Public Agreement

Agreement

Public Agreement for Website Development and Technical Maintenance
Version dated 01 December 2020

This Public Agreement — Offer (hereinafter referred to as the “Agreement”) defines the procedure and rules for providing software development services and consulting in the field of website development, as well as the mutual rights and obligations and the framework of relations between MEDIA IEU, SIA, registration number 40203268669, Andreja Pormaļa iela 15, Jēkabpils, LV-5201, Latvia, hereinafter referred to as the “Contractor”, and the consumer of services, hereinafter referred to as the “Client”, who has accepted (acceded to) the public offer to conclude this Agreement.

1. Terms and Definitions Used in This Agreement

1.1. The terms and definitions used in this Agreement shall have the following meanings:

Server — a software and hardware computing system that performs service functions at the request of a client, providing access to specific resources.

Website — a server that receives requests from clients and provides responses, usually in the form of pages with hypertext markup (HTML), data pages, images, files, media streams, and other data.

Web Hosting (Virtual Web Server) — a service for providing disk space for the physical placement of the Client’s files on a server that is permanently connected to the Internet.

IP Address — a unique identifier, the address of a device (usually a computer) connected to a local network or the Internet, used in the routable network protocol of the TCP/IP family (Internet Protocol).

SSH Access — a protocol that allows direct access to a server using user credentials for remote management of the operating system, including files and folders.

Domain Name — a symbolic name used to identify areas (zones) — branches of the hierarchical namespace of the Internet, or domains, in accordance with the Domain Name System (DNS). Domain names enable addressing of Internet nodes and the network resources located on them (websites, email servers, and other services) in a form convenient for humans.

DNS Name Servers (Name Servers) — a distributed system for converting a domain name (the name of a computer or other network device) into an IP address and vice versa.

Contact — a network identifier containing contact information about a specific person or organization. It is used to establish contact details of the domain name owner and is displayed when viewing domain information via the Whois service.

Whois — a service operating under the whois protocol and intended to obtain contact data and technical information about domain names, IP addresses, and other network information. The Whois service is public (publicly accessible) on the Internet.

2. Subject of the Agreement

2.1. The Contractor undertakes, at the request of the Client, to provide software development services (hereinafter referred to as the “Services”), and the Client undertakes to accept the Services rendered by the Contractor and to pay for them in the manner and on the terms specified in this Agreement.

2.2. The list of Services, as well as other information essential for the provision of the Services to be rendered under this Agreement, shall be specified in the invoice (Rekins) issued by the Contractor and sent to the Client.

2.3. The specific list of Services, their scope, volume, deadlines, cost, as well as other special terms for the provision of the Services may additionally be defined in Addenda to this Agreement, which constitute an integral part hereof. Such Addenda may be оформed in the form of service descriptions, tariffs, packages, technical specifications, or other documents published on the Contractor’s website or agreed by the Parties by other means.

In the event of any inconsistency between the terms of this Agreement and the terms of the relevant Addendum, the terms of the Addendum shall prevail.

3. Procedure for Concluding the Agreement

3.1. This Agreement is a public agreement under which the Contractor undertakes to provide the Services to an indefinite number of persons — Clients — who apply for such Services.

3.2. The publication (posting) of the text of this Agreement on the Contractor’s website site-building.com constitutes a public offer of the Contractor addressed to an indefinite number of persons.

3.3. This Agreement is concluded by the Client’s accession to this Agreement, i.e., by the Client’s acceptance (acquiescence) of the terms of this Agreement in full, without any conditions, exclusions, or reservations.

3.4. The Agreement enters into force and is deemed concluded in simple written form from the moment the Client pays the first invoice (Rekins) issued by the Contractor for the ordered Services, in the manner and on the terms specified in this Agreement, or under special terms indicated in the first invoice (Rekins).

3.5. Payment by the Client for the Services constitutes full and unconditional acceptance (acquiescence) of the terms of this Agreement, as well as of the relevant Addendum to the Agreement defining the specific list, scope, cost, and conditions for the provision of the Services. From the moment payment is made, the Client is deemed to have read and agreed to all the terms of this Agreement and the applicable Addendum.

4. Rights and Obligations of the Parties

4.1. The Contractor shall:

4.1.1. Provide the Services to the Client within the time limits specified in the issued invoice (Rekins) and/or in the relevant Addendum to this Agreement. The deadlines for performance may be adjusted upward or downward by mutual agreement of the Parties, formalized in writing. The Contractor has the right to complete the ordered Services earlier than the agreed deadlines;

4.1.2. Provide the Client, during business hours (from 11:00 to 19:00), excluding weekends and official public holidays, with consultations by phone/WhatsApp and/or by e-mail on matters arising in connection with the provision of the Services.

