Public Offer Agreement for the Provision of Paid Internet Marketing Services

Date of publication, including amendments and additions: November 2, 2022

Ukraine, Kyiv

This agreement, in which one party is Maxim Olegovich Myroshnyk, a sole proprietor (hereinafter referred to as the “Contractor”), who is not a VAT payer, on the one hand, and any person who has accepted this offer (hereinafter referred to as the Customer), on the other hand, hereinafter collectively referred to as the Parties, have entered into this agreement (hereinafter referred to as the Agreement), addressed to an unlimited number of persons, which constitutes the Contractor’s official public offer to enter into an agreement with the Clients for the provision of internet marketing services, a description of which is posted in the relevant section of the site4.biz website, and hereby agree to the terms of this Agreement as follows:

1. GENERAL PROVISIONS

1.1. The contractual relationship between the Contractor and the Customer is formalized in the form of a Public Offer Agreement. Clicking the buttons intended for placing an order on the service ordering pages of the website means that the Customer, regardless of status (individual, legal entity, individual entrepreneur), in accordance with current Ukrainian legislation, has accepted the terms of the Public Offer Agreement set forth below.

1.2. This Public Offer Agreement is public; that is, in accordance with Articles 633 and 641 of the Civil Code of Ukraine, its terms are the same for all Customers regardless of their status (individual, legal entity, or individual entrepreneur). By fully agreeing to this Agreement, the Customer accepts the terms and conditions, the procedure for placing an Order and making payment, the provision of services by the Contractor, and liability for placing an Order in bad faith and for failure to comply with the terms of this Agreement.

2. TERMS AND DEFINITIONS

“Public Offer Agreement”—a public agreement, a sample of which is posted on the Website https://site4.biz and the application of which is binding on all third parties, containing the Contractor’s offer to provide Services, a description of which is available on the Contractor’s Website, directed at an indefinite group of persons, including Customers.

“Acceptance” means the Customer’s acceptance of the Contractor’s offer to purchase the Services, a description of which is available on the Contractor’s website at https://site4.biz, by placing an order or purchasing the service.

“Offer” refers to the document titled “Public Offer Agreement for the Provision of Paid Internet Marketing Services,” which is available online at https://site4.biz

“Service” – consulting services and the publication of information upon request, as well as the setup and maintenance of the Client’s online projects, details of which are available on the website https://site4.biz. Services may be provided either in person at the Customer’s address or via telecommunications and electronic means of communication (including via the Internet).

“Customer” means any legally capable individual, legal entity, or individual entrepreneur under applicable Ukrainian law who has visited the website https://site4.biz and intends to purchase a particular Service.

“Contractor” – Individual Entrepreneur Maksym Olegovych Myroshnyk, represented by the manager or official representatives (permanent employees or specialists engaged for specific tasks) of the entrepreneur who is the owner or distributor of the Services in accordance with current Ukrainian legislation via the Website https://site4.biz and intends to provide/sell them.

“Agreement” means the agreement between the Customer and the Contractor for the provision of Services, which is entered into through the acceptance of the Offer.

“Order” means the Customer’s personal information, duly completed and submitted on the Contractor’s Website for the purchase of Services, which is addressed to the Contractor and used by the payment system to generate or create an individual invoice for payment.

“Legislation” means the current laws of Ukraine that may apply to legal relationships arising from or related to the performance of the obligations described in this Agreement.

3. SUBJECT MATTER OF THE AGREEMENT

3.1. The subject matter of this Agreement is the provision of Services by the Contractor to the Customer for a fee, in accordance with the terms of the Offer.

3.2. The Contractor and the Client confirm that this Agreement is not a fictitious or sham agreement, nor is it an agreement entered into under duress or fraud.

3.3. The Contractor confirms that it is acting in accordance with the requirements of current Ukrainian law.

4. RIGHTS AND OBLIGATIONS OF THE CONTRACTOR

4.1. The Contractor is required to:

a. When providing the Service, the Contractor is required to comply with the terms of the Offer;

b. to fulfill the Customer’s order upon receipt of payment from the Customer;

c. to provide the Customer with the Services in accordance with the offers and descriptions on the relevant page of the Website https://site4.biz, the completed Order, and the terms of this Agreement;

4.2. The contractor has the right to:

a. to unilaterally suspend the provision of services under this Agreement in the event that the Customer breaches the terms of this Agreement;

b. The Contractor has the right to engage third parties to fulfill its obligations to provide the Services under the Agreement;

c. The Contractor has the right to amend the Offer as provided for in Section 8.3 of this Offer;

d. The Contractor has the right to publish and disseminate information regarding the progress, manner, and results of the provision of Services to the Client.

5. RIGHTS AND OBLIGATIONS OF THE CUSTOMER

5.1. The customer is required to:

a. to pay for and receive the order in a timely manner in accordance with the terms of this Agreement;

b. review the information about the Services posted on the Contractor’s website;

Throughout the term of this Agreement and for a period of 20 (twenty) years following its termination for any reason, the Contractor shall keep confidential all information received in connection with the execution and performance of this Agreement (hereinafter referredto as “Confidential Information”) and shall refrain from disclosing such information to third parties, except where required by Ukrainian law or by any relevant national or international regulatory authority.

