Rules for the provision of information services
Updated by Global Flowers Legal Department .
This document «Rules for the Provision of Information Services» represents mandatory conditions on which the conclusion and execution of agreements for the provision of information services using the Applications of Limited Liability Company «GLOBAL SOLUTIONS» is allowed.
1. Terms and Definitions
1.1. The following terms and definitions shall apply in this document and the resulting or related relations of the Parties:
1.1.1. Rules — the text of this document with all appendices, modifications and additions to it, posted on the Contractor's Website and available on the Internet at https://global.flowers/en/legal/rules/.
1.1.2. Contract — a contract for the provision of reimbursable Services, together with all related Mandatory Documents, which is concluded and executed by the Parties in the manner provided by these Rules.
1.1.3. Services — information services to ensure the Customer's access to additional functionality of the Application listed in the Contractor's Price Lists.
1.1.4. Contractor — Global Solutions Limited Liability Company (OOO Global Solutions).
1.1.5. The Customer is a person capable of making Acceptance under the terms of these Rules (in relation to the procedure for concluding the Contract) or having made Acceptance of the Offer under the terms of these Rules (in relation to the execution of the concluded Contract).
1.1.6. Order — Customer shall perform the actions listed on the relevant page of the Appendix or its Personal Account required to execute a separate Agreement.
1.1.7. Offer — the Contractor's proposal on conclusion of the Contract executed on the basis of the Order, expressed by invoicing the Services or sending the Order for payment through the payment system using the Customer's Personal Account.
1.1.8. Acceptance — full and unconditional acceptance of the Offer under the terms of these Rules by the Customer performing the actions specified in Section 9 of the Rules, creating an Agreement between the Customer and the Contractor.
1.1.9. Contractor Site/Site — any of the automated information systems available on the Internet at network addresses in the following domains (including subdomains): global.flowers.
1.1.10. Mobile application is a computer program designed for installation and use on the Device, which allows the User to access the Service using a communication network.
1.1.11. Application — programs for computers and/or databases, including the Site and Mobile application, designed to provide access to the Service using the Device for information purposes.
1.1.12. Device — personal computer, tablet, mobile phone, communicator, smartphone, other device allowing to use Applications and/or Services for their functional purpose.
1.1.13. Personal Account is the personal section of the Application to which the Customer accesses after registration and/or authorization in the Application. The Personal Account is designed to store the Customer's personal information, issue Orders, view statistical information about the completed Orders, the stage of their delivery, and receive notifications in the order of notification.
1.2. Terms and definitions not defined in paragraph 1.1. may be used in this Regulation. I governed. In this case, the term shall be interpreted in accordance with the text of the Regulations. In the absence of a clear interpretation of the term or definition in the text of the Rules, it should be guided by its interpretation, determined, first of all, by the documents forming the Agreement between the Parties, second, by the legislation of the Russian Federation, and subsequently by the customs of business turnover and scientific doctrine.
1.3. Any reference in these Regulations to paragraph (section of the Regulations) and/or their terms shall mean a corresponding reference to these Regulations (section thereof) and/or their terms.
2. Subject of the Agreement
2.1. The Contractor undertakes to provide the Services on the basis of the placed Orders, and the Customer shall accept and pay for the Services under the terms of these Rules.
2.2. The name, composition and cost of the Services, as well as other necessary conditions of the Agreement shall be determined on the basis of the information and materials provided by the Customer at the time of the Order execution, in accordance with the conditions of the Mandatory Documents.
2.3. The Contractor's provision of the Services shall be subject to unconditional acceptance and compliance by the Customer with the requirements and provisions specified in the following documents («Mandatory Documents») applied to the relations of the Parties under the Agreement:
2.3.1. A User Agreement posted and/or available on the Internet at https://global.flowers/en/legal/agreement/ and including general terms and conditions for registration in the Application and use of the Contractor's Service;
2.3.2. Terms of Services, in which the Contractor may provide for special conditions of Services provision within the framework of the Service in each individual Appendix, including, but not limited to: (a) the order procedure; b) requirements to information materials placed by the Customer; c) procedure for interaction between the Parties in the framework of the Services. Terms of service are available on the Internet at https://global.flowers/en/legal/conditions/.