4.2. The Contractor has the right to:

4.2.1. Unilaterally terminate this Agreement and cease providing the Services to the Client if:
— the Client partially or fully fails to comply with the terms of this Agreement;
— the Contractor considers that the nature or content of the Client’s data violates applicable law, is offensive, infringes the rights and legitimate interests of third parties, or contradicts this Agreement;
— the Client does not respond to the Contractor’s e-mails and leaves them unanswered for seven (7) days from the date such e-mails are sent by the Contractor to the Client;

4.2.2. Refuse to consider claims submitted by the Client after expiration of the time limits within which such claims may be submitted (Clause 4.3.2 of this Agreement);

4.2.3. If the Client fails to pay for the Services rendered within the time limits specified in this Agreement without substantiated justification, withhold providing the Client with user accounts and access codes for the developed resource, as well as block the developed website from Internet access.

4.3. The Client shall:

4.3.1. Comply with the terms of this Agreement and pay the Contractor for the ordered Services in the manner, amounts, and within the time limits specified herein, and notify the Contractor of the payment made by providing a payment document to the Contractor by fax, e-mail, or regular mail (at the Client’s choice);

4.3.2. In the event of claims regarding the Services rendered by the Contractor, notify the Contractor thereof in writing within seven (7) calendar days from the date the Client became aware or should have become aware of the non-performance or improper performance by the Contractor of its obligations under this Agreement;

4.3.3. Provide the Contractor with the opportunity and time to remedy all claims identified by the Client, for a period of not less than five (5) business days.

4.4. The Client has the right to:

4.4.1. Require proper provision of the Services by the Contractor;

4.4.2. Receive consultations from the Contractor by phone and/or e-mail on issues arising in connection with the provision of the Services;

4.4.3. Terminate this Agreement in the event of:
— failure or improper performance by the Contractor of its obligations to provide the Services under this Agreement;
— disagreement with amendments and/or additions introduced by the Contractor to this Agreement.

5. Cost, Procedure, and Time Limits for Payment of Services

5.1. The cost of the Services provided under this Agreement is determined based on the scope and nature of the Services ordered by the Client, in accordance with the price lists approved by the Contractor and published on the website site-building.com, and/or the terms specified in the relevant Addendum to this Agreement, effective at the time of issuing the invoice (Rekins) or making payment for the Services.

5.2. The prices in effect at the time the invoice (Rekins) for payment of the ordered Services is issued constitute an integral part of this Agreement.

5.3. Payment for the ordered Services is permitted after the Contractor confirms the possibility of providing the Services, which may be expressed by issuing an invoice (Rekins) or in the form provided for in the relevant Addendum to this Agreement.

5.4. Clients that are legal entities shall pay for the ordered Services by non-cash transfer of funds to the Contractor’s settlement account or by another non-cash method specified by the Contractor in the invoice (Rekins) or the relevant Addendum.

5.5. Payment for the Services under this Agreement may be made by the Client by non-cash transfer through banking institutions or by other non-cash methods provided by the Contractor.

5.6. The Client may send the Contractor confirmation of payment for the Services in the form of a copy of the payment document by e-mail. The Contractor shall commence provision of the Services after actual receipt of funds in the settlement account or after receipt of payment confirmation in the manner provided for in the relevant Addendum.

5.7. Refunds, in full or in part, shall be made in the event that the quality of the work performed does not meet the requirements presented by the Client, by agreement of the Parties.

5.8. In the event specified in Clause 4.2.1 of this Agreement, when the Contractor is obliged to refund funds to the Client, the funds shall be returned by the same method and to the same settlement account from which they were credited to the Contractor’s account.

6. Procedure for Acceptance of Services

6.1. Performance of the ordered Services under this Agreement shall be confirmed by an Acceptance Certificate of Services Rendered or by another method of confirmation provided for in the relevant Addendum to this Agreement, which shall be sent by the Contractor to the Client in written or electronic form.

6.2. If there are no claims regarding the Services rendered by the Contractor, the Client shall, within five (5) calendar days from receipt of the Acceptance Certificate of Services Rendered or other confirmation of performance provided for in the relevant Addendum, confirm acceptance of the Services and send the Contractor the signed Acceptance Certificate or other confirmation in written or electronic form.

If the Client has claims, the Client shall submit them to the Contractor in writing within five (5) calendar days from receipt of the Acceptance Certificate or other confirmation of performance. If within the specified period the Contractor does not receive written claims from the Client or confirmation of acceptance of the Services, the Services shall be deemed accepted by the Client in full and properly.

6.3. The Client unconditionally agrees that if, within five (5) calendar days from receipt of the Acceptance Certificate of Services Rendered or other confirmation of performance provided for in the relevant Addendum, the Client does not submit written claims regarding the Services rendered by the Contractor, this shall be deemed unequivocal confirmation that the Services under this Agreement have been rendered by the Contractor in a timely, full, and proper manner and accepted by the Client without objections.

