Under amendment from July 01, 2021.
The present Agreement is a public Agreement, whereas the listed below terms and conditions are an offer by DZHENERIKS Ltd, hereinafter referred to as the Executor, to any physical or legal entity, hereinafter the Customer, accepting these Agreement terms.
The Executor's offer is considered to be accepted by the Customer, and the Agreement is considered to be concluded and in force as soon as the Customer has registered the Account on the Website and received the User Credentials.DefinitionsWebsite
— an internet site available at the address (having a domain name) https://xtiles.app, which is used to provide access to the Services.Services
— different functional modules of the Website, Sub-domain and a software-hardware system allowing the Customer to keep records of the Customer's business and optimize it.Information Materials
— any text, graphic, audio, video and mixed material of an informative nature.Personal Account
— the Website functionality that allows to track the revenues and expenditures of funds paid by the Customer for the provided Services.User Credentials
— the data required to identify a user and use the Service, which includes the Login — a unique identifier in the form of an email, and the Password — a set of characters protecting access to the Customer's Account from unauthorized access.Pricing Plan
— a detailed list of available Services, their features, and cost.Account
— a combination of the User Credentials, Sub-domain, and Information Materials of the Customer, which are stored and processed on software-hardware systems.Under amendment from October 30, 2019.1. Subject of the Agreement
1.1. The Executor is obliged to provide the Customer with the Services in the form of access to the Website and its Services (hereinafter "Services") according to the Pricing Plan selected by the Customer.
1.2. The Services start being provided to the Customer within a day upon the registration of the Customer's Account on the Website and getting the User Credentials.
1.3. The Services are provided and received by the Parties by means of the Internet.
1.4. The list of Services does not include providing the possibility to use the Services in the Customer's office, configuration and/or diagnosis of the Customer's equipment (personal computer, modem, etc.) and software both in the Executor's office and at the Customer's, as well as skills training to work on the Internet.2. Terms of account registration and domain name used
2.1. The Customer has no right to lease, sell or use any other method to provide the Sub-domain into permanent or temporary, paid or free of charge ownership and/or use to any third party (except for the Users registered within the Account). The Sub-domain provided to the Customer for the time of using the Services is owned by the Executor for the full term of the Agreement and after its expiry.
2.2. The Sub-domain is only given if at the time of giving it, such a domain name is available and no generally accepted moral and ethical norms are being violated while registering such a name.
2.3. The rights to use the Sub-domain are only granted to the Customer for the period of using the Services by the Customer provided that these Services have been paid for.
2.4. After the expiry of the Agreement, the Executor has the right to provide the Sub-domain which was used by the Customer to another customer (an entity using the Executor's Services).3. Rights and obligations of the parties
3.1. The Customer is obliged:
3.1.1. In full and in time to pay for the Executor's Services in accordance with the selected Pricing Plan.
3.1.2. At their own expense and effort to provide themselves with the Internet access and all the necessary equipment for that.
3.1.3.To comply fully with this Agreement terms and other agreements regulating the use of the Services and Website.
3.2. The Executor is obliged:
3.2.1. To provide the Services to the Customer in time, in full, and with high quality.
3.2.2. To alert the Customer to the preventive and maintenance work which can affect availability of the used Services at least 24 hours (twenty-four hours) in advance by sending an appropriate warning to the Customer's email.
3.2.4. In time to inform the Customer about any updates of terms of providing the Services by means of publishing such information on the Website and/or sending it to the Customer's email.
3.3. The Customer has the right:
3.3.1.To require the timely and qualitative provision of the Services from the Executor according to the terms and conditions of the present Agreement.
3.3.2. Timely and fully to receive the information (including in written form) on the quality, cost and procedure for providing the Services from the Executor. Meanwhile, counseling on the procedure for using the Website and Services is only provided via email [email protected]
(there is no counseling via phone, fax, or any other kind of connection).
3.4. The Executor has the right:
3.4.2. In the event of the Customer getting higher requirements to the functional, hardware, or other resources provided as part of the Services, the Executor reserves the right to offer the Customer to change the Pricing Plan.
