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Public offer

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Public contract
(PUBLIC OFFER CONTRACT)
ABOUT consultancy services

v.6-221017

Limited liability company "IN CONSULTING" in the person of director Olga Mykhaylivna Zhukevich, acting on the basis of the Charter (hereinafter referred to as the Executor), on the one hand, and any person who accepted (accepted) this offer (hereinafter referred to as - the Customer), on the other hand, (hereinafter collectively referred to as the Parties, and each separately as a Party) concluded this Agreement (hereinafter referred to as the Agreement), addressed to an unlimited number of persons, which is an official public offer of the Contractor to conclude with any Customer Agreement on the provision of consulting services. When ordering and paying for the Services of the Contractor, the Customers accept the terms of this Agreement regarding the following.

GENERAL PROVISIONS
This Agreement is concluded by providing full and unconditional consent (acceptance) of the Customer to conclude the Agreement in its entirety, without signing a written copy of the Agreement by the Parties.
The contract has legal force in accordance with Art. 633, 641, 642 of the Civil Code of Ukraine and is equivalent to the Agreement signed by the Parties.
The customer confirms the fact of familiarization with and agreement with all the terms of this Agreement in full by acceptance.
Any of the following actions is considered acceptance of this contract of public offer:
- the fact of execution and sending by the Customer of a written application (order) in the prescribed form, which is located on the publicly accessible official website of the Contractor at the address: https://inconsulting.com.ua/docs/zayavka_00-00-00-1.pdf.
- payment of the Contractor's Services on the terms and in the order specified by this Agreement and/or on the basis of the Contractor 's account
- written (including in electronic form by means of e-mail) notification of the Customer on acceptance of the terms of this Agreement to the e-mail address specified on the website https://inconsulting.com.ua.
By concluding this Agreement, the Customer automatically agrees to the full and unconditional acceptance of the provisions of this Agreement, the prices for the Services and all attachments that are integral parts of the Agreement.
If the Customer does not agree with the terms of the Agreement, he has no right to enter into this Agreement, and also has no right to use the Services under this Agreement.

1. SUBJECT OF THE AGREEMENT
1.1. The Customer entrusts, and the Contractor undertakes to provide him, in accordance with the terms of this Agreement, annexes and additions to it, services (works), and the Customer undertakes to accept and pay for the services (works).
1.2. The Customer forms a task for the provision of services in the form of a written application (order), the established form of which is posted on the publicly accessible official website of the Contractor at the address: https://inconsulting.com.ua/docs/zayavka_00-00-00-1.pdf. The application is sent by the Customer to the Contractor by electronic or postal communication, and is an integral part of this Agreement.
1.3. Additions and clarifications to the task of providing services are made by the Customer in the form of a written application (order) of any form. The application is sent by the Customer to the Contractor by electronic or postal communication, and is an integral part of this Agreement.
1.4. The Contractor provides services within the established time and in full compliance with the Customer's task, as well as in accordance with the procedures and instructions of the Contractor's internal quality system, the provisions of this Agreement and the General Terms of Service. At the same time, the terms of this Agreement take precedence, then the instructions/tasks of the Customer, and in everything that is not determined by them, the provisions of the "General Terms of Service" of the Contractor.
1.5. The general terms of service are an integral part of this Agreement. The customer declares and confirms that he is completely and thoroughly familiar with and agrees with the content of the General Terms of Service, located on the publicly available official website of the Contractor at the address: https://inconsulting.com.ua/uk/comp-inf-ua/zagalni-umovi.html.

2. CONTENT AND TERM OF PROVISION OF SERVICES
2.1. The list, prices and terms of service provision are given in the Annexes to this Agreement.

3. CONTRACT COST
3.1. The cost of this Agreement consists of the cost of all separately provided services under this Agreement.

