Terms of Service

Upside Reps is provided by Olaf Nieliwodzki, ul. Warmińska 8, 12-130 Pasym, Poland (NIP 7451860369, REGON 525684696).

• Upside Reps is for businesses and professionals. Companies use it in the course of their business; reps use it to find commission-based sales work, as self-employed professionals or as people setting up on their own.
• You must be at least 18 and able to enter into contracts. Whoever opens a company account confirms they may act for that company.

• Through Upside Reps we provide, by electronic means: company and rep accounts, publishing and browsing listings, applications, messages between a company and the reps it accepts, verification, reviews and e-mail notifications.
• An account is free, and reps never pay. Companies pay only for the applications they receive, with prepaid credits, as “Credits and payments” describes.
• You need an internet connection, an up-to-date web browser with JavaScript and cookies enabled, and an e-mail address you can read. You may not send anything unlawful through Upside Reps.
• The agreement for the service is made when you create an account and lasts until the account is deleted. Browsing the marketplace without an account is covered by these terms too. You can save or print these terms from this page at any time.
• As with any online service, there are risks such as phishing or malicious software. We never ask for your password by e-mail or message; sign in only at upsidereps.com.

• An account is either a company account or a rep account, and stays the kind it was created as.
• An account belongs to one person. A company's owners decide who joins its team and what each member may do, and the company answers for what its members do.
• You keep your password to yourself and tell us if you think someone else has used your account.
• What you tell us about yourself or your company must be true — reps and companies rely on it.
• We may refuse or close an account opened with false details, by automated means, or to get around a suspension.

Companies publish listings with their commission terms; reps apply for free; a company accepts or rejects each application, and an accepted one opens a conversation. A partnership is agreed between the company and the rep: Upside Reps is not a party to it and does not pay or collect commissions.

• We are an intermediary. We do not employ reps, act as anyone's agent or take part in the deals they close. Whether a partnership is agreed, on what terms, and how commissions, taxes and contributions are paid is for the company and the rep to settle.
• A company answers for its listings: the product, the commission terms and the territories must be true and lawful, and a listing must describe real work paid by commission. A listing may not ask a rep to pay anything to work with the company.
• A company's changes to a listing apply to new applicants only; reps who already applied keep the terms they saw.
• We do not check every listing, profile or message before it appears, and we do not promise that a listing will receive applications, that a rep will be accepted, or that a partnership will earn anything.

• Companies buy credits in advance: the credits added equal the amount paid, plus the bonus larger packs carry. Payments are handled by Stripe.
• Each matching application to a listing deducts its tier's fee, shown when the listing is published; a listing needs its tier's minimum balance to be published.
• A listing is shown in the marketplace only while the company's balance covers its tier's fee; below that it is hidden until the company tops up.
• Prices are in euros and include 23% VAT, except for businesses in another EU country with a valid VAT number, who are invoiced net under the reverse charge. We issue an invoice for every top-up, to the invoice details saved in the company's billing settings.
• Credits do not expire. They cannot be moved to another company or exchanged for money, except as this section describes.
• A fee once charged is not refunded when the company rejects the application or the rep withdraws it. If we charged a fee by mistake — twice, or for an application that did not meet the listing's criteria because of an error on our side — we return it as credits.
• Unused credits are not refunded when an account is closed — whether the company closes it or we do — except where mandatory law requires it.
• A company buying credits as a sole trader with a consumer's protections may withdraw from the purchase within 14 days by writing to the contact address; we refund the credits not yet spent. Credits spent on applications in that time are a service already provided at the company's request.
• Auto top-up is optional. By turning it on, the company authorises us to charge its saved card, through Stripe, the chosen amount each time its balance falls below the chosen threshold. It can be turned off, and the card removed, at any time in the billing settings.
• A change in tier fees never applies to applications already made, and we announce it as “Changes to these terms” describes.

