1. GENERAL PROVISIONS
1.1. The following information is a public offer (an official offer of the private limited company “Krakatets Yury Anatoliyovych”, the owner of the website krakatets.pro (hereinafter – the Executor) to any legal or physical person (hereinafter – the Customer, and together the Parties) to sign the Agreement on the provision of services for the creation of the website ( hereinafter – the Agreement) on the basis of Article 633 of the Civil Code of Ukraine.
1.2. Read the text of this public offer and, if you do not agree with any clause of this public offer, or you do not understand any of the clauses of this public offer, we suggest that you refuse the offered website creation services (hereinafter – the Services).
1.3. If you agree to the terms of this public offer, you can make a payment for the services, thereby confirming your order. In this case, it is considered that you become a Customer of the Services, fully and unconditionally agree to all the terms of the following public offer (offer), in full and unconditionally accept it. In this case, the Agreement will be considered signed, and the Contractor will be deemed to have undertaken to provide the Services.
2. SUBJECT OF THE AGREEMENT
2.1. The Contractor undertakes to provide services for the creation of the website (hereinafter referred to as the “Site”, “Works”) in accordance with the requirements and to the extent specified in the Technical Terms of Reference (hereinafter referred to as the “TOR”), which is an integral part of the Agreement.
2.2. The Customer undertakes to provide the conditions and provide the information necessary for the Contractor to fulfill his obligations, to accept and pay for the services provided by the Contractor (work performed).
3. TERMS OF PERFORMANCE OF WORK (PROVISION OF SERVICES)
3.1. The terms of work are specified in the technical specifications. Provided that the full amount of materials to be posted on the Site is available, the Contractor will begin work immediately from the moment the advance payment is credited to the Contractor’s account.
3.2. In the event of a delay in advance payment, provision of information, payment of third-party services, or other non-fulfillment by the Customer or its counterparties of the Customer’s obligations specified in the Agreement and the ToR, the Contractor has the right to unilaterally postpone all deadlines for the performance of works (provision of services) without any any additional notice from the Customer. In this case, the terms of performance of work are increased by the time the Customer fulfills his obligations and the time required by the Contractor to resume work, but no more than 10 working days.
4. RIGHTS AND OBLIGATIONS OF THE EXECUTIVE
4.1. The contractor undertakes to provide services (perform work) in a high-quality manner, in accordance with the contract, annexes, specifications and additional agreements.
4.2. The Contractor has the right to involve third parties in the execution of the Agreement without the consent of the Customer. The Contractor is responsible for the actions of third parties.
4.3. The Contractor together with the Customer determines and signs the TOR.
4.4. The Contractor undertakes not to disclose any confidential information of the Customer obtained during cooperation under this Agreement.
4.5. The executor has the right to increase the term of performance of works under clause 2 by the number of days of forced downtime until receiving relevant instructions from the Customer.
4.6. The Contractor has the right not to start work, but to suspend the started work in cases where the Customer’s violation of his obligations under the Contract prevents the Contractor from fulfilling the Contract.
4.7. The Contractor has the right to refuse to perform the Contract in cases where the Customer, despite a timely and justified warning from the Contractor about the circumstances specified in clause 4.1. of the Agreement, within a reasonable period of time will not replace unsuitable or low-quality materials and technical documentation, will not change the instructions on how to perform the work or will not take other measures to eliminate the specified circumstances.
4.8. The executor transfers the results of the provided services according to the act of acceptance and transfer.
5. RIGHTS AND OBLIGATIONS OF THE CUSTOMER
5.1. The Customer undertakes to provide the Contractor with the materials and necessary information for the performance of the work in accordance with the TOR before the start of the work. The Customer undertakes to transmit the information necessary for the provision of services (execution of work) to the Contractor by e-mail, in files whose format is agreed in the ToR.
5.2. At the same time as the Agreement, the Customer agrees and signs the TOR developed jointly with the Executor.
5.3. The Customer undertakes to accept and pay for the Contractor’s work in full and within the terms established in the Agreement, to fulfill other obligations provided for in the Agreement and the Technical Terms of Reference.
5.4. The Customer undertakes not to disclose any confidential information of the Contractor obtained during cooperation under this Agreement.
5.5. The Customer has no right to demand from the Contractor the performance of works not specified in the TOR. Additional work is carried out if necessary and is paid for separately by the Customer. The performance of additional works not specified in the TOR shall be agreed upon and executed in writing as an appendix to the TOR and signed by both parties.
6. COST OF WORK, PROCEDURE AND TERMS OF CALCULATIONS
6.1. The cost of the work is determined on the basis of the TOR drawn up and agreed upon by the Parties. Public offer 2/3
6.2. The customer makes payment for each subsequent stage in the amounts and terms specified in the TOR.
6.3. Services are provided on the basis of 70% advance payment. The executor has the right not to start the work until receiving the advance payment, unless otherwise specified in the technical specifications. All terms of performance of work, specified in the technical specifications, are determined from the moment of receipt of advance payment.
6.4. The Contractor has the right to stop providing services to the Customer if the Customer violates the settlement procedure specified in this Agreement and the Terms and Conditions.
6.5. In the case of impossibility of performance of work due to the Customer’s fault, the services shall be paid in the amount of the costs actually incurred by the Contractor.
6.6. In the event that the impossibility of performance arose due to circumstances for which neither party is responsible (force majeure), the Customer reimburses the Executor for the costs actually incurred by him.
6.7. After receiving full payment under the Contract, the Contractor provides warranty service, if this is provided for in the TOR.
