This Public Agreement (hereinafter referred to as the Agreement) is the official offer of the “Contractor” on the website:https://chatoptimizer.com, to provide the access to the website software: https://chatoptimizer.com (hereinafter referred to as the Website) to legal and / or private persons (hereinafter referred to as the Customer) on the conditions listed below, by providing information via online – a special form of transmitting information aimed at the acquisition by the Customer of browser extensions as well as skills in a certain field of activity for Customer’s use in special fields determined by him and at his discretion.
1.TERMS AND DEFINITIONS
1.1. “Agreement” – this Agreement on the software services providing concluded on the following conditions.
1.2. “Contractor” – ChatOS Limited Liability Company, which has concluded this Agreement with the Customer. Detailed information about the Contractor is available at: https://chatoptimizer.com
1.3. “Customer” – a legal entity or private person who has concluded the Agreement with the Contractor.
1.4. “Software Product” ,“Program” – An extension for chats and mails posted on the Internet site, access to which is subject to the terms of this Agreement.
1.5. “Internet site” – a site with a domain name: https://chatoptimizer.com, through which the Customer is given access to the Program by creating a Personal Account.
1.6. “Personal Account” is a virtual tool of the Customer’s personal self-service located on the Internet site.
1.7. “Registration” – filling out the Registration Form by the Customer located on the Internet site by specifying the necessary information and selecting the Login and Password.
1.8. “Registration form” – a form located on the Internet site which the Customer fills out in order to be registered on the Internet site.
1.9. “Login” and “Password” – a unique set of characters created by the Customer when registering to have access to the Personal Account.
1.10. “Fee” – payment for software services providing at the “Standard” tariff at the prices mentioned on: https://chatoptimizer.com/rates
1.11. “Software Product Test version ” – a version of the Software Product that contains its standard functional characteristics, but is valid only for the duration of the Test access and is intended for: testing, studying the extensions functionality and making decisions by the Customer on the acquisition of rights to further Software Product use.
1.12. “Test access” means access to the Test version of the Software Product within 3 calendar days from the date of Customer’s registration on the Internet site for the purposes specified in clause 1.11. Test access to the Software Product is not considered to be the use of the Software Product, since a limited amount of time is valid and, thus, does not allow to realize the goals of the Software Product.
1.13. “Accounting period” – the period of access to the Program, the duration of which is determined in the “Tariffs” section, after which the Customer undertakes to make payment in the amount provided for by the Agreement.
1.14. “Legislation”, ‘Law” is the current legislation of Ukraine.
2.1. This Agreement is a Public Offer in accordance with Art. 633, part 2, Art. 641 of the Civil Code of Ukraine.
2.2. Acceptance is confirmation registration by the Customer. Acceptance confirms the following facts:
2.2.1. The customer has thoroughly and carefully read the entire contents of this Agreement.
2.2.2. The customer understands all the conditions of the Agreement, and he does not require additional clarification of any terms of the Agreement.
2.2.3. The Customer agrees to all the terms of the Agreement without any limitation, exclusion, counter condition or proposal.
2.2.4. The fact of conclusion by the Parties to the Agreement in accordance with the provisions of the Civil Code of Ukraine
2.2.3. The terms of this Agreement can be changed by the Contractor unilaterally without Customer notification.
3.SUBJECT OF THE AGREEMENT
3.1. The Contractor is obliged to provide the Customer with access to the Software Product within the limits provided in this Agreement, and the Customer is obliged to pay for the services in the way mentioned in this Agreement.
3.2. The Contractor is obliged to provide the Customer with the following services of the Software:
– extensions for chats and mails
– software customer support in the manner and on contractual terms of this Agreement
In this Agreement, by customer support service is meant technical support to maintain operational status of the Software, services for updating (periodically updating) the information contained in the Software.
Under this Agreement, the Customer is granted access to the Software Product posted on the website, its use on the dating website platform. Any attempt to break the Program is understood as a violation of the terms of this Agreement and is considered as a violation of the Contractor’s intellectual property rights.
4. RIGHTS AND OBLIGATIONS OF THE PARTIES
4.1.The Customer has the right:
4.1.1.Test the Software within the duration of the Test Access.
