Customer agreement
Customer agreement
Considering that the Owner provides paid services to any legal entity or individual through the Website, and the internet user, after registering or without registering on the Website, becomes a user of the Website and services provided by the Owner. The Parties have agreed to the unconditional acceptance of the terms and conditions of this User Agreement (hereinafter referred to as the Agreement), and undertake to comply strictly with them.
This Agreement is entered into between AgroBroker JSC, hereinafter referred to as "Owner", represented by its General Director R.D. Lebedev, acting on the basis of its Charter, and any legal entity registered in accordance with applicable laws, who uses the Trade.Agro.Broker website, hereinafter referred to as "Website", and collectively referred to as "Parties", and individually as "Party" in this Agreement.
1.1 In accordance with Article 435 of the Civil Code of the Russian Federation (hereinafter referred to as the "Civil Code"), this User Agreement shall be deemed to be an offer.
1.2 In accordance with Article 438 of the Civil Code, unconditional acceptance of the terms and conditions of this offer constitutes the User's agreement to pay for services rendered through the Website.
1.3 The agreement entered into in the form of an offer, as provided for in the Civil Code, does not require mutual signing and is considered valid in electronic format. Without prejudice to the terms of the offer, the Owner and User may at any time enter into a written contract for the provision of services.
1.4 By visiting the Trade.Agro.Broker website and/or using the information and materials posted on the portal, the User confirms that they have read, understood, and agree to comply with this Agreement. If the User disagrees with any part of this Agreement, they have the right to leave the portal and not use it in the future.
1.5 Complete, partial non-compliance with this Agreement, as well as any reservations to this Agreement, does not allow the User to legally use the portal.
2. Subject of the Agreement
2.1 Under this agreement, the Owner will provide paid information services to the User by providing access to the Owner's information and analytical database located on the internet at AgroBroker. The User agrees to pay for these services in the manner and amount specified in this agreement. A detailed list of services is included in Appendix 1 of this agreement.
2.2 The Owner reserves the right to amend this agreement without the User's consent by posting a notice on the website. All changes will be publicly available on https://trade.agro.broker/.
3. Terms of Registration
3.1 When registering, the User must provide reliable information about themselves in order to receive the most complete and high-quality service.
3.2 The Owner and User agree to maintain the confidentiality of any personal information provided. If the User shares registration data with third parties, such as their username and password, the Owner will not be responsible for the security of that information, its accuracy, or its reliability.
4. Services Provided
4.1 The service provided to Site Users is the ability to access Site resources to receive information services in the form of electronic files containing visual, graphic, text, and other information (hereinafter referred to as "Content") as well as the use of the functionality of the Informer portal and advertising banner manufacturing and placement on the Website.
4.2 The cost of each service is indicated on the website and includes all applicable taxes and fees.
4.3 The prices set by the owner may be changed at any time without prior agreement with users. Price changes are published on the Agro.Broker website at least one day prior to their implementation.
4.4 The reporting period for service provision is set within a calendar month.
4.5 Payment for services will be made by the customer within 5 banking days, based on the owner's account, by prepayment in full of the invoice amount.
4.6 The services are considered to have been provided properly and fully for the entire declared period and paid for by the user.
4.7 If you have any questions about the functioning of the site, the use of its services, or any other issues, please contact the support team of the owner - Agro.Broker Trade.
5. Intellectual Property
5.1. The design, program code, and other intellectual property assets posted on the site (both visible and invisible to users, both legal and illegal) are the property of AgroBroker JSC. They are protected under the current laws of the Russian Federation. This includes information contained in advertisements, including photos, videos, graphic images posted by users, and links to original sources.
5.2 The User has the right to use information and materials published on the portal to meet their personal needs when making transactions with goods and products. In all cases, if any information or materials are used, a link to the original source must be provided. Technical protection for photographic materials is ensured by inserting appropriate copyright symbols in the form of the company's copyright (© 2023 AgroBroker JSC).