• Reps and companies can ask to be verified by sending documents or evidence. We decide each request ourselves and may decline it; verification says we checked what was sent, not that we vouch for the account.
• A screening call is a video call with our staff, arranged by e-mail. It is not recorded; we keep a short written report, which companies see on the rep's applications to Screened-tier listings.
• Verification unlocks the Qualified and Screened tiers for a rep and the “Verified company” badge for a company. We may withdraw it if what was sent turns out to be false.

• Once a partnership has started, the company and the rep may each review the other once: one to five stars and a written comment.
• A review stays hidden until both sides have written theirs, or until 14 days after the first one; then both are published and can no longer be changed.
• A review must be honest and come from your own experience of that partnership. Reviews may not be bought, swapped for favours or written on someone else's behalf.
• We may hide a review that breaks these terms. You can report a review from the review itself.

• You keep the rights to what you put on Upside Reps: profiles, listings, logos, photos, messages and reviews. You allow us to store, show and copy it as far as we need to run the marketplace — including a listing's preview when its link is shared — for as long as it stays on Upside Reps.
• You answer for what you publish and confirm you have the right to publish it.

You may not:

• publish false, misleading or discriminatory listings or profiles, or pretend to be someone else;
• offer anything unlawful, or schemes in which reps must buy stock, pay fees or recruit others to earn;
• put contact details in a listing to take applications outside Upside Reps;
• harass, threaten or spam anyone, or use contact details shared on Upside Reps for anything but the partnership they were shared for;
• collect data from Upside Reps by automated means, test its security without our permission, or interfere with how it works;
• open accounts to get around a suspension, a restriction or a fee.

To keep the marketplace honest we may hide a listing or a review, stop a rep from applying until their identity is verified, or suspend an account; a suspended company's listings leave the marketplace and its conversations become read-only.

Anyone can tell us about content they believe is unlawful or breaks these terms: with “Report a problem” in a conversation, “Report this review” on a review, or by writing to the address in the Contact section, saying where the content is and why. We look at every notice and tell the sender what we decided.

When we hide content or restrict or suspend an account, we tell the user concerned what we did and why, unless the law or someone's safety forbids it. You can ask us to reconsider within six months by writing to the contact address; someone other than the person who decided looks at it again, and we answer within 14 days.

If Upside Reps does not work as these terms describe, write to the address in the Contact section with your account's e-mail address and what went wrong. We answer by e-mail within 14 days.

We work to keep Upside Reps available but cannot promise it will run without interruption: maintenance, faults and our providers' outages happen. We may change, add or remove features; if a change takes away something a company has paid for, we tell it in advance.

• You can delete your account in its settings at any time. For 14 days the deletion can be undone; after that the account is purged.
• When the last owner of a company deletes their account, the company is deleted with it: its listings are closed and its unused credits are forfeited.
• Messages you sent stay in the other side's conversation history, shown under “Deleted user”.
• We may suspend or close an account at once for a serious or repeated breach of these terms. In other cases we give 30 days' notice by e-mail, so that a company can still use its credits.

• We do not answer for what companies and reps publish, agree or do — including whether a listing's commissions are paid or a rep performs as agreed.
• Towards a company, our liability for any claim is limited to the fees it paid us in the 12 months before the claim, and we are not liable for lost profits. Towards reps, who pay nothing, we are liable only as far as the law requires.
• None of this limits liability for damage caused intentionally or through gross negligence, or any right the law does not allow to be limited — including the protections a consumer, or a sole trader acting outside their profession, has under mandatory law.

These terms and the agreement under them are governed by Polish law. A dispute with a business is settled by the common court for our registered office. If you are a consumer, or a sole trader with a consumer's protections, you keep the rights and the choice of court mandatory law gives you.

We may change these terms for a valid reason — a change in the law, in how Upside Reps works or in our prices. We e-mail account holders and publish the new version here at least 14 days before it applies, sooner only where the law or a security risk requires it. If you do not agree, you can delete your account before then; using Upside Reps after that date means you accept the change.

Write to us at support@upsidereps.com.

This address is also our point of contact for users and authorities under the EU Digital Services Act. We answer in English or Polish.