Software Testing includes:
– use of the extensions for chats and mails
– Software customer support, in the manner and on contractual terms of this Agreement during the validity period of the Test access;
4.1.2. Use the Program during the Accounting Period in case of depositing fees to Personal Account. Program use includes:
– applying the Program by the Customer’s employees or by the Customer directly for:
– use of the extension for chats and mails;
– subscription service of the Software, in the manner and on the terms of this Agreement during the Accounting Period;
– software customer support, in the manner and on contractual terms of this Agreement during the validity period;
– providing Customer’s employees with remote access to the software;
4.1.3. Get access to Additional changes (adjustments) and use them in case of payment.
4.1.4. Issue and submit requests to the Contractor to receive the information that is necessary for using the software in the manner provided for by this Agreement
4.1.5. Issue and submit requests to the Contractor to correct technical and other errors (failures) detected when using the Software in the manner prescribed by this Agreement.
4.2. The Customer is obliged:
4.2.1. To use the Software only within the limits of those rights and in the ways provided for in clauses 4.1.1–4.1.3 of the Agreement;
4.2.2. Make payment under the Agreement in accordance with the terms of this Agreement.
4.2.3. Ensure the data security when working with the Program, including: – using resistant passwords; – ensuring the storage of authentication data for entering the Personal Account in strict confidence; – providing authentication data to a strictly limited number of employees and ensuring non-disclosure of these data by these employees;
4.2.4. Follow the Contractor’s recommendations regarding the software settings.
4.3. The customer is not entitled to:
4.3.1. Modify, remodel or otherwise make changes to the Program;
4.3.2. Transfer the Program and / or Additional Modules to third parties under contracts aimed at any use of the Program or its parts by third parties.
4.4. The Contractor is obliged:
4.4.1. Provide the Customer with access to the use of the Software by registering on the site with a unique name Login and Password (password) to enter the Program with the creation of a separate Personal Account.
4.4.2. Ensure storage and non-disclosure of data received from the Customer as a result of Registration and use of the Program.
4.4.3. From the moment of receiving the Fee and authorization, provide the Customer with access to the use of the Software.
4.4.4. Provide access to the Program daily and full time, with the exception of the time for carrying out preventive measures and technical work, which are no more than 24 hours a month.
4.4.5. Provide the information on working with the Program via e-mail, online chat and phone. Current email addresses, phone numbers and other means of communication are located on the link on the site “Our Contacts” – https://chatoptimizer.com/en/contacts
4.4.6. Provide information about updates to the Program current version and release during the term of this Agreement by posting it on official Company’s groups, channels and on the Internet site.
4.4.7. If it is technically possible to eliminate possible program malfunctions that arose due to the Contractor’s fault, based on the Customer’s request, which can be sent to the mail: – firstname.lastname@example.org, Telegram – @chatos_chatos, Skype – chatoptimizer.com, except the cases of violation by The Customer Program Operating Rules set forth in the contents of the Program.
4.5. The Contractor has the right:
4.5.1. Pause Customer’s access to the Program until Fee/ payment is received.
4.5.2. Issue new releases and versions of the Program, determine the terms for providing them for the Customer, the conditions for their payment, technical support.
4.5.3. To attract third parties to provide the services under this Agreement.
4.5.4. In unilateral manner make modifications to this Agreement by issuing new versions and notifying the Customer about this. At the same time, the Parties agreed that the modifications made to this agreement unilaterally, based on the provisions of Part 1 of Art. 651 of the Civil Code of Ukraine, should not be agreed with the Customer and take effect automatically from the moment the Contractor posted information about them under the link – “News”: https://chatoptimizer.com/en/news
5. CONCLUSION OF THE AGREEMENT AND TEST ACCESS BEGINNING
5.1. The customer is registered on the website. After Registration, the Customer’s Personal Account is created on the Internet site, and the Customer receives a notification from the Contractor by e-mail specified him during registration.
5.2. The Agreement is considered concluded from the moment of registration confirmation.
6. GETTING ACCESS TO THE PROGRAM AND / OR ADDITIONAL MODULES
6.1. The Contractor provides the Customer with access to the Software during the Accounting period, in case of receiving the fee / payment from the Customer to the current account.
