Public offer on the conclusion of agency contracts
01.02.2022
This document is an official offer of UAB
"Premeras" to conclude an agency agreement on the conditions set out
below.
1. Terms and definitions
1.1.In this document and the resulting or related
relations of the Parties, the following terms and definitions apply:
1.1.1. Public offer/offer – the text of the present document with all attachments, amendments, and additions to it posted on the Website and available on the Internet at: https://myglobalflowers.com/agency-contracts, https://myglobalflowers.de/agency-contracts, https://myglobalflowers.es/agency-contracts and https://myglobalflowers.fr/agency-contracts.
1.1.2. Contract (Agency contract) – an Agency
agreement, together with all related required documents concluded between the
Agent and the Seller on the terms of this Offer.
1.1.3. Services – agency services under the Contract
concluded in accordance with this Offer.
1.1.4. Agent - UAB "Premeras"
1.1.5. Seller — a user who has passed the registration
procedure on the Website in the status of a Seller, who intends to use, uses,
or has used the functionality of the Website and/or the Service provided on its
basis to search for Buyers, conclude Transactions with them and accept
execution of such Transactions in terms of payment. If the Seller is an
individual, the Seller independently acts as a tax agent for all amounts
received under the Contract. And is obliged to report independently to the
regulatory authorities.
1.1.6. Transaction – an agreement on the purchase of
Goods concluded with the Buyer by the Agent on behalf of the Seller or his
behalf, together with all the Mandatory Documents related to it. The
transaction is concluded and executed on the terms and in the manner provided
for by the Public Offer at the conclusion of the contract of sale.
1.1.7. Buyer is a User who intends to use, who uses,
or has used the functionality of the Website and/or the Service provided on its
basis to select and purchase Goods.
1.1.8. Goods – products available for purchase on the
Website, including bouquets of flowers, flowers, gifts, cards, soft toys,
souvenirs, and other goods and services offered to the Buyer by the Seller.
1.1.9. Buyer's order containing the terms of the order
Transaction for the purchase of Products placed by the Buyer by selecting a
Product offered by the Seller and filling out the form on the appropriate page
of the Website and/or Mobile application.
1.1.10. Acceptance of the Offer – full and
unconditional acceptance of the Offer by the Seller performing the actions
specified in Section 9 of the Offer, creating an Agreement between the Seller
and the Agent.
1.1.11. Website is an automated information system
available on the Internet at a network address www.myglobalflowers.com
www.myglonalflowers.de
www.myglobalflowers.es.
1.1.12. Service – the totality of the Website and
Mobile Application, as well as the Content posted on it, to which Users are
granted access using the Platform.
1.1.13. The Platform – the Agent's software and
hardware integrated with the Website and Mobile Application, is an aggregator
of information about goods and Orders received, which provides Sellers with the
opportunity to place goods for sale, as well as receive information about
orders of goods.
1.1.14. Personal Account – a personal section of the
Website and Mobile Application to which the Seller gets access after
registration and/or authorization on the Website or in the Mobile Application.
The Personal Account is intended for storing Seller's information, posting
information about Goods on the Website, receiving Buyer's Orders, viewing
statistical information about Transactions, the progress of the Agent's order,
and receive notifications in the order of notification.
1.1.15. Claim — the Buyer's claim for compensation,
during which the Seller on the one hand and the Buyer on the other, argue their
point of view on the situation that has arisen, seeking to find a solution to
the claim.
1.1.16. Mobile application – mobile applications
representing a set of software available in the Apple App Store and Google Play
Market - a program running on smartphones running Android or iOS, installed on
a mobile phone and/or tablet computer, and/ or other devices that support the
installation of software.
1.1.17. Product card – a set of information about the
product on the Platform, including images of the product, text describing its
characteristics, prices, and terms of sale, as well as information about the
Seller of the product.
1.1.18. Notification – an electronic message sent by
the Agent to the Seller in the Personal Account, as well as by email. The
notification is considered received by the Seller on the date of its dispatch,
while the Seller undertakes to regularly check the Personal Account and email.