5.3 If the primary source of information and materials is the trade.agro.broker website, a hyperlink to the full URL of the portal (https://trade.agro.broker) must be included on the page containing the used materials and information.
5.4 In case of violation of the terms and conditions set out in paragraphs 5.1 - 5.3, AgroBroker JSC reserves the right to at any time at its discretion require persons who have violated the terms to remove from information servers and / or websites any information or materials obtained from the portal https://trade.agro.broker/.
5.5 The rights not granted to users under these terms are the sole rights of AgroBroker JSC and are protected by the laws of the Russian Federation.
5.6 The User is prohibited from selling, transferring, or otherwise alienating to third parties any information or materials posted on the portal.
5.7 None of the ads or other materials posted on the website should be construed as recommendations to the users of the website regarding the sale or disposal of any property, rights, or personal non-property interests.
6. Liability for Violation of the Agreement
6.1 In case of any violation by the User of this Agreement, AgroBroker JSC has the right to terminate the User's account on the site without any refund of funds.
6.2 If the User fails to comply with this Agreement or other documents that regulate the activities of the portal, posts information prohibited by Russian legislation, or in other circumstances, at AgroBroker's discretion, which may violate the rights of third parties or others, AgroBroker reserves the right to restrict the User's access to the portal without explanation.
6.3 The Owner makes every effort to ensure proper operation of the Site, but it is not responsible for any failure or improper performance of its obligations under this Agreement or possible losses resulting from, among other things:
- Illegal actions of users aimed at violating information security or the normal functioning of the site;
- Site failures caused by errors in the code, computer viruses, and other extraneous code fragments in the site software;
- The absence (inability to establish, terminate, etc.) of internet connections between the user's server and the site server;
- Carrying out activities by state and municipal bodies, as well as other organizations, within the framework of SORM (System of Operational Investigative Measures);
- The establishment of state regulation (or regulation by other organizations) of the economic activities of commercial organizations on the internet and/or the imposition by these entities of temporary restrictions that make it difficult or impossible to fulfill the agreement.
- Other cases related to actions by Users and/or other parties that may have contributed to the deterioration of the overall situation with the use of the internet and/or computer equipment at the time the agreement was entered into, as well as any other actions directed towards the site and third parties.
- Performance of the work specified in clauses 6.4 and 6.5 of the agreement.
6.4 The owner has the right to perform preventive maintenance on the software and hardware components of the site, temporarily suspending the site's operation during nighttime hours, if possible, in order to minimize downtime, and notify the user if technically feasible.
6.5 The Owner shall be released from liability for any violation of the terms and conditions of this Agreement that is caused by an act of God, including fire, flood, earthquake, other natural disasters, power outages, as well as software and hardware failures resulting from the acts or omissions of third parties aimed at interrupting or terminating the operation of the Website.
6.6 AgroBroker JSC and any of its subsidiaries, affiliates, divisions, employees, agents, trademark co-owners, and other partners shall not be responsible for any losses, expenses, or profits lost by users or for the accuracy or reliability of information and materials posted on the Website (or any other websites linked to it by a hyperlink) or for any inability to access the Website due to the actions of other parties.
7. Links
The Site's services may contain links to other websites. The User agrees that the owner is not responsible for the content or availability of these websites, nor for any consequences arising from the use of their content. The user acknowledges that any links clicked on the site are done at their own risk and without any guarantee or responsibility on the part of the owner.
8. Term of the Agreement
8.1. This Agreement becomes effective upon acceptance of this offer by the User. Acceptance of the terms and conditions of this offer is considered as payment by the User for the service provided.
8.2. If the next payment is not made by the "User", the Agreement will be suspended until the next payment.
8.3. This Agreement is an offer under Article 435 of the Civil Code of the Russian Federation. Therefore, the Owner has the right to withdraw this offer under Article 436 of the same Code. If the Owner withdraws the offer during the term of this Agreement, it will be considered terminated from the date of withdrawal. Information about the withdrawal will be posted on the website.
