IV. Rights and Obligations of the Parties4.1. The Customer shall be obliged to:4.1.1. Fully review the terms of this Offer prior to concluding the Agreement in the manner provided for in Clause 3.1 of this Offer.
4.1.2. Duly perform the terms of the Agreement concluded on the terms of this Offer, guided by the principles of reasonableness and good faith, and not to cause losses to the Contractor.
4.1.3. Not to take any actions aimed at the unauthorized distribution of the Resource Link (if the work/service was provided in that manner).
4.1.4. Provide the Contractor with only current and accurate information about themselves and independently bear responsibility for the consequences caused by the provision of inaccurate and/or outdated information. The Customer shall, within 7 (seven) calendar days, notify the Contractor in writing of all changes relating to the information provided by the Customer upon conclusion and/or in the course of performance of the Agreement concluded on the terms of this Offer, and shall, at the Contractor’s request, confirm the accuracy of such information, including in written form.
The Contractor’s obligation to send the Customer notifications provided for by the legislation of the Russian Federation and/or the Agreement shall be deemed fulfilled upon sending notifications in accordance with the contact information for the Customer available to the Contractor.
4.1.5. Make payments of the Fee, as well as any other amounts payable by the Customer to the Contractor under the Agreement, exclusively using bank cards issued in the name of the Customer.
4.1.6. The Customer agrees that in the event the Contractor provides the service by means of a Resource Link, the Customer will need to use the Internet, as well as software (web browsers, operating systems, etc.) and equipment (personal computers, network equipment, etc.) produced and provided by third parties, and the Contractor cannot be held liable for the quality of such software, equipment, and/or the Internet. The Customer undertakes to independently ensure the acquisition of equipment (a personal computer or laptop), the availability of software and other special tools necessary to access the Resource Link, as well as stable Internet access.
4.1.7. The Customer shall verify the quality of the Contractor’s goods/works/services at the time of receipt of the goods/result of the work performed/service rendered.
4.2. The Customer shall have the right to:4.2.1. Refuse to conclude the Agreement on the terms of this Offer at any time prior to paying the Fee to the Contractor.
4.2.2. Demand a refund of funds paid to the Contractor in the event of the Contractor’s refusal to sell the goods/works/services, except in the cases specified in Clause 3.11.3 of this Offer.
4.2.3. Refuse the work/service prior to the Contractor transferring the result of the work performed/service rendered to the Customer, subject to reimbursement of the Contractor’s costs incurred in performing the work/providing the service. The Customer agrees that they may not demand a refund of the Fee for the portion of work/services that has been performed/rendered by the Contractor prior to the Customer’s refusal.
4.2.4. Exercise other rights regarding the return, exchange, or replacement of goods in the manner provided for on the Contractor’s Website and by the legislation of the Russian Federation.
4.3. The Contractor shall be obliged to:4.3.1. Provide the Customer with the Contractor’s goods/works/services in the manner and on the terms provided for by the Agreement concluded on the terms of this Offer.
4.3.2. Fulfill the obligations under the Agreement concluded on the terms of this Offer in due manner, acting exclusively in the interests of the Customer.
4.3.3. Post on the Contractor’s Website complete and accurate information regarding the Contractor’s goods/works/services and their sale.
4.4. The Contractor shall have the right to:4.4.1. Amend and supplement this Offer in the manner established by Section XI “Procedure for Conclusion, Amendment, and Termination of the Agreement” of this Offer.
4.4.2. Request and receive from the Customer information necessary for the performance of the Agreement.
4.4.3. Engage any third parties for the purpose of fulfilling obligations under the Agreement concluded on the terms of this Offer, while retaining liability to the Customer.
V. Fee for the Sale of the Contractor’s Goods/Works/Services and Payment Terms5.1. For the sale of the Contractor’s goods/works/services, the Customer shall pay the Contractor a Fee in the amount specified on the Contractor’s Website.
5.2. The Fee for the Contractor’s goods/works/services shall be paid by the Customer on the terms of 100% (one hundred percent) advance payment of the Fee determined in the manner established in Clause 5.1 of this Offer, unless a different payment procedure is provided for on the Contractor’s Website or separately agreed upon by the Parties. Payment of the Fee constitutes acceptance of this Offer.
