PUBLIC OFFER FOR CONCLUSION OF A AGREEMENT FOR THE SUPPLY OF GOODS

1. General Provisions

This Public Offer contains the terms and conditions for concluding a Contract for the Supply of Goods (hereinafter referred to as the “Contract for the Supply of Goods” and/or the “Contract”).

This offer is recognized as an offer addressed to one or more specific persons, which is sufficiently definite and expresses the intention of the person making the offer to consider himself/herself as having concluded the Contract with the addressee who will accept the offer.

The performance of the actions specified in this Offer is a confirmation of the consent of both Parties to conclude a Contract for the Supply of Goods on the terms, in the manner and to the extent set forth in this Offer.

The text of the Public Offer set forth below is the official public offer of the Supplier addressed to interested persons to conclude a Contract for the Supply of Goods in accordance with the provisions of paragraph 2 of Article 437 of the Civil Code of the Russian Federation.

The contract for the supply of goods shall be deemed concluded and shall come into force from the moment the Parties perform the actions stipulated in this Offer, and which mean unconditional and full acceptance of all the terms of this Offer without any exceptions or restrictions on the terms of accession.

Terms and definitions:

Agreement – ​​the text of this Offer with Appendices, which are an integral part of this Offer, accepted by the Buyer by performing the implicative actions stipulated by this Offer.

Implicative actions are behavior that expresses consent to the counterparty’s offer to conclude, amend or terminate the contract. The actions consist of full or partial fulfillment of the terms proposed by the counterparty.

Supplier’s website on the Internet – a set of programs for electronic computers and other information contained in the information system, access to which is provided via the Internet by the domain name and network address: https://alexbrain.ru

Parties to the Agreement (Parties) – the Supplier and the Buyer.

Goods – goods may be any items subject to the rules stipulated by Article 129 of the Civil Code of the Russian Federation.

2. Subject of the Agreement

2.1. Under this Agreement, the Supplier undertakes to supply the Buyer with goods produced or purchased by it (hereinafter referred to as the Goods) in the quantity, assortment, within the timeframes and on the terms specified in the Buyer’s application, in accordance with the data provided by the Supplier regarding the Goods, or established on the Supplier’s website on the Internet https://alexbrain.ru, and the Buyer undertakes to accept and pay for the Goods.

2.2. Acceptance of this Offer is expressed in the performance of implicative actions, in particular:

• actions related to registering an account on the Supplier’s Website on the Internet if there is a need to register an account;
• by compiling and filling out an application for placing an order for the Goods;
• by providing the information required for concluding the Agreement by telephone, e-mail, specified on the Supplier’s website on the Internet, including when the Supplier calls back at the Buyer’s request;
• payment for the Goods by the Buyer.

This list is not exhaustive, there may be other actions that clearly express the person’s intention to accept the counterparty’s offer.

2.3. The quality of the Goods must comply with the requirements of the Legislation of the Russian Federation.

2.4. The Supplier guarantees that the Goods are not in dispute or under arrest, are not subject to pledge, are not encumbered by other rights of third parties and do not violate the rights of third parties.

3. Rights and obligations of the Parties

3.1. The Supplier is obliged to:

3.1.1. Deliver the Goods in a timely manner;

3.1.2. The Supplier is obliged to transfer the Goods to the Buyer in containers and packaging intended for goods of this type, and also transfer the Goods free from the rights of third parties.

3.1.3. Organize delivery of the Goods to the Buyer;

3.1.4. Provide the Buyer with all necessary information in accordance with the requirements of the current legislation of the Russian Federation and this Offer;

3.1.5. The Supplier has the right to demand payment for the Goods and their delivery in the manner and on the terms stipulated by the Agreement;

3.1.6. Refuse to conclude an Agreement on the basis of this Offer to the Buyer, in the event of his bad faith behavior, in particular, in the event of:

• more than 2 (Two) refusals of Goods of proper quality during the year;
• provision of knowingly false personal information;
• return of the Goods damaged by the Buyer or the Goods that were in use;
• other cases of bad faith behavior indicating that the Buyer entered into the Agreement with the purpose of abusing rights, and the absence of the usual economic purpose of the Agreement – the acquisition of the Goods.

3.2. The Buyer is obliged to:

3.2.1. Pay for and accept the Goods;

3.2.2. Ensure timely acceptance of the Goods from the Supplier;

3.2.3. The Buyer has the right to demand the transfer of the Goods in the manner and on the terms stipulated by the Agreement;

3.2.4. Demand the provision of all necessary information in accordance with the requirements of the current legislation of the Russian Federation and this Offer;

3.2.5. Refuse the Goods on the grounds stipulated by the Agreement and the current legislation of the Russian Federation;

3.2.6. The Buyer undertakes to provide the Supplier with reliable information necessary for the proper performance of the Agreement;

3.2.7. Accept and pay for the Goods in accordance with the terms of the Agreement;

3.2.8. The Buyer guarantees that all terms of the Agreement are clear to him; the Buyer accepts the terms without reservations, and in full.

