PUBLIC OFFER

COMMISSION AGREEMENT

(Effective as of December 30, 2024)

This Agreement, according to Articles 633, 641, and Chapter 63 of the Civil Code of Ukraine, constitutes a public agreement (offer) and is addressed to an indefinite number of individuals and legal entities, regardless of their status (private individuals, legal entities, or sole proprietors).

Individual entrepreneur Volodymyr Volodymyrovych Dyachenko (hereinafter referred to as the "Commission Agent") hereby offers to conclude this Commission Agreement and invites you to join this Agreement on the terms set forth herein.

If you do not agree with the terms of this Agreement, entering into this adhesion contract is not possible.

THE COMMISSION AGENT IS NOT THE SELLER OF THE TEMPLATES (as defined below) and provides services exclusively under this Commission Agreement unless explicitly stated otherwise on the relevant product description page of the Website.

1. DEFINITIONS

1.1. For the purposes of this Offer, the following terms shall have the following meanings:

Acceptance of the Offer — unconditional agreement with the terms of the Offer by completing all required fields on the Website page.
Principal — an individual or legal entity that has accepted the Offer and on whose behalf the Commission Agent acts.
Agreement — this Commission Agreement between the Principal and the Commission Agent.
Parties — the Principal and the Commission Agent.
Public Offer — a proposal made by the Commission Agent to any individual or legal entity to conclude this Agreement on the terms specified herein.
Services — services provided by the Commission Agent in connection with concluding, on behalf of the Principal and at the Principal’s expense, agreements with third-party sellers of Templates (as defined below) selected by the Principal from the Website, and arranging delivery of such Templates.

From December 2024, Services also include providing access to paid Content selected by the Principal after reviewing its description. Access services are deemed fully consumed once the Principal visits (even once) the relevant content page on the Website.
Principal's Order — an instruction from the Principal to the Commission Agent to purchase and deliver selected Templates and/or organize access to Content under the conditions defined by the Principal.
Website — the website located at https://templotion.com/.
Template — a pre-configured setup for using the Notion platform (https://www.notion.so), available for duplication and use, listed on the Website, which the Principal authorizes the Commission Agent to purchase and deliver.
Content — webinars, audio files, video files, text, graphics, audiovisual or other materials developed, organized, or provided by the Commission Agent, placed (or planned to be placed) on the Website, accessible to the Principal either free of charge or for a fee, as indicated on the relevant Website pages containing order buttons.

2. SUBJECT OF THE AGREEMENT

2.1. The Commission Agent undertakes, upon the Principal’s request, to provide the Services, and the Principal agrees to accept and pay for such Services under the terms of this Agreement.

Unless explicitly stated otherwise, all provisions related to Templates equally apply to the Services of Content Access, as applicable.

3. PROCEDURE FOR CONCLUDING THE AGREEMENT

3.1. This Agreement is concluded under the conditions of an adhesion contract in accordance with Article 634 of the Civil Code of Ukraine and is considered concluded upon acceptance of the public offer.

3.2. The Principal accepts the public offer by placing an order for one or more Templates on the Website and ticking the checkbox indicating "I agree with the terms outlined in the Public Offer Agreement."

The Agreement is deemed concluded without further signature upon the Principal's actions described in this Clause 3.2, indicating acceptance of the Agreement terms without requiring a separate written signature.

Under the Law of Ukraine "On Electronic Commerce," the written form of this Agreement may also be confirmed by sending the Principal an email.

3.3. By accepting this public offer, the Principal confirms full acceptance of the terms and conditions of the Agreement and agrees to receive the Services on the terms established by the Commission Agent, and to pay for them as stipulated upon performing the acceptance actions specified in Clause 3.2 of this Agreement.

4. TERMS AND CONDITIONS FOR SERVICE PROVISION

4.1. Conditions for Service Provision:

4.1.1. The Principal shall familiarize themselves with the terms of this Agreement and accept the Offer;

4.1.2. The Principal shall pay the cost of the Templates or Content Access Services in the amount and manner specified by the Commission Agent on the Website.

