This agreement applies to the vCard service.
Document version: 1.0 dated September 26, 2021 in accordance with Article 435 and Part 2 of Article 437 of the Civil Code of the Russian Federation.
1. Terms and definitions
The main definitions used in this agreement:
Licensor - Limited liability company "SHOPPING ONLINE" (TIN: 3906394695, OGRN: 1203900011677);
Licensee — any natural or legal person who has the right to use the Program in his interest in accordance with the requirements of the current legislation of the Russian Federation and Foreign countries and this Agreement.
A program is a vCard program (both as a whole and its components), which is a collection of data and commands presented in an objective form, including the source text, database, audiovisual works included by the Licensor in the specified computer program, as well as any documentation on its use.
Website — the Licensor's website located on the Internet at https://vcard.shopping-online.store/
Authentication data is the Licensee's unique login (email address) used to access the Program.
Authorization is the process of analyzing the Authentication Data entered by the Licensee on the Licensor's server, the results of which determine whether the Licensee has the right to obtain a non-exclusive right to use the Program.
Authorized User — a user registered by the Licensee in the Program and logged in to it at least once.
An account is an information resource that is a collection of data from one copy of the Program with a unique identifier, with which program objects are grouped for their joint display and use.
Credentials — the Licensee's email address, surname and first name.
Account — an account in the Licensor's system (login) that stores data that allows identifying and authorizing the Licensee and the authorized user.
Login is a unique symbolic name (email address) of the Licensee's or Authorized User's Account.
2. Subject of the contract
2.1. The Licensor grants the Licensee, under the terms of this Agreement, a non-exclusive license, that is, the right to use the Program within its functionality by reproducing the Program (connecting to the Program via the Internet), exclusively for independent use with the Licensor retaining the right to issue licenses to other persons, only in the manner and on the terms specified below (hereinafter referred to as the License), and the Licensee assumes the obligation to pay the Licensor remuneration and fulfill other terms of this Agreement.
2.2. This Agreement is concluded at the time of the first launch of the Program and/or at the time of receipt of funds to the Licensor's settlement account, depending on which event occurs earlier, and is valid within the validity period of the Licensee's non-exclusive right to it, subject to proper compliance by the Licensee with the terms of this Agreement.
2.3. A prerequisite for the conclusion of this Agreement is that the Licensee has the technical capability to use the Program.
2.4. From the moment of conclusion of this Agreement, the Licensee is recognized as having read and accepted the terms of the Agreement completely and unconditionally.
2.5. The Licensor grants the Licensee a non-exclusive right to use the Program without restriction on the territory in accordance with the procedure and conditions provided for by the current legislation of the Russian Federation and this Agreement.
3. Property rights
3.1. All rights to the Program (including, but not limited to, rights to other copyrights included in the Program) are regulated and protected by the legislation of the Russian Federation and Foreign states on intellectual property and international law.
3.2. The Licensor guarantees that he has all the rights necessary under this Agreement to grant them to the Licensee.
3.3. The Licensor does not grant any rights other than by explicit and direct statement.
4.1. The Licensor grants the Licensee the right to use the Program exclusively for the Licensee's business operations. The Licensee undertakes to use the Program only for purposes and in ways that comply with the current legislation of the Russian Federation and Foreign countries.
4.2. The Licensee gets access to the Program after passing the registration procedure, as a result of which a unique Account and Account will be created for the Licensee. The Licensee independently adds Authorized Users by creating accounts for them and providing access to the Account. The number of Authorized users within one Account is determined by the type of license.
4.3. The Licensee guarantees that during registration, reliable and complete information about himself and Authorized Users is provided on the issues proposed in the registration form, and also undertakes to keep this information up to date. If the Licensee provides false information and/or if the Licensor has reason to believe that the information provided is incomplete or unreliable, the Licensor has the right to block and/or delete the Licensee's account, depriving the latter of the right to use the Program.
4.4. At the time of registration, the Licensee chooses his own login (email address) to access the Account.
4.5. By choosing a login (e-mail address) to access the Account, the Licensee or Authorized User independently ensures the protection of e-mail from unauthorized access by third parties.
4.6. All actions within or using the Program under the Licensee's Account are considered to be performed by the Licensee himself, except for cases occurring after the Licensor receives a notification from the Licensee about unauthorized use of the Program under the Licensee's Account or about any violation (suspicion of violation) of the confidentiality of his e-mail password sent in accordance with the procedure provided for in this Agreement. The Licensee assumes responsibility for all actions /omissions (as well as their consequences) committed under his Account within the framework of using the Program, including cases of voluntary transfer to third parties or non-compliance with
confidentiality of data for access to his Account to third parties on any terms (including contracts or agreements).
