PUBLIC OFFER

1. TERMS AND DEFINITIONS

1.1. Gincore - Specialized Software created by the Performer (a set of instructions in the form of words, numbers, codes, diagrams, symbols, or any other form expressed in a computer-readable form that drives it to achieve a specific goal or result) for repair and maintenance business, which includes CRM, ERP, WMS systems consolidated into a single hardware and software solution. Gincore's description and functionality are available on the Performer's website https://gincore.net.

1.2. User – any natural or legal person who registers on the Performer's website https://gincore.net and uses the services of the Performer by the terms set in this Agreement.

1.3. Service – remote access to the Gincore web version, which runs on the Performer's technical infrastructure and is provided to the User by creating an Account without the need to download and install on the User's computers or mobile devices.

1.4. Account - an account in the Service that is individualized by the user-specified credentials when registering on the Performer's website https://gincore.net.

1.5. Hosting –provision of disk space for physical placement of information on a server permanently on the Internet and owned by the Performer.

1.6. Technical support – support of functioning of all technical parameters of the Service, relevance of hosting and periodic information filling, modification, updating of existing information.

1.7. Subscription Plan – a list and volume of services provided by the Performer for a fee.

1.8. Additional Services – services that not included in the specific Subscription Plan or identified by the Performer as additional.

1.9. Aggregate Data - depersonalized Personal Data that make it impossible (without the use of additional information) to directly or indirectly determine the identity of the data to a specific User or other data subject and have been modified or combined to provide aggregated, anonymous information.

1.10. «cookies» - small text files that can be stored on a visitor's computer (or other equipment) the first time you visit a website and allow the visitor's computer to be recognized when you visit again. Cookies in no way affects the visitor's computer (or other hardware) or data or infect the virus.

2. SCOPE OF THE CONTRACT

2.1. Under this Agreement, the Performer undertakes to provide the User with services to access the Service, create a User Account, provide hosting, technical support (hereinafter - Services), as well as other additional services at the request of the User at their separate payment.

2.2. The User is obliged to make full and timely payment for the Performer's Services in accordance with the terms of this Agreement.

3. COST OF SERVICES AND ORDER OF CALCULATIONS

3.1. The User pays for Service to Performer in accordance with Subscription Plan provided on the Performers's website https://gincore.net. The Contractor unilaterally determines the cost and terms of providing the Services under all Subscription Plans by posting information about them on the Performer's website https://gincore.net.

3.2. Payment for services according to the chosen Subscription Plan and Additional Services (if any) shall be made by the User for a specific period chosen by him on the basis of the form created by the Performer and printed by the User. The currency of payment shall be indicated in the Performer's account.

3.3. The User shall choose the convenient method of payment for the Services among the ones available on the website at the time of payment. User specifies information related to payment cards, such as: card number, expiration date, CVC/CVV code and name of the card holder when the payment method of the payment card is selected and gives consent to the Performer/processing center/payment system for processing their personal and billing information, on the transfer of funds for the selected Services.

3.4. Payment of the invoice is a testimony to the full provision of the Services, their acceptance and confirmation of the final payments between the Parties at the same time.

3.5. The cost of the Subscription Plan and additional services selected by the User remains unchanged until the end of the period for which the Services have been paid.

3.6. The Performer shall post relevant information on the introduction of new or modification of existing Subscription Plans on the website https://gincore.net.

3.7. All fees that arise when paying for the Services in the territory of the User are paid by the User. All fees from correspondent banks, payment systems and processing centers are paid by the Performer.

3.8. Monthly or annual plans for Services are paid in advance monthly or annually and are non-refundable. There are no credits or reimbursements for partial months of service, reimbursement for tariff reduction or reimbursement for months not used with an open account; however, the service will remain active for the duration of the paid billing period.

There are no exceptions for treating everyone equally.

4. PROCEDURE AND CONDITIONS OF PROVIDING SERVICES

4.1. By registering on Performers website https://gincore.net, User creating an Account, chooses Subscription Plan and Additional Services (if any), and the Perforner grants the User the right to use the Service by sending to the User's e-mail address login, password and web link for logging into the Service Account.

4.2. The services under the chosen Subscription Plan may be provided to the User free of charge during the period set by the Performer (demonstration period) for the Performer's consideration. Additional services are provided to the User, after they are paid in advance during the demo period. Subsequently, Services under a specific Subscription Plan and Additional Services are provided by the Performer from the moment of payment for it. The demonstration period may be canceled at the discretion of the Performer.

4.3. The Performer shall ensure the uninterrupted operation of the Service and the provision of the Services 24 hours a day, 7 days a week, in part dependent on it. In case of delays and interruptions in the work of the Service, arising from the fault of third parties, as a result of which the User suffered damages, the Performer shall not be liable.

4.4. The Performer may interrupt the work of the Service in case of need of updating (restoration) of the Service or carrying out preventive measures..

