PUBLIC OFFER

FOP Kozyar Andriy Olegovych , EDRPOU 3542003659, hereinafter referred to as the “Marketing Agency Mercury”, on the one hand, and any natural or legal person or sole proprietor, hereinafter referred to as the “Customer”, on the other hand, together the “Parties”, and each separately a “Party”, have concluded this Public Offer Agreement (hereinafter referred to as the "Agreement" or the “Public Offer”), addressed to an unlimited number of persons and constituting the Agency’s official public proposal to conclude an agreement with any Customer on the following:

1. PREAMBLE

1.1. Please read this document carefully to understand the rules for receiving services from the Agency.

1.2. References to the words "you" or "your" (or similar words) mean the Customer, depending on the context of this Agreement.

1.3. References to the words "we", "our" or "us" (or similar words) mean the Marketing Agency Mercury.

1.4. The words he/she and their derivatives in the text may be used for both male and female persons, depending on the context of the document.

2. DEFINITIONS

2.1. Website of the Marketing Agency Mercury (hereinafter the “Website”) – means a web page or a group of web pages on the Internet located at: marketingmercury.com.ua that belong to the Agency.

2.2. Customer’s Consent (hereinafter «Consent») – is a voluntary, specific, informed, and unambiguous expression of will in which the Customer, by a statement or a clear affirmative action, agrees to the terms of this Agreement.

2.3. Customer – any natural person, sole proprietor, or legal entity that receives services from the Agency.

2.4. Personal data – any information that is not publicly available and allows the Customer to be identified directly or indirectly. For example: first name, last name, phone number, IP address.

2.5. Services – the algorithm of actions performed by the Agency in the field of information and consulting, marketing services, as well as advertising services. The Customer can find more details about the services in the relevant section of the Website.

2.6. Third party – means a natural or legal person, a state body, institution or authority other than the Agency or the Customer.

3. DATA SUBJECT’S CONSENT

3.1. This Agreement is concluded by the Customer by providing full and unconditional consent (acceptance) to conclude the Agreement in full, without signing a paper copy of the Agreement.

3.2. The Agreement has legal force pursuant to Articles 633, 641, 642 of the Civil Code of Ukraine and is equivalent to an agreement signed between the Agency and the Customer.

3.3. If the Customer does not agree with the terms of the Agreement, the Agency does not provide Services to such Customer.

3.4. Any of the following actions constitutes Consent to the terms of this Agreement:

  • 3.4.1. signing the Public Offer and other regulatory documents governing the terms of the provision of the Services;

  • 3.4.2. payment for the Services rendered;

  • 3.4.3. using a checkbox by placing a mark in a free field;

  • 3.4.4. receiving the Services.

3.5. The Agency reserves the right to obtain the Customer’s Consent via a pop-up form. The pop-up form may contain the Consent in the form of a checkbox.

3.6. By entering into this Agreement, the Customer automatically confirms having read the Agreement and agrees to the new and unconditional acceptance of its provisions and terms.

3.7. By agreeing to the terms of the Agreement, the Customer gives explicit Consent to:

  • 3.7.1. the terms of receiving the Services provided by this Agreement and the terms set out on the Website;

  • 3.7.2. the terms of payment for the Services;

  • 3.7.3. the terms of refunds;

  • 3.7.4. conclude an individual agreement to receive the Services if necessary and as instructed by the Agency;

  • 3.7.5. comply with the terms of this Agreement.

4. REGISTRATION

4.1. At the moment, the Customer does not need to register on the Website to receive the Services, and registration is not provided on the Website.

4.2. To obtain additional functions, the Customer must register on the Agency’s website located at: marketingmercury.com.ua. To register, the Customer must provide Personal data and perform the actions prescribed in the corresponding section of the website.

 

5. PROVISION AND PAYMENT OF SERVICES

5.1. The Agency provides the following Services to the Customer:

  • 5.1.1. Consulting and website development. The Agency provides the Customer with Services to create a website in accordance with the Customer’s requirements and business.

  • 5.1.2. SEO optimization. SEO optimization is a set of measures aimed at improving the indexing of the Customer’s website and increasing its visibility in search engines such as Google.

