PUBLIC CONTRACT (OFFER) for the ordering, sale and delivery of goods

This contract is the official and public offer of the Seller to conclude a contract for the purchase and sale of Goods presented on the website https://www.prj450.com. This contract is public, meaning that in accordance with Article 633 of the Civil Code of Ukraine, its terms are the same for all buyers regardless of their status (individual, legal entity, or individual entrepreneur) without granting preference to one buyer over another. By concluding this Contract, the Buyer fully accepts the terms and procedures for placing an order, paying for goods, delivery of goods, return of goods, liability for bad-faith orders, and all other terms of the contract. The Contract is deemed concluded from the moment the Buyer clicks the “Confirm Order” button on the order placement page in the “Cart” section and receives electronic confirmation of the order from the Seller.

1. Definitions

1.1. Public Offer (hereinafter — “Offer”) — a public proposal by the Seller addressed to an unspecified range of persons to conclude a distance purchase and sale contract for goods with the Seller (hereinafter — “Contract”) on the terms set forth in this Offer.

1.2. Goods or Service — the subject matter of the agreement between the parties, selected by the Buyer on the Online Store website and placed in the cart, or already purchased by the Buyer from the Seller via remote means.

1.3. Online Store — the Seller’s website at https://www.prj450.com, created for concluding retail and wholesale purchase and sale contracts based on the Buyer’s review of product descriptions provided by the Seller via the Internet.

1.4. Buyer — any legally capable person who, in the manner prescribed by this Contract and of their own free will, fully accepts (accedes to) all its terms without exception, and/or reserves Goods using the technical tools of the Online Store, and/or receives such Goods.

1.5. Seller — Individual Entrepreneur Svich Denys Andriiovych, acting on the basis of an Extract from the Unified State Register of Legal Entities, Individual Entrepreneurs and Public Formations dated 25.01.2024, No. 18849312903, taxpayer registration number: 3389115754, located at: Ukraine, Kharkiv, 90/15 Natalii Uzhvii Street.

2. Subject of the Agreement

2.1. The Seller undertakes to transfer ownership of the Goods to the Buyer, and the Buyer undertakes to pay for and accept the Goods under the terms of this Contract.

2.2. The date of conclusion of the Contract-Offer (acceptance of the offer) and the moment of the Buyer’s full and unconditional acceptance of the Contract terms is the date on which the Buyer completes the order form on the Online Store website, provided that the Buyer receives electronic confirmation of the order from the Seller. If required and at the Buyer’s request, the Contract may be executed in written form.

3. Placing an Order

3.1. The Buyer independently places an order in the Online Store through the “Cart” form, or by placing an order via email or by calling the phone number listed in the contact section of the Online Store.

3.2. The Seller has the right to refuse to transfer an order to the Buyer if the information provided by the Buyer when placing the order is incomplete or raises doubts as to its authenticity.

3.3. When placing an order on the Online Store website, the Buyer is required to provide the following mandatory information necessary for the Seller to fulfill the order:

3.3.1. The Buyer’s last name and first name;

3.3.2. The address to which the Goods should be delivered (if delivery to the Buyer’s address);

3.3.3. Contact phone number;

3.3.4. Identification code for a legal entity or individual entrepreneur.

3.4. The name, quantity, article number, and price of the Goods selected by the Buyer are indicated in the Buyer’s cart on the Online Store website.

3.5. If either Party to the contract requires additional information, it has the right to request it from the other Party. If the Buyer fails to provide the necessary information, the Seller bears no responsibility for the quality of service provided to the Buyer when purchasing goods from the Online Store.

3.6. When placing an order through the Seller’s operator (clause 3.1 of this Offer), the Buyer is required to provide the information specified in clauses 3.3–3.4 of this Offer.

3.7. Acceptance of the terms of this Offer by the Buyer is carried out by entering the relevant data into the registration form on the Online Store website or when placing an Order through an operator. After an Order is placed through an Operator, the Buyer’s data is entered into the Seller’s database.