8.4. This Agreement has no expiration date and is valid indefinitely.
8.5 This Agreement applies to users who have registered prior to the date of publication of this agreement on the website.
8.6 When determining time limits, we will calculate the time when a party or third party took action (or failed to act) according to Moscow time.
9. Other Conditions
9.1 AgroBroker JSC reserves the right not to correspond with users of the platform.
9.2 From the date this Agreement becomes effective, any agreements regarding this Agreement or similar agreements (including previous correspondence regarding the subject) between the parties are terminated.
9.3 Some paid services offered by the Owner may be governed by separate agreements (contracts) between the Owner and User and posted on the Website in the vicinity of such services. In case of a conflict between the text of this Agreement and an agreement (contract) for a specific service, the terms and conditions of that agreement (contract) shall prevail over this Agreement in determining the relationship between the Owner and User when purchasing services governed by the separate agreement (contract).
9.4. In the event that any provision of the Agreement is found to be invalid under the law, such provision shall be deemed to be excluded from the Agreement and the remaining provisions shall remain in full force and effect.
9.5. By accepting the terms and conditions of this Agreement, as well as any other documents exchanged in accordance with this Agreement, the "User" agrees that it is permitted to use a facsimile copy of the authorized person's signature in accordance with Article 160 of the Civil Code of the Russian Federation.
9.6. Any issues not covered by the Agreement shall be resolved in accordance with the laws of the Russian Federation. In case of disputes between the Owner and the User related to the Agreement, which are not resolved through negotiation between the Parties, such disputes shall be referred to the Arbitration Court located at the place of the Owner's residence in accordance with the procedures provided for under current legislation.
This Agreement is entered into between AgroBroker JSC, hereinafter referred to as "Owner", represented by its General Director R.D. Lebedev, acting on the basis of its Charter, and any legal entity registered in accordance with applicable laws, who uses the Trade.Agro.Broker website, hereinafter referred to as "Website", and collectively referred to as "Parties", and individually as "Party" in this Agreement.
1.1 In accordance with Article 435 of the Civil Code of the Russian Federation (hereinafter referred to as the "Civil Code"), this User Agreement shall be deemed to be an offer.
1.2 In accordance with Article 438 of the Civil Code, unconditional acceptance of the terms and conditions of this offer constitutes the User's agreement to pay for services rendered through the Website.
1.3 The agreement entered into in the form of an offer, as provided for in the Civil Code, does not require mutual signing and is considered valid in electronic format. Without prejudice to the terms of the offer, the Owner and User may at any time enter into a written contract for the provision of services.
1.4 By visiting the Trade.Agro.Broker website and/or using the information and materials posted on the portal, the User confirms that they have read, understood, and agree to comply with this Agreement. If the User disagrees with any part of this Agreement, they have the right to leave the portal and not use it in the future.
1.5 Complete, partial non-compliance with this Agreement, as well as any reservations to this Agreement, does not allow the User to legally use the portal.
2. Subject of the Agreement
2.1 Under this agreement, the Owner will provide paid information services to the User by providing access to the Owner's information and analytical database located on the internet at AgroBroker. The User agrees to pay for these services in the manner and amount specified in this agreement. A detailed list of services is included in Appendix 1 of this agreement.
2.2 The Owner reserves the right to amend this agreement without the User's consent by posting a notice on the website. All changes will be publicly available on https://trade.agro.broker/.
3. Terms of Registration
3.1 When registering, the User must provide reliable information about themselves in order to receive the most complete and high-quality service.
3.2 The Owner and User agree to maintain the confidentiality of any personal information provided. If the User shares registration data with third parties, such as their username and password, the Owner will not be responsible for the security of that information, its accuracy, or its reliability.
4. Services Provided
4.1 The service provided to Site Users is the ability to access Site resources to receive information services in the form of electronic files containing visual, graphic, text, and other information (hereinafter referred to as "Content") as well as the use of the functionality of the Informer portal and advertising banner manufacturing and placement on the Website.