  • 5.1.3. SEO promotion. SEO promotion is a comprehensive and multifaceted process aimed at optimizing a website to improve its visibility in search engines such as Google.

  • 5.1.4. Marketing Services. The Agency provides the Customer with comprehensive solutions for implementing the Customer’s project to achieve business goals. Horoshop service. The Agency may use the Horoshop service to provide the Services, and in such a case the provision of services is governed by the Horoshop public offer.

  • 5.1.5. Horoshop service. The Agency may use the Horoshop service to provide the Services, and in such a case the provision of services is governed by the Horoshop public offer.

5.2. Payment for the Services is made according to the price list or as agreed between the Parties.

5.3. Payment is made in the national currency of Ukraine – hryvnia.

5.4. The cost of Services provided may not be changed after the Agreement is concluded unless otherwise provided by the Agreement or an additional agreement between the Parties.

5.5. The Customer may pay for the Services in the following ways:

  • 5.5.1. Using a payment card to the FOP’s bank details;

  • 5.5.2. Other methods that may be offered by the Agency and/or agreed between the Parties.

  • 5.5.3. If the Customer does not pay the invoice or does not send reasoned comments regarding its content, the Agency has no obligations to provide the Services to the Customer

5.6. The moment of payment for the Services is deemed to be the date the funds are credited to the Agency’s bank account.

5.7. A refund is possible only if the Agency does not provide the Services to the Customer within the specified time frame.

5.8. The Customer pays all bank fees and any other charges arising when paying for the Agency’s Services.

 

6. ACCEPTANCE AND TRANSFER OF SERVICES

6.1. The Parties agreed that the fact of the Services being provided by the Agency and accepted by the Customer is confirmed by signing an Acceptance Certificate (hereinafter the “Certificate”) in writing using the Vchasno document signing service (https://vchasno.ua/).

6.2. The obligation to draw up the Certificate lies with the Agency.

6.3. The Parties agreed on the following procedure for signing the Certificate:

  • 6.3.1. The Agency sends the Customer the Certificate describing the Services provided and their cost;

  • 6.3.2. Within 3 (three) business days from receipt of such Certificate, the Customer either signs the Certificate or sends comments on its content;

  • 6.3.3. If the Agency receives comments regarding the content of the Certificate, it undertakes to send the Customer a new Certificate within a reasonable period;

  • 6.3.4. If within 3 (three) business days from receipt of such Certificate the Customer does not sign it or send comments on its content, the Certificate is deemed signed by the Customer, and the Services provided by the Agency are considered fully provided and subject to final payment, if such payment is provided in the invoice.

6.4. After completion and transfer of the project to the Customer, any additional changes, corrections, updates, or improvements to the site are carried out for a fee under a separate agreement. The Contractor is not obliged to make any changes without additional payment, except in cases expressly provided for by this Offer.

7. REFUNDS

7.1. The Agency refunds the Customer only for Services not provided; if the Agency has spent resources to provide the Services, the funds for actually provided Services are not refunded to the Customer, regardless of the Customer’s subjective assessment of the quality of the Services provided by the Agency.

7.2. If the Customer has made a 100% prepayment and no more than 30 (thirty) calendar days have passed since payment, and the Customer submits a request for a refund, the Agency may return from 30% to 100% of the cost of the Services, depending on the volume of Services actually provided to the Customer.

7.3. The Agency may refund funds paid by the Customer to the Agency as payment/prepayment for the Services if such Services were not provided due to the Agency’s fault; if the Services were not provided due to the Customer’s fault and/or the occurrence of force majeure circumstances, the Agency does not refund the funds to the Customer.

7.4. To obtain a refund, the Customer that is a legal entity or FOP must send an official request to the Agency’s email: ceo.marketingmercury@gmail.com or in the working chat, with mandatory information: reason for the refund, name of the payer (business entity), EDRPOU code, location and contact phone number of the recipient, recipient’s bank account details, and the amount to be refunded.

7.5. To obtain a refund, the Customer that is an individual must send a request in free form to the Agency’s email: ceo.marketingmercury@gmail.com or in the working chat with mandatory details: reason for the refund, last name, first name, patronymic of the individual, taxpayer registration number (RNOKPP, identification code) or passport series and number (for individuals who, due to their religious beliefs, have officially refused to obtain a taxpayer registration number and have a mark in the passport), place of residence and contact phone number of the recipient, recipient’s bank account details, and the amount to be refunded.

