The agreement that governs how we work together.

1. Who we are

KoLabs is a Croatian sole-trader business (obrt) operating as a full-service influencer marketing agency for direct-to-consumer brands. We plan, execute, and report on influencer campaigns end-to-end, using our own internally-developed tooling.

In these Terms "KoLabs," "we," "us," and "our" refer to the business above. "Client," "you," and "your" refer to the company that engages KoLabs for services.

2. Acceptance of these Terms

By browsing kolabs.agency, contacting us about services, signing a Service Agreement, or being given access to our internal platform as a Client team member, you accept these Terms. If you do not accept them, please discontinue use of the site and the platform.

If you are accepting these Terms on behalf of a company, you represent that you have authority to bind that company.

3. What we do

KoLabs provides influencer marketing services to brands, including but not limited to:

• Strategy and campaign planning aligned to brand goals.
• Creator discovery and selection against brief, budget, and audience fit.
• Outreach and negotiation with creators on the Client's behalf.
• Gifted-product coordination, including Shopify order creation where the Client connects their store.
• Content brief delivery, follow-up, and content review.
• Usage rights agreements with creators where required.
• Tracking, reporting, and performance analysis.

The exact scope, deliverables, fees, and timeline of any specific engagement are set in a separate Service Agreement between KoLabs and the Client. Where there is a conflict between these Terms and a signed Service Agreement, the Service Agreement controls for that engagement.

4. Engagement, fees, and payment

Each engagement is governed by a Service Agreement that sets out fees, payment cadence, term length, and termination terms. As a general matter:

• Fees are quoted in EUR unless otherwise agreed in writing.
• KoLabs is currently not VAT-registered. Invoices will not include Croatian VAT. The Client is responsible for any taxes, levies, or duties imposed by its own jurisdiction's authorities.
• Invoices are due within the period stated in the Service Agreement (typically 14 calendar days from issue). Late payment may suspend services and accrue statutory default interest under Croatian law.
• Out-of-pocket costs (e.g. gifted-product cost, paid-creator fees if a paid component is contracted) are passed through at cost unless agreed otherwise.
• Disputes about an invoice must be raised in writing within 14 days of the invoice date.

5. Client responsibilities

To make the engagement work, you agree to:

• Provide accurate brand information (positioning, voice, product details, do-not-contact lists) and respond promptly to our requests for input.
• Approve key creative decisions (creator selection, briefs, agreements) within the timeframes set in the Service Agreement so the campaign stays on schedule.
• Comply with all applicable laws governing advertising, influencer disclosure (e.g. ASA, FTC, Croatian Advertising Act), data protection, and consumer protection.
• Ensure any product you ship to creators complies with the laws of the destination country.
• Keep platform access credentials confidential and notify us promptly of any suspected unauthorised access. You are responsible for actions taken under your team's accounts.
• Not use the platform or our services to engage in fraud, spam, harassment, or any activity that would breach the policies of email providers, social platforms, or applicable law.

6. Use of the kolabs.agency website

You may browse, link to, and share content from kolabs.agency for personal, non-commercial purposes. You may not:

• Scrape, harvest, or systematically collect data from the site by automated means without our written consent.
• Reproduce substantial portions of our case studies, copy, or images without attribution and a link back.
• Attempt to gain unauthorised access to any non-public area of the site or any underlying system.
• Use the site or its content in a way that could damage, disable, overburden, or impair KoLabs's services.

7. Acceptable use of the internal platform

If you are granted access to our internal platform as a Client team member, you agree:

• To use the platform only for the purposes of your engagement with KoLabs.
• Not to share login credentials or grant access to anyone outside your authorised team.
• Not to attempt to access another brand's data or interfere with the platform's security.
• Not to send mass unsolicited messages, false or misleading content, or anything that violates email-provider policies (Gmail, Outlook, etc.) or platform policies (Instagram, TikTok, YouTube).
• That we may suspend or terminate platform access at any time, with reasonable notice where practical, for breach of these Terms, the Service Agreement, or for safety/legal reasons.

8. Intellectual property

KoLabs's IP

KoLabs retains all rights, title, and interest in the kolabs.agency website, the internal platform ("influencer-os"), our agency methodologies, templates, software, copy, branding, and all associated improvements. Nothing in these Terms transfers ownership of KoLabs's IP to you.

Your brand and content

You retain all rights in your brand, trademarks, products, and any content or materials you provide to us. You grant KoLabs a non-exclusive, royalty-free licence to use those materials solely for the purpose of delivering the services under the Service Agreement.

Campaign outputs

Reports, creative briefs, and operational documents we produce for you as part of the services are licensed to you for the duration of the engagement and indefinitely thereafter for your internal use. KoLabs may use anonymised or aggregated performance data, and may reference the engagement as a case study or testimonial, only with your prior written consent.

Creator content

Content created by creators (posts, reels, stories, photos, raws) is and remains the property of those creators. KoLabs facilitates usage-rights agreements between you and creators where contracted. Any use of creator content beyond the platforms on which it was originally published requires a separate licence direct from the creator, negotiated as part of the engagement.

9. Confidentiality

Each party will receive non-public information from the other (commercial plans, creator lists, campaign performance, technical details). Each party agrees to:

• Keep the other party's confidential information confidential during and after the engagement.
• Use it only for the purposes of the engagement.
• Disclose it only to personnel and sub-processors with a need-to-know who are bound by equivalent confidentiality obligations.
• Return or destroy it on request after the engagement ends, except where retention is required by law (e.g. tax records).