4.2 The cost of each service is indicated on the website and includes all applicable taxes and fees.
4.3 The prices set by the owner may be changed at any time without prior agreement with users. Price changes are published on the Agro.Broker website at least one day prior to their implementation.
4.4 The reporting period for service provision is set within a calendar month.
4.5 Payment for services will be made by the customer within 5 banking days, based on the owner's account, by prepayment in full of the invoice amount.
4.6 The services are considered to have been provided properly and fully for the entire declared period and paid for by the user.
4.7 If you have any questions about the functioning of the site, the use of its services, or any other issues, please contact the support team of the owner - Agro.Broker Trade.
5. Intellectual Property
5.1. The design, program code, and other intellectual property assets posted on the site (both visible and invisible to users, both legal and illegal) are the property of AgroBroker JSC. They are protected under the current laws of the Russian Federation. This includes information contained in advertisements, including photos, videos, graphic images posted by users, and links to original sources.
5.2 The User has the right to use information and materials published on the portal to meet their personal needs when making transactions with goods and products. In all cases, if any information or materials are used, a link to the original source must be provided. Technical protection for photographic materials is ensured by inserting appropriate copyright symbols in the form of the company's copyright (© 2023 AgroBroker JSC).
5.3 If the primary source of information and materials is the trade.agro.broker website, a hyperlink to the full URL of the portal (https://trade.agro.broker) must be included on the page containing the used materials and information.
5.4 In case of violation of the terms and conditions set out in paragraphs 5.1 - 5.3, AgroBroker JSC reserves the right to at any time at its discretion require persons who have violated the terms to remove from information servers and / or websites any information or materials obtained from the portal https://trade.agro.broker/.
5.5 The rights not granted to users under these terms are the sole rights of AgroBroker JSC and are protected by the laws of the Russian Federation.
5.6 The User is prohibited from selling, transferring, or otherwise alienating to third parties any information or materials posted on the portal.
5.7 None of the ads or other materials posted on the website should be construed as recommendations to the users of the website regarding the sale or disposal of any property, rights, or personal non-property interests.
6. Liability for Violation of the Agreement
6.1 In case of any violation by the User of this Agreement, AgroBroker JSC has the right to terminate the User's account on the site without any refund of funds.
6.2 If the User fails to comply with this Agreement or other documents that regulate the activities of the portal, posts information prohibited by Russian legislation, or in other circumstances, at AgroBroker's discretion, which may violate the rights of third parties or others, AgroBroker reserves the right to restrict the User's access to the portal without explanation.
6.3 The Owner makes every effort to ensure proper operation of the Site, but it is not responsible for any failure or improper performance of its obligations under this Agreement or possible losses resulting from, among other things:
- Illegal actions of users aimed at violating information security or the normal functioning of the site;
- Site failures caused by errors in the code, computer viruses, and other extraneous code fragments in the site software;
- The absence (inability to establish, terminate, etc.) of internet connections between the user's server and the site server;
- Carrying out activities by state and municipal bodies, as well as other organizations, within the framework of SORM (System of Operational Investigative Measures);
- The establishment of state regulation (or regulation by other organizations) of the economic activities of commercial organizations on the internet and/or the imposition by these entities of temporary restrictions that make it difficult or impossible to fulfill the agreement.
- Other cases related to actions by Users and/or other parties that may have contributed to the deterioration of the overall situation with the use of the internet and/or computer equipment at the time the agreement was entered into, as well as any other actions directed towards the site and third parties.
- Performance of the work specified in clauses 6.4 and 6.5 of the agreement.
6.4 The owner has the right to perform preventive maintenance on the software and hardware components of the site, temporarily suspending the site's operation during nighttime hours, if possible, in order to minimize downtime, and notify the user if technically feasible.
6.5 The Owner shall be released from liability for any violation of the terms and conditions of this Agreement that is caused by an act of God, including fire, flood, earthquake, other natural disasters, power outages, as well as software and hardware failures resulting from the acts or omissions of third parties aimed at interrupting or terminating the operation of the Website.