7.6. The Agency accepts refund requests exclusively within 30 (thirty) calendar days from the date the Customer accepts the result of the Services, as confirmed by the Certificate signed by the Parties. To avoid double interpretation, the Agency accepts refund requests from the Customer exclusively within 30 (thirty) calendar days from the date of signing the Certificate.

7.7. After receiving the Customer’s application/official letter, the Agency makes a decision on the refund within 5 (five) business days from the date of receipt. If the refund does not contradict this section of the Agreement, the Agency decides to refund the funds to the Customer.

7.8. The Agency transfers the refund to the bank details specified by the Customer in the application/official letter by bank transfer within 14 (fourteen) calendar days from the date of the Agency’s decision, provided such refund does not contradict the refund rules set out in this section of the Agreement.


8. INTELLECTUAL PROPERTY RIGHTS

8.1.  Creation of a project for the Customer using the Horoshop service (horoshop.ua) — if the Horoshop service is used, all property and intellectual property rights to the software code and design of the result of the Services belong to the Horoshop service.

8.2. The Agency grants the Customer a non-exclusive right to use the Services and the content of the Website.

8.3. The Customer grants the Agency a non-exclusive right to use, copy, process, and transfer Personal data during the term of use of the Services.

8.4. The Parties agreed that the Agency transfers to the Customer all exclusive property rights to the intellectual property objects created in the course of providing the Services, namely:

  • 8.4.1. the exclusive right to use the intellectual property object;

  • 8.4.2. the exclusive right to permit the use of the intellectual property object;

  • 8.4.3. the exclusive right to prevent the unlawful use of the intellectual property object, including the right to prohibit such use;

  • 8.4.4. as well as all other intellectual property rights that exist today or will appear in the future.

8.5. The exclusive right to use an intellectual property object allows the Customer to sell or otherwise transfer intellectual property rights in any form, by any means, and without any restrictions for the duration of copyright protection in all countries of the world.

8.6. The Customer’s exclusive property rights to the intellectual property objects created by the Agency during performance of the Agreement extend to the finished intellectual property object as well as to its components obtained during its creation.

8.7. The fee for the transfer of exclusive property rights to intellectual property objects is included in the cost of the Services.

9. RIGHTS AND OBLIGATIONS

9.1. Customer’s obligations:

  • 9.1.1. pay for the Services in accordance with the terms of this Agreement;

  • 9.1.2. provide the Agency with all necessary information;

  • 9.1.3. comply with the terms of this Agreement.

9.2. Agency’s obligations:

  • 9.2.1. provide the Services to the Customer;

  • 9.2.2. provide the Customer with all necessary information;

  • 9.2.3. make refunds in accordance with the terms of the Agreement;

  • 9.2.4. comply with the terms of this Agreement.

9.3. Customer’s rights:

  • 9.3.1. receive the Services in accordance with the terms of this Agreement;

  • 9.3.2. receive all necessary information from the Agency.

9.4. Agency’s rights:

  • 9.4.1. receive payment for providing the Services;

  • 9.4.2. change the cost and terms of providing the Services unilaterally;

  • 9.4.3. verify the Customer’s identity, address, and activities;

9.4.4. apply sanctions to the Customer in accordance with the terms of this Agreement;

9.4.5. request any additional information from the Customer;

9.4.6. change the terms of this Agreement unilaterally.

10. LIABILITY

10.1. If the Customer fails to provide information upon the Agency’s request and/or provides false information, the Agency has the right to refuse to provide the Services to the Customer and to terminate this Agreement unilaterally and without a refund.

10.2. The Marketing Agency Mercury is not liable for:

  • 10.2.1. false information provided by the Customer that affected the quality of the Services;

  • 10.2.2. discrepancies between the Customer’s “expectations” and the final result of the Services;

  • 10.2.3. any defects arising in the results of the Services due to the fault of a Third party/Customer;

  • 10.2.4. inability to provide the Services in case of force majeure: hostilities, natural disasters, man-made and other accidents, strikes, lockdowns, actions of state authorities, epidemics, pandemics, emergencies, lack of electricity, riots, uprisings, civil unrest, credits, fires, floods, storms, explosions, acts of government, court orders and other similar circumstances;

  • 10.2.5. technical limitations or bugs/defects of third-party services used by the Agency to provide the Services;

  • 10.2.6. cases of blocking of the Customer’s Google services (Merchant Center) accounts after receiving the Services from the Agency;

  • 10.2.7. lack of communication with the Customer.