4. PROCEDURE OF CALCULATIONS
4.1. Payment terms are divided into stages in accordance with the list of services defined in clause 2.1 of this Agreement, for each service (work) separately and are carried out in the following order: prepayment in the amount of 100% of the total cost of services (work), by transferring funds to the current Contractor's account.
4.2. The contractor begins to provide services after the receipt of funds to his current account, receipt of relevant samples and all necessary or requested documents from the Customer.
4.3. All invoices must be issued in the national currency of Ukraine and all payments under this Agreement must be made by the Customer in the national currency of Ukraine by bank transfer to the Contractor's account in accordance with the bank details specified in the issued invoices.
4.4. All bank commissions and money transfer fees are paid by the Customer.
4.5. If, on the day of invoicing, the exchange rate of the hryvnia against the US dollar, which was in effect at the time of signing the contract or the corresponding addendum, changes by more than 10%, the cost of the services specified in the addendum may be changed according to the following formula: Ц1 = ( Ц2 / К1) х К2, where: Ц1 – the price of the service to be paid; Ц2 – the price of the service agreed upon when signing the application; K1 - hryvnia exchange rate against the US dollar, set by the National Bank of Ukraine (hereinafter - NBU) on the day of signing the application; K2 - the exchange rate of the hryvnia to the US dollar, set by the NBU on the day of the invoice.
4.6. In the event of any unforeseen difficulties or costs during the performance of any contractual service, the Contractor has the right to charge an additional fee to cover the additional time and costs incurred to provide the service, only with the written consent of the Customer.
4.7. All prices and amounts payable under this Agreement, unless the Contractor confirms otherwise in writing, do not include any VAT or sales taxes, which are charged additionally at the prevailing rate.
4.8. VAT is calculated in accordance with the current legislation of Ukraine.
4.9. The Customer shall not have the right to withhold from the payments payable to the Contractor any amounts as a result of any dispute, counterclaim or set-off that may be brought against the Contractor.
4.10. In the event of any suspension of payment by the Customer, compromise agreement with creditors, bankruptcy, insolvency, management of the bankrupt's property or termination of business activities by the Customer, the Contractor has the right to immediately and without any responsibility on his part suspend the further provision of services, and all amounts that payable to the Contractor for the services (work) provided, will immediately become due and payable.
4.11. In the event that, for any reason beyond the Contractor's control, the Contractor cannot perform or complete the service for which the contract was concluded, the Customer shall pay the Contractor:
4.11.1. the amount of expenses already incurred;
4.11.2. part of the stipulated remuneration, equivalent to the part (if any) of the actually performed service and the Contractor is released from any responsibility for partial or complete non-performance of the required service.

5. OBLIGATIONS OF THE PARTIES
Obligations of the Contractor
5.1. The contractor undertakes to provide services (works) in accordance with the list specified in clause 2.1. of this Agreement in accordance with current industrial standards and legal norms.
5.2. The contractor undertakes to ensure the quality of the provided services in accordance with the requirements that such services (works) must meet.
5.3. The contractor undertakes to provide services with due diligence and professionalism. The Contractor is liable for negligence only in cases proven by the Customer.
5.4. The Contractor undertakes to warn the Customer about the delay and/or impossibility of providing services.
Obligations of the Customer
5.5. The customer is obliged to provide the executor with a written assignment in accordance with the procedure provided for in clause 1.2. Agreement.
5.6. The Customer undertakes to provide the Executor with the necessary samples, documents and information for high-quality service provision from the moment of signing this Agreement.
5.7. The customer undertakes to make timely and full payment for the services provided on the basis of the issued invoices.
5.8. The Customer shall inform the Contractor in advance of all known risks or dangers, actual or possible, associated with any bids or samples or inspection, including but not limited to, for example, the presence or threat of radiation, poisonous or explosive substances, or materials or environmental pollution.
5.9. After providing the services, the Customer undertakes to accept their results regardless of their conclusions (positive, negative, uncertain), provided that the Contractor provides the services properly and qualitatively by signing the act of handing over and accepting the services provided within 5 (five) calendar days from the day of receiving the act .

