PUBLIC AGREEMENT (OFFER)
on commercial representation
Edition dated 14.07.2025
Limited Liability Company “GENOTROBUS”, EDRPOU code 44612896, represented by director Tetyana Leonidivna Brytanska, acting on the basis of the Charter, hereinafter referred to as the “Commercial Representative”, on one side, and
Any individual entrepreneur (3rd group of single tax), holding a higher education degree in Psychology, who has accepted (acceded to) this offer to conclude the Agreement and by their actions has expressed intention to join this Agreement, hereinafter referred to as the “Psychologist”, on the other side, hereinafter jointly referred to as the “Parties”, and each individually as a “Party”, pursuant to Articles 243, 633, 634, 641 of the Civil Code of Ukraine, have concluded this Public Agreement on Commercial Representation (hereinafter – the “Agreement”) as follows:
1. Terms and Definitions
1.1. Services – a set of informational and consultative psychological services provided for a fee by the Psychologist for the benefit of the Client on the Platform through the Commercial Representative, in the manner and on the terms defined by this Agreement and the Public Agreement on the provision of psychological services online, in the form of online psychological sessions, consultations, trainings, rehabilitations, and other types of psychological assistance.
The full list of Services that may be provided by the Psychologist is determined on the Platform.
The Services ARE NOT MEDICAL SERVICES and have exclusively informational and consultative character.
The cost of the Services may change unilaterally depending on market conditions at the time of provision.
1.2. Client – any natural person with full legal capacity who has accepted (acceded to) the offer to conclude the Public Agreement on the provision of psychological services online and by their actions expressed the intention to join that Public Agreement.
1.3. Commercial Representative (Organizer) – LLC “GENOTROBUS”, EDRPOU code 44612896, as the entity owning and managing the Platform, acting as the commercial representative of the Psychologist offering their Services to Clients on the Platform. The Commercial Representative, for a fee, provides the Psychologist with the opportunity to offer Services to Clients attracted by the Commercial Representative through the Platform, exclusively administers and organizes relationships between the Client and the Psychologist on the Platform, fills the Platform with information about the Psychologist, pricing, list of Services, ensures technical support of online Sessions, and provides the Platform for the Client and Psychologist to receive/provide Services.
The Commercial Representative acts solely as an intermediary between the Psychologist and the Client, enabling the Client to receive psychological Services from the Psychologist, and the Psychologist to provide such Services to the Client via the Platform. Under any circumstances, the Commercial Representative bears no responsibility towards the Client and/or Psychologist for the provision of Services by the Psychologist or any consequences thereof.
1.4. Psychologist – an individual entrepreneur (3rd group of single tax), holding a higher education degree in Psychology, who has accepted this offer and expressed intent to join this Agreement by their actions.
The Psychologist bears full responsibility towards the Client for the Services provided and/or consequences thereof.
The Psychologist independently assumes responsibility for accounting, tax reporting, and lawful conduct of their activity.
1.5. Platform – a software complex owned and managed by the Commercial Representative, which may include mobile applications on Android and iOS operating systems and websites. The primary purpose of the Platform is to provide Clients access to Services offered by Psychologists and Psychologists access to provide Services to Clients, organizing and enabling online psychological Services.
Services provided via the Platform are informational and consultative and do not require licensing under Ukrainian law.
1.6. Website – a web page on the Internet at https://steloapp.com/, which serves as the official source of information about the Platform’s Services.
1.7. Mobile Application – a computer program owned by the Commercial Representative, openly available for installation on any Client device based on Android and iOS, through which Psychologists provide online Services and/or which serves as an official information source for Clients about Psychologists and the Services they provide, including pricing.
1.8. Public Agreement on the provision of psychological services online – an agreement concluded with the assistance of the Commercial Representative between the Client and the Psychologist, as well as the Organizer (as the Psychologist’s commercial representative and Platform owner/operator), by joining and accepting its terms during registration on the Platform, regulating the terms and procedure for receiving/providing Services on the Platform.
An unlimited number of Clients and Psychologists may join and accept the terms of this Public Agreement.