4.7. In cases of unauthorized access to the Program using the Licensee's Account and/or any violation (suspicion of violation) of the confidentiality of his/her email password, the Licensee is obliged to notify the Licensor immediately. The Licensor is not responsible for possible data loss, as well as other consequences of any nature that may occur due to the Licensee's violation of the provisions of this clause of the Agreement.
4.8. The Licensee independently installs the Program on a smartphone or tablet and provides, at his own expense, access to the Internet for the device on which the Program is installed.
4.9. In case of Program failures unrelated to the quality of the Internet connection and/or the operability of the device on which the Program is installed, the Licensee sends an application to the Licensor in electronic form to the address: firstname.lastname@example.org .
4.10. The Licensee is not given the opportunity and right to modify the Program.
4.11. The Licensee guarantees that he has all the necessary rights to all data, computer programs or services that he uses in connection with the use of the Program, and that such actions do not violate the rights of third parties.
4.12. The Licensee is not entitled to use the Program in other ways than those specified in this Agreement, as well as to copy, sell and resell it and access to it, except in cases when the Licensee has received such permission from the Licensor.
5. Remuneration and settlement procedure
5.1. The amount of remuneration is determined depending on the type of license (tariff) chosen by the Licensee. The list of tariffs is posted on the Licensor's website on the Internet at: https://vcard.shopping-online.store/.
5.2. The remuneration does not include VAT, since the Licensor is not a VAT payer in accordance with Chapter 26.2 of the Tax Code of the Russian Federation.
5.3. The Licensor has the right to unilaterally change the types of licenses (tariffs) at any time by posting a new list of them on the Internet at: https://vcard.shopping-online.store / no later than 14 (fourteen) calendar days before the date of entry into force of such changes.
5.4. All settlements under this Agreement are made in a non-cash manner by debiting funds by the Licensor from the Licensee's bank card or by wire transfer from the Licensee's current account, depending on the method chosen by the Licensee. Remuneration is paid by the Licensee on the terms of prepayment in the amount of 100% in accordance with the Licensor's tariffs.
5.5. The moment when the Licensee fulfills the obligation to pay remuneration is the moment when funds are credited to the Licensor's current account.
5.6. The costs, including the bank commission, for the transfer of funds under this Agreement are borne by the Licensee.
5.7. In case of refusal of the non-exclusive right to use the Program, the Licensee is obliged to notify the Licensor no later than 10 (ten) calendar days before the planned date of termination of the Contract by sending an application in electronic form to the address: email@example.com.
5.8. The Licensor does not return to the Licensee the funds paid under this Agreement if the Licensee could not use the Program through his own fault, including due to violation of this Agreement.
5.9. If the Licensee could not use the Program due to its inactivity not related to the actions / inaction of the Licensee himself, the validity period of the paid period may be extended for the period during which the Program did not work. To do this, the Licensee must send a corresponding application to the address: firstname.lastname@example.org.
5.10. In case of early termination of the Contract for any reason, the amount of the prepayment is not refunded to the Licensee.
5.11. After receiving remuneration for the use of the software, the Licensor issues a unilateral act of transfer of rights to use the software to the Customer within 10 working days. The certificate is sent to the Licensee via the Russian Post. The scanned version of the act is sent by e-mail at the request of the Licensee.
5.12. If no written claims have been received from the Licensee after 10 working days from the date of issuing the act, the act is considered accepted by the Licensee.
6. Rights and obligations of the parties.
6.1. Obligations of the Licensor:
6.1.1. Grant the right to use the Program 24 hours a day, 7 days a week, with the exception of the time of preventive measures, amounting to no more than 24 hours a month, and the cases stipulated in this Agreement.
6.1.2. Provide information on the use of the Program via e-mail and/or the Licensor's website. The Licensee may send questions about the use of the Program by e-mail to: email@example.com.
6.1.3. Take all reasonable precautions to maintain the confidentiality of the Licensee's information. The Licensor has the right to access the Licensee's information for the purpose of technical support of the Program, and also has the right to access such information in cases of receiving claims from third parties concerning illegal and/or malicious, as well as other actions of the Licensee that harm the Licensor and/or third parties. Backup of the Licensee's data in order to prevent the loss of information is not a violation of the confidentiality of the Client's information.
6.1.4. If it is technically possible to eliminate possible software failures during the operation of the Program on the basis of the Licensee's application sent electronically to: firstname.lastname@example.org, except in cases when the Program malfunctions are caused by the actions/inaction of the Licensee.
6.2. Licensor's Rights:
6.2.1. The Licensor has the right to suspend the operation of the Program for scheduled maintenance and repair work on the Licensor's technical resources, as well as unscheduled work in emergency situations.