6.6 AgroBroker JSC and any of its subsidiaries, affiliates, divisions, employees, agents, trademark co-owners, and other partners shall not be responsible for any losses, expenses, or profits lost by users or for the accuracy or reliability of information and materials posted on the Website (or any other websites linked to it by a hyperlink) or for any inability to access the Website due to the actions of other parties.
7. Links
The Site's services may contain links to other websites. The User agrees that the owner is not responsible for the content or availability of these websites, nor for any consequences arising from the use of their content. The user acknowledges that any links clicked on the site are done at their own risk and without any guarantee or responsibility on the part of the owner.
8. Term of the Agreement
8.1. This Agreement becomes effective upon acceptance of this offer by the User. Acceptance of the terms and conditions of this offer is considered as payment by the User for the service provided.
8.2. If the next payment is not made by the "User", the Agreement will be suspended until the next payment.
8.3. This Agreement is an offer under Article 435 of the Civil Code of the Russian Federation. Therefore, the Owner has the right to withdraw this offer under Article 436 of the same Code. If the Owner withdraws the offer during the term of this Agreement, it will be considered terminated from the date of withdrawal. Information about the withdrawal will be posted on the website.
8.4. This Agreement has no expiration date and is valid indefinitely.
8.5 This Agreement applies to users who have registered prior to the date of publication of this agreement on the website.
8.6 When determining time limits, we will calculate the time when a party or third party took action (or failed to act) according to Moscow time.
9. Other Conditions
9.1 AgroBroker JSC reserves the right not to correspond with users of the platform.
9.2 From the date this Agreement becomes effective, any agreements regarding this Agreement or similar agreements (including previous correspondence regarding the subject) between the parties are terminated.
9.3 Some paid services offered by the Owner may be governed by separate agreements (contracts) between the Owner and User and posted on the Website in the vicinity of such services. In case of a conflict between the text of this Agreement and an agreement (contract) for a specific service, the terms and conditions of that agreement (contract) shall prevail over this Agreement in determining the relationship between the Owner and User when purchasing services governed by the separate agreement (contract).
9.4. In the event that any provision of the Agreement is found to be invalid under the law, such provision shall be deemed to be excluded from the Agreement and the remaining provisions shall remain in full force and effect.
9.5. By accepting the terms and conditions of this Agreement, as well as any other documents exchanged in accordance with this Agreement, the "User" agrees that it is permitted to use a facsimile copy of the authorized person's signature in accordance with Article 160 of the Civil Code of the Russian Federation.
9.6. Any issues not covered by the Agreement shall be resolved in accordance with the laws of the Russian Federation. In case of disputes between the Owner and the User related to the Agreement, which are not resolved through negotiation between the Parties, such disputes shall be referred to the Arbitration Court located at the place of the Owner's residence in accordance with the procedures provided for under current legislation.
10. Dispute Resolution
Procedure
10.1 All disputes, disagreements, and claims that arise in connection with the execution, termination, or invalidation of this User Agreement will be resolved through negotiation. If any party has a claim or disagreement, they should send a message to the other party in accordance with the procedures outlined in this User Agreement or through postal communication services. The message should clearly state the nature of the claim and provide evidence to support it.
10.2 Within 10 business days of receiving the message, the receiving party must respond in a similar format.
10.3. If the response to the message is not received by the party sending the message within the time period specified in clause 11.2 of the User Agreement, or if the parties do not reach an agreement on the issues and/or disputes that have arisen, the matter will be referred to the Arbitration Court in the city of Moscow for resolution.
11. Changes to the Terms of the User Agreement
The Provider has the right to change the terms and conditions of the User Agreement unilaterally, without going to court. These changes will take effect one day after the new version of the User Agreement is published on the Website or Application. The Provider will notify the User about the changes by posting a new version of the User Agreement on the website or by sending an email to the User's authorized email address.