6.2. The parties agreed that payment made by the Customer before the Test period expiration means that the Customer has decided to acquire the rights to use the full version of the Software Product, has no complaints about its functioning and the quality of services provided under this Agreement, as well as that the Customer and its staff are fully trained in the program. Payment for the corresponding service, based on the cost of the tariff chosen by the Customer, is equal to the signing of the Agreement by the Customer.
6.3. In case if the Customer pays the fee, the Contractor provides the Customer with access to the Program for the validity period of the paid Accounting period. The beginning of the next Accounting period is calculated from the moment of payment to the account of the Contractor from the Customer, in accordance with the terms of this Agreement, but not earlier than the end of the previous paid period.
6.4. The Customer has right to refuse to get access to the Program from the moment of registration on the Internet site or until the expiration of the previous paid Accounting period.
7. PRICE AND PAYMENT PROCEDURE
7.1.Fee for the services under this Agreement is contained in the “Tariffs” section on the Website. The information in the “Tariffs” section about the fee for the services is represented without taking into account the commission costs connected with the transfer of the fee to the Contractor’s account. Commission costs associated with the fee transfer to the account of the Contractor should be covered by the Customer.
7.2. Payment for the software services is carried out in the amount of 100% prepayment under this Agreement.
7.3. Payment for getting access to the Program for the next Accounting period is an additional confirmation of the proper services providing by the Contractor in the previous Accounting period.
7.4. The Contractor has the right to modify this Agreement in terms of determining the cost of access to the Program. At the same time, the Customer’s consent is not required to change the cost of services. New conditions come into force from the moment of posting them by the link – “News” – https://chatoptimizer.com/en/news ; Rates – https://chatoptimizer.com/en/rates
7.5. According to this Agreement all payments are made in non-cash form.
7.6. The time to start implement payment obligations by the Customer is the date of payment to the Contractor’s account.
7.7. In a case if new Tariff is implemented the changes takes place at 12.00 a.m. on the day of changes. At the same time, there appears recalculation at the cost of the Tariff, which is valid at the time of changing the current tariff.
7.8. According to this Agreement, reference currency is UAH “hryvna” which is the national currency of Ukraine.
7.8.1. The customer can pay in any currency convenient for him, convertible at the bank rate.
7.9. Taking into account that the users of the Program can be foreign companies and citizens, according to Article 524 of the Civil Code of Ukraine, Tariffs on the Internet site in the “Tariffs” section are indicated in US dollar equivalent. Payment for services provided under this Agreement is made in UAH at the exchange rate specified by the Contractor on the Internet site at the time of payment. This rate can be set and changed by the Contractor based on the exchange rate established by the National Bank of Ukraine or from the exchange rate established by the foreign exchange points, or from the exchange rate established by any bank or other financial institution of Ukraine.
7.10. In case of early termination of this Agreement for any reason, the amount of the advance payment is not refundable to the Customer.
7.11. Within 3 calendar days after receiving the Fee / or Extra payment, Contractor sends to the Customer a confirmation about receiving the Fee and / or Extra payment to the Customer’s email address indicated by him.
8. TECHNICAL AND CONSULTING SUPPORT
8.1. In case of errors occured in the Program functioning, the Customer sends the Contractor a request via e-mail – email@example.com, Telegram – @chatos_chatos, Skype – chatoptimizer.com. The Contractor sends a response to the Customer about the request acceptance,then there will be started technical errors correction. The deadline and procedure for correction is determined independently by the Contractor, depending on technical capabilities.
8.2. The provisions of clause 8.1. of this Agreement shall not be applied in case of non-compliance by the Customer of Program operating rules or Contractor’s recommendations on the software use.
