Public offer agreement of IT Group Kazakhstan for individuals, legal entities and individual entrepreneurs dated November 10, 2017.
IT Group Kazakhstan provides its services under a public offer agreement. This means you do not need to sign the agreement itself; it is enough to express your consent to the terms of the offer by signing a supplementary agreement to it.
IT Group Kazakhstan, hereinafter the "Contractor", represented by General Director M.M. Dudnichenkov, acting on the basis of the certificate of state registration, publishes these Terms, which constitute a public offer (proposal) to provide website development and other related services.
1. Terms and definitions used in these Terms
The terms and definitions used in these Terms have the following meanings:
1.1. Offer: this document for individuals, legal entities and individual entrepreneurs published on the Internet at: https://itgroup.kz/en/contract-offer
1.2. Acceptance of the offer: full and unconditional acceptance of the offer by the Customer performing the actions specified in clause 1.2 of this offer. Acceptance of the offer creates the offer agreement.
1.3. SERVICES: the services provided by the Contractor to the Customer. The full list of Services is available on the Contractor's website at http://itgroup.kz/
1.4. Customer: the person who has accepted the offer and is thereby the Customer of the Contractor's services under the concluded offer agreement
Other terms and definitions not expressly defined in these Terms shall be interpreted in accordance with the legislation of the Republic of Kazakhstan.
2. General provisions
2.1. In accordance with Article 395 of the Civil Code of the Republic of Kazakhstan, these Terms are a public offer (proposal) of the Contractor addressed to individuals, legal entities and individual entrepreneurs, containing the essential terms of the agreement for the provision and use of the Services.
2.2. The Customer's payment to the Contractor under the website development Agreement and receipt of the corresponding financial document confirming the payment shall be deemed unconditional acceptance of the terms of this public Offer Agreement (hereinafter the "Agreement").
2.3. From the moment of acceptance, the Client is deemed to have read and agreed to this offer and, in accordance with the Civil Code of the Republic of Kazakhstan, to have entered into a contractual relationship with the Contractor under these Terms.
2.4. The Contractor's obligations are limited to the terms of this offer; in particular, they do not include providing the Client with Internet access. The Client provides Internet access independently and at their own expense. The Contractor also does not provide the ability to send and receive electronic messages at the Contractor's office, setup and/or diagnostics of computer hardware and software, or training of the Client and/or the Client's employees in working with software and hardware.
3. Rules for using the Services for developing an exclusive website
3.1. All services, corrections and revisions to the website working materials not included in the scope of services set out in Appendix No. 1 are provided by the Contractor under separate supplementary agreements in which the parties define the scope, timing and cost of the services.
3.2. The Customer undertakes to provide information requested by the Contractor in connection with the performance of obligations under this agreement, including information about the Customer's company, the services/works provided by the Customer, and other information in accordance with Appendix No. 1.
3.3. The Contractor undertakes to provide the services under this agreement with proper quality, within the scope and time frame set out in Appendix No. 1 to this agreement (hereinafter "Appendix No. 1"). If the Customer fails to perform or improperly performs the obligation under clause 3.2 of this agreement, the Contractor's service period is extended by the corresponding number of days of the Customer's delay.
3.4. The Customer may monitor compliance with the terms of this agreement without interfering in the Contractor's area of professional competence.
3.5. Request information from the Contractor about the progress of the agreement.
3.6. The Contractor may temporarily suspend the provision of services under this Agreement to the Customer if the Customer has outstanding debts under any other agreements concluded with the Contractor.
3.7. Place on all pages of the Customer's website a text and/or graphic mark clearly identifying the Contractor as the creator of the website. The Customer may not change, remove or hide this mark.
3.8. Customer's obligations
3.8.1 The Customer undertakes to pay for the Contractor's services in the amount specified as the Total Cost in Appendix No. 1.
3.8.2 Payment is made by bank transfer to the Contractor's account.
3.8.3. If the Customer fails to perform or improperly performs the obligation under sub-clauses 2.8.1 or 2.8.2 of this agreement, the Contractor's service period is extended by the corresponding number of days of the Customer's delay.
3.8.4. The Customer's receipt of the services under this Agreement is confirmed by the parties signing the Certificate of Acceptance of work performed under this agreement.
3.8.5. Within 2 (two) business days after fulfilling its obligations under this agreement, the Contractor sends the Customer a Certificate of Acceptance of work performed; the Customer must sign it within 2 (two) business days of receipt.