The Agent is not responsible for any negative consequences due to the Seller's
untimely familiarisation with the Notifications.
11.1.19. E-mail – the e-mail address specified by the
Seller when registering on the Platform.
2. Subject of the Contract
2.1. The Seller entrusts the Agent, and the Agent undertakes
to provide the Seller with a set of services for a fee (hereinafter also -
agency services, Services) on its behalf, but at the expense of the Seller or
on behalf and at the expense of the Seller:
2.1.1. To place on the Website and in the Mobile
application the Goods sold by the Seller;
2.1.2. Conclude Transactions with Buyers using the
Service on the terms and in the manner provided for by the Public Offer on the
conclusion of the purchase and sale agreement.
2.1.3. Accept payment from Buyers for Transactions.
2.1.4. To fulfill the obligations of the Seller
established by the Transactions for the return of funds to Buyers.
2.1.5. Other actions provided for by Mandatory
Documents.
2.2. The Parties have established that the Transaction
with the Buyer is considered concluded by the Agent on his behalf if the Buyer
is a legal entity under the concluded Transaction and the Buyer's Order
provides for payment of the Goods in cashless form. In all other cases,
Transactions with the Buyer are considered concluded by the Agent on behalf of
the Seller.
2.3. The Seller authorizes the Agent to perform all
necessary actions to execute the order under the Contract.
2.4. The Goods are transferred directly from the
Seller to the Buyer, the ownership of the Goods remains in the ownership of the
Seller until the sale of the goods to the Buyer (at the time of fulfillment of
the obligation to transfer the goods to the Buyer, except in cases of the
Client's refusal of the Goods at the time of transfer).
3. General terms of the Agreement
3.1.The obligatory condition of the Contract is
unconditional acceptance of and compliance by the Seller to be applied to the
relations of the Parties to the Contract requirements and provisions specified
in the following documents (the"Mandatory documents"):
3.1.1. Terms of service posted and/or available on the Internet at https://myglobalflowers.com/terms-of-service, https://myglobalflowers.de/terms-of-service, https://myglobalflowers.es/terms-of-service and https://myglobalflowers.fr/terms-of-service and/or in the Personal Account of the Seller including the responsibility of Seller;
3.1.2. Privacy Policy posted and/or available on the Internet at https://myglobalflowers.com/privacy, https://myglobalflowers.de/datenschutz, https://myglobalflowers.es/privacidad, https://myglobalflowers.fr/confidentialite and containing the rules for the provision and use of personal information of the Seller and the Buyer.
3.1.3. Public offer for the conclusion of a purchase and sale agreement - posted and/or available on the Internet at https://myglobalflowers.com/agency-contracts, https://myglobalflowers.de/agency-contracts, https://myglobalflowers.es/agency-contracts and https://myglobalflowers.fr/agency-contracts, the Agent's offer to conclude a Transaction containing the mandatory conditions on which the conclusion and execution of Transactions using the Service is carried out.
3.2. The documents required by the Parties specified
in clause 3.1 of the Offer form an integral part of the Contract concluded in
accordance with this Offer.
3.3. The Seller's order is considered to be duly
executed provided that the Agent is provided with the necessary information
about the prices of the components (price list) listed on the corresponding
page of the Website (Personal Account), including the Seller's complete filling
in of the sections provided for describing information about the Seller, legal
name, payment details, location address, working hours, etc.
3.4.This Offer contains exhaustive instructions from
the Seller to the Agent. The Agent has the right but is not obliged to accept
the Seller's tasks and recommendations for their implementation, transmitted to
the Agent in addition to the order executed in accordance with the procedure
established by this Offer.
4. Acceptance of the Offer and conclusion of the
Contract
4.1.Acceptance of this Offer by the Seller creates an
Agreement between the Seller and the Agent on the terms of this Offer.
4.2.The acceptance of the Offer is recognized by the
Seller in the aggregate of the following actions:
4.2.1. Registration on the Website or in the Mobile
Application with the status of "Seller" and provision of complete
information about the Seller, including payment details, during such
registration;
4.2.2. Filling in the provided sections of the
personal account with prices for components for bouquets, goods (price list).