6. PROCEDURE FOR PROVIDING SERVICES
6.1. The Contractor provides the Customer with services on the basis of the Customer's tasks prepared in accordance with the procedure provided for in clause 1.2. Agreement.
Application
6.2. Upon receipt of the Customer's written application, the Contractor shall confirm to the Customer the possibility of providing services (conducting work) no later than within 24 hours after receiving the relevant task. Such confirmation is provided by electronic or postal communication.
6.3. All requests and applications (orders) for the provision of services must be accompanied by sufficient information, specifications and instructions so that the Contractor can evaluate and/or provide the necessary services.
6.4. Documents reflecting obligations entered into between the Customer and third parties, or documents of third parties, such as copies of sales contracts, letters of credit, bills of lading, etc. (if they are transferred to the Contractor as part of the fulfillment of obligations under this Agreement), are considered only as information that does not expand or limit the tasks or obligations accepted by the Contractor.
Provision of services
6.5. The contractor provides services in accordance with:
6.5.1. generally accepted industrial standards;
6.5.2. special instructions of the Customer, confirmed by the Contractor;
6.5.3. appropriate trade customs or business practices;
6.5.4. such methods as the Contractor deems appropriate for technical, operational and/or financial reasons.
6.6. The Contractor has the right, at his discretion, to delegate the performance of all or any part of the service in accordance with the contract with the Customer to any agent or subcontractor, while remaining responsible to the Customer for the actions/inactions of such agents/subcontractors as his own.
6.7. All technical and other personnel of the Contractor, as well as subcontractors and/or agents of the Contractor are responsible only to the Contractor and shall carry out only the instructions of the Contractor. Unless otherwise agreed by the Parties, the Customer has no right to provide any instructions and/or instructions to the Contractor's representatives.
Results
6.8. The Contractor is not obliged to indicate or report on facts not specified in the Customer's application, if reporting such facts is not an accepted business practice.
6.9. The contractor acts only within the scope of the agreed application and is not obliged to indicate and/or report on facts or circumstances that are not contained in the framework of the provision of services/performance of works under this Agreement.
6.10. Documents issued based on the results of research or analysis of samples provided to the Contractor for research (and not taken from the general mass by the Contractor himself or transferred by the Customer in an act that takes into account the interests of all interested parties) contain the opinion of the Contractor regarding these samples, but do not express an opinion about the main the mass from which the samples were taken.
6.11. If the Customer requires the analysis of samples in the Customer's laboratory or any third party, the Contractor provides the result of the analysis, but without responsibility for its accuracy. Similarly, if the Contractor can only be present during the analysis in the laboratory of the Customer or any third party. The contractor will confirm that the relevant studies have been carried out, but will not be responsible for the accuracy of the analyzes or results.
6.12. No other party shall have the right to give instructions, especially with regard to the inspection or delivery of reports, reports, findings or certificates, unless they have the permission of the Client approved by the Contractor. However, the Contractor shall have the irrevocable right at its discretion to deliver the documents to a third party if it has been promised to the third party in accordance with the instructions of the Customer, or if such a promise arises indirectly from circumstances, trade customs or business practices.

7. PROCEDURE FOR PROVIDING AND ACCEPTING SERVICES
7.1. Acceptance of the provided services is carried out by both Parties signing an act of handover and acceptance of the provided services or a research protocol or an expert opinion, depending on the specifics of the provision of services.
7.2. If the Customer has sufficient grounds for refusing to sign the act of handover and acceptance of the provided services, he returns the act of handover and acceptance to the Contractor within 5 (five) calendar days, with an appendix of written arguments based on the essence of the act of handover and acceptance. In this case, the Parties, through negotiations, resolve the conflict situation within 5 (five) calendar days and sign the act of handing over and accepting the services provided (in the original or new version).
7.3. In the event that the Customer does not sign the act of handing over and accepting the provided services without reasoned refusal within 5 (five) calendar days from the moment of its receipt, the act is considered to have been agreed, and the services are considered to be provided in full and of the appropriate quality.
7.4. If within thirty (30) calendar days the Customer has not returned the signed act of handing over and accepting the services provided or the Parties have not eliminated the conflict situation, the services are considered to have been performed and accepted by the Customer in full.