2.3.3. Price lists available on the Internet at https://global.flowers/en/partners/, used by the Contractor to calculate the cost of the Services on the date of the Order and including, in relation to the relevant type and composition of the Services, information about the name and cost of the Services proposed by the Contractor, as well as other necessary conditions for their provision.
2.4. Specified in item 2.3. Rules binding documents for the Parties form an integral part of the Contract concluded in accordance with the Rules.
2.5. The Contractor has the right to involve third parties in the provision of services.
3. Rights and obligations of the Parties
3.1. The Contractor shall:
3.1.1. Provide the Services in full compliance with the Agreement, including the Mandatory Documents, and the requirements of the legislation of the Russian Federation;
3.1.2. Timely notify the Customer about the progress of the Services;
3.1.3. Upon Customer's request, extend the period of Services provision in the cases stipulated by these Rules.
3.2. The Contractor may:
3.2.1. Do not proceed with the Services until they are paid;
3.2.2. Suspend the Application for preventive work, if possible at night or on weekends, but not more than once a month;
3.2.3. Suspend the Services in case the Customer violates the requirements stipulated by the Contract, the Mandatory Documents, as well as in other cases established by the legislation of the Russian Federation;
3.2.4. Restrict individual actions of the Customer if such actions pose a threat to the normal operation of the Application;
3.2.5. Unilaterally modify the Rules and the Mandatory Documents specified in them without notifying the Customer in relation to the Services under which there is no valid Agreement with the Customer;
3.2.6. To unilaterally refuse to perform the Agreement in cases provided by the current legislation of the Russian Federation and/or these Rules;
3.2.7. Exercise other rights provided by the current legislation of the Russian Federation, as well as these Rules, including Mandatory Documents.
3.3. The Customer shall:
3.3.1. Comply with the requirements of the Agreement, including the Mandatory Documents, as well as the legislation of the Russian Federation;
3.3.2. Check the Order prior to Acceptance;
3.3.3. Pay for the Services under the Agreement in full within the specified time frame;
3.3.4. Check the presence of the Contractor's notifications in the Contractor's Appendix (including in the Customer's Personal Account) and at the email address specified by the Customer at the time of the Order execution, as well as view information on the Services provision progress.
3.3.5. Perform other obligations stipulated by the Agreement, including Mandatory Documents, as well as the current legislation of the Russian Federation.
3.4. The Customer has the right to:
3.4.1. To allow its representatives to manage and otherwise use the Service in respect of which the relevant Services have been purchased;
3.4.2. Check the progress and quality of the Services provision under the placed Orders;
3.4.3. Exercise other rights provided by the Agreement, including Mandatory Documents, as well as the effective legislation of the Russian Federation.
3.4.4. To unilaterally refuse to perform the Agreement in cases provided by the current legislation of the Russian Federation and/or these Rules;
4. Cost of Services and settlement procedure
4.1. The cost of the Services under the Agreement shall be determined in accordance with the Contractor's Price Lists effective as of the date of their Order, depending on the name, composition and (if necessary) the term of the Services provision.
4.2. If the Customer is not recognized as a tax resident of the Russian Federation, the Contractor shall invoice the Price List with the cost of the Services in US dollars, and such invoice may be issued both in rubles at the rate of the Central Bank of the Russian Federation on the date of billing and in US dollars.
4.3. Payment for the Services shall be made by the Customer by making an advance payment in the amount of 100% of the cost of the respective Services in the currency in which the invoice is issued.
4.4. Settlements under the Agreement shall be made by means of cashless transfers to the bank account of the Contractor indicated in the invoice, or using the payment services specified during the Order placement in the Appendix. Each Party shall independently pay bank fees and other expenses in connection with the transfer/receipt of payments charged by its servicing bank. Bank expenses charged by third parties for interbank money transfer shall be borne by the Contractor.
