Public offer

The document, the provisions of which are set out below in the text, is a public offer of a contract of accession. According to the provisions of Articles 643, 641 of the Civil Code of Ukraine, the terms of the public offer and this Agreement are established in a standard form. The Contract can be concluded only by joining its terms in general without the right to propose changes; the terms of this Contract are the same for all users.

This public offer is addressed to individuals and legal entities who wish to use the services and have the technical ability to obtain them.

In accordance with Part 2 of Art. 642 of the Civil Code of Ukraine, registration on the Website and payment of the invoice is the acceptance (acceptance) of this offer, which is equated to joining the Contract on the conditions set out below in the text. Accordingly, the User, who has registered on the Website and paid the invoice provided, is considered to be familiar with this Agreement and agree with all its terms.

TERMS AND DEFINITIONS

For the purposes of this Treaty, the Parties have agreed to use the following terms and definitions:

The PrPunch Platform is an interactive software complex and Service managed and administered by the Executor, which includes an accessible website with a unique address https://prpunch.com

User - a natural person and/or a legal entity registered in the manner prescribed on the PrPunch Platform and to whom the Contractor provides services in accordance with the terms and conditions of this Agreement.

Contractor means a business entity that provides services to the User using or using the PrPunch Platform and in accordance with the terms and conditions of this Agreement. The name, identification data of the Contractor and bank details shall be indicated in the respective invoice for payment for the Services.

Private Office - a personalized section of the PrPunch Platform, closed to the public. Access to the Personal Area is provided by entering the following authentication data on the main page of the PrPunch Platform: login (name) and password (access code). All actions performed with the User's login and password are considered by the Contractor as actions performed by the User personally.

Account - an entry on the PrPunch Platform containing the information required for the identification of the User, authorization and accounting.

Sites - sites included in the list on the PrPunch Platform, on which Publication of AIM is possible.

Advertising and information materials (AIM) - literary works with illustrations, video files and without them (articles, press releases, news, interviews, etc.) addressed to an undefined circle of persons and aimed at attracting attention to the Brand - the object of advertising, formation or maintenance of interest in it and its promotion in the market.

Brief - brief information about the main parameters and content of the future text AIM, on the basis of which it is created.

Publication - placement of AIM on the Website (s) through the PrPunch Platform.

AIM Creation - the creation of an AIM based on a brief.

Services - paid services provided by the Contractor to the User via the PrPunch Platform or via the PrPunch Platform in the amount provided for in this Agreement, which the User chooses independently.

1. GENERAL PROVISIONS


  1. According to this Agreement, the Contractor shall provide the User with the Services under:

    • To enable the User to publish AIM on the User's selected Website(s) using the PrPunch Platform;

    • Creation of AIM;

    • To provide the User with other functionality and additional PrPunch services available for selection by the User through and through the User's Personal Area on the PrPunch Platform, and the User shall pay for the provision of the said Services in accordance with the procedure and on the terms stipulated in this Agreement.

  2. The Services are provided to the User via and through the User's Personal Area on the PrPunch Platform.

  3. All terms and conditions of this Agreement are binding both on the User and the Contractor. Before using the Services, the User must read the terms and conditions of this Agreement.

  4. By concluding the Agreement, the User confirms that he is fully acquainted with and agrees with its terms and conditions, as well as if the User is a physical person - gives permission to the Contractor to process personal data. The purpose and legal grounds, methods of processing, collection and use of the User's personal data are set forth and regulated by the Privacy Policy at the link https://prpunch.com/confidentiality-policy.


2. SERVICE DELIVERY PROCEDURE


  1. If the User orders Publication of AIM on the PrPunch Platform Website(s):

    • The User undertakes to provide for the Publication of the AIM that complies with the technical specifications of the selected Website (s) using and through the User's Personal Area on the PrPunch Platform;

    • The Service Provider shall notify the User if the AIM does not comply with the technical requirements and shall indicate what needs to be changed. The User undertakes to make changes to the AIM in such a way that it meets the technical requirements.