6.2.2. The Licensor has the right to release new releases and versions of the Program, update its content, functionality, and user interface at any time without prior agreement with the Licensee.
6.2.3. The Licensor has the right, if necessary, to involve third parties to ensure the operation of the Program.
6.2.4. In order to provide technical support, the Licensor has the right to request from the Licensee information concerning Account data, technical characteristics of equipment and other information necessary for the provision of technical support.
6.2.5. The Licensor has the right to terminate the Agreement unilaterally, in case of violation of payment terms on the part of the Licensee, or on other grounds provided for in this Agreement.
6.2.6. After 3 (three) calendar months from the date of termination or termination of the Agreement, the Licensor has the right to delete all Licensee's data from the Program without the possibility of recovery and is released from any obligations related to Licensee's data.
6.2.7. The Licensor has the right to refer to the Licensee as a user of the Program in any form and on any medium (including on the Licensor's Website and/or in advertising materials).
6.2.8. The Licensor has the right to unilaterally make changes and additions to this Agreement and tariffs by publishing new editions, notifying the Licensee about this by publishing new editions on the Website.
6.2.9. The Licensor has the right to publish customer reviews on the website, which may contain data that allows identifying the Licensee. The Licensor has the right to indicate in the review, without prior agreement with the Licensee, the following data: brand name, website address on the Internet, logo, field of activity, cities and countries in which the Licensee provides services. The text of the review is agreed with the Licensee.
6.2.10. The Licensor has the right to carry out anonymous, depersonalized processing of data transmitted and processed by the Licensee in the Program for statistical purposes. The Licensor has the right to distribute the results of anonymous and depersonalized data processing.
6.3. Obligations of the Licensee:
6.3.1. The Licensee is obliged to make timely and full payment of remuneration under the Agreement, in accordance with the terms of the Agreement.
6.3.2. The Licensee undertakes not to disclose the Credentials. The Licensee is fully responsible for the actions and/or omissions that led to the disclosure, loss, theft, etc. of his Credentials and other information that individualizes the Licensee, as well as for any actions and/ or omissions of third parties using the Licensee's Credentials. The Licensor is not responsible for the above actions of the Licensee and/or third parties using his Credentials.
6.3.3. If the Licensee's action/omission was the basis for filing claims, claims of third parties and/or orders for payment of penalties by state authorities against the Licensor in connection with violation of the rights of third parties and/or legislation, the Licensee undertakes immediately, at the request of the Licensor, to provide him with all requested information regarding the placement and content of materials used in the Program, to assist the Licensor in settling such claims and claims, as well as to compensate all damages, caused to the Licensor as a result of the presentation of such claims, lawsuits, prescriptions to him.
6.4. Licensee's Rights:
6.4.1. The Licensee has the right to address questions and clarifications about the Program to the Licensor by sending an electronic application to: email@example.com.
6.4.2. The Licensee has the right to perform any actions related to the operation of the Program in accordance with its purpose.
6.4.3. The Licensee has the right to refuse to use the non-exclusive right to use the Program unilaterally by notifying the Licensor no later than 10 (ten) calendar days before the planned date of termination of the Contract by sending an application in electronic form to: firstname.lastname@example.org.
6.4.4. If the Licensee wants to delete his review, change it or change the data about the company, he has the right to make a request to: email@example.com.
7. Responsibility of the parties
7.1. The parties are liable for non-fulfillment or improper fulfillment of their obligations under the Agreement in accordance with the current legislation of the Russian Federation and Foreign countries.
7.2. The Licensee agrees that in order to work with the Program, the Licensee must use software (web browsers, operating systems, etc.) and equipment (personal computers, smartphones, network equipment, etc.) produced and provided by third parties, and the Licensor cannot be held responsible for the quality of their work.
7.3. If proper performance by the parties of this Agreement is impossible due to objective reasons that the Parties could neither foresee nor prevent (natural disasters, changes in the current legislation of the Russian Federation and Foreign states,
actions of state authorities and administration, military actions of all kinds, etc.), neither party has the right to demand compensation from the other party for losses caused by improper performance or non-performance of this agreement (including lost profits).
7.4. The Licensor is not liable, cannot act as a defendant in court and does not compensate for losses incurred by the Licensee as a result of actions or omissions of third parties.
7.5. The Program is provided to the Licensee "as is", in accordance with the principle generally accepted in international practice. The Licensor is not responsible for the inconsistency of the Program with the Licensee's subjective expectations and ideas about the Program and the results of its use.