3.8. The Buyer is responsible for the accuracy of the information provided when placing an Order.

3.9. By concluding the Contract — that is, by accepting the terms of this offer (the proposed terms of purchase of the Goods) through placing an Order — the Buyer confirms the following:

(a) The Buyer has fully and completely read and agrees to the terms of this offer;

(b) The Buyer grants permission for the collection, processing, and transfer of personal data. This permission for the processing of personal data is valid for the entire duration of the Contract and for the period required to achieve the processing purposes after its expiry. Furthermore, by concluding the Contract, the Buyer confirms that they have been informed (without additional notice) of the rights established by the Law of Ukraine “On Personal Data Protection,” of the purposes of data collection, and that their personal data is being transferred to the Seller for the purpose of fulfilling the terms of this Contract, conducting mutual settlements, and issuing invoices, acts, and other documents. The Buyer also agrees that the Seller has the right to grant access to and transfer the Buyer’s personal data to third parties to the extent necessary to fulfill the Buyer’s order. The scope of the Buyer’s rights as a personal data subject under the Law of Ukraine “On Personal Data Protection” is known and understood by the Buyer.

4. Delivery and Handover of Goods

4.1. Delivery of Goods ordered from the Online Store is carried out by Carrier Companies throughout Ukraine in accordance with the terms set out in this Contract and in the relevant section of the Online Store entitled “Delivery.”

4.2. The Seller dispatches an Order within 3 (three) business days from the moment of payment for the respective Order. The delivery time depends on the working schedules of the Carrier Companies. In the case of a Buyer placing a pre-order for a product from a future collection, the delivery time may be extended, and the Buyer will be notified individually.

4.3. Delivery of Goods is paid for, calculated according to the tariffs of the Carrier Companies, and paid in full by the Buyer. The cost of delivery is not included in the price of the Goods. Accordingly, the cost of delivery is not indicated in the payment document for the Goods (receipt, sales/fiscal receipt) provided to the Buyer together with the delivered Goods and/or sent to the Buyer’s email address (or by any other convenient means).

4.4. In cases where delivery of Orders is carried out by Carrier Companies, by accepting this Offer the Buyer fully and unconditionally agrees to the Cargo Transportation Rules of the Carrier Companies, the terms of which can be found on the respective Carrier Companies’ websites.

4.5. The ordered Goods are handed over (transferred) to the Recipient solely upon the Buyer’s payment of 100% of the value of such Goods in the manner and on the terms established by this Contract.

4.6. The Goods are handed over (transferred) to the Recipient in packaged form. Upon receipt of the Goods, the Recipient is required to inspect the Goods for quantity, quality, assortment, and completeness.

4.7. The fact of the Buyer’s acceptance of the Goods is the handover (transfer) of the Goods to the Recipient by the courier/representative of the Carrier Company and/or the Recipient’s signature on documents confirming delivery of the Order. At that same moment, the risk of accidental destruction and/or damage to the Goods passes to the Recipient.

4.8. This Contract is considered fulfilled at the moment of handover (transfer) to the Recipient of the ordered complete Goods of proper quality that fully correspond to the Order placed by the Buyer for these Goods.

5. Rights and Obligations of the Parties

5.1. The Seller is obliged to:

5.1.1. Transfer the Goods to the Buyer in accordance with the terms of this Contract and the Buyer’s order.

5.1.2. Not disclose any private information about the Buyer or grant third parties access to such information, except as provided by law or in the course of fulfilling the Buyer’s Order.

5.2. The Seller has the right to:

5.2.1. Unilaterally amend the terms of this Contract as well as prices for Goods and services by publishing them on the Online Store website. All changes take effect from the moment of their publication.

5.3. The Buyer undertakes to:

5.3.1. Before concluding the Contract, review the content and terms of the Contract and the prices offered by the Seller on the Online Store website.

5.3.2. In order for the Seller to fulfill its obligations to the Buyer, the Buyer must provide all necessary data that unambiguously identify them as the Buyer and are sufficient for the delivery of the ordered Goods to the Buyer.

6. Quality of Goods and Warranty Obligations

6.1. The Seller undertakes to transfer to the Buyer the Goods ordered by the Buyer in proper quality, fit for use for the purposes for which such Goods are ordinarily used.

6.2. The quality of the Goods must comply with the requirements established for such category of Goods in the applicable regulatory legal acts and normative documents.

6.3. The warranty period begins from the date of handover (transfer) of the ordered Goods to the Buyer and is 14 (fourteen) days in accordance with the Law of Ukraine “On Consumer Protection.”