The Client shall not have the right to sell, license, sublicense, transfer, or otherwise disclose any confidential information received from the Contractor to third parties, except as expressly provided for in this Agreement;

The Client warrants that any third parties associated with it, its employees, and professional advisors who have access to confidential information are required to enter into confidentiality agreements that are no less stringent than those described herein.

5.2. The customer has the right to:

a. Place an Order on the relevant page of the website https://site4.biz;

b. review the description of the Services on the relevant page of the Website at https://site4.biz.

6. ORDER PROCESS

6.1. The Customer independently places an Order on the relevant page of the Website https://site4.biz by selecting the order placement options available on the site, in order to receive authorization from the payment system to pay for the service via the Contractor’s bank account. The Order may be accepted by a company employee by phone or via a request sent to the email addresses listed in the contact information. The absence of confirmation of receipt of the request does not constitute confirmation of its acceptance—alternative sources of confirmation of the Contractor’s receipt of the Order may be used.

7. CONTRACT PRICE AND PAYMENT TERMS

7.1. The price of each individual Service is determined on a case-by-case basis by the Contractor in accordance with the requirements specified in the order, and the base price of the services is listed on the relevant pages of the website https://site4.biz.

7.2. The cost of the Order may vary depending on the price, quality characteristics, quantity, or range of Services.

7.3. The Customer may pay for the Order using the following methods:

a. by bank transfer to the Contractor’s checking account;

b. by other means as agreed with the Contractor.

7.4. The services shall be deemed paid for by the Customer upon the Contractor’s receipt of confirmation from the bank that the full payment amount has been credited to the Contractor’s current account. In certain cases, at the Contractor’s discretion, proof of payment may include:

a. a copy of the payment order in the case of non-cash payment;

b. a copy of the payment receipt bearing the stamp of the bank through which the payment was made;

c. a copy of the terminal receipt, etc.

7.5. Refund Policy:

In the event of an erroneous payment for a service prior to its commencement or cancellation of the agreement by the Contractor due to the inability to provide the service for any reason, the full amount shall be refunded to the account from which the payment was made or to another account of the Customer supported by documentary evidence;

Once work on the project has begun and services have been provided, payments are non-refundable.

8. TERM OF VALIDITY AND AMENDMENTS TO THE TERMS OF THE OFFER

8.1. The Contractor shall begin providing services under this Agreement on the date services commence.

8.2.The Agreement is concluded for an indefinite term and enters into force upon the ordering of the service (work); by doing so, the Customer agrees to purchase the Services available from the Contractor, and the Agreement remains in effect until the Customer receives the Services from the Contractor and makes full payment for them.

8.3. The Contractor reserves the right to amend the terms of the Offer and/or withdraw the Offer at any time at its sole discretion. If the Contractor makes changes to the Offer, such changes shall take effect from the moment the amended text of the Offer is posted on the Internet at the address specified in the Agreement, unless a different effective date for the changes is additionally specified at the time of such posting.

8.4. If the invoice generated based on the Order is not paid in full by the Customer within 5 banking days, the Contract may be terminated unilaterally by the Contractor without notifying the Customer of such termination.

9. LIABILITY OF THE PARTIES AND DISPUTE RESOLUTION

9.1. shall be liable for any failure to perform or improper performance of the terms of this Agreement in accordance with the procedures set forth in this Agreement and the applicable laws of Ukraine.

9.2. The Contractor shall not be liable to the Customer if the Customer:

(a) has failed to comply with the payment terms and conditions set forth in this Agreement and/or

b) failed to use the Contractor’s services within the timeframes specified by the Contractor on the relevant page of the website https://site4.biz and/or via email and/or other means of telecommunication;

9.3. The Contractor shall not be liable to the Customer for any direct or indirect losses arising from: the use or inability to use the Service, the resources of the website https://site4.biz, and/or the Contractor’s individual services; statements or conduct of any third party during the receipt of the Service.

9.4. In the event of any disputes arising from the performance of this Agreement by the Parties, with the exception of disputes regarding the collection of debts from the Customer, the Parties agree to resolve such disputes through negotiation in accordance with the claims procedure. The period for considering a claim is 7 (seven) calendar days from the date of its receipt. Compliance with the claims procedure is not required for disputes related to the collection of debts from the Customer.

9.5. All disputes, disagreements, or claims arising out of or in connection with this Agreement, including those relating to its performance, breach, termination, or invalidity, shall be resolved in the competent court in accordance with the substantive and procedural laws of Ukraine.

9.6. The total amount of the Contractor’s liability under the Agreement, including penalties (late fees, forfeits) and/or recoverable damages arising from anyclaim or complaint regarding the Agreement or its performance, is limited to 1% of the cost of the Services under the Agreement (the amount of funds provided on an accountable basis for “pass-through expenses” to purchase licenses and services for the Customer is not included in the total cost of the services provided).