4.5. The Customer shall be deemed to have fulfilled its obligations to pay for the Services from the moment of receipt of funds to the Contractor's bank account in the prescribed amount in case of cashless form of payment or provision of information on payment made by the Customer by the payment service operator acting on the basis of the agreement with the Contractor.
4.6. If the Customer is not recognized as a tax resident of the Russian Federation:
4.6.1. The Customer shall establish and inform the Contractor in writing whether the Contractor has any obligations in the country of residence of the Customer in connection with the Agreement, and whether it is necessary to retain, transfer or otherwise pay in the country of residence of the Customer any taxes, fees and other similar payments (hereinafter - «Taxes») from the amounts due to the Contractor under the Agreement. The Parties agree that any remuneration under the Agreement shall not include such Taxes. In case it is necessary to withhold, transfer or otherwise pay any Taxes in the country of residence of the Customer, the said fee shall be increased by the amount of such Taxes.
4.6.2. The Parties agree to provide each other with the necessary information or documentation (e.g. residence certificate or any other replacement thereof) in order to be able to submit an application made under the Agreement in order to reduce or exclude any deductions or deductions required by law from any amounts payable under the Agreement.
4.6.3. For the purposes of this clause, the term «Agreement» means any applicable convention or agreement between the Russian Federation and the country of residence of the Customer, including the avoidance of double taxation and avoidance of tax evasion on income, and any amendments, instructions and protocols to such conventions or agreements and their wording.
5. Delivery of Services
5.1. The Services shall be deemed rendered by the Contractor from the moment of ensuring that the Customer can use the relevant additional functionality of the Application by opening and reserving access to them by the Customer for the appropriate period (or without term limitation) in the Contractor's internal accounting system.
In case of providing the Customer with a special code, access to the Application functionality shall be considered open and reserved for the Customer for the appropriate period in the Contractor's internal accounting system from the moment of sending such code to the Customer.
5.7. In case the Customer fails to submit written objections to the services provided to the Contractor within 15 (Fifteen) calendar days, the Services shall be deemed accepted by the Customer and shall be paid in full.
6. Guarantees of the parties
6.1. The Contractor guarantees:
1) belonging to him rights to use the Appendix to the extent necessary for proper fulfillment of obligations under the Agreement;
2) provision of Services under the Contract in full compliance with these Rules and Mandatory Documents.
6.2. Contractor does not provide any implied or express warranty in the Rules or on the Site in respect of:
6.2.1. compliance of additional functionality of the Application with Customer's requirements and expectations, their suitability for a certain purpose, and absence of design defects;
6.2.2. providing continuous access to the Application and its associated Service, absence of errors in their software, possibility and timing of their elimination.
6.3. The Customer guarantees the use of the Application and the Service based on it in accordance with the terms of these Rules and Mandatory Documents.
7. Liability of the parties
7.1. The Parties shall be liable for non-fulfillment or improper performance of the obligations assumed under the Agreement in accordance with the effective legislation of the Russian Federation.
7.2. The Contractor is not responsible for counter-fulfillment of the obligations to provide the Services in case of late payment of the Services, and other cases of complete or partial non-fulfillment by the Customer of the obligations under the Agreement, as well as the presence of circumstances obviously indicating that such execution will not be carried out within the prescribed period.
7.3. If it is impossible to use the Service for more than 5 (Five) hours during the Contractor's working day (from 9.00 to 19.00 Moscow time), the Customer shall send the Contractor a written claim detailing the circumstances and the period of lack of access.
7.4. If the claim is considered justified, the Customer's access to the relevant Service shall be extended by the Contractor for one day (24 hours) for each day in which the items 7.3 are identified. facts of inability to use the Service.
7.5. The Contractor's liability under the Agreement shall in any case be limited to compensation for real damage caused to the Customer in the amount not exceeding the paid value of the Services under the relevant Agreement.
7.6. The Customer shall bear full responsibility for compliance of the information and materials posted by him with the requirements of the legislation, including for their content and the legality of the use of intellectual property in them, availability of necessary permits and licenses, obtaining certificates for the products produced by him or confirming its compliance with technical regulations in accordance with the established procedure, as well as for other actions within the framework of guarantees provided in paragraph 6.3. of the present Rules.