4. Price and payment procedure

4.1. The price and the payment procedure for the Goods are determined based on the Supplier’s information when the Buyer places an order, or according to the information posted on the Supplier’s website on the Internet: https://alexbrain.ru

4.2. All payments under the Agreement are made by bank transfer.

5. Confidentiality and security

5.1. When implementing this Agreement, the Parties ensure the confidentiality and security of personal data in accordance with the current version of Federal Law No. 152-FZ of July 27, 2006 “On Personal Data” and Federal Law No. 149-FZ of July 27, 2006 “On Information, Information Technologies and the Protection of Information”.

5.2. The Parties undertake to maintain the confidentiality of information received during the execution of this Agreement and to take all possible measures to protect the information received from disclosure.

5.3. Confidential information means any information transferred by the Supplier and the Buyer during the implementation of the Agreement and subject to protection, with the exceptions specified below.

5.4. Such information may be contained in local regulations, agreements, letters, reports, analytical materials, research results, diagrams, schedules, specifications and other documents provided by the Supplier, executed both on paper and on electronic media.

6. Force Majeure

6.1. The Parties shall be released from liability for failure to perform or improper performance of obligations under the Agreement if proper performance was impossible due to force majeure, i.e. extraordinary and unavoidable circumstances under the given conditions, which are understood to mean: prohibited actions of authorities, epidemics, blockade, embargo, earthquakes, floods, fires or other natural disasters.

6.2. In the event of these circumstances, the Party shall notify the other Party thereof within 30 (Thirty) business days.

6.3. A document issued by an authorized state body shall be sufficient evidence of the existence and duration of force majeure.

6.4. If force majeure circumstances continue to operate for more than 60 (Sixty) business days, each Party shall have the right to unilaterally terminate this Agreement.

7. Liability of the Parties

7.1. In the event of failure to perform and/or improper performance of their obligations under the Agreement, the Parties shall be liable in accordance with the terms of this Offer.

7.2. A Party that has failed to perform or improperly performed its obligations under the Agreement shall compensate the other Party for the losses caused by such violations.

8. Validity of this Offer

8.1. The Offer shall enter into force from the moment it is posted on the Supplier’s Website and shall be valid until it is revoked by the Supplier.

8.2. The Supplier reserves the right to amend the terms of the Offer and/or revoke the Offer at any time at its sole discretion. Information about the change or revocation of the Offer shall be communicated to the Buyer, at the Supplier’s discretion, by posting it on the Supplier’s website on the Internet, in the Buyer’s Personal Account, or by sending a corresponding notice to the e-mail or postal address specified by the Buyer upon conclusion of the Agreement or during its performance.

8.3. The Agreement shall enter into force upon the Acceptance of the Offer terms by the Buyer and shall remain in effect until the Parties have fully fulfilled their obligations under the Agreement.

8.4. Changes made by the Supplier to the Agreement and published on the website in the form of an updated Offer shall be deemed to be accepted by the Buyer in full.

9. Additional Terms

9.1. The Agreement, its conclusion and execution shall be governed by the current legislation of the Russian Federation. All issues not regulated by this Offer or not fully regulated shall be governed by the substantive law of the Russian Federation. Judicial proceedings shall be carried out in accordance with the legislation of the Russian Federation.

9.2. In the event of a dispute that may arise between the Parties during the performance of their obligations under the Agreement concluded on the terms of this Offer, the Parties shall be obliged to settle the dispute peacefully before the commencement of judicial proceedings.

Judicial proceedings shall be carried out in accordance with the legislation of the Russian Federation.

Disputes or disagreements on which the Parties have not reached an agreement shall be resolved in accordance with the legislation of the Russian Federation. The pre-trial dispute resolution procedure is mandatory.

9.3. The Parties have defined Russian as the language of the Agreement concluded on the terms of this Offer, as well as the language used in any interaction between the Parties (including correspondence, provision of demands/notices/explanations, provision of documents, etc.).

9.4. All documents subject to provision in accordance with the terms of this Offer must be drawn up in Russian or have a translation into Russian certified in the established manner.

9.5. Inaction by one of the Parties in the event of a violation of the terms of this Offer does not deprive the interested Party of the right to protect its interests later, and does not mean a waiver of its rights in the event of one of the Parties committing similar or similar violations in the future.

9.6. If the Supplier’s Website on the Internet contains links to other websites and materials of third parties, such links are posted solely for informational purposes, and the Supplier has no control over the content of such websites or materials. The Supplier shall not be liable for any loss or damage that may arise from the use of such links.

10. Supplier’s Details

INDIVIDUAL ENTREPRENEUR

MOZGUNOV ALEXEY ALEXEEVICH

INN 263602872640

OGRNIP: 318265100018613 from 02/15/2018

E-mail info@alexbrain.ru