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Terms and Conditions of Use

Revised on:  26.03.2019

 

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS BEFORE USING THE MOBILE APP

By registering with the Mobile App you confirm that:

1. You have read the Terms and Conditions of Use truly, carefully and thoroughly.

2. You fully understand the Terms and Conditions of Use and do not need extra clarification on any provision of these Terms and Conditions of Use.

3. The Terms and Conditions of Use as the whole and/or any provisions herein do not violate any of your rights and are not onerous.

4. You fully, unconditionally and irrevocably agree with the Terms and Conditions of Use and voluntarily declare that you are willing to use the Mobile App pursuant to the Terms and Conditions set forth herein.

5. The Terms and Conditions of Use supersede all prior agreements or arrangements between you and the Company.

6. You have clear understanding that Company may, at its own discretion:

(a) cancel or change these Terms and Conditions, in whole or in part, without prior notice, and/or

(b) disable your access to the Mobile App, in whole or in part.

7. The Company makes no warranties related to the use of the Mobile App, except as otherwise expressly provided in these Terms and Conditions set forth herein. Furthermore, the Company under any circumstances shall be bound liable, except as otherwise expressly provided herein.

§ 1. DEFINITIONS

1.1. “Terms and Conditions”: The Terms and Conditions of Use set forth herein, including all potential changes and amendments to this document that may unilaterally be made from time to time by the Company.

1.2. “Company”: AGROPORTEX Limited Liability Company, a legal entity registered under the Ukrainian Law, a Mobile App provider with the details as follows:

1.2.1. Address: Of. 203A, 56 Nauky Ave., 61072, Kharkiv, Ukraine

1.2.2. Tel.: (+38 044) 338-88-44

1.2.3. Fax: (+38 057) 766-55-42

1.2.4. Mob.: (+38 050) 403-88-44

1.2.5. General terms taxpayer

1.2.6. Director – Dmytro Tytarenko, acting under the Company Charter

1.2.7. D-U-N-S Number: 498490829.

1.3. “Services”: all services described in the Terms and Conditions of Use and provided under the Terms and Conditions specified below.

1.4. “Mobile App”: the outcome of our intellectual and creative activity; Agroportex.Bio software, owned exclusively by the Company; B2B organic marketplace, which guarantees direct access to verified organic operators worldwide.

1.5. “Seller”: an individual or entity holding one or more Certificates and duly registered with the Mobile App as Producer (Status of the company).

1.6. “Buyer”: an individual or entity duly registered with the Mobile App as Buyer (Status of the company).

1.7. “User”: an individual or entity duly registered with the Mobile App as Seller or Buyer.

1.8. “Site”: Company owned website Agroportex.Bio.

1.9. “Certificate”: Organic operator certificate issued by internationally recognized certification bodies (organic production and circulation of organic products).

 

§ 2. GENERAL PROVISIONS

2.1. These Terms and Conditions govern the use of the Mobile App.

2.2. The Company owns exclusive intellectual property right for the Mobile App and any of its part. No provision of these Terms and Conditions shall be construed as such that contradicts, nullifies or cancels this provision.

2.3. Under the Terms and Conditions, the Company Grants Users a personal, limited, non-exclusive, revocable and non-transferable license to access and use the Mobile App from User’s personal device for the purposes set forth herein only.

2.4. The Terms and Conditions are established by the Company. Only the Company can make changes to these Terms and Conditions. Any other person (except the Company), in any manner, cannot change these Terms and Conditions. The Company at any time can publish the changes on the Site. The changes take effect on the following working day after being published. Users agreement for implementing such changes is not required.

2.5. The Terms and Conditions apply to all Users.

2.6. These Terms and Conditions apply in their entirety. No User or other person are permitted to make reservations as to the:

2.6.1. Partial application of these Terms and Conditions, or

2.6.2. Application of the selected part of the Terms and Conditions under specific conditions. Any verbal, written or emailed statements on above mentioned matters shall not be considered as legally effective, even if the Company does not respond to such statements or does not send personal notification to the person about absence of legal binding of such statements.

2.7. To make the Terms and Conditions legally binding, the Users are not required to send any written confirmation or to sign a written agreement with the Company. The only sufficient proof that a person has carefully read, clearly understood and will be fully abide by these Terms and Conditions is to gain access to the Mobile App by filling out the User Application Form attached to these Terms and Conditions and submitting it.

