Rules of the Incubation Programme of FBA Payroll Solutions sp. z o.o.

Adopted by resolution of the Management Board of FBA Payroll Solutions sp. z o.o. on 01.04.2026

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Glossary of terms

1. Rules - Rules of the Incubation Programme of FBA Payroll Solutions sp. z o.o.

2. Company - FBA Payroll Solutions spółka z ograniczoną odpowiedzialnością with the registered office in Radom, ul. Chorzowska 3, 26-603 Radom, entered in the register of entrepreneurs of the National Court Register kept by the District Court for the Capital City of Warsaw in Warsaw, XIII Economic Division of the National Court Register under KRS number: 0001195884, NIP: 5273183539, REGON: 542803050.

3. Management Board - the Management Board of FBA Payroll Solutions sp. z o.o.

4. Key Account Manager - a representative of the Company authorised to manage the Incubation Programme and represent the Company to the Beneficiaries.

5. Account Manager - a representative of the Company authorised to represent the Company vis-à-vis the Beneficiaries in the implementation of the Incubation Programme in the designated Branch or Centre of the Company or in the designated area.

6. Sales Manager - a representative of the Company authorised to sell the Company's services and carry out the procedures for starting participation in the Incubation Programme set out in §1 of these Rules.

7. Incubation Programme - the support provided to individuals by the Company, the form and scope of which are set out in these Rules.

8. Beneficiary - an individual receiving support from the Company under the Incubation Programme.

9. Application - an application by an individual to receive support under the Incubation Programme.

10. Foreigner - a person who does not hold Polish citizenship.

11. Sub-account - the Company's bank account designated by the Company for the running of the Project by the Beneficiary.

12. Co-operation Agreement - the agreement concluded between the Beneficiary and the Company for the implementation of the Project and the Incubation Programme.

13. Project - an organised part of the business, separated within the Company, within which the Beneficiary carries out the activities specified in the Application and the Cooperation Agreement with the Company, using the Incubation Programme.

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§1. Start of participation in the Incubation Programme

§1.1. Who can apply?
  1. The Incubation Programme is aimed at individuals who meet the following criteria together:

a. are of full age;

b. have not been deprived of their public rights by a final court judgement;

c. have not been banned by the court from occupying a specific position or practising a specific profession or carrying out a specific economic activity under Article 41 of the Penal Code;

d. the court has not ruled against them with regard to deprivation of the right to conduct business activity on their own account or within the framework of a civil partnership, or to act as successor manager, member of the supervisory board, member of the audit committee, representative or proxy of a natural or legal entity conducting business activity within the scope of that activity, a commercial company, state-owned enterprise, cooperative, Company, or association pursuant to Article 373 of the Bankruptcy Act;

e. have not committed an infringement of unfair competition laws.

  1. Only Projects that meet the following conditions can be implemented in the Incubation Programme:

a. comply with generally applicable law, principles of social coexistence and ethical principles;

b. do not constitute a disruption to other Projects in the Incubation Programme;

c. do not require an appropriate concession, permit or entry in the register of regulated activities;

d. have been submitted by means of a correctly completed Application, have successfully passed the Application Procedure and, by decision of the Sales Manager, Key Account Manager or Account Manager, have been admitted to the Incubation Programme.

  1. The decision on whether the Beneficiary and the Project meet the requirements set out in paragraphs 1 and 2 shall be taken by the Account Manager or Key Account Manager.
  2. In case of doubt, the Key Account Manager or the Account Manager will consult the Company's Management Board or the Company's Legal Department.