3.8.6. If within the period specified in sub-clause 2.8.5 of this agreement the Customer does not sign the Certificate of Acceptance and does not submit written objections to it, the Certificate signed unilaterally by the Contractor is deemed confirmation that the services were properly provided in full and is grounds for the Customer to pay for the Contractor's services.
3.8.7. The Customer is responsible for any information posted on the website.
4. Rules for using the Services for developing a website based on a ready-made solution
4.1. The Contractor provides the Customer with a website based on a ready-made solution (template). Design changes are made only to text content. The functional part of the website based on a ready-made solution remains unchanged.
4.2. The following cannot be changed: the website background, color scheme, module layout, language panel and font style. Any changes to the website functionality are made by the Contractor only after receiving additional payment from the Customer.
4.3. The Customer must choose the design of the ready-made solution responsibly. Once the design is chosen, the Customer and the Contractor sign additional Appendix No. 2 to this agreement approving it.
4.4. The ready-made solution CANNOT be changed after approval, since the specialist spends time placing information and promoting the website in search engines.
4.5. The Contractor only advises the Customer on choosing the design of the ready-made solution. The Customer submits the request for the chosen design independently.
4.6. The Contractor does not search for or write text content for the Customer, edit photos or correct grammatical errors in the text provided by the Customer.
4.7. If the Customer does not provide the information within 3 (three) business days of concluding the agreement, the Contractor is not responsible for any extension of the website development period.
4.8. When developing an online store based on a ready-made solution, the Contractor adds no more than 20 (twenty) products to the website.
4.9. If the agreement is terminated, the prepayment is not refunded to the Customer due to the work already performed.
5. Rules for using the Services for website promotion
5.1. Work procedure
5.1.1. To promote the Customer's website, the Customer provides all information needed for the work, including current access to the Customer's website admin and hosting panels.
5.1.2. Within 6 (six) months, the Contractor optimizes the Customer's website in Yandex and Google for the keywords listed in Appendix No. 1 to this agreement and maintains it in these search engines for the following 6 (six) months until the agreement expires. The Customer understands that a website's ranking in search engines depends on many circumstances and factors.
5.1.3. At the end of each month, the parties sign a certificate of work performed no later than two business days after it is provided.
5.1.4. The Contractor provides the Customer with monthly statistics on the promotion of the Customer's website and on its visitors.
5.2. Rights and obligations of the Contractor
5.2.1. Within 6 months, the Contractor optimizes the Customer's website in Yandex and Google for the keywords listed in Appendix No. 1 to this agreement and subsequently maintains it in these search engines until the agreement expires. The Customer understands that a website's ranking in search engines depends on many circumstances and factors.
5.2.2. The Contractor undertakes to provide the Customer with monthly statistics on the promotion of the Customer's website and on its visitors.
5.3. Rights and obligations of the Customer
5.3.1. To promote the Customer's website, the Customer provides all information needed for the work, including current access to the Customer's website admin and hosting panels.
5.3.2. The Customer undertakes to use the Internet only lawfully and not to shift to the Contractor responsibility for any damage suffered by the Customer or a third party while the Customer uses the Contractor's services.
5.3.3. The Customer undertakes to pay for the Contractor's work on time in accordance with clause 4.4.1
5.3.4. If the Customer has difficulty paying, the Customer must send the Contractor the original of a letter of guarantee undertaking to repay the debt under this Agreement by a certain date.
5.3.5. The cost of promotion is determined by the base cost of promotion per keyword and is calculated based on the selected rate plan set out in Appendix No. 3 to this agreement.
5.3.6. The cost of work must be paid in all cases, including when the Contractor could not perform the work due to the fault of the Customer or third parties (for example, the hosting provider). At the end of the month, the parties sign a certificate of work performed no later than 2 business days after it is provided.
5.3.7 VAT is not charged because the Contractor applies the simplified taxation system.
5.3.8 Prepayment is made at the beginning of each month based on an invoice within two days of its submission.
5.3.9 The Contractor issues an invoice and sends a scan of it to the email of the Customer's responsible representative.
5.3.10 The original invoice is sent at the Customer's Request within 5 (five) business days after the scan is sent. The Contractor determines the method of delivery.
5.3.11 The Customer pays the invoice within 5 (five) banking days of receiving it.
5.3.12 Payment of the invoice constitutes acceptance of the work by the Customer.
5.4. Express website promotion services are provided within 3 (three) months. The service costs 150,000 KZT. The Contractor does not guarantee that the website will reach the TOP 10, since this depends on ranking methods that search engines change every day.