2.8. Users are not permitted: 

2.8.1. To resell any information obtained from the Mobile App, to transfer the right for using such information and/or to use it in any other businesses competing with the Mobile App.

2.8.2. To create external links to the information from the Mobile App.

2.8.3. To copy, download and/or reproduce any part of the Mobile App software.

2.8.4. To delete any references to copyright, trademark or other indications of the right holder.

2.8.5. To reproduce, modify, create derivative works from the Mobile App.

2.8.6. . To lease, sell, resell, transfer, disclose, send or use Mobile App software or its part in any other way. 

2.8.7. To decompile, redesign or disassemble the Mobile App.

2.8.8. To run any programs or scenarios for the purpose of clearing, indexing, reviewing or in any other way collecting data from any part of the Mobile App, or illegally complicating, disabling and/or limiting functionality of any part of the Mobile App.

2.8.9. To disrupt, by any other actions or inactivity, performance of the Mobile App or its associated systems or networks.

2.9. According to the Law of Ukraine, the legal status of the Terms and Conditions is contract of adhesion (Civil Code of Ukraine, Part 1, Section 634). The other party adheres to this contract by obtaining access to the Mobile App pursuant to the established procedures.

 

§ 3. DESCRIPTION OF THE MOBILE APP AND GENERAL TERMS AND CONDITIONS OF USE

3.1. The Company uses the Mobile App to provide regularly updated and any time accessible single database that allows:

3.1.1. The Seller to provide products information, offer products for sale and reservation.

3.1.2. The Buyer to obtain products information from different Sellers, choose and reserve the products.

3.2. The Mobile App does not advertise Sellers products. The purpose of the Mobile App is not to create Buyer’s desire to buy any of the Seller’s product, but to create a comfortable marketplace (tool) to exchange information. However, Sellers, using their own qualified specialists and resources, may publish up-to-date and full information on their products.

3.3. The Company does not guarantee to the Seller either the conclusion of a supply contract, or the quantity and amount of supplied products.

3.4. The Mobile App does not provide any preferential advantages to any Seller. It guarantees equal opportunities for all Sellers. The effectiveness of using the Mobile App depends, first and foremost, on Sellers own specialists.

3.5. Users are not permitted to transfer their Profiles and delegate their rights of using the Mobile App to the third parties, or to allow the third parties to use their Profiles.

 

§ 4. TERMS AND CONDITIONS OF USE FOR SELLERS

4.1. The Seller starts using the Mobile App upon registering as Seller (Status of the company).

4.2. During registration process the Seller has the right and obligations to submit the following information to the Mobile App database:

4.2.1. Company information: name of the company, registration number, taxpayer identification number, Certificate information, (including Certificate number, date of issue, certification body, validity period, certified products list. The Seller is required to have not less than one Certificate), location (same as in the Certificate) and form of business ownership.

4.2.2. Information of the authorized representative (Responsible Person to Use the Mobile App) of the company: full name, phone number, email. 

PLEASE NOTE. All further communications shall be provided EXCLUSIVELY via Mobile Phone Number and E-mail registered as User Contact Information. Any information received from other mobile numbers and Emails will be ignored.

4.3. Mobile App User status: Producer.

4.4. List of Seller’s certificates, including certificate number, date of issue, validity period and expiration date.

4.5. List of certified products that will be offered for sale.

4.6. The following scanned documents shall be submitted along with the application for registration:

4.6.1. Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations, issued not later than 3 working days before submitting the application for registration.

4.6.2. Power of Attorney or any other document that authorizes appointed person to act on behalf of the company (only if authorized representatives are not the same as persons specified in the Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations)

4.6.3. Seller’s certificates

4.7. The Seller shall publish only correct and full information and be legally liable for the consequences of breaching this obligation.

4.8. The Seller shall not deliver information in such way that can mislead other persons.

4.9. The Seller can only change information posted by him/her to the Server. After receiving notification about changes or possible changes of company and product information, The Seller shall promptly initiate and take all necessary actions to change the information published to the Mobile App.