8. LIABILITY OF THE PARTIES
General
8.1. For non-fulfillment or improper fulfillment of their obligations under this Agreement, the Parties bear the responsibility defined by this Agreement and the current legislation of Ukraine. Violation of an obligation is its non-fulfillment or improper fulfillment, that is, fulfillment in violation of the conditions defined by the content of the obligation. The guilty Party shall compensate the other Party for the damages incurred, if the fault is proven in a court of law.
8.2. The Party is not responsible for the violation of its obligations under this Agreement, if it was not caused by its fault. The party is considered innocent if it proves that it has taken all measures dependent on it for the proper fulfillment of the obligation.
8.3. Payment of a fine or penalty does not release the Parties from fulfilling their obligations under this Agreement.
8.4. All guarantees, provisions and other conditions provided by law or common law in the broadest sense provided by law are excluded from the terms of this Agreement.
Customer
8.5. Under the condition of postponing the payment of services and in the event that the Customer violates the payment terms by more than 5 (five) working days, the Customer is obliged to pay a penalty to the Contractor in the amount of double the accounting rate of the NBU in effect at the time of the delay on the unpaid amount for each calendar day delay in fulfillment of obligations.
8.6. The customer is responsible for the disposal of residues, surpluses, fragments, etc., which were formed as a result of the destruction or destruction of samples (objects) and were not used for research or selected as control samples. Such balances are transferred to the Customer together with the act of delivery and acceptance of the provided services.
8.7. The customer and/or his responsible persons are warned of criminal liability if it turns out that the provided samples (objects) belong to narcotic drugs or precursors, psychotropic substances or their analogues, to weapons, ammunition or explosives, to poisonous or potent substances or medicinal products, to radioactive materials that are wanted or obtained by criminal means. If such facts are discovered, the Contractor shall immediately notify the competent national law enforcement authorities.
8.8. The customer confirms that he is familiar with and aware of the essence, features and specificity of the applied research methods and techniques. Clarification of generally known, generally scientific essences, features and specifics of applied methods and research methods can be carried out by the Contractor separately on a paid basis.
8.9. The Customer guarantees payment of compensation to the Contractor and its management, employees, agents or subcontractors for all claims made by a third party for damages or expenses of any nature and origin, related to the performance, possible performance or non-performance of the service due to the fault of the Customer.
Performer
8.10. In case of violation by the Contractor of the terms of provision of services by more than 5 (five) working days, the Contractor is obliged to pay the Customer a penalty (fine) in the amount of double the accounting rate of the National Bank of Ukraine for the value of untimely provided services for each calendar day of delay in the fulfillment of obligations .
8.11. In the case of non-provision of services entirely due to the fault of the Contractor, the Contractor is obliged to return the advance payment to the Customer within 5 (five) banking days from the date of presentation of the relevant written demand by the Customer. In case of violation of the deadline for the return of the advance payment, the Contractor shall pay to the Customer a penalty in the amount of double the accounting rate of the NBU, which was in effect during the period of delay, from the amount owed for each day of delay.
8.12. In case of non-provision of services due to no fault of the Contractor, the Contractor is obliged to take all necessary measures to eliminate or correct obstacles or delays in the provision of necessary services.
8.13. In case, according to the analysis, the written report provided by the Contractor turned out to be incorrect, the Customer provides a substantiated claim letter. The contractor is obliged to provide a motivated response letter within 14 (fourteen) working days or is obliged to conduct repeated studies and submit a repeated written report in accordance with the conducted analysis. In case of similar conclusions to the previous report, the Customer shall pay the Contractor the additional cost of the services provided in the full amount specified in this Agreement.
8.14. The Contractor shall be released from liability for violation of the terms of provision of services under this Agreement in case of discovery of incomplete and/or inaccurate and/or false information about the object, research methods, requirements for registration of research results specified by the Customer. In this case, the Contractor has the right to refuse the provision of services or to continue their provision, but within a period of no more than 90 (ninety) working days from the moment of discovery of this fact.
8.15 The Contractor is responsible for the preservation of the samples (objects) given to him by the Customer according to the act of acceptance-handover or the application from the moment of acceptance of such samples until the moment of issuing the act of handover-acceptance of the services to the Customer.
8.16. The Contractor is released from responsibility for the preservation of the samples (objects) duly transferred to him by the Customer, if the destruction or destruction of the samples (objects) occurred during the research process without the direct intention of the Contractor, as well as if the provision of services directly involved the destruction or destruction of the samples ( objects).
8.17. The Contractor is responsible for the preservation and disposal of control samples (samples) within 30 (thirty) calendar days from the moment of handing over the act of handing over and accepting the provided services to the Customer, unless otherwise stipulated by this Agreement.
8.18. The Contractor is neither an insurer nor a guarantor nor a guarantor and disclaims all liability in such capacity. Customers requiring coverage against loss or damage should obtain appropriate insurance.
8.19. The Contractor is not responsible for the authenticity and legality of the documents provided by the Customer, on the basis of which the Contractor provides services.
8.20. The Contractor's liability for claims for damages, fines or expenses of any nature, regardless of the reasons for their occurrence, fines and/or lack of due diligence and professionalism of the Contractor shall under no circumstances exceed the total amount equivalent to the amount of the Contract calculated on the date of the relevant claim, less the amount of surcharges and the cost of the equipment necessary to perform the services payable in respect of the particular service.
8.21. The scope of the Contractor's liability in accordance with the above-mentioned conditions in Clause 8.20 may (at the discretion of the Contractor) be extended to such an extent that the payment of additional compensation equivalent to the corresponding part of the increase in such compensation may be agreed, or as may be agreed between the Parties.
8.22. The Contractor shall not be liable for claims for consequential loss, including loss of profits and/or lost profits of future business and/or production losses and/or termination of contracts signed by the Customer. In cases where the payment under this Agreement concerns several services, and a claim arises regarding one of these services, for the fulfillment of this clause, the payment is determined according to the estimated time spent on the performance of each service.
8.23. The contractor bears full financial responsibility for the actions or omissions of its employees, agents and subcontractors in the event that the damage was caused intentionally or due to negligence.
8.24. The Contractor shall be released from any liability to the Customer for all claims regarding losses, damage or expenses presented to the Customer by third parties.
8.25. In the event of a delay in payment due to bankruptcy, insolvency, litigation regarding property or termination of the Customer's activities, the Contractor has the right to immediately suspend further provision of services without any liability on his part.
8.26. The parties, in accordance with Art. 259 of the Civil Code of Ukraine, agreed that the statute of limitations for the collection of fines is extended until the Parties fully fulfill their obligations under this Agreement. In addition, the Parties, in accordance with Clause 6 of Art. 232 of the Civil Code of Ukraine, agreed that the calculation of fines for late performance of obligations under this Agreement is carried out without a time limit.
8.27. Documents issued based on the results of research or analysis of samples contain a description of the results of the research and conclusions obtained at the time of the examination, using current technologies, research methods, regulations and equipment. The executor is not responsible if in the future the appearance and development of new methods will allow to obtain other research results of the same object. These changes are associated with scientific progress and improvement of methods, techniques and equipment.