This obligation does not apply to information that is or becomes publicly available without breach, was already known to the receiving party, or is independently developed.

10. Privacy and data protection

Our handling of personal data is set out in our Privacy Policy. For engagements where KoLabs processes personal data on the Client's behalf (typically creator data), we sign a separate Data Processing Agreement (DPA) with the Client, governing our role as data processor under Art. 28 GDPR.

Both parties agree to comply with the GDPR, the Croatian Personal Data Protection Act, and any other applicable data protection laws.

11. Term and termination

Each Service Agreement runs for the term stated in it. Either party may terminate:

• For convenience on the notice period stated in the Service Agreement (typically 30 days written notice).
• For cause immediately if the other party materially breaches these Terms or the Service Agreement and fails to cure within 14 days of written notice (or where the breach cannot reasonably be cured).
• Immediately if the other party becomes insolvent, enters bankruptcy, or ceases operations.

On termination:

• The Client pays for services delivered and out-of-pocket costs incurred up to the effective termination date.
• Each party returns or destroys the other's confidential information per Section 9.
• KoLabs deletes Client and creator personal data on the timeline set in the DPA (or, absent a DPA, within 30 days of the final invoice being settled), except where retention is required by law.
• Sections 8 (IP), 9 (Confidentiality), 12 (Liability), 13 (Indemnification), 15 (Governing law), and 16 (Dispute resolution) survive termination.

12. Disclaimer and limitation of liability

No guarantee of results

Influencer marketing depends on creator behaviour, platform algorithms, audience response, product fit, and other factors outside any agency's control. KoLabs makes no warranty or guarantee that any campaign will achieve a specific level of reach, engagement, sales, conversion rate, or other commercial outcome. Past case studies are not a promise of future results.

As-is

To the maximum extent permitted by law, the website and the platform are provided "as is" and "as available," without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.

Cap on liability

To the maximum extent permitted by law, KoLabs's total aggregate liability arising out of or relating to these Terms or any Service Agreement — whether in contract, tort (including negligence), or otherwise — is limited to the total fees paid by the Client to KoLabs in the 12 months preceding the event giving rise to the claim.

In no event will KoLabs be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, goodwill, or data, even if advised of the possibility.

Nothing in these Terms limits liability for matters that cannot be excluded by law (fraud, gross negligence, death or personal injury caused by negligence, or breach of mandatory consumer protection rights).

13. Indemnification

The Client agrees to indemnify, defend, and hold harmless KoLabs from any third-party claim, suit, loss, or expense (including reasonable legal fees) arising from:

• The Client's products, services, or marketing claims being unsafe, infringing, or non-compliant with applicable law.
• Content or instructions the Client provides for outreach that prove false, misleading, defamatory, or infringing of any third party's rights.
• The Client's breach of these Terms, the Service Agreement, or applicable law.

KoLabs agrees to indemnify the Client against third-party claims that the services as delivered by KoLabs (excluding Client materials) infringe a third party's intellectual property rights, subject to the overall liability cap in Section 12.

14. Force majeure

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including platform outages (Gmail, Instagram, Shopify, etc.), natural disasters, war, terrorism, pandemic, government action, or major internet infrastructure failure. The affected party will notify the other promptly and use reasonable efforts to resume performance.

15. Governing law

These Terms and any Service Agreement are governed by the laws of the Republic of Croatia, without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

16. Dispute resolution

If a dispute arises between us, we will follow this sequence:

1. Direct discussion. Either party may raise the dispute in writing. The parties will discuss in good faith for at least 21 calendar days.
2. Mediation. If direct discussion does not resolve the dispute, the parties will attempt mediation through an impartial mediator located in Croatia, sharing the cost equally.
3. Arbitration. If mediation fails or one party declines, the dispute will be referred to and finally resolved by arbitration in Zagreb, Croatia, under the rules of the Permanent Arbitration Court at the Croatian Chamber of Economy. The arbitration will be conducted in English. The arbitral award is final and binding.
4. Courts. Disputes not subject to arbitration above are subject to the exclusive jurisdiction of the competent court in Osijek, Croatia.

Either party may seek interim or injunctive relief in any court of competent jurisdiction at any time, including to protect intellectual property or confidential information.

17. Changes to these Terms

We may update these Terms from time to time. The "Last updated" date at the top of this page reflects the current version. For material changes that affect Clients with an active Service Agreement, we will give 30 days' written notice and the change will not apply retroactively to fees or deliverables already invoiced or in flight.

18. General

• Entire agreement. These Terms and any signed Service Agreement (and the DPA, if applicable) make up the entire agreement between us and supersede any prior agreements on the same subject matter.
• Severability. If any provision is found unenforceable, the rest of the Terms remain in effect.
• No waiver. Failure to enforce a provision is not a waiver of the right to enforce it later.
• Assignment. Neither party may assign these Terms without the other's prior written consent, except in connection with a merger, acquisition, or sale of substantially all of its assets.
• Notices. Formal notices must be in writing and sent to the contact email of the receiving party, with delivery confirmation.
• Language. These Terms are written in English. A Croatian translation may be provided on request; in case of conflict between the English original and any translation, the English version controls.

19. Contact

Questions about these Terms or about engaging KoLabs: katarina@kolabs.agency.