4.10. The Seller understands and takes into the account that:

4.10.1. The Company can check all information provided by the Seller by using open and public data sources.

4.10.2. The Company is not responsible for the proper fulfilment of obligations undertaken by the Seller with the use of the Mobile App. 

4.10.3. The Company is not responsible for and does not guarantee payments for the goods sold or reserved with the use of Mobile App.

4.10.4. The Seller will receive PUSH notifications from Buyers and PUSH notifications whenever he/she posts a new advertisement for potential buyers. All notifications will be sent to the phone number specified in the application for registration. These messages are subject to the Company’s internal policies and shall not be agreed with the Seller.

4.11. Upon receipt of a properly submitted Seller’s application and documents attached thereto, the Company:

4.11.1. Checks all information provided by the Seller with the use of open and public data sources. The information about certificate validity period and certified products is verified by thorough examination of the scanned copes of such certificates, and the validity period and expiration date of the certificate are checked with relevant certification body database.

4.11.2. Creates Seller’s profile on the Mobile App and assigns a unique ID code to the Seller, provided that information submitted by the Seller was confirmed.

4.11.3. Sends a message about creating a profile and its readiness for use to the Seller’s email or mobile phone specified in the application. 

4.12. The Seller must log in to the Mobile App within 10 calendar days from the mobile phone number specified in the application for registration.

4.13. The Company will send a unique verification and authorization code to the specified mobile number. After entering this code, the Seller can access the Mobile App by using his own profile.

4.14. The Seller is not permitted:

4.14.1. To post advertisements for non-existing products, even if this product is included into Certificate (except of advertisements for further crops yield reservations)

4.14.2. To maintain active status of the advertisement when the goods are completely sold out or the ownership of the goods is terminated.

4.14.3. Not to respond to Buyers requests for more than 5 working days.

4.14.4. Not to notify the Company about termination of the Certificate.

 

§ 5. Terms and Conditions of Use FOR BUYERS

5.1. The Buyer starts using the Mobile App upon registering as Buyer.

5.2. During registration process the Buyer has the right and obligations to submit the following information to the Mobile App data bank:

5.2.1. Company information: name of the company, registration number, taxpayer identification number, location, form of business ownership.

5.2.2. Company’s authorized representative’s information: full name, phone number, email.

NOTE. All future correspondence and exchange of information shall be provided EXCLUSIVE by Phones and Emails registered as Buyer’s contact information.

5.3. Mobile App member status: Buyer.

5.4. List of products the Buyer is interested in buying. IMPORTANT: 1. The Buyer shall select products from the products list published on the Mobile App only. 2. When the Seller posts an offer related to the products selected by the Buyer, the Buyer receives PUSH notifications.

5.5. . List of Buyer’s certificates (if any), including certificate number, date of issue, validity period and expiration date.

5.6. The following scanned documents shall be submitted along with the application for registration:

5.6.1. Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations, issued not later than 3 working days before submitting the application for registration. Foreign Buyers shall submit a scanned copy of an extract from the trade register or another document confirming the legal entity status.

5.6.2. Power of Attorney or any other document that authorizes appointed person to act on behalf of the company (only if authorized representatives are not the same as persons specified in the Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations).

5.6.3. Buyer’s Certificates (if any).

5.7. The Buyer shall publish only correct and full information and be legally liable for the consequences of breaching this obligation.

5.8. The Buyer shall not deliver information in such way that can mislead other persons.

5.9. The Buyer can only change information posted by him/her to the Server. After receiving notification about changes or possible changes of company and products information, The Buyer shall promptly initiate and take all necessary actions to change the information published to the Mobile App.

5.10. The Buyer understands and takes into the account that:

5.10.1. The Company will check all information provided by the Buyer by using open and public data sources.

5.10.2. The Company is not responsible for the proper fulfilment of obligations undertaken by the Buyer with the use of the Mobile App.

5.10.3. The Company is not responsible for and does not guarantee payments for the goods sold or reserved with the use of Mobile App.

5.10.4. The Buyer will receive PUSH notifications from Sellers and PUSH notifications whenever he/she posts a new advertisement for potential sellers. All notifications will be sent to the phone number and email specified in the application for registration. These messages are subject to the Company’s internal policies and shall not be agreed with the Seller.