4.3. The Contract is considered concluded from the
moment the Agent receives the Acceptance of the Offer.
Seller to third parties, except when these persons act
on behalf of
4.4. The Agent has the right to refuse registration
without explanation. If the Agent has notified the Seller of the impossibility
of registration, the Contract is considered not concluded, and the potential
Seller does not become the Seller and is not entitled to perform full or
partial performance under the Contract and/or demand recognition of the
Contract concluded.
5. Personal account
5.1. The Seller undertakes not to disclose the
password from the Seller's Personal Account, and to take all necessary measures
to ensure the confidentiality of the password.
5.2. If the Seller has suspicions about the security
of his password or the possibility of their unauthorized use by third parties,
the Seller must immediately notify the Agent, and then change the password in
his Personal Account.
5.3. If the Agent has suspicions about the use of the
Seller's Personal Account by a third party or malicious software, the Agent has
the right to unilaterally change the Seller's password to the Personal Account.
6. Price and terms of sale of goods
6.1. The seller independently fills in the price list
section in his personal account, determines the price of goods and components
for bouquets/compositions.
6.2. The Seller has the right to change the minimum
selling prices of Goods by changing the prices in the price list posted in the
Seller's Personal Account on the Website or by sending the prices to the Agent
by email, but no later than 3 (three) working days before the change of this
price. In the festive months before the holidays – no later than 7 (seven)
working days. The Agent within 7 working days sends the Seller an agreement with
the set prices or objections, the price is considered agreed upon from the
moment of its approval by both parties.
7. Seller Rating
7.1. The Agent has the right to assign a rating to the
Seller based on the volume of his sales on the Site, the turnover of his goods,
customer reviews, delays, delivery of low-quality goods, the number of
refusals, refunds, claims, as well as other parameters determined by the Agent.
7.2. If the Seller's rating is lowered, the Agent has
the right not to transfer Orders received from Buyers to the Seller or
terminate the Contract.
8. Rights and obligations of the Parties
8.1. The Agent undertakes:
8.1.1. Execute the Seller's order in full compliance
with the Contract, including Mandatory Documents.
8.1.2. Independently and at its discretion to carry
out commercial, advertising, and marketing work to attract Buyers of Goods;
8.1.3. Post on the website the offer and all necessary
information about the order placement and execution of the Order for the Goods,
as well as photos and product description. The artistic design of the photos of
the Goods is determined by the discretion of the Agent;
8.1.4. To ensure the functioning of the site around
the clock with the provision of an opportunity for potential Buyers to place an
Order, aiming to reduce the time of technical breaks for preventive
maintenance;
8.1.5. By accepting the offer by the Buyer to conclude
contracts for the purchase and sale of Goods at a price not lower than agreed
in accordance with clause 6.2. of this Agreement;
8.1.6. Accept and process Customer Orders, including
verification of contact details and other Customer information specified in the
Order;
8.1.7. Inform the Seller by phone or e-mail the
necessary data for the fulfillment of Buyers' orders, including the date of
execution of the Buyer's Order, the Recipient's address, the quantity and
characteristics of the Goods to be delivered according to the Buyer's Order, as
soon as possible after placing the Order;
8.1.8. To participate in payments for Goods, to accept
money from Buyers in the manner specified on the website, as well as to take
all possible measures to establish the facts of unfair actions when making
payments;
8.1.9. Transfer to the Seller the funds due to him
within the terms and conditions established by this Agreement;
8.10. Provide the Seller with information about
canceled or deferred Orders of Buyers;
8.1.1. Submit to the Seller the agent's reports on the
execution of the order (Sale of Goods).
8.1.2. Transfer to the Seller the funds received from
Buyers as payment for Transactions in the amount and the manner prescribed by
the Agreement.
8.2. The Agent has the right to:
8.2.1. To offer Goods to Buyers and conclude
Transactions at a price higher than that indicated by the Seller. The resulting
additional benefit is received in full by the Agent.
