Draft translation. This text was translated automatically and has not been proofread yet — if something reads oddly, it does.
This is an English translation of the agreement. The agreement is governed by Ukrainian law, and only its Ukrainian text is legally binding; it is published in the Ukrainian version of the site.
Public agreement (public offer agreement) for the provision of information and consulting services
This Public Offer Agreement (hereinafter, the Agreement) is an official public offer by the sole trader (FOP) Shyman Hanna Oleksandrivna, addressed to an unlimited number of persons, to enter into an agreement with any Customer for the provision of information and consulting services on the terms set out below.
1. General provisions
1.1. This Agreement is concluded by the Customer giving full and unconditional consent (acceptance) to the conclusion of the Agreement in its entirety, without the Parties signing a written copy of the Agreement. The Agreement is legally valid under Articles 633, 641 and 642 of the Civil Code of Ukraine and is equivalent to an Agreement signed by the Parties.
1.2. By accepting, the Customer confirms that they have read and agree to all the terms of this Agreement in full.
1.3. Payment for the Contractor’s Services on the terms and in the manner set out in this Agreement constitutes full and unconditional acceptance of this public offer agreement.
1.4. By entering into this Agreement, the Customer automatically agrees to the full and unconditional acceptance of the provisions of this Agreement and of the prices of the Services.
1.5. If the Customer does not agree with the terms of the Agreement, they have no right to enter into this Agreement and may not use the Services under this Agreement.
2. Terms and definitions
2.1. “Public offer agreement” means a public agreement whose template the Contractor has made publicly available on the Contractor’s official resources (website, link in a social media profile) or provides to the Customer before payment.
2.2. “Acceptance” means the Customer giving full and unconditional consent to the conclusion of this Agreement in its entirety, without the Parties signing a written copy of the Agreement, by performing the actions set out in clause 1.3 of this Agreement.
2.3. “Services” means the information and consulting, training or educational services provided by the Contractor in the form of individual consultations or group consulting/learning programmes (courses).
2.4. “Customer” means any legally capable natural person, legal entity or individual entrepreneur that has accepted this Agreement.
2.5. “Contractor” means the business entity, an individual entrepreneur, providing information, consulting and educational services, whose details are given in section 12 of this Agreement.
2.6. “Order” means a duly completed request by the Customer for the Services, addressed to the Contractor.
3. Subject of the Agreement
3.1. The Contractor undertakes, on the terms and in the manner set out in this Agreement, to provide the Services to the Customer, and the Customer undertakes, on the terms and in the manner set out in this Agreement, to accept and pay for the ordered Services.
3.2. The Contractor provides the Services (holds individual or group consultations and gives access to learning programmes, courses, webinars, video recordings and other information materials), and the Customer undertakes to pay for them on the terms of this Agreement.
3.3. The Services are provided in the form of individual consultations or group consulting programmes (including access to recorded information materials).
4. Rights and obligations of the Contractor
4.1. The Contractor shall:
- comply with the terms of this Agreement;
- provide the Services to the Customer at a proper level of quality.
4.2. The Contractor has the right:
- at its own discretion, to engage third parties to provide the Services under this Agreement;
- unilaterally to suspend the provision of the Services under this Agreement if the Customer breaches the terms of this Agreement;
- to deprive the Customer of the right to use the Services if the Customer’s behaviour prevents the Contractor or its representatives from providing the Services;
- to exercise other rights under the applicable law of Ukraine and this Agreement.
5. Rights and obligations of the Customer
5.1. The Customer shall:
- pay for the Services on time;
- provide the Contractor with complete and accurate information about the person using the Services;
- follow the rules for the provision of the Services set by the Contractor.
5.2. The Customer has the right:
- if any questions arise, to receive answers from the Contractor by phone or email to clarify any terms of the provision of the Services;
- to place an Order for the Services;
- to require the Contractor to provide the Services in accordance with the terms of this Agreement.
6. How the Customer receives the Services
6.1. To receive an individual consultation, the Customer agrees the date and time of the meeting with the Contractor via messengers or email. Confirmation of the time by the Contractor is mandatory.
6.2. To take part in a group consulting programme, the Customer follows the schedule of meetings and the dates of access to materials set by the Contractor and communicated to the Customer before payment.
6.3. The Customer is solely responsible for choosing the correct Service, date and time. The Customer bears responsibility for an erroneous order or for failing to attend at the appointed time.
6.4. The Customer pays for the Services at the current price communicated by the Contractor on the date of payment.
6.5. Technical conditions: the Customer is responsible for having the technical means to receive the Services (a stable internet connection, working equipment, the Zoom/Google Meet apps installed, etc.). Inability to receive a Service because of technical problems on the Customer’s side is not grounds for a refund.
7. Price, payment and refunds
7.1. The price of each individual Service (a consultation, access to the information materials of a consulting programme, participation in group consulting programmes, etc.) is set by the Contractor and communicated to the Customer by a message in messengers, by email or by publication on the Website.