10. FORCE MAJEURE AND CIRCUMSTANCES BEYOND ONE’S CONTROL

10.1. The Parties shall not be liable for any failure to perform their obligations, except for payment obligations, if they prove that such failure was caused by force majeure and/or circumstances beyond their control, that is, events or circumstances that are genuinely beyond the control of such a Party, that arose after the conclusion of this Agreement, and that are of an unforeseeable and unavoidable nature.

10.2. Force majeure and/or circumstances beyond our control include, in particular, natural disasters, strikes, fires, floods, explosions, freezing, wars (both declared and undeclared), riots, disruption of the Internet and telecommunications caused by accidents or adverse weather conditions, hazards and contingencies, embargoes, disasters, and restrictions imposed by government authorities (including rationing, priorities, official requirements, quotas, and price controls, etc.), provided that such circumstances have directly affected the performance of this Agreement.

10.3. The Party for which it has become impossible to fulfill its obligations under this Agreement due to the occurrence of force majeure and/or circumstances beyond its control must immediately notify the other Party of the occurrence of the aforementioned circumstances, and, within 30 (thirty) calendar days, provide the other Party with confirmation of such circumstances. Such confirmation shall be a certificate, attestation, or other relevant document issued by an authorized state authority located at the place where the force majeure and/or circumstances of insurmountable force occurred.

10.4. The time required for the Parties to fulfill their obligations under this Agreement shall be extended by the period during which the fulfillment of such obligations was delayed due to the circumstances listed above.

10.5. If, due to force majeure and/or circumstances beyond the Parties’ control, the failure to perform the obligations under this Agreement continues for more than three months, either Party shall have the right to terminate this Agreement unilaterally by providing written notice to the other Party.

Notwithstanding the occurrence of force majeure and/or circumstances beyond the Parties’ control, the Parties shall settle all outstanding accounts prior to the termination of this Agreement as a result of such circumstances.

11. OTHER TERMS OF THE AGREEMENT

11.1. Information about the Customer is used for the purposes of fulfilling their Order, sending offers and informational materials from the Contractor, and/or posting the Customer’s reviews of the services provided by the Contractor, if any.

11.2. By accepting this Agreement or registering on the website https://site4.biz, the Customer confirms that they have been informed of the inclusion of their personal data in the personal data database owned by the Contractor, for the purposes of processing personal data specified in this clause, as well as of their rights specified in Article 8 of the Law of Ukraine “On the Protection of Personal Data.”

The Customer voluntarily consents to the collection and processing of their personal data for the following purposes: the data obtained will be used for commercial purposes, including for processing orders for the purchase of Services, receiving information about Orders, and sending advertising and special offers via telecommunications means (email, mobile communication), information about promotions, sweepstakes, or any other information regarding the Contractor’s activities.

For the purposes set forth in this section, the Customer may receive letters, notices, and materials at the mailing address, the Customer’s email address, as well as via SMS messages and phone calls to the telephone number specified in the Order and/or the application form.

11.3. The Client grants the right to process their personal data, including: entering personal data into databases (without additional notice), storing data indefinitely, and collecting, updating, and modifying it (as necessary). The Contractor undertakes to ensure the protection of data from unauthorized access by third parties, not to disclose or transfer data to any third party (except for the transfer of data to affiliates, business partners, persons authorized by the Contractor to perform direct data processing for the specified purposes, as well as upon a mandatory request from a competent state authority).

11.4. If the Customer does not wish to receive the newsletter, they have the right to contact the Contractor by sending a written request to opt out of receiving promotional and/or informational materials to the Contractor’s mailing or email address.

11.5. The Contractor shall not be liable for the content or accuracy of the information provided by the Customer when placing an order.

11.6. Except for the warranties expressly set forth in the text of the Offer, the Contractor makes no other express or implied warranties under the Agreement and expressly disclaims any warranties and/or conditions regarding the preservation of rights or the suitability of the Services for the Customer’s specific purposes.

11.7. By agreeing to and accepting the terms and conditions of this Offer through the Acceptance of the Offer, the Customer (or the Customer’s representative, including a natural person duly authorized to enter into the Agreement on behalf of the Customer) represents and warrants to the Contractor that:

11.7.1. The Customer (or the Customer’s representative) has provided accurate information, including the Customer’s (or the Customer’s representative’s) personal data, for the purpose of preparing payment documents for the Services.

11.7.2. The Customer enters into this Agreement voluntarily, and the Customer (or the Customer’s representative):

a. have fully reviewed the terms of the Offer,

b. fully understands the subject matter of the Offer and the Agreement, c. fully understands the meaning and consequences of his or her actions regarding the conclusion and performance of the Agreement.

11.7.3. The Customer (or the Customer’s representative) has all the rights and authority necessary to enter into and perform the Agreement.

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