Skip to main content

PUBLIC OFFER AGREEMENT

ON ENTERING INTO AN AGREEMENT AND PROVISION OF SERVICES

Version effective from July 11, 2024

Individual Entrepreneur (FOP) KOVALEVSKYI IEVGEN OLEKSANDROVYCH, Tax ID (TIN) 3042022331, Ukraine, 03194, city of Kyiv, 18v Zodchykh Street, apt. 19 (hereinafter referred to as the "Contractor"), registered and operating in accordance with the legislation of Ukraine, acting pursuant to Articles 633 and 641 of the Civil Code of Ukraine, and any individual or legal entity that has accepted this offer (hereinafter referred to as the "Customer") on the other hand, hereinafter collectively referred to as the "Parties", and individually as a "Party", have entered into this Agreement (hereinafter referred to as the "Agreement") as follows:

GENERAL PROVISIONS

1.1. The Agreement is a public agreement within the meaning of Article 633 of the Civil Code of Ukraine, and the person who accepts the proposal (public offer) to enter into the Agreement (effects acceptance) becomes the Customer in accordance with Article 642 of the Civil Code of Ukraine, Article 11 of the Law of Ukraine "On Electronic Commerce", and the terms of this Agreement.

1.2. The Agreement is an offer (public offer) to an indefinite circle of individuals and legal entities to conclude an Agreement with the Contractor by fully and unconditionally accepting the terms of this Agreement.

1.3. The terms of the Agreement are identical for all persons and organizations who have decided to accept the terms of this Agreement.

1.4. The Agreement is an adhesion contract within the meaning of Article 634 of the Civil Code of Ukraine, as its terms are defined by the Contractor and may be accepted by the Customer only by adhering to the proposed Agreement as a whole. In the event of disagreement by the Customer with all or individual provisions of this Agreement, the conclusion of the Agreement does not take place.

1.5. Adhesion to the Agreement is deemed to be the payment for the Contractor's services by cashless bank transfer on the basis of an invoice issued by the Contractor, or through payment to the current account, including with the use of an electronic payment instrument, or payment via a payment gateway, or an action on the website by clicking in the corresponding field (checkbox or button) on the service order page, or actual use of the services.

1.6. The Agreement is deemed concluded from the date the Contractor receives the payment for services made by the Customer under the terms established by this Agreement.

1.7. The performance by the Customer of the actions stipulated in clause 1.5 of this Agreement is deemed acceptance by the Customer of the offer to enter into the Agreement (effecting acceptance), and also confirms the fact of full and unconditional acceptance by the Customer of the terms of this Agreement without any reservations or caveats in accordance with Article 642 of the Civil Code of Ukraine. By accepting the Contractor's offer (public offer), the Customer agrees to all the terms of this Agreement and confirms that the content of the Agreement and the legal consequences of its conclusion are clear to them.

1.8. The Agreement is an electronic agreement within the meaning of Article 3 of the Law of Ukraine "On Electronic Commerce", is concluded using available information and telecommunication systems, and cannot be declared invalid due to being executed in electronic form.

1.9. This Agreement in paper form may be provided upon the Customer's request, and may also be printed out independently by the Customer from the Contractor's website: /en/privacy-policy.

1.10. The terms used in this Agreement shall have the following meanings:

1.10.1. Public offer – the Contractor's proposal to conclude an Agreement, published on the Contractor's website and set forth by the Contractor in the terms of this Agreement, addressed to an indefinite circle of individuals and legal entities;

1.10.2. Acceptance – full, unconditional, and unqualified acceptance by the Customer of the terms of the Agreement through payment for the Contractor's services or by another method agreed upon by the Parties;

1.10.3. Customer – an individual or legal entity receiving services from the Contractor under the terms provided for by the Agreement;

1.10.4. Contractor's Website – a collection of web pages accessible on the Internet under the domain name: ikovalevskyi.com;

1.10.5. Intermediary service providers in the information sphere – hosting providers, domain name registrars, software developers, telecommunications providers, payment infrastructure service operators, providers, and other entities that ensure the transmission and storage of information using information and telecommunication systems that is created, used, or distributed in accordance with the terms of the Agreement.