7.1. The parties recognize any information related to the conclusion and content of this Agreement, including any appendices and additions to it, as a commercial secret and undertake to strictly preserve the confidential nature of such information, not to disclose it to third parties without the prior written consent of the other Parties, except when it is necessary for the purposes of the Agreement or for disclosure to the relevant government authorities in cases defined by law. This provision does not apply to publicly known or publicly available information.
8. RESPONSIBILITY OF THE PARTIES
8.1. The parties are responsible in accordance with the current legislation of Ukraine.
8.2. All disputed issues are resolved through negotiations between the parties, and in the event that the parties cannot agree, in the Commercial Court in accordance with the current legislation of Ukraine.
8.3. Property rights to the Site are transferred to the Customer after full payment for the completed work and after receiving data transmission codes using the ftp protocol (login, password and host address) from the Contractor.
8.4. Responsibility for any materials on the Site: graphic, text, audio, video, other information, as well as compliance of these materials with licenses, is borne by the Customer.
8.5. All issues related to the right to the Site are governed by the legislation of Ukraine.
9. OFFER VALIDITY TERM
9.1. This public offer becomes effective from the moment of making a subscription for the Services established by this offer.
9.2. The contractor has the right to unilaterally change the terms of this offer. The effective date of changes to this offer is the date of their publication on the Contractor’s website.
9.3. The contract can be terminated early by mutual consent of the parties. In the event that the Agreement is terminated before the completion of the work provided for in the ToR, mutual settlements between the parties shall be determined by an additional agreement.
9.4. Unless otherwise provided by the additional Appendix to the Agreement, after the Customer has made an advance payment and the Contractor has begun to perform the Agreement, but before the delivery of the works, in the absence of any culpable actions of the Contractor, the Customer has the right to terminate the Agreement by notifying the Contractor in writing within 7 (seven) calendar days before the date of termination of the Agreement. In this case, the advance payment is not returned.
9.5. Unless otherwise stipulated in the additional Appendix to the Agreement, in the event that the Agreement is terminated at the initiative of the Customer, and the amount of work performed by the Contractor up to that point exceeds the amount of the advance payment made by the Customer, then on the basis of the current prices of the Contractor and the Act on works performed until the moment of termination of the Agreement , the Customer’s debt to the Contractor is calculated, which is repaid within 3 working days from the moment of signing (acceptance) of this Act by the parties.
10. ACCEPTANCE AND TRANSFER OF WORKS
10.1. After the completion of the works specified in the TOR, the Parties sign an act of acceptance and handover of the completed works (services provided). Acts are transferred through the communication channels specified by the Customer and the Executor.
10.2. Within three working days after receiving the act, the Customer signs the act and returns one copy to the Executor by Ukrposhta. If the Customer does not sign the act within the specified time and does not present any claims to the Contractor regarding the performance of the Agreement, then the act is considered accepted by the Customer and is signed by the Contractor unilaterally.
11. FORCE MAJEURE
11.1. The parties are released from responsibility for partial or complete failure to fulfill their obligations under this contract, if the impossibility of their fulfillment was the result of force majeure circumstances, such as fire, floods, other natural disasters, wars, armed conflicts, mass civil unrest, epidemics, terrorist acts, acts of state authorities and local self-government bodies and any other events that make it impossible for the Parties to fulfill their obligations under this Agreement.
11.2. The party affected by force majeure must provide the other Party with a confirming document from the Chamber of Commerce and Industry of Ukraine within 7 days of the occurrence of such circumstances.
11.3. If the force majeure lasts for more than 3 months, the Parties cancel the contract and in this case, none of the Parties can present a claim to the other.
12. OTHER TERMS
12.1. All changes and additions to this contract are agreed upon by the Parties by signing an additional agreement.
12.2. All features of the implementation of works, essential for the Customer, must be clearly reflected in the technical specifications. If the Customer’s requirements are not specified in the TOR, the form of their implementation remains at the Contractor’s discretion and cannot be a reason for refusing to accept the completed works.
12.3. Any agreement between the Parties that goes beyond this Agreement must be confirmed in writing by the Parties in the form of an addendum to this Agreement.
12.4. The parties have the right to correspond and send documentation by e-mail (to the addresses specified in the Terms and Conditions) via the Internet. Confirmation of receipt of information is the return response of the other party about receipt of e-mail. All documents, letters, applications, etc., received by e-mail, have the validity of the original.
12.5. The performer has the right to place a link on the developed Site to his site or a site similar in content and to demonstrate the product to other persons for advertising purposes of his activity.
12.6. When starting work, the Contractor has the right to study and use analogues of the product under development existing on the market.
12.7. The Contractor does not perform the work in the presence of the Customer.
12.8. The executor conducts negotiations and agreements on the development of the Site only with the decision-makers specified in the Terms of Reference.
12.9. The Contractor does not implement the Customer’s ideas, in the implementation of which he does not see a worthy embodiment.
12.10. Comments and requests for development should be specific and well-argued. General phrases are not arguments.
12.11. Violation of the deadlines for the transfer of information and materials for inclusion on the site (content) to the Contractor is an unconditional basis for inclusion of content from the Internet.
12.12. One final version becomes the property of the Customer. Additional, conceptual or sketch options are the property of the Contractor and may be purchased by the Customer.
12.13. If any provision of this Agreement is found by a court to be invalid or invalid, the invalidity of this provision does not invalidate other provisions of this Agreement and all other provisions remain in force.