9. NATIONAL TAX NOTE
9.1. According to the Law of Ukraine No. 1621-VII "On Amendments to the Tax Code of Ukraine and Some Other Legislative Acts of Ukraine", the Parties agreed on the following procedure for the circulation of documents and the Parties' responsibilities in connection with the registration of tax invoices in the Unified Register of Tax Invoices (hereinafter - "ERPN »):
9.1.1. The Contractor undertakes to register a tax invoice for each service paid by the Customer in accordance with the issued invoice, and the Customer undertakes to calculate the adjustment of quantitative and value indicators to the tax invoice for each returned or clarified payment in ЕРПН and to provide the relevant document to the other Party in electronic form no later than the last day the term specified by the Tax Code of Ukraine for such registration in the EDRPN.
9.1.2. The parties use voluntary reporting services recommended by the tax authorities of Ukraine.
9.1.3. In case of registration of a tax invoice/adjustment to a tax invoice in violation of the requirements of the current legislation, the guilty Party undertakes to register a new tax invoice/a new adjustment to the tax invoice in the State Revenue Service within the period established by the current legislation.
9.1.4. The customer is responsible for the untimely registration or registration of the calculation of the adjustment of quantitative and value indicators to the tax invoices in ЕРПН in violation of the norms of the current legislation and undertakes to compensate the Contractor for the amount of damage caused as a result of failure or improper performance of his duties regarding the registration of adjustment calculations. The amount of the Contractor's loss in such a case shall be recognized by the Parties as the amount of value added tax, which is calculated in accordance with the current legislation on the cost of services and for which the calculation of the adjustment of quantitative and value indicators to the tax invoice has not been registered in the State Tax Administration.
9.1.5. In the event that, as a result of the Contractor's violation of the requirements for the form, procedure for filling out and/or registration of the tax invoice established by the current legislation, the Customer loses the right to include in the tax credit the amount of value added tax specified in the tax invoice, the Contractor is obliged to compensate the Customer for damages related to such violation. The amount of loss to the Customer in such a case shall be recognized by the Parties as the amount of value added tax, which is calculated in accordance with the current legislation on the cost of services and for which the registration of the tax invoice has not been carried out in the Tax Register.
9.2. In case of violation by one of the Parties of the requirements of clause 9.1 of this Agreement, the Party whose fault caused the violation is obliged to pay the other Party a penalty (fine) in the amount of double the accounting rate of the NBU from the value of the services in respect of which such violation occurred for each calendar day violation actions.
9.3. If the Customer violates Clause 9.1 of this Agreement for more than 30 (thirty) calendar days, the Contractor has the right to withdraw or invalidate the written report (conclusion, report) without refunding the payment for the services provided.
9.4. The parties have agreed that the Contractor undertakes to issue tax invoices and primary documents for the fulfillment of the terms of the Agreement in the Ukrainian language. The executor undertakes to issue and register a tax invoice issued in accordance with the requirements of current legislation in electronic form in accordance with the procedure and within the terms specified by current legislation. The lack of registration and/or refusal to register a tax invoice in the ЕРPN shall be considered as a refusal by the Contractor to issue a tax invoice.
9.5. The parties to the contract confirm the presence of an electronic digital signature.

10. DURATION OF THE AGREEMENT
10.1. The contract enters into force from the moment of signing by both Parties and the payment is credited to the Contractor's current account.
10.2. The contract is valid until the full fulfillment of its contractual obligations, including until the moment of fulfillment of accounting and tax accounting standards in accordance with the current legislation of Ukraine.
10.3. In the event that none of the Parties notifies the other Party in writing about the termination of the agreement 30 (thirty) calendar days before the expiration of the current agreement, the agreement is considered extended on the same terms for each subsequent calendar year. This rule can be applied multiple times.

11. TRANSFER OF RIGHTS TO THIRD PARTIES
11.1. Neither the Contractor nor the Customer may transfer their rights and obligations under this Agreement to a third party without the prior written consent of the other Party. However, the Contractor may conclude a subcontract for the performance of part of the services by a third party under his responsibility.

