1Definitions and their interpretation

1.1. The terms and concepts used in this Agreement are used in the meanings given below:

• Public contract — this transaction between the Contractor and the Client for the provision of services to the latter on the terms set out in the public offer and identical for all Clients, from the moment of acceptance of the public offer by the Client (hereinafter — the Agreement).
• Public offer — the Contractor’s proposal addressed to any individual to conclude a contract for the provision of services on the terms contained in this document and in accordance with the provisions of Article 641 of the Civil Code of Ukraine.
• Acceptance — the Client’s full and unconditional response to the Contractor’s proposal to conclude a contract for the provision of services with the Contractor by making payment for the Contractor’s services.
• Client — any individual or company that has accepted the public offer.
• Website — a set of data (texts, graphic and design elements, photos, videos and other results of intellectual activity, computer programs) that are interconnected, contained in an information system and ensure the availability of this information to end users, and hosted at: https://design-n.org
• Platform — a set of software tools that may be used by the Contractor to provide the services provided for by this Agreement.
• Advertising campaign — a set of measures provided for by this Agreement aimed at promoting the Client’s services and attracting new clients to the Client.
• Advertising platform — an Internet resource on which an advertisement is placed.
• Advertisement — a set of text, image and/or video materials containing advertising information about the Client and/or his products.
• Products — goods manufactured and/or sold by the Client, or services (works) provided (performed) by the Client.

1.2. Headings in this Agreement are provided for convenience only and do not affect the interpretation of the Agreement’s clauses.

1.3. If terms and concepts not defined by this section of the Agreement are used in this Agreement, such term or concept shall be interpreted in accordance with the text of this Agreement. In the absence of an unambiguous interpretation of a term or concept, it shall be interpreted based on the norms of the current legislation of Ukraine.

2Acceptance of the proposal

2.1. The Agreement is considered concluded without further signing from the moment the Contractor receives the Acceptance. By making the Acceptance, the Client also confirms that he fully understands and agrees with the terms of this Agreement.

2.2. By using the Website, a person agrees to be bound by this Agreement.

2.3. If any person does not agree with this Agreement, he is obliged to immediately stop using the Website.

3Subject of the agreement

3.1. In the manner and on the terms defined by this Agreement, the Contractor undertakes, at the Client’s request, to provide for a fee the services provided for by this Agreement, and the Client undertakes to pay for the duly provided services in the manner prescribed by this Agreement.

3.2. Services under this Agreement mean: creation and/or placement of advertising materials on the Internet (including website creation / software development if necessary).

3.3. Detailed terms of service provision and their scope are agreed by the Parties additionally.

3.4. The Client submits an order to the Contractor by sending a corresponding e-mail to the e-mail address specified in this Agreement, or by sending a message via the Viber, Telegram or WhatsApp application, or in another manner agreed by the Parties, both orally and in writing, with the consent of the Parties.

4Cost of services and payment procedure

4.1. The cost of services depends on the scope and duration of the service and is determined by agreement of the Parties.

4.2. Settlements between the Parties are made in non-cash form by making payments using payment instruments available on the Website or to the Contractor’s bank account using the details provided by him.

4.3. Payment for the Contractor’s services is made in accordance with the invoice (generated by the Contractor) by paying the full cost of the services, except where other payment methods are agreed by the Parties.

4.5. The Contractor has the right not to provide the service to the Client if the Client has not paid for the services in the manner and within the terms specified by this Agreement.

5Procedure for providing individual consultations

5.1. The Contractor provides the Client with a service consisting of individual consultation in real time using the Platform.

5.2. The duration of individual consultation (their number) and its subject matter are agreed by the Parties additionally.

5.3. Individual consultation begins at a pre-agreed time.

5.4. If the Client did not connect online on time and missed the individual consultation time, the service in this part is considered duly provided and in full, and the consultation time is not extended.