1.11. The Agreement is concluded on the basis of an offer to enter into it (public offer) by the Contractor and its acceptance by the Customer.

1.12. The Contractor's public offer is set forth in the terms of this Agreement.

1.13. Acceptance of the Public Offer is the performance by the Customer of the actions specified in clause 1.5 of the Agreement, resulting in the conclusion of this Agreement.

1.14. By entering into the Agreement, the Customer confirms:

1.14.1. full and comprehensive familiarization with the Public Offer set forth in the terms of this Agreement;

1.14.2. unconditional and unqualified acceptance by them of the Public Offer set forth in the terms of this Agreement;

1.14.3. complete understanding of the scope of their obligations under the Agreement and the legal consequences of its conclusion.

1.15. Confirmation of the conclusion of the Agreement is a receipt, sales slip, payment order, or another settlement or cash document (in electronic and/or paper form) certifying the fact of payment for the services that constitute the subject matter of the Agreement, in accordance with the requirements of Ukrainian legislation, unless otherwise agreed upon by the Parties.

SUBJECT MATTER OF THE AGREEMENT

2.1. Under the terms and in the manner provided for in this Agreement, the Contractor undertakes to provide, and the Customer undertakes to accept and pay for services in one or more of the following areas:

  • computer consultancy activities;
  • data processing, hosting and related activities;
  • computer programming activities;
  • web portals;
  • other information technology and computer service activities;
  • other education n.e.c.;
  • other publishing activities;
  • advertising agencies;
  • computer facilities management activities.

2.2. The subject matter of the Agreement consists of the services that the Customer selected from the list of services published on the Contractor's website.

2.3. The Contractor independently defines the list of services that can be provided to the Customer on the basis of this Agreement from the list of services presented on the Contractor's website or communicates it to the Customer personally.

COST, PROCEDURE, AND TIMELINES OF SERVICE PROVISION

3.1. To receive services under the Agreement, the Customer must pay an advance or full cost of the services (depending on the selected services and the conditions of their provision) on the Contractor's website or pay for the Contractor's services to the Contractor's current account.

3.2. The cost of services in currency equivalent may be indicated on the Contractor's website or in messages sent to you. The final cost in the currency of payment (UAH — for residents of Ukraine, USD/EUR — for residents of other states) is recorded in the invoice issued to you or in the invoice of the payment system. Please note that the cost of services includes only those services that are directly indicated on the service description page or agreed upon with the Customer personally.

3.3. The Customer is obligated to provide the Contractor with all requested information necessary to fulfill the subject matter of the Agreement.

3.4. If the Contractor requires additional information, they have the right to request it from the Customer. In the event of failure by the Customer to provide the necessary information, the Contractor shall not be held liable for possible deficiencies in consultations, the setup and management of advertising campaigns, or other matters arising in the process of fulfilling the terms of the Agreement.

3.5. From the moment payment is credited to the Contractor's current account, the process of concluding the Agreement begins, and the Parties undertake to ensure the fulfillment of the conditions stipulated by the Agreement for its conclusion.

3.6. The Customer is responsible for the accuracy of the provided information.

3.7. Payment for services constitutes consent to receive the paid services selected by the Customer on the Contractor's website.

3.8. The Contractor provides services in accordance with the legislation of Ukraine and the terms of this Agreement.

3.9. Consultations are provided via the Internet and by other methods determined by the Contractor in agreement with the client.

3.10. Services are provided according to the service description on the website, or in other formats and by other methods determined by the Contractor in agreement with the client.

3.11. Services are deemed rendered to the Customer from the moment of signing the certificate of completion (acceptance act), or from the moment of expiration of the time limit for signing the certificate of completion by either party, provided there are no written notices of identified defects or claims, or from the moment of full payment for the service, unless otherwise discussed/documented with the Customer.

3.12. The total value of services provided to the Customer under this Agreement equals the total amount of funds paid by the Customer.

3.13. The settlement date under this Agreement is deemed to be the date funds are credited to the Contractor's current account.

3.14. Within 3 (three) calendar days from the date of concluding this Agreement, the Customer shall provide the Contractor with full and accurate information, existing documents, and materials relevant to the subject matter of this Agreement specified in clause 1.1 of this Agreement.