5.11. Upon receipt of a properly submitted Seller’s application and documents attached thereto, the Company:

5.11.1. Checks all information provided by the Buyer by using open and public data sources.

5.11.2. Creates Buyer’s profile on the Mobile App and assigns a unique ID code to the Buyer, provided that information submitted by the Buyer was confirmed.

5.11.3. Sends a message about creating a profile and its readiness for use to the Buyer’s email and/or mobile phone specified in the application. 

5.12. The Buyer must log in to the Mobile App within 10 calendar days from the mobile phone number specified in the application for registration.

5.13. The Company will send a unique verification and authorization code to the specified mobile number. After entering this code, the Buyer can access the Mobile App by using his own profile.

5.14. The Buyer is not permitted:

5.14.1. To post purchase advertisements if the Buyer has no ability pay for the goods.

5.14.2. To maintain active status of the advertisement when the goods are already purchased or there is no possibility to buy them.

 

§ 6. ADVERTISING PROCEDURE 

6.1. The Seller can post advertisements of certified products ONLY, provided that:

6.1.1. The relevant Certificate is posted to the Seller’s profile;

6.1.2. The relevant Certificate expires in more than 60 calendar days

NOTE.

1. It is not allowed to post and use in the profile product images that contain text information about products, services and/or contact details. 

2. All advertisements that do not meet the above requirement will not be posted on the Mobile App.

6.2. To post an advertisement the Seller has to complete an advertisement form in the Profile first. 

The fields “unit price”, “product quantity” and “delivery terms” are mandatory.

6.3. Upon processing the completed form:

(a) The advertisement is posted to the relevant section of the product catalogue. In this case, information about the Seller is not published.

(b) Those Buyers who indicated in their profiles their interest in buying this type of product will receive a notification.

6.4. By submitting the advertisement, the Seller hereby declares and confirms that:

6.4.1. Information given in the advertisement is valid on the day of its submission. 

6.4.2. The Seller has ability to properly undertake and successfully fulfil all obligations relating to the sale of goods in accordance with Terms and Conditions published on the Mobile App and these Terms and Conditions.

6.4.3. The Seller undertakes to respond to Buyer requests.

6.4.4. The Seller undertakes to notify the Company about the conclusion of a contract.

6.4.5. After fulfilling obligations under 6.4.4., the Seller agrees to fill in Buyer feedback form.

6.5. The Buyer can submit advertisements for the selected products he is interested to buy ONLY.

NOTE. All advertisements that do not meet the requirements will be removed from the Mobile App.

6.6. To post an advertisement the Buyer has to complete an advertisement form in the Profile first. 

The fields “unit price”, “product quantity” and “delivery terms” are mandatory.

6.7. Upon processing the completed form:

(a) The advertisement is posted to the relevant section of the product catalogue. In this case, the Buyer information is not published.

(b) Those Sellers who indicated in their profiles their interest in selling this type of product will receive a notification.

6.8. By submitting the advertisement, the Buyer hereby declares and confirms that:

6.8.1. Information given in the advertisement is valid on the day of its submission. 

6.8.2. The Buyer has ability to properly undertake and successfully fulfil all obligations relating to the purchase of goods in accordance with Terms and Conditions published on the Mobile App and these Terms and Conditions.

6.8.3. The Buyer undertakes to respond to Seller offers.

6.8.4. The Buyer undertakes to notify the Company about the conclusion of a contract.

6.8.5. After fulfilling obligations under 6.4.4., the Buyer agrees to fill in Seller feedback form.

 

§ 7. SUBMISSION AND RESPONSE TO ADVERTISEMENT. NEGOTIATIONS AND CONCLUSION OF AGREEMENT

7.1. If the Buyer initiates the conclusion of sales contract, in this case:

7.1.1. The Buyer who wants to buy any goods advertised on the Mobile App shall click on the “Buy” button in the relevant advertisement. When the button is clicked, the order details window pops up. This window contains information about the type of product, quantity and price.

Note. The Buyer has the right to offer to buy all or part of the goods mentioned in purchase advertisement. Note. The Buyer can indicate in the table the price offered by the Seller or another price at his own discretion.

7.1.2. After completing the information according to 7.1.1., the Buyer clicks “Confirm”.

Note. By clicking Confirm, the Buyer declares and confirms that:

(a) The Buyer is truly willing to purchase the goods in the quantity, quality and at the location specified in the advertisement.

