Terms and Conditions
SERVICES:
Subject to the terms and conditions of cooperation with the ITS is a rendered to the Client a consulting service about doing business in Russia that starts on the agreed Commencement Date and ends on the Completion Date and Client agrees to pay ITS company the Fees required for the Service.
FEES:
The Client agrees to pay the ITS the required and individually negotiated Fees for the provision of the Service, subject to the following terms and conditions:
A) Method of Payment: All payments are excepted via bank card payments
B) Terms of Payment: 100% prepayment to the ITS
C) Tax Statement: Any and all charges payable under this Agreement are exclusive of surcharges, or other amounts assessed by state or federal governments. Taxes imposed upon or required to be paid by Client or Service Provider shall be the sole and exclusive responsibility of each, respectively.
ITS (SERVICE PROVIDER) OBLIGATIONS:
During the provision of the Service, the Service Provider hereby agrees to:
1. Make every reasonable effort to ensure the accuracy and completeness of the information that it provides to Client as an additional resource for the Client to use in the exercise of its business judgment.
2. Inform the Client about any difficulty or change in the research process that can affect the Service’s results.
3. Start the work on the service right after the payment and any requested materials are received
4. Maintain anonymity of the Client during the whole period of consulting.
CONFIDENTIALITY:
Each Party hereby acknowledges and agrees that they and the other party each possess certain non-public Confidential Information (as hereinafter defined) and may also possess Trade Secret Information (as hereinafter defined) (collectively the "Proprietary Information") regarding their business operations and development. The Parties agree that the Proprietary Information is secret and valuable to each of their respective businesses, and the Parties have entered into a business relationship, through which they will each have access to the other party's Proprietary Information. Each of the Parties desires to maintain the secret and private nature of any Proprietary Information given. "Receiving Party" refers to the Party that is receiving the Proprietary Information and "Disclosing Party" refers to the Party that is disclosing the Proprietary Information.
A) Confidential Information refers to any information which is confidential and commercially valuable to either of the Parties. The Confidential Information may be in the form of documents, techniques, methods, practices, tools, specifications, inventions, patents, trademarks, copyrights, equipment, algorithms, models, samples, software, drawings, sketches, plans, programs or other oral or written knowledge and/or secrets and may pertain to, but is not limited to, the fields of research and development, forecasting, marketing, personnel, customers, suppliers, intellectual property and/or finance or any other information which is confidential and commercially valuable to either of the Parties.
Confidential Information shall not mean any information which:
I) is known or available to the public at the time of disclosure or became known or available after disclosure through no fault of the Receiving Party;
II) is already known, through legal means, to the Receiving Party; I
II) is given by the Disclosing Party to third parties, other than the Receiving Party, without any restrictions;
IV) is given to the Receiving Party by any third party who legally had the Confidential Information and the right to disclose it; or
V) is developed independently by the Receiving Party, and the Receiving Party can show such independent development.
B) "Trade Secret Information" shall be defined specifically as any formula, process, method, pattern, design or other information that is not known or reasonably ascertainable by the public, consumers, or competitors through which, and because of such secrecy, an economic or commercial advantage can be achieved.
C) Both Parties hereby agree they shall:
I) Not disclose the Proprietary Information via any unauthorized means to any third parties throughout the duration of this Agreement and the Parties' relationship with each other;
II) Not disclose the Confidential Information via any unauthorized means to any third parties for a period of 3 (three) years following the termination of this Agreement;
III) Not disclose the Trade Secret Information forever, or for as long as such information remains a trade secret under applicable law, whichever occurs first, to any third party at any time;
IV) Not use the Confidential Information or the Trade Secret Information for any purpose except those contemplated herein or expressly authorized by the Disclosing Party.
WARRANTIES:
The ITS represents and warrants that it will perform the consulting service using reasonable care and skill for the ITS in their field and that any end products or materials given by the ITS to the Client under the terms and conditions of this Agreement will not infringe on or violate the intellectual property rights or any other right of any third party.
LIMITATION OF LIABILITY
Except in cases of death or personal injury caused by either party's negligence, either party's liability in contract, tort or otherwise arising through or in connection with this Agreement or through or in connection with the completion of obligations under this Agreement shall be limited to Fees paid by the Client to the ITS.