6. Rules for using the Services for website maintenance
6.1. Website support services include the following:
6.1.1. Posting information (hereinafter "content") on the website
6.1.2. Ensuring continuous operation of the website (promptly eliminating anything that prevents it).
6.1.3. Technical support of the website's automated content management systems.
6.1.4. Protecting the website against hacker and virus attacks.
6.2. The Contractor posts content on the website within two days of receiving it from the Customer.
6.3. The Contractor posts on the website only content received from the Customer; the Contractor does not create content itself or search for content on the Internet. The Contractor does not correct grammatical or syntax errors in the Customer's materials.
6.4. The Contractor may not use the content for any purpose other than performing this agreement.
6.5. The Contractor accepts content from the Customer only in the following formats:
- text for posting as articles (doc, docx - MS Word documents);
- documents for posting as downloadable files (excel, pdf, rar, zip, doc);
- photos for the website photo gallery (jpg, png);
- audio materials (mp3);
- video materials (avi, wmv, mkv)
6.6. Adding text translations provided by the Customer to the website counts as a full content item when assessing the volume of information accepted.
6.7. The cost of the Service and the term of the agreement are set out in Appendix No. 4 to this agreement.
7. Rules for using the Services for managing contextual advertising
7.1. The Contractor provides the Customer with services for managing contextual advertising on the Internet in the Yandex Direct System and/or the Google AdWords System.
7.2. Advertising materials provided by the Customer must comply with the current legislation of the Republic of Kazakhstan. The Contractor reserves the right to reject any advertising materials provided by the Customer and to suspend their placement if their placement, content and/or form contradict the above requirements or do not comply with the Contractor's advertising policy.
7.3. The Contractor shall:
7.3.1. Provide Advertising services of proper quality, in full and on time.
7.3.2. Ensure that the advertising services provided meet the Customer's requirements and the requirements of the current legislation of the Republic of Kazakhstan.
7.3.3. Provide reports on the work done at the Customer's request
7.4. The Contractor may:
7.4.1. Provide contextual advertising placement services in accordance with this Agreement and the Customer's requests, and advise on issues arising in connection with the services by phone or email.
7.4.2. Refuse to produce and/or place advertising, or not accept advertising for placement, if it does not comply with the Agreement or Request, the current legislation of the Republic of Kazakhstan, or the rules and requirements of the Publisher, Advertising Producer or third parties represented by the Customer (the Customer's clients).
7.4.3. Suspend the services if the Customer does not comply with the requirements for advertising and its placement, or breaches the terms of the Agreement on acceptance of and payment for the services.
7.4.4. Require the Customer to accept and pay for the services in the manner set out in the Agreement.
7.5. Limitations of the Contractor's liability.
7.5.1. The Contractor does not influence the improvement of the Customer's financial and economic performance (increased sales, demand, turnover, return on investment and similar); the Customer's economic expectations from the Contractor's services and advertising campaigns are beyond the Contractor's control. The Contractor is not liable if the Customer does not achieve or obtain the economic or financial result it expects from the Contractor's services and advertising campaigns.
7.6.1. The Customer shall:
7.6.2. Accept and pay for advertising services provided by the Contractor with proper quality, in full and within the time frame set out in Appendix No. 5 to this agreement.
7.6.3. The Customer may require the Contractor to provide reports on the services if the Agreement provides for reporting to the Customer.
7.6.4 The estimated cost of contextual advertising placement Services is set out in Appendix No. 5 to this agreement.
7.6.5 The payment date is the day the funds are credited to the Contractor's account.
7.6.6 If the agreement is terminated, ads continue to be shown using the remaining funds in Yandex Direct and/or Google AdWords, but the Contractor stops managing the contextual advertising. Access to the account created by the Contractor is not transferred to the Customer.
7.6.7 If the Agreement is terminated at the Customer's initiative, the prepayment for managing contextual advertising is a deposit and is not refunded to the Customer due to the work already performed.
8. Rules for using the Services for hosting and domain name registration
8.1. The Services mean providing the Customer with:
8.1.1. A unique username and password allowing them to place their information on the Contractor's servers (within 1-5 business days after payment is received in the Contractor's account);
8.1.2 Domain name registration
8.2. The Services do not include sending and receiving the Customer's electronic messages at the Contractor's office, setting up or diagnosing the Customer's personal computer, modem and software either at the Contractor's office or on site, or training in using the Internet.