3.4.3. The Executor has the right to involve the third parties to fulfill the obligations according to the present Agreement. In doing so the Executor remains responsible for the quality of the Services provided taking into account the responsibility restrictions contained in this Agreement.4. Cost of Services and payment procedure
4.1. The cost of the Services according to the Pricing Plan selected by the Customer at the time of concluding the Agreement is specified on the Website page https://xtiles.app/prices
4.2. The minimum period of providing the Services to the Customer who is a legal entity and pays for the Services by bank transfers is 1 (one) month. Accordingly, the minimum payment of such a Customer shall be not less than the cost of the Services for one month. The Executor only starts providing the Services after receiving the full payment for the given period.
4.3. The Customer pays for the Services by transferring the funds to the Executor's accounts.
4.4. The Services are only provided if the Customer has a positive balance on the Personal Account. The Customer is bound to monitor the balance (if it is negative or positive) on the Personal Account on their own. The service shall automatically notify the Customer of the negative balance 7 (seven) days prior to its inception by sending an email to the Customer's email address.
4.5. The Executor has the right to unilaterally change the cost of the Services and the Pricing Plans. The updated cost of the Services and Pricing Plans comes into force from the date specified in the written notification by the Executor, but not earlier than in 30 (thirty) calendar days since the moment of receiving such notification by the Customer. Changes in the cost of the Services and Pricing Plans are not applied to the Services already paid for by the Customer.
4.6. In case of the Customer's disagreement with the changes in the cost of the Services and/or Pricing Plans, within 7 (seven) days from the moment of being notified of the changes by the Executor the Customer is bound to notify the Executor of the disagreement via email. In the event that the Parties cannot achieve the agreement about the changes of the Agreement terms, the Agreement is deemed terminated.
4.7. When paying for the Services, in the payment document the Customer is obliged to specify the selected Pricing Plan and the Account title given to them upon the registration. If the Customer's Account is not specified in details of the payment made by the Customer and received on the Executor's current account, the Executor has the right to withhold providing the Services up to the moment the Customer confirms the payment of the specified Account.
4.8. The Services are considered to be paid for the Account specified in the payment details regardless of who has made the payment.
4.9. The Customer is unilaterally responsible for the accuracy and correctness of their payments. In case of changing the Executor's bank details, the new details can be made known to the Customer by means of sending the respective written notification. From the moment of sending the written notification of the updated bank details by the Executor, the Customer is unilaterally responsible for the payments made using the outdated bank details.
4.10. The date of payment for the Services is considered to be the date of receiving the funds by the Executor's current account.
4.11. If getting the negative balance, within 5 (five) working days the Customer is obliged to make a prepayment for the Services for the payment period selected by the Customer according to their Pricing Plan.
4.12. When it is impossible for the Customer to use the Services for the reasons attributable to the Executor, and provided that the Customer faithfully implements the Customer's obligations specified in the Agreement, the Executor shall not charge for such a period of unavailability of the Services.5. Liability of the Parties
5.1. The Parties understand the specific nature of data processing on the Internet, that is why they agree that the Executor is not responsible for the impossibility of providing the Services for the reasons beyond the Executor's control, including but not limited to the cases being a result of failure of the third parties' software-hardware systems and/or data transmission channels not owned by the Executor.
5.2. The Executor is not liable for any losses or lost revenues related to using the Services by the Customer.
5.3. The Executor is not responsible for the content of any data and Information Materials created, processed, transmitted, and received by the Customer or other Website users, and does not compensate any damage caused by such data, its content, or use.
5.5. In case of non-delivery or low quality of the Services, the Executor is bound to pay the Customer a fine of 15% from the cost of the Services for the corresponding month for every case of such a violation. Fine payment is solely made by means of deduction of fine amount out of the cost of the Services for the next payment period.