7.7. In case the provision of the Services under the Contract due to violation of the Customer's guarantees resulted in the presentation of claims, claims and/or instructions for damages to the Contractor (payment of compensation) by third parties and/or state bodies or initiation of an administrative offense case, the Customer undertakes to provide to it immediately upon the Contractor's request all requested information relating to the subject matter of the dispute and to assist the Contractor in settling such claims, as well as to compensate for all losses (including court costs, expenses on payment of penalties), caused to the Performer owing to presentation, consideration and execution of such claims, claims, instructions, and it is equal administrative prosecution in connection with violation of the rights of the third parties and/or the current legislation as a result of rendering Services.
7.8. The amount of losses may be deducted by the Contractor from the Customer's funds received as a result of payment for the Services under the Agreement, including by debiting the Customer's Personal Account.
7.9. In case of violation by the Customer of the terms of the Agreement, which entailed its early termination, the amount remaining under the Agreement shall be withheld as a penalty penalty in connection with the violations.
8. Force majeure (force majeure)
8.1. The Parties shall be exempt from liability for partial or complete non-fulfillment of obligations under the Agreement caused by force majeure circumstances arising after its conclusion. Such circumstances include, inter alia, natural disasters; natural and industrial disasters; terrorist acts; military operations; civil unrest; adoption by state authorities or local self-government bodies of acts containing prohibitions or restrictions in relation to the activities of the Parties under the Agreement; other circumstances that cannot be foreseen or prevented in advance and make it impossible to fulfill the obligations of the Parties under the Agreement.
8.2. In case of force majeure circumstances impeding performance of obligations under the Agreement, the period of the Parties provision of their obligations shall be postponed in proportion to the time of such circumstances, as well as the time required to eliminate their consequences, but not more than 60 (sixty) calendar days. In the event that force majeure circumstances remain in force beyond the specified period, or when it becomes apparent to both Parties that they will be in force beyond that period, the Treaty shall terminate.
9. Acceptance of the Offer and conclusion of the Agreement
9.1. Acceptance of the Offer by the Customer shall create an Agreement between the Customer and the Contractor (Articles 433, 438 of the Civil Code of the Russian Federation) on the terms of these Rules.
9.2. Unless otherwise provided by the relevant Terms of Service, Acceptance of the Offer shall be made by the Customer by performing the following set of actions:
9.2.1. issuing and sending the Order using software tools in the Contractor's Appendix;
9.2.2. making an advance payment for the Services in the amount determined by the respective Contractor Price List on the date of payment.
9.3. The contract is considered by the Performer of the Acceptance imprisoned from the moment of obtaining the Offer.
9.4. For the avoidance of doubt, the beginning of the Customer's use of the Services further indicates the conclusion of the Contract for their provision in accordance with the terms of these Rules.
9.5. Based on the Rules, an unlimited number of Contracts may be concluded with the Customer.
10. Validity period and change of Rules
10.1. The Rules shall come into force from the moment of placement on the Contractor's Website and shall apply until their cancellation by the Contractor.
10.2. The Contractor reserves the right to amend the terms of the Rules and/or cancel the Rules at any time at its discretion. Information about the change or withdrawal of the Rules shall be communicated to the Customer at the choice of the Contractor by posting on the Contractor's Website, in the Customer's Personal Account, or by sending the corresponding notification to the electronic or postal address specified by the Customer at the time of conclusion of the Contract or during its execution.
10.3. In case of revocation of the Rules or amendments to the Rules, the latter shall come into force from the moment of bringing this information to the Customer, if another period of their entry into force is not defined by the Rules or additionally upon such notification.
10.4. The documents specified in the Rules, which are binding on the Parties, shall be approved, supplemented and amended by the Contractor at its own discretion and shall be communicated to the Customer in the manner prescribed for notifying the Customer of the change in the Rules.