7.2. The Customer pays for the Contractor’s Services under this Agreement in the national currency of Ukraine, the hryvnia. Payment to the Contractor’s account details constitutes full and unconditional acceptance of the terms of this Agreement.
7.2.1. If the Customer is not resident in Ukraine (a foreign national or a non-resident legal entity), the Services may be paid for in a foreign currency (US dollars (USD), euros (EUR) or another currency stated on the Website or in the Contractor’s invoice) through international payment systems, payment widgets on the Website or by transfer to the Contractor’s foreign currency account.
7.2.2. All fees of international payment systems and correspondent banks, and all costs of converting the Customer’s currency into the payment currency or into the national currency of Ukraine (hryvnia), are borne and paid by the Customer. The amount received in the Contractor’s account must exactly match the price of the Service ordered.
7.2.3. Where money is refunded to a non-resident Customer under this Agreement, the refund is calculated in the national currency of Ukraine, the hryvnia, based on the amount in hryvnias actually received in the Contractor’s bank account at the time of payment. The Contractor is not liable for changes in official or commercial exchange rates, for fees charged by payment systems or banks, or for any financial loss of the Customer caused by conversion or re-conversion of the funds by the Customer’s issuing bank when the refund is credited.
7.3. Payment for the Services is made by bank transfer to the Contractor’s current account specified in section 12 of this Agreement.
7.4. The moment of payment for the Services is the time the funds are credited to the Contractor’s account.
7.5. The Customer pays for the Contractor’s Services in full in advance.
7.6. The Customer pays, independently and at their own expense, for third-party services where these are needed to receive the Contractor’s Services under this Agreement (for example, internet access services and others).
7.6.1. Breakdown of the price of the Services (booking): the Parties agree that when Services are purchased in the form of consulting programmes or group consultations, 30% of the price is a non-refundable fee for booking a place and for administration (the Contractor’s actual costs).
7.7. Money paid by the Customer for the Contractor’s Services is not refundable if the Customer does not use the Services for any reason, except as set out in clauses 7.8 and 7.9 of this Agreement.
7.8. Special terms for individual Services
7.8.1. A refund for an individual Service (consultation) because of the Customer’s illness (confirmed by a medical certificate within 14 days after the date the Customer booked for the Services, together with a refund request) is possible only if the Contractor is notified at least 24 hours before the appointed time.
7.8.2. In that case the Contractor refunds 50% of the amount paid to the Customer. The remaining 50% is retained by the Contractor as compensation for actual administrative costs and lost profit. The Contractor makes the refund within 14 (fourteen) working days of receiving from the Customer the relevant refund request and documents confirming the occurrence of the said event (illness).
7.9. Refunds for consulting programmes with step-by-step access:
7.9.1. If access to the information materials (of a consulting programme) is given in stages (step by step), the Service is deemed to be provided in parts, each separate information block/module being a separate stage of the Service.
7.9.2. If the Customer withdraws from the Service, the Contractor refunds only the stages (modules) to which the Customer had not yet been given access when the request was received.
7.9.3. The refund amount is calculated in proportion to the price of the steps of the Service not yet received, less the non-refundable booking fee (under clause 7.6.1).
7.9.4. The price of stages (modules) to which the Customer has already been given access (a link has been sent, access to the platform/chat has been granted) is not refundable, regardless of whether the Customer has actually viewed them.
7.9.5. The provisions of clause 7.8 (on illness) do not apply to access to information materials and recordings, since reviewing them is not tied to a specific meeting time.
7.10. Booking a place in a programme
7.10.1. The Customer may make a partial or full payment to book a place in a consulting programme. The amount of such a booking (under clause 7.6.1) is 30% of the full price of the programme.
7.10.2. If the Customer withdraws from the Service before receiving access to the first information block (materials), the booking amount (30%) is not refundable, since it pays for the actual costs of administration and of reserving the place.
7.10.3. If the calculated refund for stages (meetings) not received is less than or equal to the booking fee (30%), no refund is made.
7.11. Group consulting Services provided on a schedule:
7.11.1. If a consulting programme includes meetings at fixed times, the Contractor undertakes to hold those meetings, and the Customer undertakes to attend them.
7.11.2. Giving access to additional information materials (notes, links to recordings of past meetings) counts as the provision of consulting Services in respect of those materials. Once access to such materials has been given, the Service in that part is deemed to have been provided in full.
7.11.3. The Customer’s failure to attend an online meeting is not grounds for a refund, since the Contractor makes the information content of the meeting available as a recording.
7.11.4. Refunds for series of meetings are calculated using the logic of clause 7.9: only the price of stages (meetings) that have not yet taken place is refundable, less the 30% booking fee (under clause 7.6.1).