    • The Contractor shall notify the User of the Publication of AIM on the PrPunch Platform Website(s) using and through the User's Personal Area on the Platform.

  2. If the User orders the AIM Creation:

    • The User is obliged to provide the AIM Creation Fee using and through the User's Personal Area on the PrPunch Platform.

    • The Developer is obliged to do so:

      • Notify the User about the conditions of creating AIM;

      • Provide the User with a draft AIM text for uploading (hereinafter referred to as the "Project") with the help of and through the User's Personal Area on the PrPunch Platform;

      • To make semantic and stylistic corrections to the AIM Project at the User's request.

  3. When ordering any Services in accordance with this Agreement (including Publication, Creation of AIM):

    • The User is obliged to accept and pay for the services of the Contractor in accordance with the procedure and on the terms stipulated by this Agreement;

    • The User undertakes to adhere to the Terms of Service, as set forth in the link https://prpunch.com/terms and to use the PrPunch Platform solely for legitimate purposes.

    • The User is fully responsible for all AIM content, including compliance with copyright and intellectual property rights laws, third party rights, as well as for all losses and claims that have arisen as a result of AIM publication on third party Websites through the PrPunch Platform.


3. THE COST OF SERVICES AND THE PROCEDURE OF SETTLEMENTS


  1. The cost of the PrPunch Services is determined by the specific Website where the Publication was ordered and in relation to each specific PrPunch Service on the PrPunch Platform, and is indicated in the invoice, which is generated automatically.

  2. Payment for the Services will be made on a 100% prepayment basis. Additionally, the User has the right to make an advance payment in the amount determined by him/her and to use the advance payment made during the following periods. The interest in the use of other people's money is not withdrawn.

  3. The Contractor has the right to revise the prices for the Services unilaterally. New prices come into force from the moment of Publication on the Website of the Contractor.

  4. Return of the paid funds for the Services is not carried out, except for the exceptions provided by the Policy of return of the paid funds. The User undertakes to familiarize himself with the terms and conditions of refund by clicking on the link https://prpunch.com/money-return-policy before making the payment.

4. RESPONSIBILITY OF THE PARTIES


  1. For non-fulfillment or improper fulfillment of obligations in accordance with this Agreement, violation of the conditions of the Agreement or in case of non-fulfillment of the requirements of the Law of Ukraine "On Advertising", the Law of Ukraine "On Copyright and Related Rights", the Law of Ukraine "On Protection of Rights to Marks for Goods and Services", the Parties shall be liable as provided by the current legislation of Ukraine and the conditions of this Agreement and its Annexes.

  2. The User is fully responsible for all operations performed on the PrPunch Platform. Users are solely responsible for the risks associated with obtaining the results (reaction to the information material, number of views, the content of comments, obtaining hyperlinks) by placing the information materials through the PrPunch Platform on third-party Websites.

  3. The User is responsible for the observance (and guarantees observance) of the rights and legally protected interests of third parties (including those stipulated by the legislation in the field of intellectual property) in the materials and information, which are transferred by the User to the Contractor in accordance with this Agreement. In case of any claims, lawsuits, demands of third parties due to violation of their rights and interests, which are protected by law, when using, distributing, processing materials and information provided by the User in accordance with this Agreement (including those that will be presented to the Contractor), the User is obliged to settle on its own behalf, by its own efforts and at its own expense.

  4. The Contractor shall not be liable for direct or indirect losses incurred by the User as a result of the use or impossibility to use the Services or as a result of errors, failures, inaccessibility of the Services, deletion of files, defects, delays in operation or data transfer, or changes in functions and other reasons.

  5. The Contractor is not responsible for the technical condition of the PrPunch Platform Website(s), i.e. the availability of the PrPunch Platform Website(s) in 24/7 mode; the content, style and layout of texts; other content published on the PrPunch Platform Website(s); indexing of the PrPunch Platform Website(s) by search engines; changes in the architecture of the Website (s); changes in the path to the page, domain, etc.; changes in the types of hyperlinks in the published AIMs on the PrPunch Platform Site(s); other changes related to links to the published AIMs on the PrPunch Platform Site(s).