4.5. After the expiration of 3 (three) months from the last login of the User to the Account, such User will be considered inactive and the Performer shall have the right to delete his database with the information contained in the Service. In this case, the Performer is obliged to send to the User a message about the removal of his information not later than 5 calendar days before the expiry of the aforementioned period. If the User logs in to his Account within this period, the above three months will be renewed.

5. RIGHTS AND DUTIES

5.1. User has the right:

5.1.1. Perform any action related to the functioning of the Service in accordance with its purpose;

5.1.2. Provide remote access to their employees to work in the Service;

5.1.3. Use the Service in their business activities;

5.1.4. Require elimination of violations of the terms of this Agreement;

5.1.5. In its discretion to conduct their business activities;

5.1.6. Transfer their data in the format provided by the Performer posted on the Service from the Developer's servers to their computer upon termination of the Agreement.

5.2. User must:

5.2.1. Use the Service only within the limits of the rights and in the ways provided by this Agreement;

5.2.2. To pay for the Performer's services in accordance with the terms of this Agreement;

5.2.3. Do not disclose to any third party any know-how, technical solutions, etc. that he/she has become aware of in the course of the implementation of this Agreement and do not use reverse engineering methods;

5.2.4. Clearly follow the Performer's instructions regarding the rules of operation of the Service;

5.2.5. Do not place viruses and/or other malicious programs on the Service, do not distribute programs using the Service, do not use the Service for other activities on the Internet for which the Service is not intended;

5.2.6. Do not use the Service for misconduct, spamming, posting threats and images, unlawful advertising, calls for violent and other unlawful acts and in any other way that violates the current legislation of Ukraine;

5.3. Neither the User nor any other person, with the assistance of the User, will copy Gincore; will not create Gincore-derived applications; will not penetrate Gincore to obtain application codes; not sell, lease, transfer to any third party any rights with respect to Gincore and the Service provided to the User, nor modify Gincore, including for the purpose of unauthorized access to it.

5.4. Performer must:

5.4.1. To provide the Services defined by this Agreement within the framework of the Subscription Plan selected and paid by the User in a timely manner, while ensuring their quality;

5.4.2. Provide hosting, Gincore system administration and service to ensure their availability and technical support;

5.4.3. In the shortest possible time to eliminate possible software failures of the Service independently or at the request of the User;

5.4.4. Provide information on updates of the current version of the Service that have been released for the duration of this Agreement.

5.5. Performer has the right:

5.5.1. Expand and improve the functionality of Gincore and the Service, release new versions throughout the term of this Agreement;

5.5.2. Suspend the provision of Services to the User under the Agreement for technical, technological or other reasons, which hinders the provision of the Services, at the time of elimination of such reasons;

5.5.3. To suspend providing of Services under the Agreement and/or to terminate the Agreement unilaterally in case of breach by the User of his obligations under the Agreement;

5.5.4. To unilaterally amend the terms of the Agreement and/or the procedure for providing the Services. If the Performer makes changes to the Agreement, such changes take effect from the moment of posting the modified text of the Agreemetnt on their website at https://gincore.net/en/user-agreement.

6. CONFIDENTIALITY

6.1. The Performer shall not use the User's Confidential Information for purposes other than those specified in this Agreement (in particular for backup, technical support, billing, etc).

6.2. Any information transmitted electronically, in writing or any other form and attributed by both Parties to the Agreement shall be considered confidential or secret of the respective Party and shall not be disclosed to third parties without the written consent of such Party.

6.3. The Parties will take all necessary measures to prevent the full or partial disclosure of confidential information or disclosure to third parties.

6.4. The information will not be considered confidential or secret of the respective Party, and the Party will have no obligations regarding this information if it satisfies one of the following points:

• already known to the Parties;
• legally received from a third party without restriction and without breach of this Agreement;
• independently developed by the Party concerned, provided that the person or persons who developed it did not have access to confidential information;
• allowed to issue (disclosure) with the written permission of any of the Parties;
• disclosed at the request of a governmental authority, or if required by law.

6.5. Each Party shall be liable for the inadvertent disclosure or use of confidential information, if it does not observe the same degree of care as would be reasonably respected to its own confidential information, and, upon unintentional disclosure or use of this information does not attempt to stop its unintentional disclosure or use.

6.6. In the event of loss or disclosure by the User of a login/password of access to the Service, the User alone bears the risk of possible adverse consequences for him.

6.7. Notwithstanding the foregoing, the Performer shall have the right to indicate the Company's (commercial) name and/or trademark in the list of clients that use the Performer's Services in their information or advertising materials or during marketing campaigns.   

7. PERSONAL DATA

7.1. The representatives of the Parties, authorized to conclude this Agreement, agreed that their personal data, which became known to the Parties in connection with the conclusion of this Agreement, are included in the personal databases of the Parties.