(b) The Buyer has the financial ability and organizational capability to purchase the goods at the price, in the quantity and on the terms specified in the offer.

(c) In case of accepting the offer, the Buyer agrees to disclose his contact details to the Seller and receive Seller’s contact details to communicate directly.

(d) The Buyer undertakes to negotiate with the Seller and take all possible reasonable actions to conduct and execute a sales contract.

7.1.3. After receiving a purchase offer relating to the advertised goods, the Seller shall take one of the following steps:

(A) In case of accepting the purchase offer, to click on the “Sell” button to receive another message from the Mobile App confirming this action.

Note. By clicking Sell, the Seller declares and confirms that:

– The Seller has available goods in the quantity, quality and at the location specified in the advertisement.

– The Seller agrees to sell the goods to the Buyer in the quantity, at the price and on the terms specified in Buyer’s purchase offer.

– The Seller agrees to disclose his contact details to the Buyer who sent him/her the purchase offer and receive Buyer’s contact details to communicate directly.

– The Seller undertakes to negotiate with the Buyer and take all possible reasonable actions to conduct and execute a sales contract.

In this case, the Mobile App discloses Buyer’s information to the Seller and Seller’s information to the Buyer. Further contract negotiations are conducted by the Seller and Buyer directly, without involving the Mobile App.

(B) In case of declining the purchase offer, to click on the “Decline” button to receive another message from the Mobile App confirming this action.

Note.

1. If Buyer’s offer differs from the sales terms specified in the advertisement, the Seller can decline such offer without any consequences.

2. If the Seller cancels (a) Buyer’s offer conforming to the sales terms specified in the advertisement, or (b) confirmed and agreed contract, it may result in Seller’s ranking drop or sanctions applied against the Seller as set forth herein.

Note. In case of declined purchase offer, the Buyer is not allowed to send the same offer or another offer with the price and quantity changed less than by 3% earlier than 3 working days after sending the first offer. Breach of this clause will result in Buyer’s ranking drop or sanctions applied against the Buyer as set forth herein.

7.2. If the Seller initiates the conclusion of sales contract, in this case:

7.2.1. The Seller who wants to sell goods to any Buyer whose advertisement is posted on the Mobile App shall click on the “Sell” button in the relevant advertisement. When the button is clicked, the order details window pops up. This window contains information about the type of product, quantity and price.

Note. The Buyer has the right to offer to sell all or part of the goods mentioned in purchase advertisement. 

Note. The Seller can indicate in the table the price offered by the Buyer or another price at his own discretion.

Note. The Seller cannot offer the Buyer another type of product.

7.2.2. After completing the information according to 7.2.1., the Seller clicks “Send”.

Note. By clicking Send, the Seller declares and confirms that:

– The Seller has available goods in the quantity, quality and at the location specified in the advertisement.

– The Seller agrees to sell the goods to the Buyer in the quantity, at the price and on the terms specified in Buyer’s purchase offer.

– The Seller agrees to disclose his contact details to the Buyer who sent him the purchase offer and receive Buyer’s contact details to communicate directly.

– The Seller undertakes to negotiate with the Buyer and take all possible reasonable actions to conduct and execute a sales contract.

7.2.3. After receiving a sales offer relating to the advertised goods, the Buyer shall take one of the following steps:

(A) In case of accepting the sales offer, to click on the “Buy” button to receive another message from the Mobile App confirming this action.

Note. By clicking Buy, the Buyer declares and confirms that:

– (a) The Buyer is truly willing to purchase the goods in the quantity, quality and at the location specified in the advertisement.

(b) The Buyer has the financial ability and organizational capability to purchase the goods at the price, in the quantity and on the terms specified in the received offer.

(c) In case of accepting the offer, the Buyer agrees to disclose his contact details to the Seller and receive Seller’s contact details to communicate directly.

(d) The Buyer undertakes to negotiate with the Seller and take all possible reasonable actions to conduct and execute sales and purchase agreement.

In this case, the Mobile App discloses Seller’s information to the Buyer and Buyer’s information to the Seller. Further contract negotiations are conducted by Seller and Buyer directly, outside the Mobile App.

(B) In case of declining the sales offer, to click on the “Don’t Agree” or “Decline” button to receive another message from the Mobile App confirming this action.