12. FORCE MAJEURE (FORCE MAJEURE)
12.1. The parties to this Agreement are released from responsibility for partial or complete non-fulfillment of obligations under this Agreement in the event of the occurrence and/or effect of extraordinary circumstances that arose after the signing of the Agreement, namely: natural events (earthquake, flood, cyclone, hail, drought ) social (civil disturbances, strikes, mass disturbances, hostilities or threat of hostilities, threat of war, declaration of war, act of terrorism, anti-terrorist operation, declaration of martial law or state of emergency, invasion of extraterrestrial life forms, etc.); man-made (epidemics, epizootics, quarantine, environmental disaster, accident, radiation, chemical, biological contamination, etc.); legal (introduction of embargoes, bans or restrictions on export or import, changes in legislation, international sanctions, introduction by state bodies of currency restrictions or restrictions on the movement of goods within the country and other prohibitions, criminal actions of third parties, etc.) or other circumstances independent of the parties that arose before , after or at the time of conclusion of the Agreement and prevent the proper performance of the obligations of the parties.
12.2. If any of these circumstances directly caused non-fulfillment of obligations within the terms established by this Agreement, then these terms are proportionally extended for the duration of the relevant circumstances.
12.3. The Party for which, due to the occurrence and operation of force majeure circumstances, the fulfillment of obligations under this Agreement becomes impossible, is obliged to notify the other Party within 3 (three) days.
12.4. A certificate issued by the Chamber of Commerce and Industry of Ukraine, authorized regional chambers of commerce or other document provided for by the current legislation of Ukraine is sufficient confirmation of the occurrence and operation of force majeure circumstances.
12.5. In the event of force majeure, fines are not applied, and the Parties can agree on a change in the scope of services or performance terms.
12.6. The executor is released from responsibility for partial or complete non-fulfillment of obligations under this Agreement in the event of the occurrence and effect of circumstances arising from the fault of third parties, namely, when these third parties refuse to fulfill their obligations without prior notice, and in the event technical malfunction or failure of devices and equipment. The Contractor is obliged to inform the Customer about this and take all necessary measures to eliminate these circumstances immediately, within 24 (twenty-four) hours from the moment of receiving information about these circumstances. If the Contractor cannot eliminate the effects of these circumstances, the Parties shall consider the feasibility of continuing relations under this Agreement.
12.7. In the event that the force majeure circumstances will last more than 30 (thirty) calendar days in a row, any of the Parties has the right to terminate this Agreement unilaterally by sending a written notification to the other Party. In this case, the other Party does not have the right to claim compensation for damages related to both force majeure and termination of the Agreement.
12.8. In all other cases, the Parties shall review the terms of this Agreement by mutual agreement.

13. CHANGES AND ADDITIONS
13.1. Unless otherwise expressly provided for by this Agreement or the current legislation of Ukraine, changes and additions to this Agreement may be made only by agreement of the Parties, which is formalized by an additional agreement to this Agreement.
13.2. Amendments and additions to this Agreement shall enter into force from the moment of the proper execution by the Parties of the corresponding additional agreement to this Agreement, unless otherwise provided for in such additional agreement.
13.3. All changes, additions and additions to this Agreement are valid only if they are made in writing and signed by both Parties.
13.4. All amendments, additions and additions to this Agreement are its integral parts.
13.5. All amendments, additions and additions to this Agreement must be concluded in two copies having the same legal force, one for each of the parties.

14. DISPUTE RESOLUTION PROCEDURE
14.1. In the event of conflicts between the Customer and the Contractor related to the performance of the Agreement, the Parties shall take all necessary measures to resolve them through negotiations. All disputes are subject to resolution in accordance with the current legislation of Ukraine regarding the rules for consideration of economic disputes.

15. COMMUNICATION AND NOTICES
15.1. Addresses of the Parties for communication should be specified in Clause 20 of this Agreement.
15.2. Additional addresses for communication may be specified in a written or electronic application (order) sent by the Customer to the Contractor.
15.3. The parties agreed that in the process of fulfilling the terms of this Agreement, they will maintain constant communication through the exchange of correspondence, which can be sent in writing, through the exchange of documents through postal communication or e-mail, which makes it possible to reliably establish that the document comes from Parties to the Agreement.
15.4. The date of transmission of the corresponding message is considered the day of sending the postal message or e-mail message.
15.5. To prove the fact of delivery, it is enough to prove that the envelope (package, parcel, etc.) with the message was properly addressed and sent.
15.6. The receiving Party is responsible for receiving messages. The party that sent the message is not responsible for the delay in the delivery of the message, if such delay was the result of malfunction of communication systems, action/inaction of providers or other force majeure circumstances.
15.7. The parties agreed not to use fax and telex, as morally and physically outdated information transmission technologies.