7.6. Using the Program in a manner not provided for by this Agreement, or upon termination of this Agreement, or otherwise outside the rights granted to the Licensee under this Agreement, entails the Licensee's liability for violation of the exclusive right to the result of intellectual activity established by the current legislation of the Russian Federation and Foreign states.
7.7. The Parties shall make every effort to resolve the differences arising through negotiations. If it is impossible to settle disagreements peacefully, disputes are resolved in the Arbitration Court of the city of Kaliningrad and the Kaliningrad region.
8. Term of validity and procedure for termination of the contract
8.1. The Agreement comes into force at the time of the first launch of the Program and/or at the time of receipt of funds to the Licensor's settlement account, depending on which event occurs earlier.
8.2. This Agreement is concluded for an indefinite period.
8.3. The Agreement may be terminated by mutual agreement of the Licensor and the Licensee at any time.
8.4. The Agreement may be terminated by the Licensee unilaterally, with prior notification to the Licensor no later than 10 (ten) calendar days prior to the planned date of termination of the Agreement by sending an application in electronic form to: firstname.lastname@example.org.
8.5. The Licensor has the right to terminate the Agreement unilaterally by notifying the Licensee at least 10 (ten) days prior to the date.
termination by sending a notification to the Licensee's email address specified during registration.
8.6. The Agreement may be terminated at the initiative of either party in case of violation by the other party of the terms of the Agreement with a written notification to the other party at least 10 (ten) working days before the termination of the Agreement.
9. Personal data
9.1. By accepting the terms of this Agreement, the Licensee, acting freely, at his own will and in his own interest, agrees to the provision of his personal data and authorizes the Licensor to process his personal data, including last name, first name, patronymic, date of birth, gender, place of work and position, postal address, home, work, mobile phones, e-mail address, including collection, systematization, accumulation, storage, clarification (updating, modification), use, distribution (including transfer on the territory of the Russian Federation and cross-border transfer), depersonalization, blocking, destruction of personal data.
9.2. The Licensee agrees and authorizes the processing of the Licensee's personal data using automated database management systems, as well as other software tools.
9.3. The Licensee guarantees the written consent of its employees and customers to the processing of their personal data by a third party, including such data as: surname, first name, patronymic, date of birth, gender, place of work and position, home and work address, home, work, mobile phone numbers, e-mail address; including collection, systematization, accumulation, storage, clarification (updating, modification), use, depersonalization, blocking, destruction of personal data, including using computer technology.
9.4. The Licensee agrees that, if necessary for the purposes specified in this agreement, his personal data received by the Licensor may be transferred to third parties to whom the Licensor may entrust the processing of the Licensee's personal data on the basis of an agreement concluded with such persons. When transferring the Licensee's specified data, the Licensor warns the persons receiving the Licensee's personal data that these data are confidential and can only be used for the purposes for which they are reported, and requires these persons to comply with this rule.
9.5. The Licensee has the right to request from the Licensor full information about his personal data, their processing and use, as well as to request the exclusion or correction/addition of incorrect or incomplete personal data by sending a corresponding written request to the Licensor's email address: email@example.com.
9.6. The consent given by the Licensee to the processing of his personal data is indefinite and can be revoked by sending an application by the Licensee to the Licensor by e-mail: firstname.lastname@example.org.
10. Force majeure
10.1. Either Party is released from liability for full or partial non-fulfillment of its obligations under this Agreement, if this non-fulfillment was caused by force majeure circumstances that arose after the signing of this Agreement. "Force Majeure Circumstances" means extraordinary events or circumstances that such a Party could not have foreseen or prevented by the means available to it. Such extraordinary events or circumstances include, in particular: strikes, floods, fires, earthquakes and other natural disasters, wars, military actions, actions of Russian or foreign state bodies, as well as any other circumstances beyond the reasonable control of either Party. Changes in the current legislation or regulations directly or indirectly affecting any of the Parties are not considered as Force Majeure Circumstances, however, in the event of such changes that do not allow any of the Parties to fulfill any of its obligations under this Agreement, the Parties are obliged to immediately make a decision on the procedure for eliminating this problem in order to ensure that the Parties continue to perform this Agreement.
11. Other conditions
11.1. The name and numbering of the articles of this Agreement are given for ease of reading and do not matter in the interpretation of this Agreement.
11.2. If any clause of this Agreement turns out to be not subject to literal execution, it is interpreted in accordance with the current legislation of the Russian Federation, taking into account the original interests of the parties, while the remaining part of the Agreement continues to operate in full.
11.3. The Licensor does not provide the Licensee with communication services, does not organize for him the possibility of access to information systems of information and telecommunication networks, including the Internet, and does not carry out activities for receiving, processing, storing, transmitting, delivering telecommunication messages.