract, and that the content and form of these materials do not violate any rights of third parties.

As part of the Contractor's remuneration specified in the Agreement, the Contractor transfers to the Ordering Party the copyrights to the works created as a result of the implementation of the project specified in the Agreement, without time and territorial limitations in the fields of exploitation resulting from the offer, i.e. in particular in the scope of the right to implement, consolidate and reproduce the project. In case of withdrawal from the contract, there is no transfer of copyright.

The performer (or the creator acting on his behalf) is entitled to personal copyright.

The Contractor has the right to advertise his own activity indicating the performance of certain works for the benefit of a specific Ordering Party (including presenting works). The amendment of this regulation must be agreed in writing directly.

The Contractor declares that it will not make dispositions of rights, including property copyrights, to works resulting from the project covered by the Agreement to the extent that it would prevent their transfer to the Ordering Party and use in the fields of exploitation specified in paragraph 4. In addition, the Contractor declares that until the date of transfer of copyrights to the Ordering Party, it will exercise these rights only for Purposes of the Services.

The Ordering Party is solely responsible for the infringement of copyright and intellectual property rights resulting from the inclusion in the project of any graphic or textual element provided by the Ordering Party. In the event of a claim from the Contractor for compensation of damage or other claims by a third party, the Ordering Party shall reimburse the Contractor for the related costs.

§5. DUTIES AND LIABILITY
The Ordering Party and the Contractor are obliged to cooperate in the best good faith, having mutual awareness that reliable and high-quality performance of the service for the Ordering Party requires cooperation and inclusion in the creative process.

The Contractor shall be liable to the Contracting Authority up to the amount of the total remuneration due to him specified in the OFFER.

§6. PRIVACY POLICY
Due to the use of the Ordering Party's personal data in the Contract — we inform that the Contractor applies and complies with the procedures for the protection of personal data of the Ordering Party (GDPR), thus their processing is in accordance with the applicable law.

An integral part of these GTC is the Contractor's Privacy Policy published on the website: www.happyisland.pl

§7. FINAL PROVISIONS
These GTC form an integral part of any Agreement, regardless of the form of its conclusion, provided that the subject matter of the contract complies with paragraph 1 (1).

The transfer of any rights or obligations under the Agreement by the Ordering Party to a third party, as well as making any deductions, may take place only with the written consent of the Contractor.

The headings of individual paragraphs are only auxiliary and do not affect the interpretation of individual provisions of these GTC.

The invalidity or ineffectiveness of one provision of these GTC shall not affect the validity or effectiveness of the other provisions of these GTC. In this case, the relevant provisions of law apply instead of invalid or ineffective provisions.

In matters not regulated by the GTC, Polish law applies — in particular the provisions of the Civil Code and other acts.

The Contractor and the Ordering Party shall endeavour to settle amicably any disputes arising in connection with the performance of contracts covered by these GTC.

Any disputes which the Contractor and the Ordering Party have not been able to settle amicably and arising from contracts covered by these GTC shall be settled by the Court of the Contractor's local jurisdiction.

The contracting authority declares that it has read the provisions of the GTC and fully accepts them.