8.2.2. Require the Seller to provide the necessary
information and documents, as well as other assistance to the Agent in
performing his duties;
8.2.3. Temporarily suspend the provision of Services
under the Contract for technical, technological, or other reasons that prevent
their provision, for the time of elimination of such reasons.
8.2.4. Not to start rendering Services or suspend
their provision in cases of violation of the deadlines for the provision of
information and materials necessary for the provision of services in an
appropriate form, unreliability of such information and materials, delay in
payment for Services and/or expenses, other cases of full or partial
non-fulfillment by the Seller of its obligations and guarantees under the
Contract, as well as the presence of circumstances indicating that such
performance will not be performed within the prescribed period.
8.2.5. Unilaterally change the terms of this Offer and
the Mandatory Documents specified in it by publishing a new version of the
offer on the Website, in the manner provided for by this Offer.
8.2.6. Withhold fines and costs from the Seller in accordance with the terms posted on the website https://myglobalflowers.com/terms-of-service, https://myglobalflowers.de/terms-of-service, https://myglobalflowers.es/terms-of-service and https://myglobalflowers.fr/terms-of-service in the Rules of the service or the Merchant's Personal Account. At the same time, the Seller recognizes the Agent's actions as completely legitimate and has no claims.
8.2.7. Exercise other rights provided for by the
current legislation, as well as this Offer, including Mandatory Documents.
8.3. The Seller undertakes:
8.3.1. To properly execute the Transactions concluded
by the Agent, to prevent violations of the price of the Goods and the
components of the bouquets specified by the Seller, the terms of delivery of
the Goods and the discrepancy of the Goods delivered to the Buyer with its
description and composition on the Website.
8.3.2. Bear all costs associated with the fulfillment
of the Buyer's Order (including the purchase of Goods, storage of goods,
transportation costs for delivery);
8.3.3. To verify the information provided to the Agent
when executing the order, including the prices indicated in the price lists;
8.3.4. At the request of the Agent, within 3 (Three)
working days, provide documents (duly certified copies) confirming compliance
with applicable legal requirements.
8.3.5. To offer for sale the Goods and components of
bouquets at prices not exceeding the prices indicated by the Seller on other
Internet resources.
8.3.6. Monitor the relevance of the assortment and
prices set by the Seller for Goods and components for bouquets. Immediately
notify the Agent of a change in the assortment of Goods, the absence of a
certain type of Goods in stock, a change in the price of Goods; The price of
Goods is considered changed, after receiving the Agent's consent to place the
changed prices of Goods on the website.
8.3.7. Upon receiving information from the Agent about
the conditions of a specific Order, immediately assess the availability of the
Goods, the ability to deliver to the specified address at the appointed time,
and confirm the possibility of fulfilling the Order on the agreed terms;
8.3.8. Comply with the norms and specific requirements
and instructions imposed by the Agent regarding the type, quality, and
packaging of Goods delivered by the Seller;
8.3.9. Taking into account the need to preserve and
maintain a positive image and reputation of each of the Parties to the
Contract, the Seller undertakes to provide a photo report immediately after
assembling the bouquet and/or directly at the time of delivery of the Order
with the Recipient;
8.3.10. Promptly inform the Agent about changes in any
information relevant to him and capable of affecting the Seller's fulfillment
of its obligations under this Agreement, including changes in its location,
change of sole executive body, the introduction of insolvency (bankruptcy)
proceedings against the Seller, decision on reorganization or liquidation,
change of contact phone number, email address, etc. The corresponding message
is carried out no later than 5 (Five) calendar days from the date of these
changes;
8.3.11. Appoint one of the employees responsible for
interaction with the Agent for the duration of the Contract and notify the
Agent about the change of the responsible person by email, in writing, or by
phone, as well as about changes in all operational means of communication for
the approval of Orders;
8.3.12. To re-deliver at its own expense in case of
the initial delivery of the Goods of unsatisfactory quality, and at the same
time to compensate the Agent for the losses incurred by him;
8.3.13. Pay remuneration in the amount stipulated by
this Agreement;
8.3.14. Accept Agent Reports;
8.3.15. Not to interfere in the commercial and
marketing activities of the Agent to attract buyers of the Goods;
8.3.16. To ensure the confidentiality of personal data
about the Buyer.