16. OTHER TERMS
16.1. This contract is concluded in two authentic copies in the Ukrainian language, which have the same legal force, one for each Party.
16.2. The Contractor acquires the right to use the results of the provision of services under this contract, the Customer's trademarks in the portfolio and on the website exclusively for information purposes, provided that such use does not violate clause 17 of this Agreement and if such use does not lead to losses and/or cannot negatively affect the Customer's business reputation.
16.3. All legal relations that arise in connection with the fulfillment of the terms of the Agreement and are not regulated by it are regulated by the norms of the current legislation of Ukraine.
16.4. The Contractor reserves the right to conduct any type of research on the Customer's samples at the request of other customers, if this does not contradict the terms of this Agreement. Such studies are not part of this Agreement.
16.5. The terms and obligations contained in this Agreement and the Appendices constitute a single agreement between the Parties and cancel all previous agreements of the Parties regarding the subject matter and content of such terms/obligations under this Agreement, the Appendices to it, both written and oral
16.6. The parties are obliged to notify about the change of location and address for correspondence, bank and other details within 7 (seven) days from the moment of such changes, with the subsequent provision of supporting documents.
16.7. The Parties confirm that at the time of signing this Agreement, their representatives, authorized to sign this Agreement on behalf of the Parties, are not removed from their duties and their powers are duly confirmed.
16.8. In case of conflict between this Agreement and the Annexes and (or) additional agreements, the terms of the Agreement prevail over the terms of the annexes and (or) additional agreements.
16.9. In the event of a conflict between the terms of this contract, those provisions that mitigate or limit the Contractor's liability shall prevail.
16.10. This contract is mixed, that is, one that combines the terms of different contracts.
16.11. This contract can be terminated only on the grounds provided for by this contract and/or the norms of current legislation.
16.12. The Parties warrant that neither the Party nor any other natural or legal entity that owns or controls it is subject to any economic, trade sanctions, laws or regulations adopted by the USA, EU, UN, Switzerland/other country that relate to agreement (hereinafter referred to as Economic Sanctions). The Parties agree that during the execution of this Agreement, the Party and its authorized representatives will fully comply with all Economic Sanctions, as well as provide information or documents upon reasonable requests of the other Party for the possibility of checking compliance with this article by the requesting Party.
16.13. Each of the Parties has the right to terminate this contract (and/or the application, order for the provision of services or other document issued for the performance of the contract), by notifying the other Party in writing, and is released from the obligation to provide services and compensate the other for damages The Party, if the other Party violates Clause 16.12, shall be subject to Economic Sanctions, or the continuation of the provision of services in accordance with this Agreement will result in the violation of Economic Sanctions by the other Party.
16.14. The names of the sections in the Agreement are given only for ease of use. For legal purposes, only the content of clauses, sub-clauses, etc. is significant.
16.15. Recognition of individual provisions or their parts of this contract, appendices and/or additional agreements as invalid and/or unenforceable by any court or administrative body of competent jurisdiction does not entail the invalidity of the entire contract, the remaining conditions will remain in force.
16.16. The Parties have agreed that the copies of the documents exchanged by the Parties during the fulfillment of the terms of this Agreement shall have the force of the originals until the originals of such documents are received.
16.17. The parties agreed that the signatures of the authorized representatives of the parties should be sealed (if available).
16.18. The parties confirm that this Agreement is not a fictitious or pretend transaction or a transaction concluded under the influence of pressure or deception.
16.19. An integral part of this Agreement is:
• other supplements, if such will be concluded by the parties during the period of validity of the Agreement;
• Applications (orders) submitted by the Customer in accordance with clause 1.2. Agreement;
• General terms and conditions of service provision located on the publicly available official website of the Contractor at the address: https://inconsulting.com.ua/uk/comp-inf-ua/zagalni-umovi.html.