To the extent it is lawful, neither Party shall be liable to the other Party in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by that other Party of an indirect or consequential nature including without limitation any economic loss, data loss, loss of goodwill, or other loss of turnover, profits, or business.
To the extent it is lawful, neither Party shall be liable to the other Party in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by that other Party of an indirect or consequential nature including without limitation any economic loss, data loss, loss of goodwill, or other loss of turnover, profits, or business.
TIME FOR PERFORMANCE:
Time shall be of the essence for the performance by the ITS of its obligations under the Agreement. Any dates, periods or times for performance agreed with a Client are to be met, and in default, the ITS will be in breach of the Agreement.
PAYMENT RULES AND SECURITY POLICY
When paying for an order with a bank card, payment processing (including entering the card number) takes place on a secure page of the processing system. This means that your confidential data (card details, registration data, etc.) do not go to the Service Provider (International Trade Service ITS), their processing is completely protected and no one, including our company, can receive the client's personal and banking data. When working with card standard data protection tools used by payment systems, the data security standard of the Visa and Mastercard payment card industry (PCI DSS) ensures secure processing of the Holder's Bank Card details. The applied data transmission technology guarantees security for transactions with Bank cards using the Secure Sockets Layer (SSL), Verified by Visa, Secure Code protocols, and closed banking networks with the highest degree of protection.
We inform you that when requesting a refund upon refusal to purchase, the refund is made exclusively to the same bank card from which the payment was made.
TERMINATION:
A) This Agreement may be terminated by either party, upon notice in writing:
I) if the other party commits a material breach of any term of the agreement that is not capable of being remedied within 14 (fourteen) days or that should have been remedied within 14 (fourteen) days after a written request and was not;
II) if the other party becomes unable to perform its duties hereunder, including a duty to pay or a duty to perform;
B) This Agreement may be terminated by the ITS if the Client fails to pay any requisite Fees within 7 (seven) days after the date of signing the agreement. The ITS may terminate the agreement immediately, with no notice period, in writing.
GENERAL PROVISIONS:
A) GOVERNING LAW: Agreement with a client shall be governed in all respects by the laws of the Russian Federation. Both Parties consent to jurisdiction under the state and federal courts within the state of Russian Federation. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature.
B) LANGUAGE: All communications made or notices given pursuant to the agreement shall be in the English language.
C) ASSIGNMENT: Signed agreements with a client, or the rights granted hereunder, may not be assigned, sold, leased, or otherwise transferred in whole or part by either Party.
D) AMENDMENTS: Agreement with a client may only be amended in writing signed by both Parties.
E) NO WAIVER: None of the terms of the agreement with a client shall be deemed to have been waived by any act or acquiescence of either Party. Only an additional written agreement can constitute waiver of any of the terms of the agreement between the Parties. No waiver of any term or provision of the agreement with a client shall constitute a waiver of any other term or provision or of the same provision on a future date. Failure of either Party to enforce any term of the agreement with a client shall not constitute waiver of such term or any other term.
I) HEADINGS: Headings to the agreement with a client are for convenience only and shall not be construed to limit or otherwise affect the terms of the agreement with a client.
K) FORCE MAJEURE: the ITS is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
L) NOTICES ELECTRONIC COMMUNICATIONS PERMITTED: Any notice to be given under the agreement with a client shall be in writing and shall be sent by first-class mail, airmail, or email, to the address of the relevant Party set out at the head of the agreement with a client, or to the relevant email address set out below or other email address as that Party may from time to time notify to the other Party in accordance with this clause. Notices sent as above shall be deemed to have been received next working day after sending by email. In proving the giving of a notice it shall be sufficient to prove that the notice was left and applicable means of telecommunication were addressed and dispatched, and dispatch of the transmission was confirmed and/or acknowledged as the case may be.
BANK DETAILS
Individual Entrepreneur Yelena Anatolievna Alekseeva
Taxpayer Identification Number (INN) 532118257134
Bank: Joint-Stock Company Alfa Bank
E-mail: e@itradeservice.com
Individual Entrepreneur Olga Sergeevna Ivanova
Taxpayer Identification Number (INN) 503222053250
Bank: Joint-Stock Company Alfa Bank
E-mail: O@itradeservice.com