8.3.17. Resolve claims related to Goods and their
delivery sent by the Agent within 24 hours from the date of sending such a
claim.
8.3.18. Check the Agent's notifications on the Website
(including in the Seller's Personal Account) and at the email address specified
by the Seller in the Personal Account during registration, as well as view
information about the execution of the Agent's order.
8.3.19. Store and, at the request of the Agent,
provide a report on the delivery of the Goods to the Recipient.
8.3.20. Comply with the requirements of the Contract,
including Mandatory Documents.
8.3.21. Perform other obligations stipulated by the
Contract, including Mandatory Documents.
8.4. The Seller has the right to:
8.4.1. To demand proper performance by the Agent of
his obligations under the Contract;
8.4.2. Require the Agent to provide reports on the
fulfillment of the Seller's orders;
8.4.3. In accordance with the procedure provided for
in this Agreement, change the prices of Goods and components for bouquets. New
prices come into force from the moment they are approved by the Agent.
8.4.4. Replace the missing Product or component with
another similar Product in the Buyer's Order or exclude it from the Buyer's
Order, as well as deliver the Goods at a different time, but only if the Agent
agrees to this.
8.4.5. Require the transfer of the funds due to him,
received by the Agent from the Buyers of Goods, to his current account and the
submission of the Agent's Report within the terms and conditions established by
this Agreement;
8.4.6. Submit objections to the Agent on the monthly
Report on its activities no later than 5 (Five) working days from the date of
sending the Report by the Agent;
8.4.7. Unilaterally refuse to perform the Contract in
the cases provided for by this Offer;
8.4.8. Exercise other rights stipulated by the
Agreement, including Mandatory Documents.
9. Agency fees and settlements
9.1. The Agent's remuneration for the Services
provided under the Contract is 20% (Twenty percent) of the Order value.
9.2. If the Agent has sold the Goods at a higher price
than the minimum selling price agreed by the Parties, the additional benefit is
the Agent's income.
9.3. All expenses of the Agent for rendering services
to the Seller are included in the agency fee and are not additionally
compensated by the Seller.
9.4. The Agent's remuneration and additional benefits
(if any) are withheld by the Agent from the amounts received by the Agent from
Buyers in payment for Transactions. If the payment under the Transaction is
made by the Buyer directly to the Seller (for example, in cash upon receipt of
the Goods), the agency fee is payable by the Seller to the Agent within 7
(Seven) banking days from the date of invoice by the Agent.
9.5.The Agent transfers the payment received from the
Buyers for the Goods to the Seller minus the corresponding agency fee and
additional benefit (if any) of the Agent within 30 (Thirty) calendar days from
the date of receipt of the agreed reconciliation from the Seller.
9.6. If the Buyer has requested a refund of payment
under the Transaction, but such a request has not been satisfied by the Agent,
the payment received from the Buyer for the Goods minus the agency fee and
additional benefits (if any) is transferred to the Seller within 3 (Three)
banking days from the date of the decision to refuse to satisfy the Buyer's
claim. In the case that the Buyer has made a claim for the return of payment
for the Transaction, and this requirement was met by the Agent received from
the Buyer pays for the Goods is reimbursed to the Buyer, the agent, and the
Seller in this case, the funds received.
9.7.The payments under the Contract are carried out
using specified when placing Order on the Site of the payment services and/or
banking details.
10. Agent's Report
10.1. The Agent undertakes to provide the Seller with
a report on the execution of the order under the Contract (hereinafter referred
to as the "Agency Report") in the form approved by the Agent. The
report should include information about the Services rendered, the amount of
agency remuneration, as well as the number of funds transferred (to be
transferred) by the Agent to the Seller to pay for Transactions.
10.2.The reporting period under the Agreement is a
calendar month (hereinafter referred to as the Reporting Period).
10.3.The Parties acknowledge that the information
about the services provided by the Agent, the amount of the Agent's
remuneration, as well as the number of funds to be transferred to the Seller
for Transactions, are indicated in the report based on the data of the Agent's
internal accounting system.