5.5. The Client has the right to contact the Contractor no later than two days before the scheduled date of individual consultation with a request to reschedule the service to another time. If the Client fails to comply with the deadline for notifying about the rescheduling of the consultation, the money paid by the Client for such a service shall not be refunded.

5.6. The Client has the right to contact the Contractor with a request to reschedule the service to another time due to deterioration of health or other life situations that objectively make it impossible for the Client to receive the individual service at the pre-agreed time.

6Procedure for providing services

6.1. The Contractor is obliged to start providing the services agreed by the Parties within 5 (five) business days from the moment the Client pays for the Contractor’s services and provides the Contractor with the necessary information and materials.

6.2. The deadlines for the work depend on the complexity of the task and are agreed before payment.

7Rights and obligations of the parties

7.1. The Client has the right to

• 7.1.1. Receive the services provided for by this Agreement.
• 7.1.2. Demand the provision of quality services.
• 7.1.3. Provide the Contractor with orders for the provision of services, including specifying the requirements for such services.
• 7.1.4. In the event of non-provision and/or improper provision of services by the Contractor, terminate the Agreement unilaterally ahead of schedule.

7.2. The Client is obliged to

• 7.2.1. Pay for the Contractor’s services on time and in full.
• 7.2.2. Properly fulfill all terms of this Agreement.
• 7.2.3. Familiarize himself with amendments and additions to these Rules.
• 7.2.4. Provide the Contractor with the information and materials necessary for the provision of services.

7.3. The Contractor has the right to

• 7.3.1. Reschedule the provision of services, notifying the Client no later than two days in advance.
• 7.3.2. Engage third parties to provide the services provided for by this Agreement without prior coordination with the Client.
• 7.3.3. Unilaterally amend and supplement this Agreement.
• 7.3.4. Make changes to the information posted on the Website without prior notice to the Client.
• 7.3.5. Carry out preventive work to confirm the operability and further improvement of the Website’s functionality.
• 7.3.6. Temporarily suspend the Client’s access to the Website in the event of technical problems in the operation of the Website in order to restore its operability.
• 7.3.7. Unilaterally terminate this Agreement if the Client violates the terms of this Agreement.
• 7.3.8. Independently determine the procedure and method of organizing the process of providing the services provided for by this Agreement, guided by the terms of this Agreement.
• 7.3.9. Receive from the Client the information and materials necessary for the proper fulfillment of the terms of this Agreement.

7.4. The Contractor is obliged to

• 7.4.1. Provide the service on time and in full.
• 7.4.2. Not disclose to third parties the personal data of the Client that became known to the Contractor in the course of providing services.
• 7.4.3. Within 2 (two) business days, inform the Client about the existence of circumstances beyond the Contractor’s control that threaten the quality of service provision, as well as about the impossibility of providing the service within the deadlines set by the Client.
• 7.4.4. At the Client’s request, inform the Client about the progress of the Contractor’s fulfillment of its obligations under this Agreement.

8Personal data

8.1. The Client, by agreeing to the terms of this Agreement, thereby gives the Contractor consent to the processing of his personal data.

8.2. The owner and controller of personal data is the Contractor.

8.3. The information about the Client that may be collected under this Agreement includes:

• 8.3.1. Information obtained from the Client, in particular:
  • full name of an individual;
  • phone number;
  • e-mail.
• 8.3.2. Information obtained while using the Website, in particular:
  • Cookies files;
  • IP address of the Client;
  • the Client’s behavior on the Website.

8.4. The Contractor may automatically collect non-personal information about the Client, i.e., information that does not allow direct or indirect identification of the Client, in particular about the Client’s browser type or information about the site from which the Client navigated to the Website.

8.5. The Client’s surname, name, patronymic, phone number, e-mail are collected to organize and implement cooperation between the Client and the Contractor, in particular for the Contractor to provide services to the Client. Such information is stored for three years from the date of the last payment for the Contractor’s services.

8.6. The Client’s e-mail and phone number are collected for exchanging information with the Client, including providing the Client with advertising information about the Contractor’s activities. Such information is stored for three years from the date of the last payment for the Contractor’s services. The Client has the right to refuse at any time to receive messages and e-mails with the information specified in this clause.