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§1.2. What is the application procedure like?
  1. The application procedure is as follows:

a. the candidate Beneficiary fills in the Application form found on the Company's website, or sends the completed Application form to the Company electronically, in particular via the Instagram, Facebook or Telegram platforms, or via the Telegram platform by contacting the Sales Manager, Key Account Manager or Account Manager;

b. the Application is received and reviewed by the Sales Manager, Key Account Manager or Account Manager, who makes a formal and substantive assessment;

c. if there is any doubt as to whether an Application meets the formal or substantive criteria, the Sales Manager, Key Account Manager or Account Manager shall consult the Management Board or the Legal Department;

d. the Sales Manager, Key Account Manager or Account Manager decides whether or not to grant support to the Project under the Incubation Programme, giving reasons for the decision and delivering the reasons to the candidate Beneficiary;

e. in the event of a decision to grant support, the Company shall conclude a Cooperation Agreement with the Beneficiary in documentary or written form, including by electronic signature or e-signature;

f. the signing of the Cooperation Agreement means that support under the Incubation Programme can begin, including the issuing of sales invoices by the Beneficiary;

g. if the Company considers that the implementation of the Project may be risky or demanding for the Company, it may establish or require the Beneficiary to establish security for the implementation of the Project, in an appropriate form as chosen by the Company. Failure by the Beneficiary to agree to such actions shall result in a restriction or prevention of the use of the Incubation Programme and shall be grounds for not concluding or for terminating the Cooperation Agreement without notice;

h. a Cooperation Agreement may be concluded under the terms and conditions of a promotion specified in separate promotion rules, in which case the provisions of the promotion rules shall take precedence over the provisions of these Rules.

  1. The Company shall have the right to inspect the implementation of the Project by the Beneficiary, including requesting the Beneficiary to produce relevant documents, information and explanations related to the implementation of the Project.
  2. The Beneficiary undertakes to immediately pay the Company compensation corresponding to the amount of damage suffered by the Company as a result of the Beneficiary's failure to carry out the Project or failure to carry it out properly.

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§2. Principles of the programme

§2.1. What support does the Beneficiary receive?
  1. The Incubation Programme provides support to enable the Beneficiary to start a business within the Project, with substantive and formal support from the Company in the form of a Key Account Manager, Account Manager and other authorised professionals.
  2. Support is divided into basic support, provided as part of the administration fee, and additional support, priced on a case-by-case basis by the Key Account Manager or Account Manager. The scope of basic support depends on the selected basic support package. The Beneficiary chooses the basic support package before concluding the Cooperation Agreement. Any change to the basic support package requires the Company's consent.

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Basic support

Standard package

  • Use of the Company legal status
  • Accounting and tax services (up to 25 accounting documents per month, including sales and expense documents)
  • Settlement services
  • Access to the CRM system
  • Document archiving
  • Support from a Key Account Manager or Account Manager, Monday to Friday, 10:00 to 18:00

Premium package

  • Use of the Company legal status
  • Accounting and tax services (up to 25 accounting documents per month, including sales and expense documents)
  • Settlement services
  • Access to the CRM system
  • Document archiving (the Beneficiary does not need to send accounting documents in printed form to the Company office address)
  • Support from a Key Account Manager or Account Manager, Monday to Friday, 10:00 to 18:00
  • Preparation of documents for payment of remuneration by a Company specialist
  • Preparation of invoices for counterparties by a Company specialist
  • Priority payment of remuneration (within 2 hours)
  • Discount on legalization services, 20% (applies to the purchase of Company legalization services while using the premium package)
  • Free completion of the annual tax return (PIT-37)

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Additional support
  1. Basic support beyond specified hourly or quantitative limits. Bookkeeping and HR services above the limit of 25 documents: additional PLN 100 net for sending one or more documents above this limit, up to the total maximum number of 50 documents. If the number of documents exceeds 50 in total, the fee is set individually by the Company.
  2. IT services. Not related to the Beneficiary's Project; fee to be determined by the Company on a case-by-case basis.
  3. Legal services. Not related to the Beneficiary's Project; fee to be determined by the Company on a case-by-case basis.
  4. Accounting and personnel services. Not related to the Beneficiary's Project; fee to be determined by the Company on a case-by-case basis.
  5. Other services (Medicover, Multisport, Luxmed, language courses). Offered by cooperating entities on the basis of rates negotiated with the Company.
  6. The Company may establish a list of other types of support for which additional fees are charged.
  7. The Company may transfer to the Beneficiary equipment owned by the Company for the implementation of the Project. The Beneficiary returns it to the Company in an undamaged condition no later than at the end of the Cooperation Agreement.
§2.2. What are the obligations of the Beneficiary?
  1. The Beneficiary declares that they are aware of and accept that, as part of their Project:

