Software — software available to the User on the Software Provider’s website, including documentation in electronic form, which is the subject of civil rights and protected by law.
User — is a private person and/or a corporate customer who have accepted conditions for the present Agreement and/or using the Software.
Credentials — are the User's email address, password, last name and first name.
Subscription plan — is an in force systematized list of services with prices that are published on the Internet at the following URL: http://www.layer24.com/en/buy/
Service — enabling additional functions of the Software for the specified period under the chosen subscription plan and in accordance with terms of the present Agreement.
The following information is a formal proposal (public offer) to any corporate customer or any private person to conclude the contract for subscription. The specified Agreement is a standard form contract that is according to the article 633 of the Civil Code of Ukraine; its terms are equal for all users.
According to the article 642 of the Civil Code of Ukraine, complete and unconditional acceptance of the present Agreement terms becomes effective once the User carries out the payment for Services and once the Software Provider receives the appropriate financial document confirming the fact of such payment.
Provision and obtainment of Services is being performed by the Parties over the Internet.
Contract reference number is a unique number that is granted after Services payment on the Software Provider's site.
Cost of Services is dictated by the prices specified in the Subscription plan.
Software Provider can make changes to the Subscription plan at any time and unilaterally.
The date of rendering of Services by the Software Provider is to be the date of enabling (prolongation of) access to the additional functional features of the Software for the defined period of time.
User shall prepay Services whereas the payment method is chosen on the User's own behalf from the list of options offered on the website.
Software Provider provides User with a non-exclusive, non-transferable or unliable to alienation in any form and of the limited validity period, with the right to use the Software for the period of Agreement duration.
Rendering of Services is provided right after depositing to the Software Provider’s account.
After the expiration of the period for which was provided the access to additional functional features of the Software, Software Provider disables access to additional functional features of the Software.
The reporting period of Services rendering is noted in the Subscription plan.
Expenses, including commission charged by bank for transfer of money by the User hereunder is the responsibility of the User.
Services are deemed to be rendered by the Software Provider in a proper manner and accepted by the User in accordance with the provisions stated in the Act if the Software Provider hasn’t received any written substantiated objection from the User within five working days period of receiving the Act.
Upon the expiration of the term stated above (within five working days), User’s complaints relative to lack of Services which include the number (volume), value and quality are not accepted.
Software registration shall be carried out by the User independently by virtue of his/her Credentials providing.
User shall be fully liable for commission or omission of an act that led to disclosure, loss, theft etc. of his/her credentials and other information identifying the User, and for any commission or omission of an act of third parties using the User’s credentials. Software Provider shall not incur liability for the same actions of the User and/or of third parties using his/her credentials.
As using the Software, any actions aimed at unauthorized access to the Software Provider’s resources is prohibited, the same is referred to access to credentials, to any data of other Users, to any other data available over the Internet.
When using the Software the User is not allowed to send bulk emails for commercial and other purposes that are not agreed (not requested) by the recipient via email or to teleconference groups via technical resources of the Software Provider (“spam”). Email sending shall not be considered as “spam” mail out if the recipient’s consent is received and if the recipient can unsubscribe. Electronic email messages are to be considered as email messages, ICQ, similar and like channels of interpersonal communications.
Software usage shall be carried out by the User only for legitimate purposes and validly used under applicable laws of Ukraine, European Union and USA.
User shall be liable for the created and supported by him content of web sites. Software Provider shall not be responsible for any preliminary control of the posted information content and/or posted by the User content.
Publication and distribution of photo and video content of materials with sexual, vulgar, violent, and be it further of any materials with copyright infringement or law violation, but not by way of limitation, appeal to violence, overthrow of authorities in power, gender discrimination, violation of national and racial equality etc.
It is prohibited to publicize and distribute any information or software that can be used for computer systems hacking or contains computer viruses or any other equivalent components.
User undertakes to observe copyright of the software and documentation provided by the Software Provider and/or by third parties.
Spamming is prohibited via sources not belonging to the Software Provider if the message contains credentials (site URL, email address etc.) that are supported by the Software Provider.