11. Term, modification and termination of the Agreement
11.1. The Agreement enters into force from the moment of Acceptance of the Rules by the Customer and is valid:
a) until the Parties fully fulfill their obligations under the Agreement, or
b) until early termination of the Agreement.
11.2. In case of revocation of the Rules by the Contractor during the term of the Contract, the Contract shall be considered effective under the terms of the Rules in the latest version with all Mandatory Documents.
11.3. The contract may be terminated:
11.3.1. By agreement of the Parties at any time.
11.3.2. At the initiative of either Party with written notice to the other Party of refusal to perform the Agreement not less than 15 (Fifteen) calendar days.
11.3.3. For other reasons provided by the Rules or applicable legislation.
11.4. If the Customer refuses to perform the Contract in terms of information services after providing the Customer with the acquired access to the Application functionality, the cost of the relevant Services shall not be refunded.
12. Confidentiality Terms
12.1. The parties agree to keep in secret and to consider confidential conditions of each signed Contract and also all information obtained by one Party from other Party at the conclusion and performance of such Contract (further - «Confidential information»), and shouldn't open, disclose, publish or otherwise not to provide such information to any third party without prior written permission of the Party transferring this information.
12.2. Each Party shall take all necessary measures to protect Confidential Information with at least the same care as it protects its own Confidential Information. Access to Confidential Information will be provided only to those employees of each of the Parties who reasonably need it to perform their official duties under the Contract. Each Party shall oblige such employees to assume the same obligations to secure Confidential Information as provided for in these Rules with respect to the Parties.
12.4. The Contractor may request additional information, such as photocopies of identity documents or credit cards, if it is necessary to verify identity or to prevent fraud. If such additional information is provided to the Contractor, its use and protection shall be carried out in accordance with the terms of item 12.3. I governed.
12.5. The obligation to keep Confidential Information confidential is valid within the term of the concluded Agreement and within 5 (Five) years after its termination, unless otherwise agreed by the Parties.
13. Final provisions
13.1. The Contract, its conclusion and execution shall be governed by the effective legislation of the Russian Federation. All matters not settled by the Rules or not fully settled shall be regulated in accordance with the material law of the Russian Federation.
13.2. Disputes under the Rules and/or the Contract shall be settled in a preliminary claim manner. If the Parties fail to reach agreement, the disputes shall be considered in court at the Contractor's location.
13.3. The Parties have the right to use facsimile reproduction of signature or simple electronic signature when concluding the Agreement, issuing Orders and Reports, invoicing, as well as sending notifications under the Agreement.
13.4. Documents may be exchanged between the Parties by email. At the same time, documents transmitted in accordance with the procedure established by the Rules have full legal force, provided that there is confirmation of the delivery of the message including them to the recipient.
13.5. When the Parties use email, the electronic document sent by the Parties shall be deemed to be signed by a simple electronic signature of the sender created using its email address.
13.6. By agreement of the Parties, electronic documents signed by a simple electronic signature are recognized as equivalent documents on paper, signed by hand.
13.7. The recipient of the electronic document determines the person who signed the document at the email address it uses.
13.8. In the remainder, the use of a simple electronic signature by the Parties is governed by the User Agreement.
13.9. Any notices and documents under the Agreement, unless otherwise provided by the Rules, may be sent by one Party to the other Party: 1) by email a) to the Customer's email address specified by him at the Order checkout or in his Personal Account from the Contractor's email address specified in section 14 of the Rules in case the recipient is the Customer, and b) to the Contractor's email address specified in Section 14 of the Rules from the Customer's email address specified by the Customer at the time of checkout of the Order or in his Personal Account; 2) sending an electronic notification to the Customer in the Personal Office; 3) by mail with notification of delivery or courier service with confirmation of delivery.
13.10. In the event that one or more provisions of the Rules or the Contract are for any reason null and void, such invalidity shall have no effect on the validity of any other provision of the Rules or the Contract which shall remain in force.
13.11. Without contradicting the terms of the Rules, the Parties may at any time issue the concluded Service Agreement in the form of a written document expressing the content of the Rules in force at the time of its execution, the Mandatory Documents specified in them and the placed Order.