5.3. Payment of the fee for the Contractor’s goods/works/services may be made by the Customer exclusively by non-cash means:
a) using the Customer’s bank card; or
b) using any of the non-cash payment methods available on the Payment Page.
5.4. All payments under the Agreement shall be made in Russian rubles. If payment is made in a currency other than Russian rubles, the payment amount shall be converted into Russian rubles at the exchange rate of the Bank of Russia on the date of payment.
5.5. The obligation to pay the Fee shall be deemed fulfilled by the Customer from the moment the funds are credited to the Contractor’s bank account or to the account of a third party authorized by the Contractor to receive the Fee.
5.6. All costs associated with making payments under the Agreement concluded on the terms of this Offer shall be borne by the Party making the respective payment.
5.7. The Contractor shall have the right to unilaterally change the amount of the Fee at any time by amending the information posted on the Contractor’s Website. Changes made by the Contractor to the Fee amount or the procedure for its determination shall take effect from the moment the updated Fee amount or determination procedure is published on the Contractor’s Website. The Fee paid by the Customer under the Agreement prior to the Contractor making the respective changes shall not be subject to recalculation.
5.8. In the case of sale of goods, the cost of packaging and wrapping is included in the price of the goods (the Fee for the purchase of the goods), unless otherwise provided for on the Contractor’s Website.
5.9. The Contractor may send the Customer a service completion certificate, work acceptance certificate, goods transfer-acceptance certificate, or other documents related to the completion of the sale of the Contractor’s goods/works/services. The Customer undertakes to sign such documents within 5 (five) business days of receipt and to send the Contractor a signed copy of the certificate (document), or, within the same period, to submit reasoned objections to signing the documents. If the Customer fails to send the signed certificate (document) or reasoned objections within the specified period, such certificate (document) related to the completion of the sale of the Contractor’s goods/works/services shall be deemed signed by both Parties.
VI. Intellectual Property Rights and Their Protection6.1. By concluding the Agreement on the terms of this Offer, the Customer acknowledges that the results of intellectual activity included in the Contractor’s goods/works/services, all trademarks, products, trade names, logos, results of intellectual activity, other protected rights, and other materials contained on the Contractor’s Website, belonging to both the Contractor and third parties, are intellectual property objects protected in accordance with the legislation of the Russian Federation.
6.2. The Customer undertakes not to copy, modify, alter, delete, supplement, publish, transmit such intellectual property objects of the Contractor and/or third parties, create derivative works, manufacture or sell products based thereon, reproduce, display, or use in any other manner the relevant rights of third parties without the express permission of their owners/rights holders.
6.3. No rights to the results of intellectual activity included in the Contractor’s goods/works/services (unless otherwise agreed by the Parties), nor to any content of the Contractor’s Website, including but not limited to logos and other marks, shall pass to the Customer as a result of or in connection with the conclusion of the Agreement on the terms of this Offer.
6.4. If the Contractor’s goods/works/services include results of intellectual activity, the Customer shall be granted the right to access such results of intellectual activity exclusively for personal use — for review and study purposes.
6.4.1. The Customer shall not use the results of intellectual activity included in the Contractor’s goods/works/services (either in whole or in part) for commercial purposes aimed at generating profit from their distribution (whether in unmodified or modified form). At the same time, the Customer is permitted to use knowledge and information obtained through the use of the Contractor’s goods/works/services in their business activities.
VII. Liability of the Parties7.1. In the event of non-performance and/or improper performance of their obligations under the Agreement, the Parties shall bear liability in accordance with the terms of this Offer and the applicable legislation of the Russian Federation.
7.2. The Contractor shall not be liable to the Customer if, for any reason, the Customer is dissatisfied with the content, design, consumer value, etc. of the goods/works/services of proper quality received.
7.3. The Contractor shall not be liable if the Customer, having paid the Fee and received the Resource Link, failed to use access to the service within the access period granted, if such period was determined by the conditions of acquisition of the service.
7.4. The Customer shall be liable for the dissemination by any means of false information regarding the goods/works/services, as well as information that damages the business reputation of the Contractor.