3.15. The Customer may obtain any information about the Contractor's actions related to the subject matter of this Agreement.

4 RIGHTS AND OBLIGATIONS OF THE PARTIES

4.1. The Contractor has the right:

4.1.1. To receive payment for the Services in accordance with the terms of this Agreement;

4.1.2. Not to commence or to suspend the provision of Services in the event of non-payment or untimely payment by the Customer of payments under this Agreement in the amounts and manner specified in Section 3 (three) of this Agreement;

4.1.3. To indicate on the Contractor's websites in the Clients section the company name and commercial designation of the Customer, trademarks, and brand names owned by the Customer;

4.1.4. To use and publish information regarding the results of providing the Services under this Agreement in any reports, publications, professional and other editions, mass media, and on the Internet without specifying the official name of the Customer, their commercial and trade names, trademarks (service marks) owned by the Customer, and without specifying the URL address of the Customer's website upon the Customer's written request;

4.1.5. The Contractor has the right to unilaterally terminate the Agreement or simply discontinue the provision of the Service if the Customer has failed to provide within the agreed period complete, accurate, and proper information necessary for the high-quality and timely performance of obligations under this Agreement.

4.2. The Contractor is obligated:

4.2.1. To provide the Customer with the Services in a timely manner and in full scope in accordance with the terms of this Agreement.

4.3. The Customer has the right:

4.3.1. To exercise general oversight over the fulfillment of the terms of this Agreement without interfering in the Contractor's sphere of professional competence.

4.4. The Customer undertakes:

4.4.1. To pay for and accept the Services in a timely manner in accordance with the terms of this Agreement;

4.4.2. To provide the Contractor upon request with all complete and accurate information available to the Customer that is necessary for the Contractor to ensure high-quality and timely performance of obligations under this Agreement within 3 (three) calendar days from receipt of the Contractor's request.

SPECIAL CONDITIONS AND LIABILITY OF THE PARTIES.

5.1. The Parties agreed that in the event of any failure to perform or improper performance by the Customer of their obligations to pay for the Contractor's services under this Agreement, including late payment, the Contractor has the right not to commence performance of their obligations under this Agreement, to suspend their performance, or to unilaterally repudiate this Agreement.

5.1.1. The Contractor bears no liability for any deterioration that has arisen for the Customer during the period of failure to perform or improper performance by the Customer of their obligations to pay for the Contractor's services, and/or if access was granted to third parties.

5.2. The Customer is liable for the accuracy and correctness of information and materials and the observance of third-party rights therein (including those provided for by the intellectual property legislation of Ukraine), as well as neglect of Internet security rules, regarding data transferred by the Customer to the Contractor for the provision of Services under this Agreement.

5.3. The Contractor bears no liability for technical flaws and failures in search engines, for the inaccuracies and errors in the information and/or materials provided by the Customer, or for unlawful or bad-faith use by the Customer in such information and/or materials of a trademark (service mark), logo, or other intellectual property rights of third parties.

5.4. In the event of a breach of obligations under this Agreement, the Parties shall be held liable as provided for by this Agreement and the applicable legislation of Ukraine. A breach of an obligation is its non-performance or improper performance, i.e., performance in violation of the terms determined by the substance of the obligation.

5.5. For breach of the deadlines for fulfilling monetary obligations provided for in this Agreement, the Customer shall pay the Contractor a penalty in the amount of double the discount rate of the National Bank of Ukraine of the overdue payment amount for each day of delay.

5.6. Any claims of the Customer related to unsatisfactory provision of Services under this Agreement are accepted by the Contractor exclusively during the term of their provision in writing. In the event of claims regarding the provided Services, the Contractor's liability is strictly limited to remedying such claims.

5.7. In other cases of non-performance or improper performance of obligations under this Agreement, the defaulting Party shall bear liability in the manner provided for by the applicable legislation of Ukraine.

DISPUTE RESOLUTION PROCEDURE

6.1. All disputes arising out of this Agreement or related thereto shall be resolved through negotiations between the Parties.