7. Liability of the Parties

7.1. For failure to perform or improper performance of their obligations under this Agreement, the guilty Party shall be liable in accordance with the applicable laws of the Republic of Latvia, taking into account the specifics established by this Agreement.

7.2. The Contractor shall be released from liability for losses directly or indirectly incurred by the Client as a result of full or partial use of the Services or the inability to use the Services in the following cases:

7.2.1. if the losses are caused by actions or omissions of third parties, or due to malfunction of telecommunication channels, data transmission networks, information resources or services, as well as accidents (failures) in power supply or computer networks located outside the Contractor’s own resources, or the operation of which the Contractor has no ability to influence;

7.2.2. if the losses are caused by the Client’s failure to maintain the confidentiality of its account credentials or other confidential information, as well as as a result of unauthorized access by third parties to the Client’s technical or information resources.

7.3. The Parties unconditionally agree that the maximum amount of damages that may be recovered from the Contractor shall be limited to the amount of the Services paid by the Client, the non-performance or improper performance of which resulted in such damages.

7.4. The limitation of the Contractor’s liability provided for in Clause 7.3 of this Agreement shall not apply in cases where:

7.4.1. the amount of liability for this type of obligation or violation is determined by the legislation of the Republic of Latvia;

7.4.2. the failure or improper performance by the Contractor of its obligations under this Agreement is the result of the Contractor’s direct intent.

7.5. The Client shall bear full responsibility for any actions of third parties, including unauthorized actions, that occur as a result of the Client’s failure to maintain the confidentiality of its account credentials or other confidential information, as well as for the consequences of such actions.

7.6. The Client shall bear full responsibility for any possible violations of copyright, trademarks, or other legal provisions related to the fact of providing the Contractor with a technical assignment necessary for the provision of the Services.

7.7. The Contractor shall not be liable for failures, limitations, suspension of operation, or other disruptions in the functioning of third-party services and platforms, including but not limited to payment systems, domain name registrars, hosting providers, e-mail services, third-party software, and other services of third parties used in the provision of the Services. All obligations and liability for the operation of such services shall be borne by the respective third parties in accordance with their rules and terms.

8. Force Majeure

8.1. The Parties shall be released from liability for partial or complete failure to perform their obligations under this Agreement if such failure is caused by force majeure circumstances arising after the conclusion of this Agreement as a result of extraordinary events that the Parties could neither foresee nor prevent by reasonable measures.

8.2. Force majeure circumstances include events beyond the control of a Party and for which it bears no responsibility, including but not limited to: war, riots, strikes, earthquakes, floods, fires, severe weather conditions or other natural disasters, governmental resolutions, orders (decrees) of state authorities and officials, laws and other regulatory acts of competent authorities adopted after acceptance of this Agreement that make it impossible to perform the obligations established herein, as well as actions of state or local authorities or their representatives that prevent fulfillment of the terms of this Agreement, and other unforeseen circumstances, including failures in municipal power grids, technical problems at Internet transit nodes, and other disruptions in data transmission networks outside the control of the Parties.

8.3. Upon the occurrence of force majeure circumstances preventing the performance of obligations under this Agreement, the time limits for performance of such obligations shall be extended proportionally to the duration of such circumstances and the time required to eliminate their consequences, but not exceeding sixty (60) calendar days.

8.4. If force majeure circumstances continue for a period exceeding the term specified in Clause 8.3 of this Agreement, or if at the time of their occurrence it becomes evident to both Parties that such circumstances will continue for longer than this term, the Parties shall discuss the possibility of alternative methods of performing this Agreement or its termination without compensation for losses.

9. Notices and Communications

9.1. The Parties agree and unconditionally recognize the legal validity of documents received via communication channels (electronic mail) on an equal basis with documents executed in simple written form on paper, except in cases where execution of documents on paper is mandatory under the terms of this Agreement.

9.2. The Parties unconditionally agree that all correspondence, notices, and communications received at the e-mail addresses specified in this Agreement as the details of the Parties shall be deemed duly delivered to the addressee.

9.3. The Parties are obliged and agree to regularly (at least once per day) check correspondence received at their respective e-mail addresses.

9.4. All risks associated with adverse consequences resulting from failure to comply with Clause 9.3 of this Agreement shall be borne by the Party that committed such failure.

9.5. The Parties acknowledge that the official e-mail address of the Contractor for sending notices, communications, claims, and other legally significant correspondence under this Agreement is info@site-building.com
, unless another address is additionally specified by the Contractor in the relevant Addendum or in a written notice to the Client.

10. Term of the Agreement and Procedure for Extension / Termination

10.1. This Agreement shall be deemed concluded from the moment funds paid by the Client in payment for the ordered Services are credited to the Contractor’s settlement account in accordance with Clause 3.4 of this Agreement, on the basis of the issued invoice (Rekins) and/or in the manner provided for in the relevant Addendum to this Agreement.