4.2. The provision of Services related to Templates selected from the Website, as well as the provision of Content Access Services, shall commence immediately after payment confirmation by the Commission Agent’s bank.

The provision of Services for Templates not listed on the Website (ordered individually by the Principal) shall commence based on separate agreement between the Parties.

In the case of Content marked on the Website as "coming soon," the provision of access shall begin after such Content is uploaded to the Website.

4.3. The Principal is responsible for providing accurate information when completing forms on the Website.

The Commission Agent shall not be liable for any failure to perform its obligations due to incorrect or incomplete information provided by the Principal.

4.4. The Commission Agent reserves the right to refuse to provide Services to the Principal at any stage, at the Commission Agent’s sole discretion.

In such case, any funds received from the Principal shall be returned by the Commission Agent using the same payment method originally used by the Principal.

4.5. The Parties acknowledge that neither the Commission Agent nor the Website owner shall be liable for the quality or outcomes resulting from the use of any Template.

All claims regarding the Template, its quality, or effectiveness shall be directed to the Seller and/or the Template developer.

Information about the Seller and/or developer shall be provided upon request or displayed on the Website or included with the Template.

4.6. The Commission Agent expressly disclaims all explicit and implied warranties and conditions, including but not limited to implied warranties and conditions of fitness for a particular purpose regarding the Services or Templates.

5. PRICE OF THE AGREEMENT, COMMISSION FEE, PAYMENT TERMS, TEMPLATE DELIVERY AND ACCEPTANCE

5.1. The price of this Agreement consists of the commission fee payable to the Commission Agent for the Services rendered.

5.2. The actual price of each Template is determined individually at the time of each Acceptance of the Offer and is indicated at checkout, in Ukrainian national currency (hryvnia, UAH).

5.3. The Commission Agent's fee is defined as the difference between the price of the Template listed on the Website and the actual price paid by the Commission Agent for acquiring the Template.

If the Principal orders a Template with a listed price of 0 UAH, the Commission Agent shall provide Services related to such order free of charge.

5.4. The cost of Services includes applicable taxes but excludes any third-party transaction fees (e.g., bank transfer fees) which the Principal may incur.

5.5. Full prepayment (100%) is required.

Payment must be transferred to the Commission Agent’s current bank account using the payment methods specified on the Website.

The Commission Agent may deduct their commission fee directly from the received payment after fulfilling the order.

5.6. The Template shall be delivered to the Principal via a hyperlink for subsequent duplication in accordance with the provided instructions.

Access to Content shall be provided by sending a link to the Principal by email or by placing a link on the Website with notification sent to the Principal, and activating access through the Website’s technical means.

5.7. Receipt by the Principal of the hyperlink to the Template shall constitute confirmation of full performance by the Commission Agent under this Agreement.

An entry confirming the acquisition of the Template in the Principal's personal account on the Website shall also serve as a report by the Commission Agent.

6. RIGHTS AND OBLIGATIONS OF THE PARTIES

6.1. The Commission Agent shall:

6.1.1. Provide Services under the terms of this Agreement;

6.1.2. Ensure the delivery of the Template selected by the Principal;

6.1.3. Store information and data (including personal data) provided by the Principal in compliance with applicable data protection laws.

6.2. The Commission Agent has the right to:

6.2.1. Unilaterally amend the terms of this Agreement by publishing a new version on the Website;

6.2.2. Engage third parties to perform Services (or parts thereof);

6.2.3. Refuse to provide Services to the Principal without obligation to provide an explanation.

In the event of such refusal, any funds paid by the Principal shall be refunded using the original payment method.

6.3. The Principal shall:

6.3.1. Familiarize themselves with the current version of the Offer before accepting it;

6.3.2. Pay for the Commission Agent’s Services as stipulated in this Agreement;

6.3.3. Accept Templates ordered from the Commission Agent;

6.3.4. Comply with all applicable laws of Ukraine, including ethical standards, while using the Website;

6.3.5. Use the Services personally and not transfer access to Templates or files available in the "Downloadable Files" section of their Personal Account to third parties.

If the Principal violates this provision, the Commission Agent has the right to unilaterally terminate the Agreement without confidentiality obligations regarding the fact and circumstances of such violation.