7.5. In the event that the Customer’s unlawful actions result in claims (complaints) and/or lawsuits being filed against the Contractor by third parties (including regulatory authorities), and such claims (complaints) and/or lawsuits are recognized as justified (upheld) by a final court decision (arbitral tribunal) or other competent authority (hereinafter referred to as the “Decision”), the Customer shall be obliged to compensate the Contractor in full for the amount of the claims (complaints) and/or lawsuits of third parties (including regulatory authorities) specified in the Decision.
7.6. Payment of penalties and fines, as well as compensation for losses in accordance with this Section, shall be made by the liable Party within 5 (five) business days from the date of receipt of a written demand from the injured Party, by means of a non-cash transfer to the bank account of the injured Party specified in such written demand.
7.7. The Agreement concluded on the terms of this Offer shall be governed by and construed in accordance with the legislation of the Russian Federation. The Parties shall make every effort to resolve any disputes and disagreements arising between them under or in connection with this Agreement through negotiations. The period for reviewing a claim shall be 30 (thirty) calendar days from the date of receipt. If it is impossible to resolve a dispute amicably through negotiations between the Parties, either Party shall have the right to refer such dispute for resolution through judicial proceedings in the manner established by the applicable legislation of the Russian Federation.
VIII. Force Majeure8.1. Neither Party shall be liable for the complete or partial non-performance of its obligations under the Agreement concluded on the terms of this Offer, if such non-performance was caused by force majeure circumstances arising after the conclusion of the Agreement as a result of extraordinary events that neither Party could have foreseen or prevented by reasonable means. Such circumstances may include floods, fires, earthquakes, and other natural disasters, military actions, actions of governments and local authorities, strikes, power supply failures resulting in disruption of the Parties’ computer systems and data loss, and changes in legislation occurring after the conclusion of the Agreement that make it impossible to perform the Agreement in accordance with the newly established procedures.
8.2. In the event of force majeure circumstances, the period for fulfilling obligations under the Agreement shall be extended proportionally to the duration of such circumstances and their consequences.
8.3. The Party invoking such circumstances shall be obliged to notify the other Party in writing within 3 (three) calendar days of their occurrence and the anticipated duration thereof. Confirmation of the existence and duration of force majeure shall be a certificate or other supporting document issued by competent authorities.
8.4. Failure to notify or untimely notification of the occurrence of force majeure circumstances shall deprive the Party whose performance of obligations was interrupted by such circumstances of the right to invoke them subsequently.
8.5. Upon cessation of such circumstances, the Party shall promptly notify the other Party thereof in writing, indicating the timeframe within which the obligations under the Agreement are expected to be fulfilled.
8.6. If force majeure circumstances continue for more than 30 (thirty) consecutive calendar days, either Party shall have the right to refuse to perform the Agreement concluded on the terms of this Offer, having notified the other Party thereof in writing at least 30 (thirty) calendar days prior to the anticipated date of termination of performance of the Agreement.
IX. Electronic Document Management9.1. The Parties recognize the legal force of electronic documents as equal to the legal force of documents on paper signed with a handwritten signature and bearing the seals of the parties (where required), provided that the electronic documents are sent from the email addresses specified by the Parties in accordance with the terms of this Offer to the email addresses designated by the Parties as belonging to them in accordance with the terms of this Offer. Such documents shall be deemed signed with a simple electronic signature.
9.2. All documents, notifications, requests, claims, and other communications from one Party may be sent to the other Party in the manner specified in Clause 9.1 of this Offer. The Parties recognize the legal force of such documents and communications. Original documents shall be sent at the request of a Party by Russian Post as a registered letter with acknowledgment of delivery, or by courier service.
9.3. The Parties agree not to grant access (login and password credentials) to the email addresses used for the exchange of electronic documents to third parties, and to independently take all necessary measures to ensure the confidentiality of access. In the event of loss of access, as well as in cases of unlawful access by third parties to the email addresses of one of the Parties, the affected Party undertakes to immediately notify the other Party thereof by sending a notification via email and/or telephone.
The Party that has allowed a breach of confidentiality of access to the email address used for electronic document exchange shall be liable for electronic documents sent through such communication channels until the other Party has been officially notified of the breach of confidentiality.