Upon joining and acceptance, this Public Agreement becomes binding for the Client and Psychologist, conferring respective rights, obligations, and responsibilities.
1.9. Session – a timed online communication on the Platform, as defined by the Public Agreement and/or Platform terms, between the Client and Psychologist without third-party presence (including technical personnel), concerning issues troubling the Client, during which the Psychologist assists in formulating the Client’s request and helps resolve it through psychological dialogue using psychological methods and techniques.
2. General Provisions
2.1. This Agreement is an official offer (public offer) by LLC “GENOTROBUS” (EDRPOU 44612896) addressed to any individual entrepreneur (3rd group of single tax) holding a higher education degree in Psychology to conclude this Agreement and contains all essential terms of service provision, which pursuant to Articles 633, 634, 641 of the Civil Code of Ukraine are identical for all contractors (Psychologists).
2.2. This Agreement is concluded by the Psychologist’s full and unconditional consent (acceptance) without the need to sign a written copy by the Parties.
2.3. Acceptance of the terms is full, unconditional, and irrevocable consent by the Psychologist to the terms as stated in this public offer.
Acceptance also includes consent to all other agreements, rules, subsequent changes to the Agreement, and other documents published on the Platform that are integral to this Agreement and the Public Agreement on psychological services online.
2.4. Conclusion of this Agreement by the Psychologist (acceptance of this offer) occurs by:
2.4.1. Familiarizing with the terms and other agreements/rules regulating the Parties’ relations on the Platform.
2.4.2. Marking consent in a special field/window during registration/authorization on the Platform or performing other actions evidencing the desire to use the Platform and its capabilities.
2.4.3. Receiving payment by the Psychologist via the payment system defined by the Commercial Representative on the Platform.
2.5. Registration on the Platform and/or receiving payment via the payment system pursuant to part 2 of article 642 of the Civil Code of Ukraine is considered acceptance and evidences conclusion of this Agreement and all other integral documents.
2.6. The Psychologist may not assign or otherwise transfer their rights under this Agreement without prior written consent of the Commercial Representative.
2.7. The Commercial Representative may, at their discretion and without consent, assign or transfer their rights to third parties with notification to the Psychologist by email.
2.8. Amendments and additions to this Agreement and the Public Agreement are made unilaterally by the Commercial Representative by mandatory posting on the Platform and become effective upon publication.
2.9. A registered Psychologist is deemed to have concluded and accepted this Agreement and the Public Agreement and undertakes to comply fully with their terms.
2.10. Registration is impossible without joining and accepting this Agreement and the Public Agreement.
2.11. Psychologist must provide registration data including individual entrepreneur data, education documents, photo, specialization description, and qualification confirmation documents.
2.12. The Commercial Representative may block or refuse verification for violations or false information, which will not be considered breach of terms.
3. Subject of the Agreement
3.1. The Psychologist authorizes, and the Commercial Representative undertakes for a fee to perform legal and factual acts on behalf of and at the expense of the Psychologist aimed at attracting Clients for psychological Services via the Platform, facilitating conclusion of Public Agreements between Client and Psychologist, informing Clients about Services, administering and organizing relations between Client and Psychologist, filling the Platform with Psychologist’s information, pricing and service lists, providing access to the Platform, and ensuring technical support.
3.2. The Psychologist undertakes to provide Services to Clients attracted by the Commercial Representative via the Platform according to terms of the Public Agreement. The Psychologist directly provides the Services and independently defines methods and forms.
3.3. The Commercial Representative does not provide psychological Services and only organizes Service provision on the Platform.
The Commercial Representative does not participate in Service provision and bears no responsibility for quality or consequences.
4. Compensation and Payment Procedure
4.1. The Commercial Representative’s fee is 25% of the cost of each Service/Session provided by the Psychologist via the Platform.
4.2. Service cost is based on Client’s selection.
4.3. The cost of each Service is stated on the Platform and set by the Psychologist.
4.4. Service cost comprises Psychologist’s cost plus Organizer’s fee.
4.5. Clients prepay 100% via the Platform’s payment system as per Public Agreement terms.
4.6. Prepayments are held on a special payment system account and after Session completion are transferred (less fee) to Psychologist’s internal account.