7.2. By signing this Agreement, the authorized representatives of the Parties give their consent (permission) to the processing of their personal data, in order to confirm the authority of the subject to conclude, amend and terminate the Agreement, to ensure the implementation of administrative and tax relations, accounting and statistical relations, and statistics also to ensure the implementation of other legal relationships.

7.3. The representatives of the parties by signing this agreement confirm that they have been informed of their rights in accordance with Art. 8 of the Law of Ukraine "On Protection of Personal Data".

7.4. The User is obliged to provide true, accurate and complete personal data for registration on the Performer website and use of the Service.

7.5. The Performer has the right to use the personal data of the User to ensure the provision of the Services and to fulfill the contractual conditions regarding the Services ordered by the User; communication with the User regarding the ordered Services; providing support in working with the Service; providing information on existing or future services and offers; improving the operation of the Service and maintenance of the User; responding to User's requests and comments; to provide feedback on the Performert's surveys and requests; to explore services that may interest the User; to resolve claims; to report possible prohibited or unlawful acts; to resolve any issues that may arise on the basis of or regarding the fulfillment of the terms of the Agreement; for other purposes for which the Performer will notify the User.

7.6. The Performer may use the Cumulative User Data for internal use, for statistical analysis and for exchange with others on a selective basis.

8. RESPONSIBILITIES OF THE PARTIES

8.1. The Parties are responsible for the non-performance or improper performance of their obligations under this Agreement in accordance with the legislation of Ukraine.

8.2. A Party shall be presumed innocent and shall not be liable for any breach of the terms of this Agreement if it proves that it has taken all its measures to ensure the proper implementation of this Agreement.

8.3. All disputes arising out of or related to this Agreement shall be settled through negotiations between the Parties. If the dispute cannot be resolved by negotiation, it shall be settled by the court in accordance with the established jurisdiction of such dispute in accordance with the current legislation of Ukraine.

8.4. The Performer shall not be liable to the User and third parties for any actions of the User related to the use of the Service, for the wrong decisions made by the User concerning the income, profits, ways of doing business, as well as for the damage of any nature incurred by the User in connection with the use of the Service.

8.5. The User agrees that in order to use the Service, it is necessary to use 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 responsible for the quality of their work.

8.6. The Service and Services are provided on an "as is" basis and the User agrees that no software is free from errors, defects, bugs and vulnerabilities, and the Performer does not make any warranty that the Service is completely error free and provides complete data security User.

8.7. The Performer does not compensate for direct or non-direct damages caused to the User as a result of using or inability to use the Service or Services, including for the damage incurred by the User as a result of errors, omissions, interruptions, deletion of files, defects, delays in work or transmission, feature changes, and other reasons. Missed benefits of the User shall not be compensated by the Performer.

9. OTHER CONDITIONS

9.1. This Agreement is an open public offer to enter into an agreement on the terms proposed.

9.2. Filling out by the User of the form (the application) offered on the web-site of the Performer is an unconditional acceptance by the User of the terms of this Agreement.

9.3. This Agreement shall be deemed concluded and shall enter into force upon receipt by the User of the registration confirmation on the Performers's website.

9.4. According to the Law of Ukraine "On E-Commerce", this Agreement is considered to be equivalent in law to an agreement concluded in writing.

9.5. The ownership of all software created during the implementation of this Agreement remains with the Performer.

9.6. Issues of creation and protection of intellectual property objects used in the fulfillment of the terms of this contract shall be solved by the Performer independently..

9.7. Any amendments, supplements and annexes to this Agreement shall form an integral part thereof and shall have legal force if they are stated in writing and signed by authorized representatives of the Parties.

9.8. The Party shall be fully responsible for the correctness of the requisites specified in this Agreement and shall notify the other Party in due time of their change.

9.9. The Agreement may be terminated at any time by mutual agreement of the Parties.

9.10. All legal relations arising out of or related to this Agreement, including those related to the validity, conclusion, execution, amendment and termination of this Agreement, interpretation of its terms, determination of the consequences of invalidity or breach of the Agreement, shall be governed by this Agreement and the relevant norms of Ukrainian law, as well as the customs of business turnover based on the principles of honesty, reasonableness and fairness applicable to such legal relations.

9.11. The Performer may collect and receive additional data and information about the visitors to its website time to time. For example, when using a website, it automatically collects information about the equipment from which the visitor accesses the website, software, operating system, IP address, link source, and website viewed by the visitor of the website page, the benefits of certain the type of Services, links that visitors used to access the Website, and more. This automated data collection is for the purpose of customizing the website and offering visitors and preventing possible fraud.

        The automated collection of some data and the use of cookies helps to improve the functional characteristics of the website and to develop the most convenient to use the Services of the website, and helps the Performer to evaluate the conduct of advertising and marketing campaigns, and to provide information that may be most interesting and useful for visitors.