9.4. A message shall be deemed delivered also in cases where it was received by the person to whom it was addressed but was not delivered to them or was not read by the addressee due to circumstances attributable to them.
9.5. The Parties assume all risks associated with the operability of their own equipment and communication channels.
9.6. The Parties undertake to ensure that access to the email address used for electronic document management is granted only to persons authorized to sign documents.
9.7. To promptly inform (by email and/or telephone) the other Party of all instances of technical failures or other circumstances preventing electronic document management in accordance with this Section of the Offer.
9.8. In the event of possible security threats, the Parties undertake to immediately notify each other of such threats in order to take coordinated measures to neutralize them.
9.9. The Parties agree that electronic documents related to the Agreement concluded on the terms of this Offer, signed and executed in the manner specified in this Offer, shall have legal force and shall be binding upon the Parties.
The addresses for the exchange of documentation necessary for the performance of the Agreement concluded on the terms of this Offer shall be:
a) The Customer’s Contact Email Address;
b) The Contractor’s email address specified in Section XII of this Offer.
X. Miscellaneous Provisions10.1. The relationship between the Parties in the course of performing the Agreement shall be governed by the applicable legislation of the Russian Federation and the Agreement (including all amendments and supplements thereto).
10.2. The Contractor shall provide the Customer with all necessary public information by posting it on the Contractor’s Website.
10.3. By concluding the Agreement on the terms of this Offer, the Customer confirms that they fully understand that:
10.3.1. The Agreement grants the Customer the rights customarily granted under agreements of this type;
10.3.2. The Agreement does not exclude or limit the Contractor’s liability for breach of obligations (where the Contractor is at fault);
10.3.3. The Agreement does not contain any conditions that are manifestly burdensome for the Customer and that the Customer, guided by their reasonably understood interests, would not have accepted had the Customer had the opportunity to participate in determining the terms of the Agreement.
10.4. By concluding the Agreement on the terms of this Offer, the Customer confirms that they have read the terms of this Offer and accept them without any exceptions or limitations on the terms of adhesion.
10.5. Resource Links are recognized as “Confidential Information” that has value by reason of being unknown to third parties and may not be distributed by the Customer in any form (whether written, printed, electronic, or oral).
10.5.1. The Customer shall be liable for the unlawful and unauthorized disclosure of Confidential Information to third parties and undertakes to compensate the Contractor for any loss that the Contractor may suffer in connection with the disclosure of Confidential Information and its public dissemination.
XI. Procedure for Amendment and Termination of the Agreement11.1. The Customer agrees that the Contractor shall have the right to unilaterally, at any time, without additional (including prior) written notice to the Contractor, amend or supplement the Agreement. Such amendments or supplements to the Agreement shall take effect from the date the amended version of this Offer is posted on the Contractor’s Website or on the Payment Page, unless a different effective date is specifically provided for in the text of the amended version of the Offer. If the Customer disagrees with the amendments made, they shall cease receiving goods/works/services. Continued receipt of goods/works/services shall constitute the Customer’s full and unconditional acceptance of the amended version of the Offer.
11.2. The Customer undertakes to review the text of this Offer, as well as any additional terms or notices that may be posted by the Contractor on the Contractor’s Website, for amendments and adjustments.
11.3. If one or more provisions of the Agreement are or become invalid due to amendments to the applicable legislation of the Russian Federation, this shall not constitute grounds for suspending the effect of the remaining provisions of the Agreement. Invalid provisions shall be replaced by the Contractor with legally permissible provisions that are close in meaning to those being replaced.
11.4. The Agreement concluded on the terms of this Offer is a one-time agreement, i.e., it is concluded between the Customer and the Contractor for the purpose of a single transaction for the acquisition of goods/works/services based on a single order.
11.5. The obligations under the Agreement shall be deemed terminated and the Agreement shall be automatically dissolved upon completion of the sale of the goods/works/services acquired by the Customer.
XII. Contractor’s DetailsIE Larina Irina Vyacheslavovna TIN: 773574162660 / OGRNIP: 316774600146973
Contractor’s Contact Email Address: help@theimpossiblepost.ru