5. Duties and Rights
5.1. The Commercial Representative shall:
- Promote Client attraction and agreement conclusion;
- Maintain Platform operation and update Psychologist and Service info;
- Ensure 24/7 Platform access;
- Facilitate payments;
- Inform Psychologist of Platform changes;
- Maintain confidentiality
- Provide technical and consultative support.
5.2. The Commercial Representative may:
- Amend documents unilaterally;
- Suspend Psychologist’s access for breaches;
- Update Platform excluding pricing info without consent;
- Receive compensation;
- Request necessary information from Psychologist.
5.3. The Psychologist shall:
- Timely and fully comply with Agreement and Public Agreement;
- Pay fees;
- Sign service acts if needed;
- Provide necessary information for execution.
5.4. The Psychologist may
- Choose service methods and techniques
- Use all Platform tools;
- Request info from Commercial Representative;
- Resolve organizational issues jointly
6. Restrictions
6.1. Psychologists must not use the Platform unlawfully or immorally.
6.2. Strictly prohibited are:
- Medical services, certificates, prescriptions, or medical advice
- Distribution of pornographic, violent, discriminatory content;
- Fraud, pyramid schemes, lotteries, gambling, misuse of personal data;
- Advertising without permission
- Unauthorized account access or data sharing
- Spam or unauthorized interference (DDoS, hacks, SQL injection).
6.3. Posting materials infringing intellectual property rights is prohibited.
6.4. Using or copying Platform design, code, or structure to create derivatives or competitors is prohibited.
6.5. Psychologists must not harm Platform’s or Commercial Representative’s reputation.
6.6. The Organizer may block or remove violating Psychologist accounts without notice or sanctions.
7. Intellectual Property
7.1. All intellectual property rights of Platform software, code, design, logos, content, databases, interface elements belong solely to the Commercial Representative or are lawfully licensed.
7.2. Registration does not grant IP rights except for usage within Agreement limits.
7.3. Reproduction, copying, distribution, translation, adaptation, public use without prior written consent is prohibited.
7.4. Decompilation, reverse engineering, code modification, or derivative product creation without consent is forbidden.
7.5. Voluntary feedback by Psychologists may be used by the Commercial Representative without obligation.
7.6. IP violations may be legally prosecuted.
8. Personal Data Processing and Confidentiality
8.1. By accepting this Agreement, the Psychologist irrevocably consents to data processing per Ukrainian law.
8.2. Data processing complies with Ukrainian law and international standards (GDPR if applicable).
8.3. Data is collected and processed for registration, technical functioning, communication, payment processing, analytics, and legal compliance.
8.4. Data is not shared without consent except as required by law.
8.5. Payment info is not stored on Platform servers, handled by certified payment systems.
8.6. Psychologist is responsible for client data confidentiality; Platform does not record sessions without consent.
8.7. All information exchanged is confidential.
9. Liability
9.1. Parties are liable for non- or improper performance as per law and Agreement.
9.2. The Commercial Representative is not a party to Client-Psychologist relations and is not liable for Psychologist breaches, service quality, consultation content, or consequences.
9.3. The Psychologist bears responsibility per this Agreement and Public Agreement.
9.4. Psychologist is responsible for truthful registration data.
10. Other Conditions
10.1. Amendments are posted unilaterally and become binding upon publication.
10.2. The Agreement is indefinite. Deletion of Psychologist account terminates Agreement and Public Agreement but does not waive prior liability.
10.3. Cases not covered are governed by Ukrainian law.
10.4. Invalidity of parts does not affect others.
10.5. Contact info:
Email: [email protected]
Support service, Odessa, Ukraine, Novoshchipny Ryad St., 15/17, office 1.
11. Commercial Representative Details
LLC “GENOTROBUS”
EDRPOU 44612896
Address: 65007, Odessa region, Odessa, Novoshchipny Ryad St., 15/17, office 1
IBAN UA393052990000026000024916377
at JSC CB “PrivatBank”
MFO 305299