Note.

1. If Seller’s offer differs from the purchase terms specified in the advertisement, the Buyer can decline such offer without any consequences.

2. If the Buyer cancels (a) Seller’s offer conforming to the purchase terms specified in the advertisement, or (B) confirmed and agreed contract, it may result in Buyer’s ranking drop or sanctions applied against the Buyer as set forth herein.

Note. In case of declined sales offer, the Seller is not allowed to send the same offer or another offer with the price and quantity changed less than by 3% earlier than 3 working days after sending the first offer. Breach of this clause will result in Seller’s ranking drop or sanctions applied against the Seller as set forth herein.

 

§ 8. RANKING

8.1. The Mobile App provides ranking system for Sellers and Buyers. The company, at its own discretion, can from time to time change the ranking system, rules of its establishment, ranking factors, levels and other important ranking criteria.

8.2. The ranking will be based on the following factors: number of sales/purchase transactions, number of negotiations, number of posted advertisements, number of available certificates, as well as Sellers and Buyers feedback and complaints.

8.3. . If someone posts a feedback or complaint to the Mobile App, this does not signify that the Company agrees with its content. The company have no obligation to verify objectivity of such feedback and complaint, unless a person who is the subject of such feedback or complaint, requests such actions and requires mediation.

8.4. The ranking system does not guarantee the conclusion of a contract, proper execution of a contract and/or products quality.

8.5. The Company reserves the right to use ranking data at its own discretion (for instance, for internal market analysis, for marketing or advertising purposes, etc.). The Company can publish ranking data on its website, in social media, newsletters, special promotions, applications or any other product owned or managed by the Company.

8.6. The Seller or the Buyer who is the subject of negative feedback of complaint, has the right to:

8.6.1. Be personally notified about this matter by registered phone and/or email within reasonable period of time.

8.6.2. Submit a statement of disagreement to the Company and require mediation.

8.6.3. If during mediation process the parties reached a decision to withdraw such negative feedback or complaint, in this case the Seller or the Buyer can request to remove such feedback or complaint from ranking system.

8.7. The mediation procedure shall be established and approved by the Company. The Company will post a link to this procedure on the Site. 

 

§ 9. MOBILE APP FEE

9.1. The Company charges a fee to use the Mobile App. The Company may change the fee from time to time at its own discretion, without prior or subsequent consent from Sellers and Buyers.

9.2. Sellers and Buyers will receive notifications about the fees and fee changes from the Mobile App. Information of the fees and fee changes will be also published on the Site.

9.3. The fee is based on a reporting period. The reporting period is considered to be one calendar month.

9.4. The Company charges the fee for the right to use the Mobile App but not for the fact of using it. Thus:

9.4.1. The amount charged does not depend on the actual amount of time of using the Mobile App during the reporting period.

9.4.2. If during the reporting period a person did not use the Mobile App or used it occasionally or for a short period of time, in this case the fee is neither fully not partially refunded.

9.5. The fee to use the Mobile App is paid in non-cash form. The Payer will receive an electronic message with company bank account information by phone or email. 

9.6. The Company reserves the right at any time and at its own discretion to determine, remove and/or change the fee to use the Mobile App. The Company from time to time may offer a fee discount or special deal to a particular Buyer. Furthermore, Users who did not receive a special offer or discount agree that it will not impact their use of the Mobile App and their fee payments.

 

§ 10. PRIVACY

The Company cares about preserving your personal data. For more information please refer to Privacy and cookies clause.

 

§ 11. COMMERCIAL ADVERTISEMENTS AND PROMOTIONAL CODES

11.1. The Company reserves the right:

11.1.1. To post commercial advertisements and promotional materials on the Mobile App.

11.1.2. To send commercial advertisements and commercial offers to the Users.

11.2. The Users confirm their agreement to receive promotional content on their email addresses and mobile phones specified in the application for registration.

11.3. The Company from time to time issues promotional codes offering discounts associated with the Mobile App and/or services of other persons. Such promotional codes are subject to additional Terms and Conditions set up by the Company at its own discretion. Each User agrees that:

A) Promotional codes shall be used in a lawful way and for a proper purpose. 

B) Users cannot duplicate, sell, transfer, publish or post promotional codes without prior consent of the Company.