10.3. The Marketing Agency Mercury has the right to terminate any relationship with the Customer without compensation if the Customer systematically violates generally accepted communication rules, uses profanity, or behaves rudely towards the Agency and its employees.

10.4. The Parties undertake to keep confidential information and trade secrets that became known to them in connection with the fulfillment of the terms of the Agreement, not to disclose the confidential information and trade secrets of the other Party, and not to use such information in their own interests or the interests of third parties.

10.5. In case of the Customer’s breach of the Agreement, the Agency may apply the following sanctions to the Customer:

  • 10.5.1. restrict the Customer’s access to the Services;

  • 10.5.2. discontinue the provision of the Services.

10.6. The Marketing Agency Mercury has the right to apply sanctions to the Customer if the Agency has any suspicion of:

  • 10.6.1. violating the terms of this Agreement;

  • 10.6.2. the Customer committing fraudulent/illegal/unlawful actions;

  • 10.6.3. the Customer violating the property and/or intellectual rights of a Third party.

10.7. The Parties agreed that the Agency has the right to place the result of the Services in its portfolio, including but not limited to: placement on its websites, social media pages, in printed publications, and demonstration to third parties/potential clients.

10.8. The Marketing Agency Mercury reserves the right, but not the obligation, to:

  • 10.8.1. monitor violations of the Agreement;

  • 10.8.2. take appropriate legal action against anyone who, in its sole discretion, violates the laws of Ukraine or the Agreement, including, among other things, reporting such Customer to law enforcement authorities;

  • 10.8.3. at our sole discretion and without limitation, notice, or liability, remove from the Website or otherwise disable any files and content that are excessively large or otherwise burden our systems;

  • 10.8.4. administer the Website in a manner designed to protect our rights and property and to facilitate the proper functioning of the Website.

10.9. To the extent permitted by law, we provide materials and Services on an «as is» basis. This means that we make no warranties, including but not limited to warranties of fitness for a particular purpose.

10.10. THE AGENCY IS NOT LIABLE FOR CONSEQUENCES CAUSED BY THE ACTIONS OF HACKERS, CRIMINAL MODIFICATION OF SOFTWARE, OR ANY OTHER ACTIONS THAT DAMAGE SOFTWARE.

 

11. GOVERNING LAW AND DISPUTE RESOLUTION

11.1. All relations between the Agency and the Customer arising in connection with the fulfillment of the terms of these Services are governed by the laws of Ukraine.

11.2. Any dispute arising in connection with this Agreement, including any questions regarding its existence, validity, or termination, shall be submitted to and finally resolved by the courts of Ukraine in accordance with the laws of Ukraine.

12. TERM

12.1. The Agreement is effective during the period in which the Customer receives the Services. If the use of the Services ceases and the relationship between the Parties terminates, the terms of the Agreement cease to apply.

13. AMENDMENTS

13.1. The Marketing Agency Mercury reserves the right to unilaterally make changes to this Agreement, which take effect upon publication of the new text of the Agreement on its Website.

13.2. The Customer is obliged to familiarize themselves with the new terms of the Agreement, and the Agency is not responsible if the Customer has not familiarized themselves with the new terms of the Agreement.

13.3. Our electronic copies or copies stored otherwise are considered true, complete, valid, and legally binding versions of this Agreement in effect at the time of the Customer’s visit to the Website. If the Customer uses the Services after the Agreement’s update date, we are entitled to consider that the Customer has read the new version of the Agreement and agrees to the terms of the Services.

14. DETAILS

FOP Kozyar Andriy Olegovych
Current account: UA823220010000026004350080113 at the bank JSC « UNIVERSAL BANK»
MFO 322001
RNOKPP: 3542003659

Is a single tax payer group 2

Contact number: +38 (099) 840-71-38