It is the User's responsibility to review the new version of the agreement. If the User continues to use the functionality of the Website or Application after this notification, it will be considered that they have accepted the terms of the updated agreement.
11.3 If the User disagrees with the terms of the updated User Agreement, they should contact the Provider using the established procedure. The User can then request termination of the current User Agreement.
11.4 Once all outstanding payments have been settled, the User may terminate the User Agreement unilaterally out of court by sending a notice to the Provider's designated email address.
12. Assurance of the Parties regarding the Circumstances
In accordance with Article 431.2 of the Civil Code of the Russian Federation, the parties provide each other with the following assurance regarding the circumstances (hereinafter referred to as "Circumstances assurance"):
12.1 Provider's Circumstances Assurance:
By signing this User Agreement, Provider hereby provides the User with the Circumstance Assurance, confirms its authenticity, and acknowledges that User enters into this User Agreement and signs any documents related to it based on Provider's assurance of Circumstances.
Provider is a legally established entity authorized by the legislation of Russian Federation to enter into this User Agreement.
b) The conclusion of a User Agreement by the Provider is not a major transaction for the Provider and is in accordance with the requirements of the Civil Code of the Russian Federation. It does not require any additional corporate actions.
c) All documents related to the User Agreement are signed by a representative of the Provider who has the authority to act on behalf of the company in accordance with relevant laws, the Provider's Charter, and other internal documents.
d) The Provider has taken all necessary steps, fulfilled all conditions, and obtained all required permissions and consents before concluding the User Agreement. This ensures that the agreement and its associated obligations are lawful, valid, and legally binding.
e) Neither the User Agreement nor its fulfillment violate or will violate any provisions of laws, regulations, the Provider's charter or internal documents, contracts, or other obligations to participants, creditors, government agencies, or other parties;
f) The Provider agrees to take any actions necessary in the future to ensure the continued validity of the User Agreement, including making changes as needed, issuing and submitting additional documents, and obtaining necessary permits or consents;
g) Information provided by the Provider in accordance with the User Agreement is accurate, and documents provided are from authorized sources and contain reliable information.
h) The Provider submits tax and other reports in accordance with the current legislation of the Russian Federation. All transactions under the User Agreement are fully reflected in the Provider's primary documentation, as well as in financial, statistical, and other reports.
13.1.2 The Provider agrees to immediately notify the User if the assurances described in clause 13.1 of the User Agreement regarding the circumstances cease to be valid due to changes in the legal, financial, or property situation of the Provider, as well as any other circumstances that, in the Provider's reasonable judgment, significantly affect the Provider's ability to comply with the terms of the Agreement.
13.2 User's Assurances Regarding Circumstances
13.2.1 By entering into this Agreement, the User makes the following assurances regarding circumstances, confirms their accuracy, and acknowledges that they are entering into the Agreement and signing any documents related to it based on these assurances.
a) The User is a legally recognized entity or an individual entrepreneur registered in accordance with Russian law and authorized to enter into this Agreement.
b) The conclusion of a user agreement by the user is not a significant transaction for the user, as it is not a transaction in which there is interest in accordance with the Civil Code of the Russian Federation and does not require appropriate corporate actions.
c) The user agreement, as well as any related documents, are signed or will be signed by a person who, according to current legislation, charter, and other documents of the user, has the authority to act on their behalf.
d) All necessary actions have been taken, all conditions have been met, and all required permissions and consents have been obtained for the user to enter into the user agreement and fulfill its obligations, and for the agreement and its obligations to be legal, valid, and legally binding.
e) Neither the User Agreement nor its fulfillment violate and will not violate any provisions of laws, regulations, the charter, internal documents, contracts, or other obligations of the User towards participants, creditors, government agencies, or other parties;
f) Payments under the User Agreement can be made in accordance with current legislation without the need for obtaining any consents or permissions, as well as without deductions or deductions;
g) The User agrees to take all necessary actions in the future to ensure that the User Agreement remains binding and to fulfill obligations thereunder, including, but not limited to, making the necessary changes, issuing and submitting other documents, or obtaining the necessary permits or consents;
h) Information provided by the User under the User Agreement is accurate, and documents submitted are obtained from authorized bodies and contain reliable information.