9. FORCE MAJEURE
9.1. In case of force majeure circumstances, which include: natural disasters, accidents, fires, riots, strikes, military operations, anti-terrorist operations, terrorist attacks, unlawful actions of third parties, the entry into force of legislative acts, government orders and orders of state bodies, directly or indirectly prohibiting the types of activities specified in this Agreement and interfering the parties from performing their functions under this Agreement and other circumstances, independent of the will of the Parties, the Parties are released from liability for failure to perform or improper performance of the Parties’ obligations hereunder within 10 (ten) days from the circumstances occurrence and if there is a connection, the Party affected by the circumstances influence will inform the other Party about situation which happened, and will also make all the efforts to eliminate quickly the consequences of force majeure.
9.2. A party which incurs losses due to force majeure circumstances may require a Party that has become the object of force majeure to provide documentary evidence of the extent of the events that have occurred, as well as their impact.
10. PARTIES RESPONSIBILITY
10.1. The failure to discharge or the inadequate discharge of obligations under this Agreement, the Parties shall be liable in accordance with the current Law of Ukraine.
10.2. The customer uses the Program at his own risk. The Customer acknowledges that the effectiveness of the use of the Software Product depends on Customer’ s skills and and Customer’s employees qualifications, the completeness and objectivity of the actual data used, as well as other circumstances and actions that are beyond the control of the Contractor. In this regard, the Contractor is not responsible for the possible failure to achieve the specific practical purpose of using the Software Product desired by the Customer.
10.3. Customer agrees and accepts the software as it is as is available.
10.4. The Contractor is not responsible:
– for any Customer’s actions related to the use of the granted rights to use the Program, or resulting from the use of the Program;
– for damage of any kind incurred by the Customer due to the loss and / or disclosure of their data necessary to access the Program, if such loss and / or disclosure has been occurred due to the fault of the Customer;
– for the quality of services (in particular data transfer services) necessary for working with the Program, if they are organized by third parties not involved by the Contractor.
10.5. The Customer is fully responsible for the computer equipment used by him and the installed programs. The Contractor cannot be held responsible for the quality of their work.
10.6. The Contractor provides the basic information security of the Customer’s data.
11. DURATION AND TERMINATION OF THE AGREEMENT
11.1. The Agreement is considered concluded from the moment specified in clause 2.2. of this Agreement.
11.2. The validity period of this Agreement are the Test period, as well as paid Accounting period.
11.3. The Contractor has the right to terminate the Agreement before the expiry if the Customer admits violation of any obligation or prohibition established by clause 4.2. and / or 4.3.
11.4. The Parties agreed that electronic documents sent by e-mail (in cases contained herein and the current legislation of Ukraine) have legal force and evidence same as paper documents. The legal force of an electronic document cannot be disputed solely on the basis that it has an electronic form. The Parties undertake to maintain the confidentiality of passwords providing access to e-mail.
11.5. All disputes and disagreements are resolved through negotiations. If disagreements and disputes cannot be resolved through negotiations, the dispute is subject to consideration in the courts of Ukraine in accordance with the existing rules for determining jurisdiction and territorial jurisdiction.
12. PERSONAL DATA
12.1.The Contractor receives the Customer’s consent to collect and process Personal Data about the Customer in order to fulfill the conditions of this Agreement, as well as inform the Customer about ongoing promotions and special offers throughout the entire Accounting period.
12.2. The Customer consents to the Contractor to collect and process Personal Data. Customer’s Registration on the Internet site signifies him to give consent to the use and process his Personal Data, as well as other actions provided by the Law of Ukraine “Personal Data Protection”.
12.3. Access to Personal Data is available to persons directly processing Customer’s Personal Data.
12.4. The Contractor is obliged to maintain confidentiality in relation to the Customer’s Personal Data; to prevent attempts by unauthorized use of the Customer’s personal data by third parties.
12.5. The Customer guarantees that all conditions of the Agreement are understandable for him and he accepts them unconditionally and in full, without any conditions, exceptions and reservations.
12.6. In the cases which are not regulated by this Agreement, the Parties undertake to be guided by the norms established by the current Law of Ukraine.
12.7. The Law of Ukraine is applied to this Agreement.
12.8. The parties give each other their consent to process and storage Personal Data that were disclosed in connection with the conclusion of this Agreement, to the extent that it is necessary in accordance with the requirements of the current legislation of Ukraine and GDPR -2016/679 “Personal Data Protection Regulation”.
Note for European Users:
Note for RF Users: