SERVICES AGREEMENT (PUBLIC OFFER) (for the Russian Federation)
Individual Entrepreneur Larisa Vladislavovna Korsak
This Public Agreement (the "Agreement") describes the procedure for provision of information and consulting services, services for granting access (activating access) to materials (webinars), and of services for creation of a portfolio of the CBCT (cone-beam computed tomography) examination to individuals and legal entities, individual entrepreneurs in the Russian Federation, foreign individuals and legal entities in accordance with the Civil Code of the Russian Federation No. 51-FZ dated November 30, 1994 (the "Services"), and mutual rights, obligations and relations between the Individual Entrepreneur Larisa Vladislavovna Korsak (the "Contractor") and the Customer accepting the public offer to make this Agreement.1. Key Terms and Definitions
1.1. When used in this offer the following terms and definitions shall have the following meaning:
Agreement – an agreement between the Customer and the Contractor for provision of consulting services (organization of issue-related seminars, conferences, congresses, including online broadcasting and webinars), as well as of services for granting access (activating access) to materials (webinars), and of any other services provided by the Contractor to the Customer, which agreement is made by way of the offer payment.
Creation of a portfolio (report) of the CBCT examination – creation of a series of images of various reformates and renderings from the software for viewing CBCT Invivo.6.0, Anatomage obtained when viewing CBCT examination.
Customer – a legal entity or an individual, an individual entrepreneur visiting the portal and intending to use the Services that/who pays for the offer and acts as the consumer of the services under the Agreement.
Offer – this document, public agreement. Publication (placement) of the wording of the public agreement on information stands constitutes a public offer addressed to a wide group of people on provision of particular types of services (clause 2, article 437 of the Civil Code of the Russian Federation). Making of the public agreement by the Customer shall be confirmed by its payment – acceptance (clause 3, article 438 of the Civil Code of the Russian Federation).
Offer acceptance – absolute and unconditional acceptance of the Offer through the actions specified in p. 3.4., clause 3 and p. 4.2, clause 4 of this Agreement. The Agreement arises from the Offer Acceptance.
Information and consulting services – provision of consultations to the Customer via issue-related seminars, trainings, conferences and congresses, and provision of remote consultations to the Customer vie electronic voice and video communication channels in the form of online broadcasting, webinars or training courses.
Services for granting access (activating access) to materials (webinars) – granting the Customer access to materials (webinars) selected by the Customer published in Internet at: www.ortodontiya.ru
Services provision program – a list of organizational, information and consulting events, determination of the methodology and format of remote training aimed at performance by the Contractor of her obligations to render the Services to the Customer.2. Subject Matter of the Agreement
2.1. The Contractor shall provide the Services to the Customer, and the Customer shall accept the Services and pay for them in the procedure and according to the conditions specified in this Agreement.
2.2. The Contractor shall publish a list of the Services that may be rendered hereunder, terms of their provision and other conditions determining the procedure for the Services rendering, as well as any other information material for provision of the Services on the portal.
2.3. The Contractor retains the right to make amendments to this Agreement, therefore the Customer undertakes to read the current version of the Agreement and other information before the Services are rendered.
2.4. The place of rendering Services is the territory of the Russian Federation.3. Payment of the Offer and Entering into the Agreemnt
3.1. This Agreement is a public agreement (article 426 of the Civil Code of the Russian Federation) according to which the Contractor undertakes to render the Services to any persons (Customers) applying for the Services.
3.2. Publication of this Agreement on the Contractor's portal constitutes a public offer of the Contractor addressed to any consumer (an indefinite group of people) – the Customer (Customers) to make this Agreement (clause 2, article 437 of the Civil Code of the Russian Federation).
3.3. This Agreement shall be made through accession of the Customer thereto in general, without any conditions, exemptions and reservations (article 428 of the Civil Code of the Russian Federation).
3.4. The Customer shall fill in the form published at www.ortodontiya.ru
. The registration form filled in by the Customer constitutes the ground for issuing an invoice (link) for payment. The Customer may send its (his/her) details for payment to firstname.lastname@example.org
when the payment is to be made for information and consulting services and to email@example.com
when a portfolio is to be created or when the Customer wishes to contact client service specialists of the Contractor regarding cooperation using the details specified in this Agreement or on the portal.
3.5. Acceptance by the Customer of the conditions of this Agreement shall be confirmed by the Customer's payment for the Services in the procedure and according to the conditions stipulated hereby (clause 3, article 438 of the Civil Code of the Russian Federation).
3.6. This Agreement, provided that the payment procedure is complied with, shall be deemed made in the simple written form (clause 2, clause 3, article 434 and clause 3, article 438 of the Civil Code of the Russian Federation) in St. Petersburg, Russian Federation.
3.7. This Offer is valid in the version and on the conditions existing as at the moment when the payment for it is made.4. Cost of Services, Payment Procedure and Terms
4.1. The cost of the Services to be provided according to this public offer shall be determined based on the type of the services selected by the Customer and shall be specified in the payment invoice (an electronic payment link). The cost of the Services shall include all applicable taxes. The invoice (an electronic payment link) shall be valid during 5 calendar days from the day of its issue.
4.2. The Customer shall pay the cost of the Services hereunder as 100% advance payment by way of the funds transfer to the settlement account of the Contractor at least three (3) days prior to the Services provision. Customers being individuals shall pay for the Services by way of a bank transfer to the settlement account of the Contractor using the data and details specified in the issued invoice (payment link), and using bank cards with the help of Internet acquiring services available on the portal.
4.3. All expenses of the Customer for the funds transfer to the Contractor shall be borne by the Customer.
4.4. The Contractor undertakes to render the Services only after it receives a payment confirmation from the Customer, i.e. a copy of the payment order or a receipt at its e-mail or via a messenger.
4.5. If the Customer on its (his/her) own initiative decides to waive the Services for any reasons not attributable to the Contractor and without her fault more than 30 calendar days prior to the proposed beginning of the event, the payment shall be returned. In this case all expenses for the funds repayment to the Customer shall be borne by the Customer. The repayment shall be effected within 60 calendar days after receipt of the Customer's application.
4.6. The Contractor may on her own fix prices for the Services and change them in accordance with the effective laws. Changed prices for the Services shall take effect from the moment specified by the Contractor. The Contractor shall render the Services that have been paid for in full irrespective of any changes in their price.5. Delivery and Acceptance of Information and Consulting Services
5.1. The term for provision of the information and consulting services ends upon completion of an event, including online broadcasting, webinar cycles, etc.
5.2. Provision of the Services hereunder shall be confirmed by consumption of the Services by the Customer.
5.3. No services certificate shall be issued to confirm that the Services have been provided to the Customer.
5.4. If needed, the Contractor shall execute a services certificate, and shall send it to the Customer by mail or via electronic communication channels. The Customer shall within five (5) business days upon receipt of the services certificate sign the same and return its copy to the Contractor by mail or via electronic communication channels. Unless the Customer contests the services certificate within five business days after its presentation and returns it, it shall be deemed signed by the Customer.
Either party to the Agreement may unilaterally draw up a certificate confirming provision of the services hereunder. 6. Procedure for Provision, Delivery and Acceptance of Services for Creation of a Portfolio
6.1. The Contractor considers an examination in the dicom format sent to firstname.lastname@example.org
as an order placement. Requirements to the examination quality are published at www.ortodontiya.ru/orthoreport-en
. Receipt of the order shall be confirmed by an invoice (an electronic payment link).
6.2. The Services shall be provided within three (3) business days after confirmation of the order.
6.3. Provision of the Services hereunder shall be confirmed by receipt by the Customer of a portfolio prepared for it (him/her) based on the examination provided by it (him/her) in the form of dicom files; such portfolio shall consist of sixteen (16) jpeg images: cephalometry (lateral view on the right), cephalometry (frontal view), temporomandibular joint (TMJ) (medial pole, X-ray view), TMJ (lateral pole, Bone view), view of coronal section in the area of cheek teeth (to assess inclination of the lateral group of teeth), hard palate (for patients under 18), consecutive views of the whole examination (right profile), consecutive views of the whole examination (3/4 right profile), consecutive views of the whole examination (en face), consecutive views of the whole examination (3/4 left profile), consecutive views of the whole examination (left profile), measuring the volume of breathing passages, orthopantomogram (OPTG) (X-ray view without overlaying of any other anatomic structures), OPTG (Bone view), lateral teleroentgenogram (TRG), straight TRG. The full view of the Portfolio is available at: www.ortodontiya.ru/orthoreport-en
6.4. No services certificate shall be issued to confirm that the Services have been provided to the Customer.
6.5. If needed, the Contractor shall execute a services certificate, and shall send it to the Customer by mail or via electronic communication channels. The Customer shall within five (5) business days upon receipt of the services certificate sign the same and return its copy to the Contractor by mail or via electronic communication channels. Unless the Customer contests the services certificate within five business days after its presentation and returns it, it shall be deemed signed by the Customer.
Either party to the Agreement may unilaterally draw up a certificate confirming provision of the services hereunder. 7. Rights and Obligations of the Parties
7.1. The Contractor may:
7.1.1. unilaterally make amendments to this Agreement; the Customer shall be deemed notified of such amendments as from the moment when an amended version of the Agreement is published on the portal;
7.1.2. engage third parties to perform her obligations hereunder and use services/works of third parties enabling provision of the Services hereunder;
7.1.3. postpone provision of the Services notifying the Customer thereof at least three (3) days prior to commencement of the Services provision;
7.1.4. introduce minor changes into the Services provision program;
7.1.5. demand that the Customer comply with safety rules, take care of the Contractor's and third parties' property;
7.1.6. if the Customer causes any damage to the Contractor's and (or) third parties' property, demand that the Customer compensate such damage in full.
7.2. The Contractor shall:
7.2.1. render the Services to the Customer in the scope and within the terms agreed by the parties hereto (the "Parties");
7.2.2. provide the Customer with reliable information about the Services, program and methods of their provision (duration, place, support, etc.), payment conditions and any other information as may be required during performance of this Agreement by way its publication on the portal;
7.2.3. ensure that the Customer be provided with information and reference materials within the framework of the Services provision;
7.2.4. not disclose any confidential information and data disclosed by the Customer in connection with performance of this Agreement;
7.2.5. immediately notify the Customer of any force majeure circumstances that might effect the scope and quality of the Contractor's Services;
7.2.6. comply with this Agreement.
7.3. The Customer may:
7.3.1. demand that the Contractor render the Services in due manner in accordance with this Agreement.
7.4. The Customer shall:
7.4.1. provide the Contractor with all information and data as may be required for performance by the Contractor of her obligations hereunder;
7.4.2. if needed, execute a services certificate within five (5) business days upon receipt of the services certificate from the Contractor and send it to the Contractor by mail or via electronic communication channels. Unless the Customer contests the services certificate within five (5) business days after its presentation, it shall be deemed signed by the Customer;
7.4.3. not disclose any confidential information and data disclosed by the Contractor in connection with performance of this Agreement;
7.4.4. comply with safety rules, take care of the Contractor's and (or) third parties' property, respect other participants of events, not permit any actions endangering others;
7.4.5. if the Customer causes any damage to the Contractor's and (or) third parties' property, compensate such damage in full;
7.4.6. nor record, copy, distribute or transfer to third parties any materials delivered by the Contractor to the Customer during provision of the services hereunder;
7.4.7. comply with this Agreement.8. Liability of the Parties
8.1. If the Parties violate this Agreement they shall be held liable in accordance with the effective laws of the Russian Federation subject to any peculiarities stipulated by this Agreement.
8.2. The Contractor shall not be liable under this Offer for:
8.2.1. any harm caused to the life and health of the Customer through the Customer's fault if it fails to comply with safety rules when the Services are rendered;
8.2.2. non-compliance of actually provided Services with Customer's subjective expectations and vision of the Services;
8.2.3. any harm to the life and health through fault of third parties, including injuries inflicted by third parties engaged in the Contractor's events.
8.3. The Contractor shall not be liable for use by the Customer of any information obtained by the Customer during provision of the information and consulting services and for any results of its use.
8.4. The aggregate liability of the Contractor hereunder, under any action or claim related to this Agreement or its performance shall be limited by the payment effected by the Customer to the Contractor hereunder.
8.5. The Contractor retains the right to revoke Customer's access to the portal for receiving the Services hereunder without any repayment, if the Customer violates conditions of the Services provision hereunder.
8.6. The Customer may not disseminate (publish, place on web-sites, copy, transfer or resell to any third parties) for any commercial or non-commercial purposes any information and materials provided by the Contractor to the Customer hereunder, create any information products based on such information, and use such information in any manner other than for its (his/her) private purposes. If the Customer infringes the copyright, violates clauses 7.4.6., 6.6. hereof, it (he/she) shall pay a penalty of one hundred thousand (100,000) Russian rubles for each violation, and shall compensate all losses, including lost profit.
8.7. The Contractor shall not be liable for her inability to render the services to the Customer for any reasons beyond control of the Contractor, namely failures of Internet, equipment or software of the Customer.9. Term and Termination
9.1. This Agreement shall be deemed made as from the moment when the Customer's payment is credited to the settlement account of the Contractor and shall be valid until completion of the Services provision.
9.2. The Customer unconditionally agrees that if it (he/she) receives the Services under this Agreement, and where required by p. 7.2., clause 7 thereof, it (he/she) lose its right to claim that the Contractor repay any amounts paid for the Services or to claim any other compensations, even if the validity period of such Services has not expired.
9.3. In case of early termination of this Agreement the Parties shall 3 days prior to the termination date notify each other thereof in writing (via electronic communication channels) and compensate documented expenses of the other Party.10. Dispute Resolution
10.1. The Parties shall resolve all disputes and controversies related to this Agreement through negotiations and claims. The Customer shall send a claim within seven (7) days from the day when any violations are identified. The Contractor may reject any claims sent by the Customer after expiry of the above term. The Contractor shall respond to the Customer's claim within ten (10) business days from the date of its receipt.
10.2. If the Parties fail to resolve all disputes through negotiations and claims, all disputes arising out of this Agreement, including those related to its making, amendment, termination, performance, invalidity, shall be resolved in the judicial procedure in accordance with the effective laws of the Russian Federation by respective court at the place of the Contractor's registration.
10.3. If any provision of this Agreement becomes legally void, is declared illegal or is excluded from the Agreement, this will not invalidate other provisions of the Agreement that will remain legally valid and binding on the Parties.11. Personal Data and their Use
11.1. The Customer gives the Contractor its (her/his) consent to processing its (his/her) personal data disclosed during purchase of the Services hereunder and registration on the portal.
11.2. Processing of personal data means recording, systematization, accumulation, storage, specification (update, change), retrieval, use, transfer (dissemination, presentation, access), depersonalization, blocking, deletion, destruction of personal data that are not referred to any special categories processing of which requires written consent of the Customer according to the effective laws of the Russian Federation.
11.3. The purpose of processing personal data shall be performance by the Contractor of her obligations hereunder, provision of feedback to the Customer during use of the portal, training programs, video courses, as well as sending information and advertising to the e-mail specified by the Customer during registration (purchase of the Services).
11.4. The Contractor shall processes personal data of the Customer using databases available in the Russian Federation.
11.5. The Customer may at any time revoke its (his/her) consent to processing personal data sending a corresponding notification to email@example.com
. The Customer understands and acknowledges that revocation of the consent to processing personal data may require deletion of any information related to participation of the Customer in any training program, including deletion of the Customer's account on the portal and termination of access to any materials purchased within the framework of the Services.
11.6. The Customer consents to receipt of information and advertising materials from the Contractor at the e-mail and phone numbers specified by the Customer when registering on the portal.
The Customer may revoke its (his/her) consent to receiving information and advertising materials at any time by way of sending a corresponding notification to: firstname.lastname@example.org
11.7. The Customer consents that the Contractor may free of charge use its (his/her) image as a Customer's photo (icon).12. Protection of Copyright
12.1. The portal where the Services are sold or rendered contains intellectual property of the Contractor, her affiliates and other related parties, representatives, and any other persons acting on behalf of the Contractor.
12.2. Using the portal the Customer acknowledges and agrees that the content of the portal and its structure are protected by copyright, right to the trademark and other intellectual property rights and that such rights are valid and protected in all forms, on all media and in relation to all technologies, whether existing or to be developed or created in the future. No rights to any content of the portal, including, without limitation, audio and visual reproductions, text and graphic materials, trademarks shall be transferred to the Customer in the result of using the portal and making this Agreement.
12.3. When quoting any materials from the portal the Customer shall give a link to the portal.
12.4. The Customer shall be held liable for violation of the copyright in accordance with clause 8.6. of this Agreement.13. Miscellaneous
13.1. Individual provisions of this Agreement are determined by model conditions developed for the corresponding type of agreements and published in press.
13.2. The Parties unconditionally acknowledge the legal force of this Agreement.
13.3. This Agreement shall remain valid if the Contractor's details, her constituent documents are changed, including, without limitation, replacement of the owner, legal form, etc. The Contractor may transfer her rights and obligations under this Agreement to another person.
13.4. The Parties expressly agree that silence (failure to send written notifications of the Agreement termination or of non-agreement with its individual provisions, including change in the Tariffs) shall be deemed consent and accession of the Customer to the restated Agreement (clause 3, article 159 of the Civil Code). 14. Details of the Contractor
Larisa Vladislavovna Korsak (Individual Entrepreneur)
Legal address: Gatchinsksya str., 197198 St. Petersburg
INN (Tax Identification) 782575181606
KPP (Tax Registration Reason Code)
OGRN (Primary State Registration Number) 314784706601247
Beneficiary account 40802 810 8 9027 0000144
BANK "SAINT PETERSBURG" PJSC
Corr/acc 30101 810 9 0000 0000790