6.2. If a dispute cannot be resolved through negotiations, it shall be resolved in court according to the established jurisdiction and venue for such dispute in accordance with the legislation in force in Ukraine.

TERM OF THE AGREEMENT AND OTHER CONDITIONS.

7.1. This Agreement is deemed concluded and enters into force from the moment of acceptance and remains in effect until the full performance of its terms by the parties. A Party wishing not to extend this Agreement must give written notice thereof to the other Party.

7.2. The Agreement shall be terminated early:

7.2.1. by mutual consent of the Parties;

7.2.2. by a court judgment that has entered into legal force;

7.2.3. on other grounds provided for by the applicable legislation of Ukraine and this Agreement.

7.3. The Contractor has the right to unilaterally amend the Agreement by publishing the amendments to the Agreement on the Contractor's website. Amendments to the Agreement enter into force from the date of their publication on the Contractor's website, unless another effective date is additionally specified upon their publication.

7.4. The Parties shall be exempt from liability for non-performance or improper performance of the terms of this Agreement in the event of force majeure circumstances for the duration of such circumstances. Force majeure circumstances are understood by the Parties to include: natural disasters (fires, floods, landslides, etc.), hostilities, criminal acts of third parties, epidemics, strikes, embargoes, boycotts, decisions and actions of public authorities.

7.5. A Party citing force majeure circumstances as the reason for improper performance of its obligations under this Agreement must notify the other party in writing or via email of the existence of force majeure circumstances and their impact on the performance of its obligations under this Agreement.

7.6. Assignment of the right of claim and transfer of debt under this Agreement by either Party to third parties is permitted solely subject to the written consent of the other Party.

7.7. The Contractor is a single tax payer of Group 3 at the rate of 5%.

7.8. The Parties undertake to keep secret any confidential information and commercial secrets that became known to them in connection with the fulfillment of the terms of the Agreement, not to disclose confidential information and commercial secrets of the other Party, and not to use such information for their own benefit or for the benefit of third parties.

7.9. All legal relationships arising out of this Agreement and not settled herein shall be governed in accordance with the applicable legislation of Ukraine.

PERSONAL DATA

8.1. Each Party gives consent to the collection and processing of their personal data (including collection, registration, accumulation, storage, adaptation, modification, renewal, use, and dissemination (distribution, realization, transfer), depersonalization, destruction of personal data, including with the use of information (automated) systems, as well as other activities that the Parties may perform regarding personal data in written (paper), electronic, and other forms), in particular, but not limited to, the following personal data: first name, last name, patronymic, date of birth, data of an identity document (number, series, date of issuance, issuing authority, etc.), registration number of the taxpayer's record card (tax ID/TIN), extract of data from the Unified State Register of Legal Entities and Individual Entrepreneurs, taxation system, information on education and qualifications, telephone number, email address, and other data voluntarily provided for the purpose of ensuring the implementation of contractual relations between the Parties, maintaining accounting and management records, conducting advertising campaigns and marketing research, transmitting electronic commercial communications via information and telecommunications means of connection (by email, mobile communications, via messengers, applications, social networks, etc.), communications and relations with state authorities and local self-government bodies, as well as for other purposes encompassing the legitimate interest of the Contractor.

8.2. The Parties undertake to ensure appropriate protection of personal data against unlawful processing and unauthorized access by third parties, including taking the necessary measures to prevent the disclosure of personal data of officials, employees, and authorized representatives of the Parties if such personal data was entrusted to a Party or became known to a Party in connection with obligations under the Agreement.

8.3. By concluding the Agreement, the Customer confirms that they have been notified (without requiring additional notice) of the rights of a personal data subject established by the Law of Ukraine "On Personal Data Protection", the purpose of personal data processing, the composition and content of the collected personal data, as well as the conditions for granting third parties access to personal data.

LEGAL ADDRESS, BANKING, AND OTHER DETAILS OF THE CONTRACTOR

Individual Entrepreneur (FOP) KOVALEVSKYI IEVGEN OLEKSANDROVYCH,

Tax ID (TIN) 3042022331

Ukraine, 03194, city of Kyiv

Single tax payer of Group 3 at 5%

e-mail hello@ikovalevskyi.com, tel. +38-(098)-680-80-90