8.4. When assisting the Customer with domain name registration, the Contractor is not responsible for registration times and possible delays related to the technical specifics of the registering organization. The Contractor is also not responsible if the registering organization refuses to register a domain for any reason consistent with its internal Regulations.
8.5. A new domain name is registered if all the necessary conditions, rules and standards for its registration are met, in particular:
- the domain name is available at the time of registration;
- generally accepted moral and ethical standards are not violated;
- the request contains complete and correct information required for registration;
- the rules of the domain zone are observed.
8.6. The rights to the domain name(s) being registered are transferred to the Customer for the entire term, provided that the corresponding fee set out in Appendix No. 6 to this agreement is paid.
8.7. No refunds are made under any circumstances for the domain(s) registered under this agreement.
8.8. Domain name registration requires personal information about the domain name user. By accepting the terms of this offer, the Subscriber agrees that their contact information may be used as contact information in the public WHOIS internet service, including in anonymized form.
8.9. Contractor's obligations:
8.9.1. Register the Customer by issuing a password and username (login) on paper or by sending the password and login to the Customer's email based on an official letter.
8.9.2. Take all actions within its control to register the domain name chosen by the Customer, but does not guarantee that the chosen domain name will not be taken by a third party while the Customer pays the invoice and the technical registration procedures are completed.
8.9.3. Correct free of charge, at the Customer's request, all identified defects caused by the Contractor. The Contractor must correct the defects within two business days after the Customer's request.
8.9.4 The Customer must provide complete, truthful and accurate information about themselves, in particular contact information (full name, organization name, address, phone, email).
8.9.6 Keep the financial documents issued to them confirming payment for the Services;
9. Rules for using the Services for managing and setting up corporate email
9.1. Contractor's obligations:
9.1.1. Provide the Customer with unlimited disk space for corporate email
9.1.2. Protect mailboxes against virus and hacker attacks
9.2. Customer's obligations:
10. Acceptance of services
10.1. The Customer's receipt of the services under this Agreement is confirmed by the parties signing the Certificate of Acceptance of work performed under this agreement.
11. Liability of the parties
11.1. The Parties are liable for non-performance or improper performance of their obligations under this agreement in accordance with the current legislation of the Republic of Kazakhstan.
11.2. The Customer undertakes to pay for the Contractor's services in full:
11.2.1. The Parties have agreed that if this agreement cannot be performed due to the Customer's fault, or if the Customer unilaterally withdraws from this agreement or avoids paying invoices under this Agreement, the Customer undertakes to pay for the Contractor's services in full.
11.2.2. If neither party notifies the other of termination 30 calendar days in advance, the agreement is automatically extended.
12. Dispute resolution
12.1. All disputes or disagreements arising between the parties under or in connection with this agreement, including those concerning its conclusion, amendment, performance, breach, termination or invalidity, shall be resolved by the International Arbitration of the West Kazakhstan Region (address: 167 Abulkhair Khan Ave, Uralsk, West Kazakhstan Region, Republic of Kazakhstan) or at another address if it changes, of which the Parties are notified verbally, in accordance with its rules, by a single presiding arbitrator, in Russian, following the procedure established by the current legislation of the Republic of Kazakhstan. The Parties confirm that they have read and agree with the Arbitration Rules in person or on www.zkosud.kz. The Arbitration Rules are an integral part of this agreement. Correspondence, notices and SMS messages are sent to the address and mobile phone number specified in this agreement or to the actual location of the Parties or their bodies. If the address or mobile phone number changes, the Parties shall notify each other and the Arbitration in writing within three calendar days. If the Parties have not notified of a change of address or mobile phone number, correspondence and SMS messages are sent to the address specified in this agreement and are deemed duly delivered.
12.2 The Parties confirm that the above clause of this agreement is an Arbitration Agreement, a written agreement of the Parties to refer any dispute that has arisen or may arise from civil law relations to the International Arbitration of the West Kazakhstan Region.
13. Final provisions
13.1 The Parties undertake to keep confidential any commercial, financial and other confidential information received from the other Party in the course of performing this agreement.
13.2. The confidentiality obligations assumed by the parties under this agreement do not apply to publicly available information or to information that becomes known to third parties through no fault of the Parties.
13.3. The Parties shall notify each other in writing of any change in their legal or postal address, bank or other details within 3 (three) business days of the change
13.4. Place of service: 33/2 Gumar Karash St, Uralsk