10.4.The Agent's report is provided to the Seller in
electronic form at the Agent's choice: by e-mail and/or in the Personal
Account. The Seller has the right to receive a hard copy of the Agent's Report
signed and stamped by the Agent at the Agent's location. At the request of the
Seller and his expense, the Agent can make a copy of the Agent's Report on
paper and send it by mail to the Seller specified during registration on the
Website.
10.5. The Agent is obliged to draw up and send the
Agent's Report to the Seller no later than the 30th (Thirtieth) day of the
month following the reporting one.
10.6. The Seller is obliged to familiarise himself
with the Agent's Report submitted within 5 (Five) days from the date of
receipt. If there are comments to the Agent's Report, the Seller is obliged to
send reasoned objections to the Agent in writing before the end of the
specified period for familiarisation.
10.7. If the Agent does not receive reasoned written
objections to the Agent's Report within the prescribed period, the agent's
report is considered accepted, and the services are considered rendered in full
and with proper quality from the date of the Agent's Report, while the Agent's
Report signed by the Agent has full legal force and is considered a
confirmation of the proper provision of services under the Contract.
10.8. The Agent's report is the primary accounting
document sufficient to confirm the fact of the provision of agency services and
the amount of agency remuneration.
11. Guarantees and liability of the parties
11.1. The Agent guarantees the elimination of any
failures and errors in the operation of the Service, if they occur during the
execution of the Seller's order, as soon as possible.
11.2. With the exception of the guarantee specified in
clause 12.1. of this Offer, the Agent does not provide any other express or
implied guarantees, including, does not guarantee the uninterrupted and
error-free operation of the Site and the Service based on it, the volume of
Orders, the integrity of Buyers.
11.3. The Seller guarantees that:
11.3.1. The information provided to the Agent about
the Product corresponds to reality, including that the price of the Product
indicated on the Website is not higher than the price indicated on other
Internet resources on which information about the Product is posted.
11.3.2. The Seller has obtained all the necessary
licenses and other permits of authorized state bodies for the sale of Goods by
the Seller or that their sale in accordance with the requirements of current
legislation does not require a special permit/license/certificate, and has also
performed all other actions required by current legislation for the Seller to
carry out activities;
11.3.3. The Seller understands and accepts that the
Buyer may refuse to receive the Goods and pay for them due to various
circumstances, including claims against the delivered Goods or the Buyer's bad
faith. The Agent is not responsible for the Buyer's refusal to receive and /or
pay for the Goods and any losses of the Seller in connection with such refusal.
The payment received by the Agent from the Buyer for the Goods, which the Buyer
refused to receive, is returned by the Agent to the Buyer, as a rule, without
clarifying the reasons for the refusal and/or their validity.
11.4.The Agent is released from liability for
non-fulfillment or improper fulfillment of this Agreement if such violation is
the result of the Seller reporting false data about himself, violation of
guarantees, or other non-fulfillment or improper fulfillment by the Seller of
his obligations under the Agreement.
11.5.The Agent is not responsible for:
11.5.1. any losses of the Seller, regardless of
whether the Agent could have foreseen the possibility of such losses, including
if the Agent was notified of the possibility of losses.
11.5.2. unauthorized use by third parties of
information about the Product, including its images, posted and/or distributed
by the Seller using the Website.
11.6. In any case, the Agent's liability is limited to
the amount of the Agent's remuneration received by the Agent for the execution
of the order (part thereof), which is associated with the occurrence of the
Agent's liability.
12. Force majeure circumstances (force majeure)
12.1. The Parties are released from liability for
partial or complete non-fulfillment of obligations under the Agreement caused
by force majeure circumstances that arose after its conclusion. To such
circumstances, in particular, the Parties include natural disasters; natural
and industrial disasters; terrorist acts; military actions; civil unrest;
adoption by state authorities or local self-government bodies of acts
containing prohibitions or restrictions on the activities of the Parties under
the Agreement; other circumstances that cannot be foreseen or prevented in
advance and make it impossible to fulfill the obligations of the Parties under
the Contract.
12.2. Upon the occurrence of force majeure
circumstances that prevent the fulfillment of obligations under the Agreement,
the period for the Parties to fulfill their obligations is postponed in
proportion to the duration of such circumstances, as well as the time required
to eliminate their consequences, but not more than 30 (Thirty) calendar days.
If force majeure circumstances continue to operate beyond the specified period,
or when, upon their occurrence, it becomes obvious to both Parties that they
will operate beyond this period, the Contract terminates.
13. Validity period and modification of the Offer
13.1. The Offer comes into force from the moment it is
posted on the Agent's Website and is valid until it is withdrawn by the Agent.
13.2. The Agent reserves the right to amend the terms of the Offer and/or withdraw the Offer at any time at its discretion. Information about the change of the offer is brought to the Seller by posting on the Website https://myglobalflowers.com/agency-contracts, https://myglobalflowers.de/agency-contracts, https://myglobalflowers.es/agency-contracts and https://myglobalflowers.fr/agency-contracts. Information about the withdrawal of the Offer is communicated to the Seller at the Agent's choice by posting on the Agent's Website, in the Seller's Personal Account, or by sending a corresponding notification to the email or postal address specified by the Seller at the conclusion of the Contract or during its execution.
13.3. In case of revocation of the Offer or amendments
to the Offer, the latter shall enter into force from the moment the information
is communicated to the Seller unless another period for their entry into force
is determined by the Offer or additionally with such notification.
13.4. The documents specified in the Offer that are
mandatory for the Parties are approved, supplemented, and amended by the Agent
at its sole discretion and brought to the Seller's attention in the manner
prescribed for notifying the Seller of the change in the Offer.
14. Term of validity, modification, and termination of
the Contract
14.1. The Agreement comes into force from the moment
of acceptance of the Offer by the Seller and is valid for an indefinite period.
14.2. If the Agent changes the offer during the term
of the Agreement, the Agreement is considered valid on the terms of the Offer
in the latest version with all Mandatory Documents.
14.3. The Contract may be terminated:
14.3.1. By agreement of the Parties;
14.3.2. If, after changing the offer, the Seller does
not agree with the changes proposed by the Agent, the Seller has the right to
cancel the Contract by sending a written notification to the Agent or by e-mail
to the Seller no later than 3 (Three) days before the expected date of
termination of the Contract.
14.3.3. At the initiative of the Agent by the
unilateral refusal of its performance in whole or in part in case of violation
by the Seller of its obligations or guarantees established by this Offer.
Notification of unilateral refusal to perform the contract is sent to the
Seller in writing or to the Seller's email no later than 3 (Three) days before
the expected date of termination of the Contract. In this case, the Seller is
obliged to compensate the Agent for the documented losses caused by such
termination of the Contract.
14.3.4. At the initiative of either Party by
unilateral refusal to perform it in whole or in part, provided that written
notice is sent to the other Party at least 7 (seven) days before the expected
date of termination of the Agreement. In this case, the Seller is obliged to
pay in full for the Services rendered at the time of termination of the
Contract.
14.3.5. On other grounds provided for by the current
legislation and this Agreement.
14.4. Financial settlements of the Parties must be
made no later than 5 (Five) banking days from the date of termination of the
Agreement.
14.5. Partial refusal to perform the Contract may be
expressed in the refusal to perform the Contract in part of a certain Product.
14.6. In the case of unilateral refusal to perform the
Contract, the latter is considered to have ceased in full or in the relevant
part after the expiration of the established time limits for the relevant
notification.
14.7. The obligations of the Parties under the
Agreement, which by their nature should continue to operate (including, but not
limited to, obligations regarding guarantees provided, confidentiality, mutual
settlements), remain in force after the expiration of the Contract until the
full performance.
15. Terms of Confidentiality
15.1. The Parties agree to keep secret and consider
confidential the terms of each concluded Agreement, as well as all information
received by one Party from the other Party during the conclusion and execution
of such Agreement (hereinafter referred to as "Confidential
Information"), and must not disclose, disclose, make public or otherwise
not provide such information to any third party without the prior written
permission of the Party transmitting this information.
15.2. Each of the Parties will take all necessary
measures to protect Confidential Information with at least the same degree of
care with which it protects its Confidential Information. Access to Confidential
Information will be provided only to those employees of each of the Parties who
reasonably need it to perform their official duties to fulfill the Contract.
Each of the Parties will oblige such of its employees to assume the same
obligations to ensure the safety of Confidential Information that is provided
for in this Offer concerning the Parties.
15.3. The processing of the Seller's personal data (if
any) is carried out in accordance with the Agent's Privacy Policy.
15.4. The Agent has the right to request additional
information, such as photocopies of identity documents, registration
certificates, constituent documents, or credit cards if it is necessary to
verify the data about the Seller or to prevent fraud. If such additional
information is provided to the Agent, then its use and protection are carried
out in accordance with the terms of this Offer.
15.5. The obligation to keep Confidential Information
confidential is valid for the duration of the concluded Agreement for 5 (Five)
years after its termination, unless otherwise agreed by the Parties separately.
16. Agreement on the analog of a handwritten signature
16.1. The Parties have the right to use a facsimile
reproduction of the signature or a simple electronic signature when concluding
the Contract, executing Orders, as well as sending notifications under the
Contract.
16.2. It is allowed to exchange documents between the
Parties by email. At the same time, the documents transmitted in this order
have full legal force, provided that there is a confirmation of the delivery of
the message including them to the recipient.
16.3. When the Parties use email, the electronic
document sent with its help is considered to be signed with a simple electronic
signature of the sender created using his email address.
16.4. In the case of using e-mail to send an
electronic document, the recipient of the electronic document determines the
person who signed such a document by the e-mail address used by him.
16.5. In case of conclusion of the Contract by the
Seller who has passed the registration procedure on the Website, the procedure
for applying a simple electronic signature by the Parties is also regulated by
the Rules of the service concluded by the Seller during registration.
16.6. By agreement of the Parties, electronic
documents signed with a simple electronic signature are recognized as
equivalent to paper documents signed with a handwritten signature.
16.7. Any actions performed using a simple electronic
signature of a Party are considered to be committed by such a Party.
16.8. The Parties undertake to respect the
confidentiality of the electronic signature key. In particular, the Seller does
not have the right to transfer his login and password or provide access to his
email to third parties, and is fully responsible for their safety and
individual use, independently choosing the method of storing them and
restricting access to them.
16.9. In case of unauthorized access to the login and
password, their loss, or disclosure to third parties, the Seller is obliged to
immediately notify the Agent by sending an email from the email address
indicated on the Website.
16.10. In case of loss or unauthorized access to the
e-mail address indicated by the Seller on the Website, the Agent is obliged to
immediately replace such an address with a new one and inform the Agent about
this fact by sending an e-mail from the new email address.
17. Final provisions
17.1. Disputes under this Offer and/or the Agreement
are resolved in a preliminary claim procedure. If the Parties fail to reach an
agreement, disputes are subject to consideration in court.
17.3. Any notices and documents under the Agreement,
unless otherwise provided by the Offer, may be sent by one Party to the other
Party: 1) by e-mail a) to the e-mail address specified in this agreement or the
Seller's personal account 2) sending an electronic notification to the Seller
in the Personal Account; 3) by mail with a delivery notification or courier
service
17.4. If one or more provisions of this Offer or
Agreement are for any reason invalid, unenforceable, such invalidity does not
affect the validity of any other provisions of the Offer or Agreement that
remain in force.
17.5. Without contradicting the terms of this Offer,
the Parties have the right at any time to issue the concluded Agency Agreement
in the form of a written document expressing the content of the Offer valid at
the time of its execution, the Mandatory Documents specified in it and the
executed Order.
18. Agent's details
Agent:
UAB «Premeras»
Address: J. Savickio g. 4-7, Vilnius, Lithuania
Re.No.304855754
Bankas: SIA “Citadele Leasing” Lietuvos
filial
Swift: INDULT2X
IBAN: LT187290099091629420
Bank address: Upes g. 21-1, LT-08128
Vilnius, Lietuva
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