8. Acceptance of the Services provided
8.1. If the Customer is a natural person, a written certificate of acceptance of the services provided is not required; in the absence of any complaints from the Customer about the scope and quality of the Services, the Services are deemed accepted by the Customer in full and without objection if the Customer has not made a reasoned written complaint within 3 (three) working days of an individual meeting (or of access being given to the relevant information block or module of a programme).
8.2. Where access is given to information materials (notes, recordings), the Service is deemed provided and accepted at the moment such access is given.
8.3. Written complaints must be sent to the Contractor by email or in the messenger used for communication. Complaints made after the period specified in clause 8.1 are not considered by the Contractor, and the Services are deemed to have been properly provided.
9. Liability and dispute resolution
9.1. For failure to perform or improper performance of their obligations under this Agreement, the parties are liable in accordance with the applicable law of Ukraine.
9.2. All disputes arising out of or in connection with this Agreement are resolved by negotiation. A pre-trial complaint procedure is mandatory: a written complaint is considered within 10 working days.
9.3. If a dispute cannot be resolved by negotiation, it is resolved in court under the law of Ukraine. The relations of the Parties under this Agreement are governed by the substantive and procedural law of Ukraine in force, regardless of the Customer’s location or citizenship. All disputes not resolved by negotiation are to be heard by the competent court of Ukraine at the Contractor’s location.
9.4. Exemption from liability: the Contractor is not liable for failure to provide or improper provision of the Services if this is the fault of the Customer (non-attendance, failure to provide information, technical problems on the Customer’s side), of third parties, or the result of force majeure (military action, power outages, internet failures).
9.5. Limitation of liability
9.5.1. The Contractor is not responsible for whether the Services meet the Customer’s expectations. Subjective dissatisfaction is not grounds for a refund.
9.5.2. The Contractor’s total liability (penalties, compensation) under this Agreement is in any case limited to the total price of the Services actually paid by the Customer for the specific Order.
10. Force majeure
10.1. The Parties are released from liability for failure to perform or improper performance of the obligations under this Agreement if it results from force majeure.
10.2. In this Agreement, force majeure means any circumstances that arise beyond the will of, or contrary to the will or wishes of, the Parties and that cannot be foreseen or avoided, including: military action, civil unrest, epidemics, blockades, earthquakes, floods, fires, power outages, interruptions of the internet or of video communication services (Zoom, Google Meet, etc.), as well as decisions or orders of public authorities of the state of which the Customer is a resident or the state of which the Contractor is a resident, as a result of which additional obligations are imposed or additional restrictions are placed on the Parties (or one of them), making further full or partial performance of the Agreement impossible.
10.3. If force majeure lasts for more than 2 (two) consecutive months, either Party may refuse further performance of its obligations under this Agreement, and in that case neither Party is entitled to compensation from the other Party for any losses.
11. Other terms
11.1. Each Party warrants to the other Party that it has the necessary legal capacity, as well as all the rights and powers necessary and sufficient to enter into and perform this Agreement in accordance with its terms.
11.2. Unilateral change of the terms of the concluded Agreement by the Customer, or refusal by the Customer to perform the terms of the concluded Agreement, is not permitted.
11.3. Information provided by the Customer is confidential. Information about the Customer is used solely to fulfil the Customer’s Order.
11.4. By accepting the Agreement, the Customer voluntarily consents to the collection and processing of their personal data for the purpose of providing the services under this Agreement.
11.5. The Parties undertake to keep confidential the information obtained in the course of performing this Agreement, except where this is authorised in writing by the other Party or required by public authorities under applicable law. The Party at fault is liable for disclosure of confidential information under applicable law.
11.6. The Agreement is public and open-ended and remains in force until terminated by either Party in the manner set out in this Agreement or by applicable law, and in any case until it has been fully performed by the Parties. This Agreement is deemed agreed by the Customer and concluded at the Contractor’s place of business from the date of acceptance (payment).
11.7. Copyright and intellectual property:
11.7.1. All rights to the information materials (video recordings, notes, presentations, methods) provided as part of the Services belong to the Contractor.
11.7.2. The Customer may not record (make screencasts of), copy, distribute or pass to third parties any programme materials without the Contractor’s written consent.
11.7.3. If these terms are breached, the Contractor has the right to terminate the Agreement unilaterally and block access without a refund, and to recover damages under the law in force.
11.8. Changes to the Agreement: the Contractor has the right to change and/or supplement the terms of this Agreement on its own. Changes take effect from the moment a new version of the Agreement is published on the Contractor’s resources (the Website or Google Drive). The Customer is responsible for keeping track of changes.
11.9. The Customer and the Contractor confirm that this Agreement is not a sham or simulated transaction, nor a transaction concluded under pressure or deception.
12. Contractor’s details
Recipient: FOP Shyman Hanna Oleksandrivna
EDRPOU code: 2846619781
IBAN: UA543052990000026005005911697
Bank: JSC CB “PRIVATBANK”
Payment reference: CONSULTING SERVICES
Email: [email protected]