8.7. Information about Cookies files, the Client’s IP address, the Client’s behavior on the Website is collected to adapt marketing and advertising measures offered on the Website or third-party services, and to control the general and individual activity of Clients. Such information is stored for three years from the date of the Client’s last visit to the Website.

8.8. The Contractor does not collect or process the Client’s payment data. Such collection and processing is carried out in accordance with the internal documents of the payment system and/or bank.

8.9. The Client enjoys the rights provided for by the Law of Ukraine «On Protection of Consumer Rights».

8.10. In order to exercise his rights, in particular to withdraw consent to the processing of personal data, the Client has the right to send a request to the e-mail address: [email protected]. Such a request is considered by the Contractor within 10 days from the date of receipt.

8.11. The Client’s personal data may be transferred to third parties in the following cases:

• 8.11.1. with the Client’s written consent;
• 8.11.2. in cases provided for by the current legislation of Ukraine and this Agreement;
• 8.11.3. if it is necessary to transfer data to the Contractor’s partners (counterparties, etc.) in order to perform transactions (fulfill obligations) related to the Client.

8.12. The Contractor reserves the right to provide anonymized data to any third parties.

9Confidentiality provisions

9.1. The Parties agreed on the mutual implementation of a system of measures to protect and not disclose confidential information transmitted by a Party.

9.2. The terms and concepts used in this section of the Agreement should be understood as follows:

• Confidential information — in this section of the Agreement is used in the meaning established by the current legislation of Ukraine and includes all data and information provided by one Party to the other Party in any form, in any way and on any media, if such provision is made by the Party, its employees, representatives or other authorized persons of the Party.
• Disclosure of confidential information — any transfer of confidential information to a limited or unlimited circle of persons, made by a Party in any way and in any form, as well as failure to take all measures necessary to preserve the Confidential Information, as a result of which unauthorized transfer of information to other persons occurred.
• Misuse of confidential information — the use by a Party of the confidential information of the other Party in any way for the purpose of obtaining profit or without such purpose in violation of the terms of this Agreement and/or without special written permission of the Party.

9.3. The Party that has become aware of the Confidential Information undertakes to:

• 9.3.1. store, not disclose, not transfer and not make the Confidential Information available to any third parties;
• 9.3.2. not use the Confidential Information directly, indirectly or in collusion with a certain person for any purpose other than the purposes of organizing business cooperation between the Parties to this Agreement;
• 9.3.3. take all necessary measures to preserve and protect the Confidential Information received from the Party. These measures must not be worse or of lower quality than the measures taken by the Party to protect its own confidential information;
• 9.3.4. not communicate the Confidential Information to any third parties by telephone, e-mail, the Internet, orally or in any other way, except when such information is transmitted at the direction or with the consent of the Party.

9.4. Confidential information does not include information whose disclosure is permitted on the basis of a written permission signed by the Party.

9.5. This section of the Agreement does not apply to any information whose disclosure is necessary in connection with the requirements of legislation or requirements established as a result of judicial or administrative proceedings, or any judicial or other authoritative act.

9.6. Neither Party shall disclose information about the existence of this Agreement without the prior consent of the other Party to this Agreement.

10Procedure for refusing services

10.1. The Client has the right to refuse to receive the service before the expiration of the period specified in clause 5.1 of this Agreement.

10.2. If the Client refuses the Contractor’s service, he has the right to a refund of part of the paid funds for the service actually not provided.

10.3. If the Client refuses a service of proper quality after its provision has been completed, the funds paid by the Client shall not be refunded.

10.4. To exercise his right to a refund in the cases provided for by this Agreement, the Client sends a corresponding letter to the Contractor at the e-mail address: [email protected]. Such a letter shall specify: the Client’s data, the reason for refusing the Contractor’s services and the details for the refund.