I) The User shall pay all taxes and fees as provided for by the laws of the Russian Federation, submit tax and other reports in accordance with the current laws of the Russian Federation. All transactions under the User Agreement shall be fully reflected in the primary documentation of the User as well as in financial, statistical, and other reports.
The User agrees to immediately notify the Provider if the assurances mentioned in clause 13.1 of the User Agreement cease to be reliable due to changes in the legal, financial, or property situation of the User. Additionally, the User agrees to notify the Provider of any other circumstances, which in his or her reasonable opinion, significantly affects their ability to fulfill the terms of this Agreement.
14. FINAL PROVISIONS
14.1. Any term of the User Agreement shall be independent, and as a result, the recognition of any term of this User Agreement as invalid or void by a court of competent jurisdiction shall not serve as a basis for invalidating this User Agreement. However, if in the future, the parties agree to change the remaining terms of the User Agreement so that they achieve the same economic effects and obtain the same benefits while executing the User Agreement, even if one of its terms is declared invalid or void, then this will be done.
14.2. With regard to all matters not covered by this User Agreement, the parties shall be guided by current legislation and industry best practices of the Russian Federation.
14.3. The user acknowledges that he or she has read and understood all the terms and conditions of this User Agreement and agrees to be bound by them.
Procedure
10.1 All disputes, disagreements, and claims that arise in connection with the execution, termination, or invalidation of this User Agreement will be resolved through negotiation. If any party has a claim or disagreement, they should send a message to the other party in accordance with the procedures outlined in this User Agreement or through postal communication services. The message should clearly state the nature of the claim and provide evidence to support it.
10.2 Within 10 business days of receiving the message, the receiving party must respond in a similar format.
10.3. If the response to the message is not received by the party sending the message within the time period specified in clause 11.2 of the User Agreement, or if the parties do not reach an agreement on the issues and/or disputes that have arisen, the matter will be referred to the Arbitration Court in the city of Moscow for resolution.
11. Changes to the Terms of the User Agreement
The Provider has the right to change the terms and conditions of the User Agreement unilaterally, without going to court. These changes will take effect one day after the new version of the User Agreement is published on the Website or Application. The Provider will notify the User about the changes by posting a new version of the User Agreement on the website or by sending an email to the User's authorized email address.
It is the User's responsibility to review the new version of the agreement. If the User continues to use the functionality of the Website or Application after this notification, it will be considered that they have accepted the terms of the updated agreement.
11.3 If the User disagrees with the terms of the updated User Agreement, they should contact the Provider using the established procedure. The User can then request termination of the current User Agreement.
11.4 Once all outstanding payments have been settled, the User may terminate the User Agreement unilaterally out of court by sending a notice to the Provider's designated email address.
12. Assurance of the Parties regarding the Circumstances
In accordance with Article 431.2 of the Civil Code of the Russian Federation, the parties provide each other with the following assurance regarding the circumstances (hereinafter referred to as "Circumstances assurance"):
12.1 Provider's Circumstances Assurance:
By signing this User Agreement, Provider hereby provides the User with the Circumstance Assurance, confirms its authenticity, and acknowledges that User enters into this User Agreement and signs any documents related to it based on Provider's assurance of Circumstances.