a. they will bear the cost of taxes at the current rate, namely income tax (PIT) if remuneration is received from the Company under civil law contracts, value added tax (VAT) resulting from the operation of the Project, and other taxes if the obligation to pay them results from the operation of the Project and the applicable legislation;

b. they will bear the costs of social security contributions if such an obligation is imposed by law and arises as part of the activities resulting from the implementation of the Project;

c. they are obliged to increase their knowledge of the law relating to their activities, to monitor changes in the law in this respect and to comply with the changing provisions, even if this results in an increase in their obligations under the Project;

d. they may not be de-registered from ZUS as an insured person more than twice a year.

  1. The Beneficiary undertakes to:

a. send the Company all documents relating to the Project on a regular basis, in particular contracts and accounting documents, within the deadlines set out in these Rules and the Cooperation Agreement, and whenever requested by the Key Account Manager or Account Manager, as the provision of the documents is necessary for the execution of settlements in the Project or the fulfilment of other legal obligations;

b. provide the Key Account Manager or the Account Manager with the documents and explanations necessary to carry out the control activities of the Project;

c. reimburse administrative costs in the form of an administration fee, payable once a month;

d. promptly reimburse other fees if their payment by the Company is necessary for the implementation of the Project;

e. interact, as far as possible, with other Beneficiaries.

§2.3. What are the administrative charges under the programme?
  1. The standard monthly administrative fee, covering the costs of participation in the Incubation Programme and the provision of basic support as detailed in §2.1 of these Rules, amounts from January 2026 (inclusive) to:

a. PLN 550.00 (five hundred and fifty) net, plus VAT, for the standard package;

b. PLN 700.00 (seven hundred) net, plus VAT, for the premium package;

in the case of the implementation of the Project by one Beneficiary.

  1. The administration fee is payable by the tenth day of each month, in advance, except for the first payment, which is payable within 10 days of the conclusion of the Cooperation Agreement.
  2. When the Company enters into more than one civil law agreement for the implementation of the Beneficiary's Project, the standard monthly administration fee referred to in §2.3(1) is increased by an additional flat-rate monthly administration fee in the amount of:

a. PLN 150.00 (one hundred and fifty) net plus VAT for the second and each subsequent contract, where the Beneficiary is not a Foreigner, or is a Foreigner who has access to the labour market and does not require any legalisation procedure;

b. PLN 350.00 (three hundred and fifty) net plus VAT for the second and each subsequent contract, where the Beneficiary is a Foreigner who does not have access to the labour market or requires a legalisation procedure.

  1. An administration fee is charged for each calendar month during the term of the Cooperation Agreement, irrespective of the start and end date of participation in the Programme. If the Beneficiary is in arrears with the administrative fee for a period of at least three months, the Company has the right to terminate the Cooperation Agreement without notice, thereby preventing the Beneficiary from using the Incubation Programme.
  2. If payment is not made on time, the Company is owed the maximum statutory interest for late payment, and the Beneficiary is required to compensate the damage resulting from the late payment, in particular the costs incurred in recovering the amounts due.
  3. In the case of carrying out additional activities for the Beneficiary, the Company charges:

a. correction of a tax return due to failure to comply with the invoicing procedure: PLN 150.00 (one hundred and fifty) net plus VAT;

b. submission of an application for a PESEL number: PLN 150.00 (one hundred and fifty) net plus VAT.