10.5. Funds subject to refund shall be returned within 30 calendar days from the moment of notification.

11Liability

11.1. For non-fulfillment or improper fulfillment of the terms of this Agreement, the Parties shall be liable in accordance with the current legislation of Ukraine.

11.2. The Contractor shall not be liable for the non-compliance of the provided service with the Client’s expectations.

11.3. The Client assumes responsibility for the use or non-use of the information obtained in the course of individual consultation.

11.4. The Contractor shall not be liable for the operation of the Advertising platform.

11.5. If the Parties have agreed on a different payment method than provided for in clause 4.2 of this Agreement, and the Client has delayed the fulfillment of his obligation to pay for the Contractor’s services, the Client shall pay to the Contractor a penalty in the amount of 1 (one) percent for each day of payment delay.

11.8. Under no circumstances shall the Contractor be liable to the Client for any indirect, incidental, consequential, special or indirect damages, lost profits, loss of data, income, reputation or other damage arising in connection with the use or inability to use the services, even if the Contractor was warned of the possibility of their occurrence. The total liability of the Contractor under this Agreement is in any case limited to the amount of the actual cost of the services paid by the Client under this Agreement.

11.9. The Client independently and in full bears responsibility for the content, legality and reliability of the materials, information and data provided by him, as well as for compliance with legal requirements when using the services. The Contractor is not responsible for the Client’s decisions made on the basis of the Contractor’s services and for their consequences. The Contractor has the right to unilaterally amend this Agreement in accordance with clauses 14.2 — 14.4 of this Agreement.

12Force majeure

12.1. The Parties shall not be liable for non-fulfillment or improper fulfillment of obligations under this Agreement if such non-fulfillment or partial non-fulfillment resulted from force majeure circumstances.

12.2. Force majeure circumstances in this Agreement mean extraordinary and unavoidable circumstances that objectively make it impossible to fulfill the obligations provided for by the terms of this Agreement, the list of which is contained in part 2 of Article 14-1 of the Law of Ukraine «On Chambers of Commerce and Industry in Ukraine», as well as technical circumstances that lead to technical failures and disrupt the normal operation of the Website and/or the Platform used to provide the service.

12.3. The Party affected by force majeure circumstances must notify the other Party of their occurrence no later than 2 (two) business days from the moment such circumstances arise.

12.4. After the force majeure circumstances cease, the Party affected by them must notify the other Party of their termination within 2 (two) business days, and also inform how long such Party intends to fulfill its obligations.

12.5. Proper and sufficient confirmation of force majeure in relation to one of the Parties is a certificate of force majeure circumstances issued by the Chamber of Commerce and Industry of Ukraine.

13Dispute resolution procedure and applicable law

13.1. All misunderstandings, disagreements and disputes that may arise between the Parties during the conclusion, interpretation or performance of this Agreement shall be resolved by the Parties through negotiations.

13.2. The Client has the right to send a claim to the Contractor by e-mail: [email protected]. The term for consideration of a claim is 30 days.

13.3. If the Parties fail to resolve any misunderstandings, disagreements and disputes through negotiations, they shall be resolved in court in accordance with the procedure established by the current legislation of Ukraine, applying the substantive and procedural norms of the legislation of Ukraine.

13.4. This Agreement, including its interpretation, is governed by the current legislation of Ukraine without applying conflict of law rules.

14Other provisions

14.1. If any provision of this Agreement is recognized as invalid by any competent state body of Ukraine, this shall not affect the validity or enforceability of any other terms of this Agreement, which remain fully valid, unless otherwise provided by the legislation of Ukraine.

14.2. The Contractor has the right to unilaterally amend this Agreement without notifying the Client.

14.3. Amendments to the Agreement enter into force from the moment they are posted on the Website.

14.4. If the Client makes payment for the Contractor’s services or performs other actions after amendments are made to this Agreement, the Client thereby agrees to such amendments and consents to the performance of the Agreement terms in the new version.

14.5. The Client consents to receiving informational materials, in particular of a marketing nature, containing information about the Contractor’s activities.