10.2. This Agreement shall remain in force for an indefinite period until its full performance by the Parties (Clause 6.3) or until termination in accordance with the procedure established by this Agreement.

10.3. This Agreement may be terminated:

10.3.1. by mutual agreement of the Parties;

10.3.2. unilaterally at the initiative of the Contractor in accordance with Clause 4.2.1 of this Agreement;

10.3.3. unilaterally at the initiative of the Client in accordance with Clause 4.4.3 of this Agreement.

10.4. The Client unconditionally agrees that in the event of termination of this Agreement in accordance with Clauses 10.3.1 or 10.3.2 of this Agreement, the Client shall lose the right to demand a refund of any amounts paid for the Services, even if the term of such Services has not yet expired.

11. Procedure for Amendments and Additions to the Agreement

11.1. Amendments and/or additions to this Agreement shall be made unilaterally by decision of the Contractor.

11.2. Amendments and/or additions introduced by the Contractor on its own initiative shall enter into force from the moment of their publication. The Client is obliged to monitor such amendments made by the Contractor to this Agreement and to comply with them.

11.3. Amendments and/or additions introduced by the Contractor in connection with changes in legislation shall enter into force simultaneously with the entry into force of the relevant legislative changes.

11.4. The text of amendments and/or additions to this Agreement, or its new version, shall be brought to public attention by the Contractor through publication of the relevant information on the website at the following address:
https://site-building.com/agreement-eng/

11.5. Publication of the texts of amendments and/or additions to this Agreement, or its new version, at the above address shall be carried out by the Contractor no later than five (5) calendar days prior to the date such amendments and/or additions enter into force (except for the case provided for in Clause 11.3 of this Agreement).

11.6. In the event of disagreement with the introduced amendments and/or additions, the Client shall have the right to terminate this Agreement in accordance with Clause 4.4.3 of this Agreement.

11.7. Any written notice from the Client, executed on paper, expressing disagreement with the introduced amendments and/or additions, refusal to accede to the new version of this Agreement, or refusal to comply with its terms, shall also be recognized as a notice of termination of this Agreement.

11.8. The Parties unconditionally agree that silence (absence of written notices of termination of this Agreement or disagreement with individual provisions of this Agreement, including changes to the price list (prices for Services)) shall be deemed acceptance by the Client and accession to the new version of this Agreement.

11.9. Amendments and additions made to the Addendums to this Agreement, including descriptions of services, tariffs, packages, terms, and other special conditions, shall apply to the Client from the moment of their acceptance (acquiescence) in the manner established by this Agreement, or from the moment payment for the relevant Services is made, unless otherwise provided by the terms of the relevant Addendum.

12. Dispute Resolution Procedure

12.1. All disputes and disagreements related to this Agreement shall be resolved by the Parties through negotiations.

12.2. If the Parties fail to resolve any disputes in the manner specified in Clause 12.1 of this Agreement, all disputes arising out of or in connection with this Agreement, including those related to its conclusion, amendment, termination, performance, or invalidity, shall be resolved in court in accordance with the laws of the Republic of Latvia.

13. Miscellaneous Provisions

13.1. The Parties unconditionally agree that this Agreement is deemed to be concluded at the Contractor’s address.

13.2. By entering into this Agreement, the Client hereby declares that:

13.2.1. to the best of the Client’s knowledge, the content of the Client’s Data does not violate applicable laws and does not infringe the rights and legitimate interests of third parties, including intellectual property rights;

13.2.2. the information provided by the Client when placing an order for the Services is complete, truthful, and accurate;

13.2.3. the Client understands and agrees that part of the information provided when placing an order for the Services may be accessible to third parties.

13.3. If any provision of this Agreement loses its legal force, is declared illegal, or is excluded from this Agreement, this shall not affect the validity of the remaining provisions, which shall remain legally binding and enforceable for all Parties.

13.4. All matters not regulated by this Agreement shall be governed by the applicable laws of the Republic of Latvia, as well as by the Contractor’s internal regulations.

13.5. This Agreement and its Appendices may be published in several languages. In the event of any discrepancies, inaccuracies, or differences in interpretation between language versions of this Agreement, the Latvian-language version shall prevail and be legally binding. All other language versions are provided for informational purposes only.

14. Details of the Parties

14.1. The Client’s details shall be the information specified by the Client in the invoice (Rekins) when placing an order for the Services.

14.2. Contractor’s details:
MEDIA IEU, SIA
Registration number: 40203268669
Address: Andreja Pormaļa iela 15, Jēkabpils, LV-5201, Latvia
E-mail: info@site-building.com

WhatsApp: +371 25 594 318 (operational communication channel)