  1. The Company is entitled to set additional administrative charges to be borne by the Beneficiaries, or to increase them, if the necessity arises due to a change in the law and they are necessary for the implementation of the Project.
  2. The Company informs the Beneficiary of the establishment of these fees by email.
  3. The Beneficiary authorises the Company to collect the administration fee and other fees under these Rules from their sub-account, if sufficient funds have accumulated there.
  4. The standard monthly administrative fee referred to in §2.3(1) may be reduced by PLN 50.00 (fifty) per month under the following conditions:

a. the Beneficiary informs the Company of their intention to take advantage of the reduction. Such a declaration remains valid until revoked, or until the Beneficiary no longer meets the conditions specified in this paragraph. The declaration may be submitted no more than once per calendar year;

b. the Beneficiary pays the standard administrative fee referred to in §2.3(1) in advance for the next three months, by the tenth day of the first month of the three-month period. In such a case the standard administrative fee is reduced by PLN 50.00 (fifty) per month, that is by a total of PLN 150.00 (one hundred and fifty) for three months;

c. if the Beneficiary fails to pay the standard administrative fee referred to in §2.3(1) in advance for the next three months by the tenth day of the first month of the three-month period, the Beneficiary loses the right to the reduction of PLN 50.00 (fifty) in that calendar year and is obliged to make payments in accordance with §2.3(1) and (2), starting from the month in which the missed advance payment deadline fell.

§2.4. How does the programme exchange information?
  1. Communication between the Parties, including the transmission of contracts, accounting documents, statements and information, takes place exclusively by means of:

a. the email addresses of the Parties, provided according to the procedures set out in §2 of the Cooperation Agreement;

b. the Beneficiary's telephone number, given in accordance with the procedures set out in §2 of the Cooperation Agreement, and the Company's telephone number, given in the email received from the Coordinator in accordance with §2(5) of the Cooperation Agreement;

c. the mailing addresses of the Parties as stated in §5(3) of the Cooperation Agreement.

  1. The receipt of data, information and documents through channels of communication other than those indicated in paragraph 1 is not considered as their transmission or delivery to the Company or the Beneficiary.
  2. The receipt of any information, document or enquiry from the channels of communication indicated in paragraph 1 is deemed to have been received from the Beneficiary or the Company. The Parties therefore undertake not to pass on access to those channels to unauthorised third parties.
  3. The amendment of the data referred to in paragraph 1 is made in accordance with the rules laid down in the Cooperation Agreement.
  4. The Beneficiary informs the Company immediately, and no later than within three days, of any change in the data included in the personal questionnaire.
  5. The Company has the right to provide information about the Project to the Beneficiary.
  6. The Beneficiary has the right to provide information about the Project to the Management Board, the Account Manager, and any person holding an authorisation from the Company.
  7. The Parties are obliged to protect the information and data of the other Party, subject to the will of the Parties and the provisions of generally applicable law.
§2.5. Disciplinary action
  1. Should the Beneficiary evade the fulfilment of their obligations under these Rules and the Cooperation Agreement, in particular if delays in the fulfilment of their obligations, or the lack of their fulfilment, make it necessary for the Company to take additional actions or incur additional costs, the representative of the Company has the right to apply measures to ensure that the Beneficiary undertakes their obligations as soon as possible.
  2. The Company's representative may, among other things, charge an additional fee if delays in the provision of financial documents by the Beneficiary have led to the need to correct tax returns or other declarations or documents, or charge another fee for additional activities carried out by the Company where the necessity resulted from the Beneficiary's negligence.
  3. If a fine is imposed on the Company as a result of the Beneficiary's actions, or the Company suffers other damage, the Beneficiary is obliged to pay it immediately, and to pay any other costs incurred by the Company as a result of and in connection with the Beneficiary's actions.
  4. In the event that the Beneficiary flagrantly or repeatedly (at least three times) violates these Rules, the Cooperation Agreement, other agreements or understandings concluded between the Company and the Beneficiary, or the provisions of the law concerning the implemented Project, in particular where the Company is exposed to damage or other negative consequences, the Company may impose on the Beneficiary a contractual penalty of PLN 10,000.00 (ten thousand) for each case.
  5. A claim for damages exceeding the amount of the contractual penalty is admissible.
§2.6. Procedure for reporting irregularities
  1. In the event of any reservations regarding the quality or manner of the implementation of the Incubation Programme, the performance by a representative of the Company or a third party of actions that could lead to an infringement of the law or cause damage to the Company or Beneficiaries, as well as in the event of any other irregularities noted, the Beneficiary has the right to report them to: office@fba.ink
  2. A response is provided to the Beneficiary within ten days.
  3. If irregularities are confirmed, the Company will take corrective and compensatory action.
  4. The Company will not draw any negative consequences against the Beneficiary for reporting irregularities.