5.6. In case the period of violating the Services delivery exceeds 15 (fifteen) calendar days, the Customer has the right to terminate the present Agreement unilaterally and claim the refund for the non-delivered or low-quality Services. Meanwhile, the Customer reserves the right to claim the penalty according to paragraph 6.5 of the Agreement.
5.7. The Customer is liable for the safety of their User Credentials and for the documented losses caused to the Executor as a result of authorized or unauthorized receipt and use of the Customer's User Credentials by anyone. In the event of theft of the Customer's User Credentials (Login and Password), the Customer has the right to address a written application for a Password change to the Executor with the compulsory attachment of the appropriate financial document to confirm the payment for the Services at the date of changing the Password.6. Procedure of dispute settlement
6.1. All the disputes between the Parties that arise under this Agreement or in connection with it shall be settled by negotiations of the parties. The Parties establish a compulsory pre-trial procedure of dispute settlement by making a claim in accordance with the current legislation of the Executor's country of residence.
6.2. The Executor shall only admit the claims for the Services which are submitted by the Customer in writing and in accordance with the statute of limitations established by the current legislation of the Executor's country of residence. The period for reviewing the Customer's claims shall not exceed 30 (thirty) calendar days from the moment of receiving them by the Executor.
6.3. In order to deal with technical issues, in determining the guilt of the Customer as a result of their unlawful actions when using the Services, Website, Account and/or Internet, the Executor has the right to independently involve the competent bodies as experts.
6.4. The Parties come to an agreement that when settling the disputes, the Parties have the right to provide the printout of emails as evidence, with the official technical information saved in them (titles). In case the official technical information (titles) is missing, such an email is not evidence. The authenticity of email titles is acknowledged by independent experts or the Internet-Service-Provider used to send the corresponding email.
6.5. In case the disputes are impossible to settle by means of negotiation, the disputes are subject to come before the relevant court of the Executor's country of residence.
6.6. On all issues not addressed by the present Agreement, the Parties shall act in accordance with the current legislation of the Executor's country of residence.7. Validity terms of the Agreement
7.1. The Agreement shall enter into force at the moment of registration of the Account by the Customer on the Website and is valid during the entire period of providing the Services to the Customer by the Executor, and the Customer paying for them, but in every event until the complete fulfillment of the obligations by the Parties according to the Agreement.
7.2. The Agreement also shall be terminated in case:
7.2.1. The Parties mutually agree to terminate the Agreement.
7.2.2. The Customer refuses the Services of which they shall notify the Executor 5 (five) calendar days prior to the date of the Agreement termination by sending an email to the Executor's email address.
7.2.3. The Executor refuses to provide the Services upon the expiry of the Agreement by means of sending a notification of terminating the Agreement to the Customer no later than 30 (thirty) days until the expiry of the Agreement validity.
7.2.4. One of the Parties initiates it in the event of severe and/or systemic violation of the Agreement terms by the other Party.8. Additional terms
8.2. The Parties have established that the titles of paragraphs (articles) of the Agreement are intended solely for the usability of the Agreement text and do not have a literal legal interpretation.
8.3. The Party which has had any changes in the contact data (postal, legal addresses, phone number, bank details, list of contact people and other data which can affect fulfilling the terms of the Agreement) is obliged to inform the other Party about that within 15 (fifteen) days from the moment such changes appear.
8.4. Each of the Parties is obliged to ensure the confiрdentiality of the received technical, commercial or any other information used when performing the Agreement, which is valuable in view of it being unknown by other people, and take necessary measures to keep such information confidential. In the event of terminating the Agreement, giving such information to the third parties, publishing it or disclosing it in any other way is only possible with the written permission of the other Party irrespective of the reasons and dates of the Agreement termination.
8.5. The Parties shall not be liable for partial or full non-fulfillment of the obligations stated in the present Agreement if the non-fulfillment is caused by disaster circumstances arisen after concluding the Agreement and being the result of extraordinary events which were impossible to be foreseen, or prevented by taking reasonable measures (force majeure). The Parties are bound to inform each other within 3 (three) days since the occurrence of such circumstances.