7. Price of Goods, Payment Procedure and Terms

7.1. The price of the Goods is determined by the Seller and indicated on the Online Store website https://www.prj450.com.

7.2. Prices for Goods may be changed by the Seller unilaterally prior to the placement of an Order by the Buyer.

7.3. Payment for the Goods is made by the Buyer in the amount of 100% of the value of the Goods prior to their dispatch.

7.4. Payment is made using one of the methods available on the Online Store website, including: by bank card through payment systems; or by another method indicated on the website.

7.5. The moment of payment is the moment funds are credited to the Seller’s account.

7.6. In the absence of payment, the Seller has the right not to dispatch the Order.

7.7. All fees charged by payment systems or banks are paid by the Buyer, unless otherwise stated on the website.

7.8. The Seller provides the Buyer with confirmation of payment in the form of an electronic or payment document in accordance with the requirements of Ukrainian legislation.

8. Procedure for Exchange and Return of Goods

8.1. The procedure and conditions for the exchange and return of Goods are set out in the Online Store under the section “Guarantee and Returns.”

8.2. The exchange and return of Goods are carried out in accordance with the Law of Ukraine “On Consumer Protection” No. 1024-XII dated 12.05.1991 (as amended).

8.3. Exchange and return of goods of proper quality:

8.3.1. The Buyer has the right to refuse the received Goods within 14 (fourteen) days from the moment of receipt, exclusively on condition that the presentable appearance, consumer properties of the Goods, original packaging, labels, and payment document (electronic document, receipt, sales or fiscal receipt confirming the receipt of funds, with the date of payment indicated) have been preserved.

8.3.2. In accordance with Part 1 of Article 9 of the Law of Ukraine “On Consumer Protection” dated May 12, 1991, No. 1023-XII, and in accordance with Cabinet of Ministers Resolution No. 172 “On the Implementation of Certain Provisions of the Law of Ukraine ‘On Consumer Protection'” dated March 19, 1994, underwear, hosiery, and headwear — the sale of which may be conducted in the Online Store — fall into the category of goods that are not subject to exchange or return.

8.4. Exchange and return of goods of improper quality:

8.4.1. If, upon receipt of the Goods at the Carrier Company’s branch or upon delivery of the Goods by courier, the Recipient discovers that the goods do not meet the stated quality, the Recipient has the right to refuse the Goods on the spot, and is also obligated to contact the Seller to agree on the procedure for exchange/return of the Goods or refund of the prepayment for the Goods. By accepting the Goods, the Recipient confirms that they agree with the quality and completeness of the Goods.

8.4.2. If improper quality of the Goods is discovered during use (operation), the Buyer has the right to refuse the received Goods within 14 (fourteen) days from the moment of receipt of such Goods.

8.5. If the Goods are returned by the Buyer due to a delay in dispatching the order through the fault of the Seller and the resulting loss of relevance of such goods for the Buyer, and/or in the case of a discrepancy between the received items and the Order placed by the Buyer, and/or upon the Buyer’s discovery of material defects in the Goods indicating their improper quality — the courier or Carrier Company services for the exchange and return of such Goods shall be paid by the Seller. In all other cases, delivery costs for exchange and return of Goods shall be paid by the Buyer.

8.6. Upon return of the Goods by the Buyer, the Seller shall refund the amount paid for the Goods within 7 (seven) calendar days from the date of actual return of the Goods.

9. Liability of the Parties and Dispute Resolution

9.1. For failure to perform or improper performance of the terms of this Contract, the Parties bear liability as provided by this Contract and the applicable legislation of Ukraine.

9.2. If the failure to perform or improper performance of the terms of this Contract by one of the Parties has caused losses to the other Party, the guilty Party is obliged to compensate such losses in full.

9.3. Compensation for losses incurred does not release the guilty Party from the obligation to properly perform the terms of this Contract.

9.4. The Seller is not liable for:

– minor color discrepancies of the Goods, which may differ from the actual product solely due to different color rendering on monitors of individual personal computers and/or smartphone models;

– the content and accuracy of information provided by the Buyer when placing an Order;

– delays and interruptions in Order processing and Goods delivery services that occur due to reasons beyond the Seller’s control;

– unlawful and illegal actions committed by the Buyer using Internet access;

– the Buyer’s transfer of their network identifiers to third parties.