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§3. What is the procedure for suspending support?

  1. The Beneficiary has the right to suspend support under the Incubation Programme for a period of three months in each calendar year.
  2. The Beneficiary may suspend support for three consecutive months, for two consecutive months, or for any single months of the year, but always for full calendar months.
  3. This period may not cover the month of December, nor the last month of the Beneficiary's use of the Incubation Programme.
  4. The request to suspend the Programme is submitted by the Beneficiary to the Key Account Manager or the Account Manager by email, by the last day of the previous month.
  5. During the period of suspension, the Beneficiary is not entitled to use the support services of the Incubation Programme, including invoicing.
  6. The administration fee during the suspension period is PLN 250.00 (two hundred and fifty) net per month.

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§4. How to terminate participation in the Incubation Programme

  1. The Cooperation Agreement may be:

a. terminated by either Party, on the terms and subject to the notice period specified therein;

b. terminated without notice in the cases specified in the Cooperation Agreement and these Rules;

c. terminated by agreement of the Parties, at a date and under conditions determined by the Parties.

  1. Termination of the Cooperation Agreement, including by notice, is made in writing and delivered to the Parties' correspondence addresses or email addresses set out in the Cooperation Agreement. The date of delivery is the date of receipt of the correspondence, or the expiry of fourteen days after it was first advised.
  2. On termination of the Cooperation Agreement, the Beneficiary loses the entitlement to use the Incubation Programme, including all forms of support, the Company's equipment, premises and other property, and their bank sub-account, and has no claim to any further use of support.
  3. Until the termination of the Cooperation Agreement, the Beneficiary pays all administrative and other fees arising from these Rules, and all liabilities incurred for the benefit of the Company in the implementation of the Project.
  4. If, after the termination of the Cooperation Agreement, it becomes apparent that there are liabilities or claims of third parties against the Company arising out of the Project carried out by the Beneficiary, the Beneficiary is obliged to settle or satisfy them immediately, and no later than within 3 days. If they have been satisfied by the Company, the Beneficiary reimburses the Company immediately, and no later than within 3 days.
  5. If the Beneficiary is in arrears with their obligations to the Company, the Company is entitled to set off against the Beneficiary's claims.

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§5. Are these Rules subject to change?

  1. These Rules may be changed. Beneficiaries will be informed of any change by receiving the new version of the Rules at the email address provided for contact in the Cooperation Agreement ("Delivery").
  2. The Company may supplement these Rules with Appendices if a specific sphere or type of the Company's activities requires separate regulation. Such Appendices form an integral part of these Rules and are introduced and amended in the manner set out in paragraph 1.
  3. The Beneficiary has the right to terminate the Cooperation Agreement within 10 (ten) days from the date of Delivery, with a notice period of 1 (one) month, effective at the end of the calendar month following the month in which the notice was given. Notice of termination must be given by written declaration sent to the Company's registered address.
  4. The amendments referred to in §5(1) and §5(2) become effective upon the ineffective expiry of the 10-day notice period specified in §5(3).

Management Board of the Company, 01.04.2026

Appendix: 1. Information on the processing of personal data

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