Partner Program Terms and Conditions (Affiliate)

Nexana.ai Applications

(hereinafter referred to as "Partnership Terms")

Service Provider: Nabu technologies s.r.o. Kremnička 5A, 974 05 Banská Bystrica ID No.: 56 444 508 Tax ID: 2122306362 VAT ID: SK2122306362 Registered in the Commercial Register of the District Court Banská Bystrica, Section: Sro, Insert No.: 49927/S Contact details: [email protected], +421 910 572 595 (hereinafter referred to as "Provider")

Article 1: Introductory Provisions and Definitions

1.1. These Partnership Terms govern the rights and obligations between the Provider and the registered user of the Nexana.ai Application who has joined the Partner Program (hereinafter referred to as "Partner"). A Partner may be a natural person - entrepreneur, legal entity, or natural person - non-entrepreneur (under the conditions specified in Article 4).

1.2. These Partnership Terms are an integral part of the General Terms and Conditions (GTC) of the Provider. Terms defined in the GTC have the same meaning in these Partnership Terms.

1.3. Partner Program is a system that allows the Partner to promote the Application and receive remuneration for referring new clients.

1.4. Referred Client is a third party who registers for the Application through the Partner unique link, or who enters the Partner unique discount code during their first order.

1.5. Participation in the Partner Program is voluntary and is established by activating the "Partner Program" section in the Application and expressing consent to this document.

Article 2: Commissions and Benefits

2.1. Financial Commission: The Partner is entitled to a commission of 10% (in words: ten percent) of the net value (excluding VAT) of each paid order (subscription, credits, services) of the Referred Client.

2.2. Duration of Entitlement: The entitlement to commission is unlimited in time (lifetime) for the duration of the active account of the Referred Client and the duration of the Partner Program.

2.3. Discount for Client: A Referred Client who is properly assigned to a Partner receives an automatic 10% discount on Application services.

2.4. Bonus Days: For each new Referred Client who registers via the Partner unique referral link and successfully verifies their phone number, the Partner automatically receives a benefit in the form of a PRO license for 7 days. This entitlement arises at the moment of verification of the client phone number. This benefit does not apply to clients who were assigned to the Partner additionally based on the use of a discount code during the order (so-called Late Binding).

Article 3: Client Assignment Rules

3.1. Creation of Assignment: A Referred Client is assigned to a Partner at the moment of:

• a) Registration via the Partner unique referral link, or
• b) First use of the Partner unique discount code during an order (so-called Late Binding).
• 3.2. Exclusivity and Immutability: Assignment of a Referred Client to a Partner is permanent. After assignment, it is not possible to change the Partner or additionally apply another Partner code. The discount is automatically applied to future orders.
• 3.3. Prohibition of Self-referral: The Partner is not entitled to receive commission from their own orders, nor from orders of accounts connected by property or personnel, if the purpose is only to obtain a discount. In case of violation, the Provider has the right to reject the commission and block the Partner account.

Article 4: Settlement, Invoicing and Payment (Self-billing)

4.1. Partner Identification: A condition for payout of commission is filling in billing details and bank account number (IBAN) in the Application.

4.2. Agreement on Issuing Invoices:

• By accepting these terms, the Partner (as supplier) and the Provider (as customer) conclude an agreement on issuing invoices in the name and on behalf of the supplier pursuant to Section 72 para. 6 of Act No. 222/2004 Coll. on Value Added Tax and Art. 224 of Directive 2006/112/EC.
• The Partner authorizes the Provider to issue invoices for commissions on their behalf. An invoice issued under this regime will contain the verbal information "self-billing".
• The Provider generates the invoice (Commission Statement) automatically on the 1st day of the month following the month for which the Commission Statement is created and makes it available in the Application. The Partner is obliged to check the invoice. If no objections are raised within 3 days, the invoice is considered approved.

4.3. Maturity and Payout: Commissions are payable on the 15th day of the month following the month for which the commission is due. Payout is made by transfer to the Partner IBAN.

4.4. Minimum Amount: There is no minimum amount for commission payout.

4.5. Tax and Legal Aspects:

• Partner – VAT Payer (SK): The invoice will include VAT at the statutory rate.
• Cross-border Contact (EU): In the case of providing services between taxable persons from different EU member states, the reverse charge regime applies. The invoice will be issued without VAT.
• Partner – Non-entrepreneur: Income from the Partner Program is considered other income (not dependent work). The Partner is responsible for taxing this income according to the laws of their tax residency. The Partner acknowledges that this relationship does not establish an employment relationship. The invoice will include VAT at the statutory rate.

Article 5: Rights and Obligations of Parties

5.1. Marketing Transparency: The Partner undertakes to promote the Application in accordance with valid legislation on consumer protection and unfair commercial practices (Directive 2005/29/EC). The Partner is obliged to clearly and visibly mark every public promotion as paid cooperation or advertising (e.g. by marking #ad, #advertising, #collaboration or by verbal statement).

5.2. It is forbidden to spread SPAM, provide misleading information about the Application or impersonate an official representative of the Provider.

5.3. The Provider is entitled to terminate cooperation and cancel the Partner account in case of violation of these Terms or damaging the good name of the Provider.

Article 6: Personal Data Protection

6.1. Personal data of the Partner are processed for the purpose of fulfilling the contract and legal obligations (accounting). More detailed information is in the Privacy Policy (GDPR) document. 6.2. For reasons of privacy protection (anonymization), the Partner has access in the Application only to anonymized statistical data about Referred Clients, without the possibility to see their personal data.

Article 7: Final Provisions and Governing Law

7.1. These Partnership Terms and all legal relationships arising from them are governed by the legal order of the Slovak Republic.

7.2. All disputes arising from these Terms or in connection with them will be heard and decided exclusively by the materially and locally competent courts of the Slovak Republic.

7.3. The Provider reserves the right to change these Terms. The Partner will be informed about the change in advance by notification in the Application or by e-mail.