C) The Company has the right at any time and for any reason to declare promotional codes invalid, without any additional obligations to the Company.

D) Promotional codes cannot be exchanged for cash.

E) The Company shall not be bound by any obligations in case the promotional code is not used before its expiration date.

 

§ 12. LIMITATION OF LIABILITY

12.1. The Company is not liable for:

12.1.1. Access to the data communication network required for using the Mobile App, as well as for the quality of the network connection.

12.1.2. Any obligations to Internet providers and/or other parties charging fees for access to the data communication network. Users shall, at their own cost and expense, pay such fees.

12.1.3. Functional quality of devices and software required to use the Mobile App. Users are responsible for purchasing and upgrading the compatible hardware or devices required to access the Mobile App. The Company does not guarantee compatibility of the Mobile App or any of its part with particular hardware or device.

12.1.4. Completeness and truthfulness of information posted by Users in case the Company carries out the following procedures:

(a) Information about User’s business entity status, its registration number and location is verified by reviewing a scanned copy of an Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations (for legal entities established and acting pursuant to the law of Ukraine) or scanned copy of an extract from the trade register or another relevant registers (for foreign legal entities);

(b) Information about User’s authorized representatives is verified by reviewing a scanned copy of an Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Organizations (for legal entities established and acting pursuant to the law of Ukraine) or scanned copy of power of attorney (if authorized person is not listed in the register).

(c) Information about available Certificates and their validity is verified by thorough examination of scanned copies of such certificates, and by checking Certificate validity and expiration date in the database of relevant certification body.

Users declare and confirm that:

(a) Users fully understand the above-mentioned scope and tools of verification procedures used by the Company;

(b) Users believe that the above-mentioned scope and tools of verification procedures are sufficient enough to verify information posted by Users. In case of carrying out such verification procedures, the Company cannot be held liable for falseness and incompleteness of information posted on the Mobile App;

(с) No provision of these Terms and Conditions may be construed as such that relieves Users from their obligation to check information and reliability of the other party before concluding a contract, to the extent required by applicable national law, internal standards or reasonable business practice.

12.1.5. Users fulfilment of obligation to conclude a contract, provided it complied with the procedure set out herein.

12.1.6. Proper, complete and timely execution of sales contract signed by other party.

12.1.7. Product quality, product compliance to the requirements of the party (such as, internal standards of the Buyer) or standards, or other regulatory requirements of national laws.

12.1.8. Users’ financial ability to pay for goods, losses and damages, fines, commissions and other expenses under sales contract.

12.1.9. For any direct or indirect harm that may be caused to or by Users, for any direct, indirect, incidental, exemplary, unforeseeable, actual or consequential damages, including lost profits, lost data, bodily injuries or material damages, associated with or caused by the use of the Mobile App.

12.2. Maximum loss limitations. Note. Users agree and consider it reasonable that under no circumstances the full Company responsibility to each User for breach of obligations cannot exceed 50,000 (fifty thousand) hryvnias, including all losses and damages, expenses and other reasons to claims.

 

§ 13. APPLICABLE LAW AND ARBITRATION

13.1. Unless otherwise stated herein, these Terms and Conditions are governed by and construed in accordance with the laws of Ukraine.

13.2. Any disputes, controversy or claims arising out of or in connection with the use of the Mobile App, including those relating to validity, construction or enforceability (“Disputes”), shall, at first instance, be referred to a mediator for resolution.

13.3. If the matter is not resolved within sixty (60) days after applying for mediation, the Dispute shall be finally and exclusively settled by arbitration pursuant to the proceedings specified in additional documents of the Company.

13.4. If any provision of the Terms and Conditions is determined to be invalid, illegal or, in whole or in part, unenforceable, it shall not affect the validity and enforceability of other provisions herein, and such provision, or portion thereof, shall be deemed severed from these Terms and Conditions of Use to the extent of its invalidity, illegality and unenforceability.

In this case, the parties shall modify invalid, illegal or unenforceable provision (or portion thereof) so that it is legal, valid and enforceable.

 

§ 14. CLAIMS OF COPYRIGHT INFRINGEMENT

14.1. If you believe that Company’s copyrighted content is used in a manner that constitutes copyright infringement, please send a notice to the Company ‘s email provided on the Site.