Provider is a legally established entity authorized by the legislation of Russian Federation to enter into this User Agreement.
b) The conclusion of a User Agreement by the Provider is not a major transaction for the Provider and is in accordance with the requirements of the Civil Code of the Russian Federation. It does not require any additional corporate actions.
c) All documents related to the User Agreement are signed by a representative of the Provider who has the authority to act on behalf of the company in accordance with relevant laws, the Provider's Charter, and other internal documents.
d) The Provider has taken all necessary steps, fulfilled all conditions, and obtained all required permissions and consents before concluding the User Agreement. This ensures that the agreement and its associated obligations are lawful, valid, and legally binding.
e) Neither the User Agreement nor its fulfillment violate or will violate any provisions of laws, regulations, the Provider's charter or internal documents, contracts, or other obligations to participants, creditors, government agencies, or other parties;
f) The Provider agrees to take any actions necessary in the future to ensure the continued validity of the User Agreement, including making changes as needed, issuing and submitting additional documents, and obtaining necessary permits or consents;
g) Information provided by the Provider in accordance with the User Agreement is accurate, and documents provided are from authorized sources and contain reliable information.
h) The Provider submits tax and other reports in accordance with the current legislation of the Russian Federation. All transactions under the User Agreement are fully reflected in the Provider's primary documentation, as well as in financial, statistical, and other reports.
13.1.2 The Provider agrees to immediately notify the User if the assurances described in clause 13.1 of the User Agreement regarding the circumstances cease to be valid due to changes in the legal, financial, or property situation of the Provider, as well as any other circumstances that, in the Provider's reasonable judgment, significantly affect the Provider's ability to comply with the terms of the Agreement.
13.2 User's Assurances Regarding Circumstances
13.2.1 By entering into this Agreement, the User makes the following assurances regarding circumstances, confirms their accuracy, and acknowledges that they are entering into the Agreement and signing any documents related to it based on these assurances.
a) The User is a legally recognized entity or an individual entrepreneur registered in accordance with Russian law and authorized to enter into this Agreement.
b) The conclusion of a user agreement by the user is not a significant transaction for the user, as it is not a transaction in which there is interest in accordance with the Civil Code of the Russian Federation and does not require appropriate corporate actions.
c) The user agreement, as well as any related documents, are signed or will be signed by a person who, according to current legislation, charter, and other documents of the user, has the authority to act on their behalf.
d) All necessary actions have been taken, all conditions have been met, and all required permissions and consents have been obtained for the user to enter into the user agreement and fulfill its obligations, and for the agreement and its obligations to be legal, valid, and legally binding.
e) Neither the User Agreement nor its fulfillment violate and will not violate any provisions of laws, regulations, the charter, internal documents, contracts, or other obligations of the User towards participants, creditors, government agencies, or other parties;
f) Payments under the User Agreement can be made in accordance with current legislation without the need for obtaining any consents or permissions, as well as without deductions or deductions;
g) The User agrees to take all necessary actions in the future to ensure that the User Agreement remains binding and to fulfill obligations thereunder, including, but not limited to, making the necessary changes, issuing and submitting other documents, or obtaining the necessary permits or consents;
h) Information provided by the User under the User Agreement is accurate, and documents submitted are obtained from authorized bodies and contain reliable information.
I) The User shall pay all taxes and fees as provided for by the laws of the Russian Federation, submit tax and other reports in accordance with the current laws of the Russian Federation. All transactions under the User Agreement shall be fully reflected in the primary documentation of the User as well as in financial, statistical, and other reports.
The User agrees to immediately notify the Provider if the assurances mentioned in clause 13.1 of the User Agreement cease to be reliable due to changes in the legal, financial, or property situation of the User. Additionally, the User agrees to notify the Provider of any other circumstances, which in his or her reasonable opinion, significantly affects their ability to fulfill the terms of this Agreement.
14. FINAL PROVISIONS
14.1. Any term of the User Agreement shall be independent, and as a result, the recognition of any term of this User Agreement as invalid or void by a court of competent jurisdiction shall not serve as a basis for invalidating this User Agreement. However, if in the future, the parties agree to change the remaining terms of the User Agreement so that they achieve the same economic effects and obtain the same benefits while executing the User Agreement, even if one of its terms is declared invalid or void, then this will be done.
14.2. With regard to all matters not covered by this User Agreement, the parties shall be guided by current legislation and industry best practices of the Russian Federation.
14.3. The user acknowledges that he or she has read and understood all the terms and conditions of this User Agreement and agrees to be bound by them.