This does not prohibit the Principal from duplicating, modifying, or sharing the Template within their close circle for non-commercial purposes but strictly forbids selling, reselling, or offering the Template or its access without a separate agreement with the Commission Agent and/or the Template's author.

If the Principal gains access to a Template after paying a price different from the price listed on the Website (for that specific Template), they must immediately notify the Commission Agent via email at lab@templotion.com or via the Contact Form at https://templotion.com/index.php?route=information/contact.

Until the price difference is settled, the Principal shall not duplicate or use the Template, or, if duplication has already occurred, the Principal must pay the outstanding amount within one day of receiving a request from the Commission Agent.

In the event of an overpayment, the overpaid amount (minus 5% to cover tax obligations) shall be refunded by the end of the month in which the Commission Agent received notice from the Principal, or within another agreed timeframe.

6.4. The Principal has the rights and obligations of a consumer, buyer, and principal as defined by applicable law.

The Commission Agent is not the owner of the Templates but acquires them from third parties (developers, suppliers, or service providers) on behalf of the Principal.

The Commission Agent may assist the Principal in returning Templates and/or protecting the Principal’s rights, either free of charge or for a separate fee.

6.5. The Principal has the right to:

6.5.1. Receive Services under the terms of this Agreement;

6.5.2. Contact the Commission Agent for information about Service provision and the terms of this Agreement using the contact details provided on the Website.

7. WARRANTIES

7.1. The Commission Agent warrants that:

7.1.1. The list and scope of Templates selected by the Principal at the time of Acceptance of the Offer will be accurately fulfilled.

7.1.2. The prices of the Templates may be changed during the provision of Services related to individual orders only with the Principal’s consent.

7.2. By accepting the terms of this Offer, the Principal represents and warrants to the Commission Agent that:

7.2.1. The Principal enters into this Agreement voluntarily, is familiar with its terms, understands the subject matter of the Agreement, and is aware of the meaning and consequences of their actions regarding conclusion and performance of the Agreement;

7.2.2. The Principal has full legal capacity and authority necessary to conclude and perform this Agreement;

7.2.3. The Principal provides accurate and reliable information when completing orders and payment documents used for payment of the Services;

7.2.4. The Principal has reviewed all available information regarding the Templates before placing an order.

7.3. The Parties acknowledge that the Commission Agent bears no responsibility for the quality or results of using the Templates.

Any claims regarding the Template’s quality, characteristics, side effects, or lack of effectiveness shall be addressed directly to the Template’s author (developer).

8. PERSONAL DATA

8.1. General Definitions and Scope

8.1.1. Definitions:

Personal Data Database — an organized set of personal data stored electronically and/or in physical card files;
Owner of the Personal Data Database — an individual or legal entity who, by law or by consent of the data subject, has the right to process personal data and determines the purpose, composition, and processing procedures;
State Register of Personal Data Databases — the unified national information system that collects and processes data about registered personal databases;
Public Sources of Personal Data — directories, address books, registries, lists, catalogs, or other organized collections of open information containing personal data published with the consent of the data subject (social networks and websites are not considered public sources unless explicitly stated otherwise);
Consent of the Data Subject — any documented voluntary will of an individual to allow the processing of their personal data for a specified purpose;
Anonymization of Personal Data — removal of information that allows a person to be identified;
Processing of Personal Data — any action or set of actions related to the collection, registration, accumulation, storage, adaptation, modification, updating, use, dissemination (distribution, transfer), anonymization, or destruction of personal data;
Personal Data — any information about an individual who is identified or identifiable;
Administrator of the Personal Data Database — an individual or legal entity who has the right to process personal data as assigned by the owner of the database;
Data Subject — an individual whose personal data is being processed;
Third Party — any individual other than the data subject, database owner, or administrator who receives personal data under applicable law.

8.1.2. The terms of this Section are mandatory for the Commission Agent’s responsible persons and employees directly involved in processing or accessing personal data during their official duties.