5. INTELLECTUAL PROPERTY RIGHTS


  1. All intellectual property rights to the results of the Services provided by the Contractor under this Agreement (including those that are in the process of execution or in a partially completed form), which are not objects of intellectual property, are transferred to the User in full from the moment of 100% payment for services.

  2. During the term of this Agreement, the User provides the Contractor with the non-exclusive right to use logos, trademarks and other intellectual property objects, the rights to which belong to the User, free of charge, for the purpose of providing services under this Agreement.

  3. Copyright and related rights to the RIM provided by the User are retained by the User or the third person(s) to whom such rights belonged. At the same time, the User transfers to the Contractor the non-exclusive rights for public distribution of the RIM User's provided rights for the period of Publication in order to fulfil the conditions of this Agreement.

  4. The User guarantees compliance with the legislation of Ukraine on copyright and related rights in respect of the objects of intellectual property, provided by the User to the Contractor in order to fulfil the conditions of this Agreement.

  5. The Parties reserve the right to additionally regulate the order and conditions of use of intellectual property objects.


 6. FORCE MAJEURE AND EXEMPTION FROM LIABILITY


  1. The Parties shall be exempted from liability for partial or complete failure to comply with their obligations under this Contract, if it was a direct consequence of force majeure circumstances that arose after the conclusion of this Contract, i.e. circumstances that could not have been foreseen by the Parties and that could not have been avoided by reasonable means, namely: floods, fires, earthquakes, explosions, epidemics, other natural and man-made disasters, war or military actions, mass disturbances and strikes, attacks, actions and decisions (hereinafter referred to as "Force Majeure").

  2. If any of the circumstances of the Form-Major directly affected the performance of obligations under this Agreement within the established period, the performance is postponed proportionally to the period of validity of the immediate circumstance of Force-Majeure. If the impossibility of performance of the obligation exists more than three months, the Parties shall have the right to terminate this Agreement without the obligation to compensate for possible losses and current expenses.

  3. The Parties undertake to immediately notify the other Party of the occurrence of Force Majeure circumstances and the expected term of their termination, as well as to take all necessary measures to maximize the negative consequences caused by these circumstances of Force Majeure. A certificate issued by the competent authority shall be the proper confirmation of their presence and duration of validity.


7. DISPUTE RESOLUTION PROCEDURE


  1. In the event of any disagreements, disputes or discrepancies arising out of or related to this Agreement, the Parties shall take all necessary measures to settle such disputes, disagreements and discrepancies through peaceful negotiations.

  2. In case the disagreements and discrepancies will not be settled by peaceful negotiations between the Parties, they are subject to judicial review in accordance with the current legislation of Ukraine.


8. TERM OF VALIDITY OF THE AGREEMENT


  1. This Contract comes into force from the date of approval of its conditions by the Contractor. It is considered that the User has joined the present Agreement, and the Agreement, accordingly, is concluded with the specific User from the moment of payment by the User of the given invoice or payment of means in the order of preliminary payment and the order of Services.

  2. The User has the right to withdraw from this Agreement unilaterally, and the funds paid in advance are not returned to the User and are not compensated.

  3. All changes and additions to this Agreement, as well as Annexes to it, shall be published on the website of the Contractor https://prpunch.com. Changes come into force from the moment of their approval by the Contractor. The Contractor shall send to the User a notice of changes to the Personal Office at least 5 (five) working days prior to the date of their entry into force. Continuing to use the Service after the corresponding notification about the changes, the User confirms that he agrees with the updated terms and conditions.

  4. The Parties shall be guided by the current legislation of Ukraine on all issues not regulated by this text of the Agreement.


9. ATTACHMENTS TO THE AGREEMENT:


Attachments are an integral part of this Agreement.

Attachment #1 - Terms of service provision

Attachment #2 - Policy of refund of paid funds

Attachment #4 - Privacy Policy