9.5. In the event of a dispute, the Buyer may send complaints, claims, and/or demands to the Seller’s official email address: pro450j@gmail.com

9.6. The Seller shall respond to complaints, claims, and/or demands sent to the official email address specified in clause 9.5 of Section 9 of this Contract within 7 (seven) business days.

9.7. If consensus cannot be reached within 30 (thirty) calendar days, the Buyer has the right to file a complaint with any governmental body whose competence includes the review of such complaints.

9.8. If the dispute cannot be resolved in accordance with clauses 9.5, 9.6, 9.7 of Section 9 of this Contract, the Buyer has the right to file a claim with the court at the Seller’s location.

10. Force Majeure

10.1. The Parties are released from liability for full or partial non-performance or improper performance of obligations under this Contract if such non-performance or improper performance was caused by force majeure circumstances.

10.2. Force majeure circumstances shall be understood as circumstances that arose against the will or contrary to the will or desire of the Parties and which could not be foreseen or avoided, including: military operations, armed conflict or the threat thereof, civil unrest, sabotage, epidemics, pandemics, blockades, fires, earthquakes, other natural phenomena, natural disasters, failures in the power supply and communications used for providing services, the adoption of acts by state authorities, and other circumstances beyond the Parties’ control that prevent the timely, full, and proper performance by a Party of its obligations under this Contract.

10.3. The occurrence of force majeure circumstances must be confirmed by a document from the competent authority — the relevant Chamber of Commerce and Industry or another authorized and competent body or entity.

10.4. In the event of force majeure circumstances, the Party affected thereby shall notify the other Party within 5 (five) days from the moment such circumstance arises, or from the moment the affected Party is able to notify the other Party of the occurrence of the circumstance. Upon cessation of the force majeure circumstances, the Party that was subject to them shall notify the other Party of such cessation within 5 (five) days from the end of the force majeure circumstances, or from the moment the affected Party is able to notify the other Party of their cessation.

10.5. If force majeure circumstances continue for more than 3 (three) consecutive months, each Party has the right to refuse further performance of obligations under this Contract, and in such case, neither Party shall have the right to claim compensation from the other Party for any possible losses.

11. Other Terms of the Contract

11.1. This Contract is a public electronic contract (offer) for the order, purchase, sale, and delivery of Goods at a distance using remote communication means (the Internet) via the Online Store.

11.2. Revocation or amendment of the terms of the offer to conclude this Contract, as well as amendment of the terms of the Contract, may be made by the Seller at any time and cannot serve as grounds for:

– any review or amendment of the terms or termination of contracts already concluded by the Seller with Buyers under the terms of this Contract;

– the Seller’s refusal to fulfill obligations assumed under contracts already concluded with Buyers under the terms of this Contract.

11.3. The terms of the offer to conclude this Contract, as well as the terms of this Contract, are the same for all Buyers.

11.4. Conclusion of the Contract (acceptance by the Buyer of the Seller’s offer) is considered the unconditional and full acceptance by the Buyer of all terms of the Contract without exception, including essential terms, and the Buyer’s entry into the corresponding contractual legal relationship with the Seller.

11.5. Documentary (paper) confirmation of the fact of concluding the Contract is the corresponding payment document of the established form bearing a mark indicating the date of sale (date of transfer) of the Goods.

11.6. The recognition of individual terms of the Contract as invalid, void, or as having lost legal force shall not result in any other terms of this public Contract being recognized as invalid, void, or as having lost legal force.

11.7. On all matters not addressed in the Contract, the Parties shall be governed by the applicable legislation of Ukraine.

SELLER’S DETAILS AND ADDRESS

Individual Entrepreneur Svich Denys Andriiovych

Legal address: Ukraine, 61195, Kharkiv Region, City of Kharkiv, Uzhvii Natalii Street, Building 90, Apartment 15

Taxpayer Registration Number (RNOKPP): 3389115754

Bank Account: UA823052990000026005005900426

Bank: JSC CB “PrivatBank”

Tel.: +380 (99) 266 16 20

E-mail: pro450j@gmail.com

____________________ Svich D.A.