8.2. The Commission Agent is the owner of the Principal’s Personal Data Database.

8.3. The purpose of processing personal data is to establish and fulfill civil-law relations, provide and receive payments for purchased Templates and services, in accordance with the Tax Code of Ukraine and the Law of Ukraine “On Accounting and Financial Reporting in Ukraine.”

8.4. Processing Procedure:

8.4.1. By signing this Offer, the Principal provides consent for the processing of their personal data for the purposes stated in Clause 8.3 and under applicable Ukrainian law.

8.5. The database is located at the Commission Agent’s registered address.

8.6. Disclosure of Personal Data to Third Parties:

8.6.1. Access to personal data by third parties is determined by the consent of the data subject or under applicable law.

8.6.2. Personal data will not be provided to third parties who refuse to guarantee compliance with data protection laws or are incapable of doing so.

8.7. Protection of Personal Data:

8.7.1. Personal Data Databases are protected by technical and organizational security measures that prevent loss, theft, destruction, distortion, forgery, or unauthorized copying, in compliance with international and national standards.

8.7.2. Individuals having access to personal data are personally liable for breaches of data protection laws.

8.8. Data Subject Rights:

8.8.1. A data subject has the right to receive any information regarding their personal data without specifying a reason, except where restricted by law.

8.8.2. Access to personal data is free of charge.

8.8.3. Requests must be processed within thirty (30) calendar days unless otherwise stipulated by law.

8.9. Registration of Personal Data Databases is performed in accordance with Article 9 of the Law of Ukraine "On Protection of Personal Data."

8.10. The Privacy Policy available at https://templotion.com/polityka-konfidenciinosti.html forms an integral part of this Agreement.

9. LIABILITY OF THE PARTIES

9.1. The Commission Agent is not liable under this Agreement for:

9.1.1. Actions or omissions of any third parties;

9.1.2. Any indirect losses or loss of profit of the Principal and/or third parties;

9.1.3. The use (or inability to use) of any payment method selected by the Principal.

9.2. The Commission Agent is released from liability for incomplete or improper provision of Services if caused by the Principal’s failure to comply with the terms of this Offer.

9.3. Force Majeure: The Commission Agent shall not be liable for non-performance or improper performance caused by circumstances beyond its control, including government actions, fire, flood, earthquake, power outages, cyberattacks, strikes, civil disturbances, or other events of force majeure.

9.4. The Principal shall be fully responsible for the accuracy of information provided on the Website and for breaches of warranties under Clause 6.3 of this Agreement.

9.5. The Commission Agent shall not be liable for any damages or moral harm resulting from misunderstanding or misinterpretation by the Principal regarding order placement, payment, or Template usage.

9.6. The Commission Agent shall not be responsible for any discrepancies between the Template and the Principal’s expectations or subjective assessments. Any advice provided does not constitute a guarantee.

9.7. The Commission Agent is not liable for any defects in the Template arising after its transfer to the Principal, including those caused by misuse, third-party actions, or force majeure events.

10. DISPUTE RESOLUTION

10.1. Any disputes arising from the performance of this Agreement shall be resolved through negotiations. Pre-trial settlement is mandatory.

10.2. If the Parties fail to reach an agreement, the dispute shall be submitted to the courts of Ukraine in accordance with applicable law.

11. TERM AND TERMINATION OF THE AGREEMENT

11.1. This Agreement is a public offer and shall be deemed concluded and effective upon the Principal’s Acceptance and remain in force until the Services have been rendered.

11.2. Early termination:

11.2.1. Either Party may terminate this Agreement at any time by sending notice to the other Party;

11.2.2. By mutual consent of the Parties;

11.2.3. In other cases provided by law or this Offer.

11.3. Termination of the Agreement by the Principal or withdrawal of Acceptance shall not obligate the Commission Agent to refund any payments made.

11.4. Expiry or termination of this Agreement shall not release the Parties from liability for violations that occurred during its validity.

12. MISCELLANEOUS

12.1. Any notices required or desired under this Agreement must be made in writing and sent by email or registered mail with return receipt.

12.2. The Commission Agent is a single tax payer (Group 3) under Ukrainian law.

Commission Agent’s Details:

Sole Proprietor Volodymyr Volodymyrovych Dyachenko