17. CONFIDENTIALITY
17.1. The Parties undertake to keep and not to disclose confidential information received during the fulfillment of the terms of this Agreement, the disclosure of which may lead to losses and/or negatively affect the business reputation of one of the Parties. This clause does not apply to cases where the provision of relevant information must be provided/disclosed in accordance with applicable law, including, but not limited to, requests from competent government authorities.
17.2. The Parties are responsible for the disclosure (transmission, leakage) of confidential information to third parties in accordance with the terms of this Agreement and current legislation.
17.3. Confidential information includes the following:
17.3.1. Data on calculation methods, structure, price level for products (works, services) of the parties and the amount of discounts.
17.3.2. Information on the structure of the commercial activities of the parties, production facilities, stocks of products (goods), production development plans.
17.3.3. Information about investments, purchases, sales made by the Parties, as well as current and prospective plans for investments, purchases, sales, information about plans for changes in the structure of commercial activity and technical and economic justifications for such changes.
17.3.4. Information on the management methods used by the Parties, on the preparation, adoption, and use of management decisions on commercial, organizational, production, and other issues.
17.3.5. Data on domestic and foreign partners of the parties: suppliers, buyers, partners, sponsors, intermediaries, clients; as well as information about competitors that is not available in open sources.
17.3.6. Information on the preparation and results of negotiations with counterparties of the parties.
17.3.7. Information about the terms of agreements, contracts, agreements concluded by the Parties, including this Agreement.
17.3.8. Information provided in confidence by partners.
17.3.9. Information about the methods of market research, about the results of this research, about the assessment of the state and prospects for the development of the market situation.
17.3.10. Information about the market strategy and the effectiveness of the commercial strategy and the effectiveness of the commercial activities of the parties.
17.3.11. Other information related to the commercial activities of the parties, production, technological information, management, finances and other activities of the parties, the disclosure of which (transfer, leakage) may cause damage to their interests.
17.4. The use exclusively for scientific and statistical purposes of depersonalized information obtained during the fulfillment of the terms of this Agreement and samples, samples or their parts cannot be considered disclosure of confidential information.

18. ANTI-CORRUPTION PROVISION
18.1. The parties undertake to comply with the applicable legislation on combating corruption and combating the legalization (laundering) of proceeds of crime, including, among other things, any and all subsequent laws and regulations adopted to implement such laws (subject to changes and additions, periodically included in such legislative acts) ("Anti-corruption legislation").
18.2. In fulfilling their obligations under this Agreement, the Parties, their affiliates, employees or intermediaries do not pay, do not offer to pay and do not allow the payment of any money or valuables, directly or indirectly, to any person, to influence the actions or the decisions of these persons in order to obtain any improper advantages or other improper purposes.
18.3. During the performance of their obligations under this Agreement, the Parties, their affiliates, employees or intermediaries shall not perform actions that are qualified by the legislation applied for the purposes of this Agreement, such as giving/receiving a bribe, commercial bribery, as well as actions that violate the requirements of the current legislation and international acts on combating the legalization (laundering) of proceeds obtained through crime.
18.4. Each of the Parties to this Agreement refuses to incentivize the employees of the other Party in any way, including by providing sums of money, gifts, providing services to them free of charge and other methods not listed in this clause that place the employee in a certain dependence and aimed at to ensure that this employee performs any actions for the benefit of the Party promoting him.
18.5. In the event that one of the Parties discovers cases of violation of the provisions of clause 18 and its affiliated persons or employees, it undertakes to notify the other Party of these violations in writing.
18.6. In the event that one of the Parties reasonably suspects that there has been or may be a violation of any of the provisions of clause 18 by the other Party, its affiliated persons or employees, such Party has the right to send a request to the other Party with the requirement to provide comments and information (documents). , which refute or confirm such suspicions.
18.7. Each of the Parties refuses to use the funds received under this Agreement for bribery and financing of terrorist activities.

19. PERSONAL DATA
19.1. The parties, in connection with this Agreement, transfer to each other personal data of their representatives or other persons - subjects of personal data.
19.2. The party transferring personal data guarantees that it is the legal and lawful owner of the relevant databases (and) personal data within the meaning of the Law of Ukraine "On the Protection of Personal Data" (hereinafter - the Law), and guarantees that it has received consent to the processing and transfer of personal data, that are transferred to another Party, from the relevant subjects of personal data, and the transfer of personal data is carried out in compliance with the requirements of the current legislation of Ukraine in the field of personal data protection and the purpose of personal data processing. The Party that receives personal data from another Party is a third party within the meaning of the Law. The party that received personal data in accordance with the terms of this Agreement processes such personal data exclusively in connection with this Agreement.
19.3. If one of the parties violates the requirements of the legislation on the protection of personal data, the other Party is not responsible for such a violation. The Parties undertake to compensate each other for any losses and expenses related to the consideration or satisfaction of claims by subjects whose personal data are transferred in accordance with this section of the Agreement and whose rights were violated due to the failure of the relevant Party to fulfill its obligations, provided for in this section of the Agreement, as well as other costs or damages.
19.4. In the event that the subject of personal data withdraws its consent to the processing of transferred personal data in the database of one of the Parties, such Party is obliged to inform the other Party about the term and conditions of termination of processing of personal data of such subject.

20. DETAILS OF THE CONTRACTOR
LLC "IN CONSULTING"
Legal address: 04207 Ukraine, Kyiv, str. Marshala Tymoshenko, building 21, building 8, office 4
Code according to EDRPOU: 38092370
IBAN UA433052990000026001005017788
TIN: 380923726561, VAT certificate: 200189816
Tel.: +380672316316, +380445364666
E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it.