Software Provider undertakes:
To keep records of User’s payments for Services.
To keep the User’s credentials secret. Software Provider shall have access to the User’s credentials for technical support purposes of the Software, and be it further has a right to access the same information in the presence of claims from third parties, and claims that refer to other acts of the User that are prejudicial for the Software Provider and/or for third parties. Software Provider has a right to announce the stated above information only to the relevant government authority to the extent permitted by applicable law of Ukraine.
User’s data backup for preventing information loss shall not be interpreted as disclosure.
Software Provider shall have a right:
Software Provider shall not bear any responsibility before the User and/or shall not pay for losses or for lost profit, and be it further incurred by the User and/or by third parties because of disclosure, loss by the User or theft from the User of his/her credentials, as well as being in place or will arise from the operating delay or system’s outages and impossibility of fully-featured usage of the Software Provider’s resources and Services that occurred as a result of the stated above reasons.
To introduce amendments and make supplements to the present Agreement and to the Subscription plan by publishing the same at the Software Provider’s website. Software Provider has a right to update contents, functionality and User interface of the Software at will and at its own discretion.
After 1 (one) calendar month upon the dissolution or termination of the Agreement, Software Provider shall be discharged from obligations related to the User’s Data.
On all questions unregulated by the present Agreement, and be it further by dispute resolution resulted from the progress of the agreement execution, parties shall be governed by the applicable laws of Ukraine.
The User is held fully liable for commission or omission of an act and for parties using his/her credentials and publishing and/or distributing information on the Internet, gaining access, by virtue of using Software Provider’s resources, to resources of third parties that caused and/or may cause law violation of Ukraine, European Union or USA, and be it further for any damage done to the Software Provider by the stated above commission or omission of an act, to third parties and to moral statutes of the society. Software Provider shall not be responsible for such commission and/or omission of an act of the User or persons using his/her credentials and for consequences of such commission or omission of an act.
The User shall bear responsibility for any illegal commission or omission of acts and/or for persons using his/her credentials which led to wrongdoings to the Software Provider including loss of business reputation, the User shall make up losses to the Software Provider.
Software Provider shall bear responsibility before the User only within purchased but not within rendered Services. Software Provider shall not bear financial responsibility and shall not pay back to the User the sum paid if Services haven’t been rendered due to User’s fault, in particular, by reason of the present Terms violation.
In the event that proper execution of present Terms is impossible in virtue of the objective cause that Parties could neither foresee nor prevent (natural catastrophes, present legislation of Ukraine changing, acts of commission of public and administrative authorities, military operations of all types etc. ), none of the parties have the right to seek from the other party any monetary damages caused by failure to perform or failure to properly perform terms of the present Agreement (including loss of expected gain or profit).
The Agreement shall be terminated:
By the User at any time with prior notice to the Software Provider but not later than within 10 (ten) working days before the date of termination.
By the Software Provider at any time with prior notice to the User but not later than within 10 (ten) working days before the date of termination.
By mutual consent of the Parties at any time.
Initiated by either of the Parties if the other Party is in breach of any of the Agreement obligations which shall be informed with a written notice provided and not later than within 10 (ten) working days before the Agreement termination.
Software Provider shall have a right, if required, to outsource third parties licensed to engage in the activities to ensure quality Software.
Present Agreement paragraphs’ naming and numbering are provided to improve the readability and shall not have meaning in the course of present Terms interpretation.
In the event that any of the Agreement paragraphs will be out of literal performance, then it shall be interpreted in accordance with Ukrainian law and with regard to prime interest of the Parties provided that the other part of Terms shall be continued in full force and effect.
In the event that the User’s act of commission became a cause for reclamation against the Software Provider, for third party lawsuits and/or penalty clause payment on the part of government authorities because of infringement of third party rights and/or legislation, the User shall provide at Software Provider’s request and without delay all requested information related to publishing and content used at the Software, assist to the Software Provider in disposal of the same claims and actions, and be it further shall compensate to Software Provider for all losses caused to him/her as a result of such reclamation, cases, improvement notices.