This document is a proposal for the contract, the agreement's conditions are listed below. The offer is addressed to any individuals, who have the right to enter into the contract.
As used in this agreement, the following terms shall have the meanings set forth below:
"The Public offer agreement" is the current document, published at https://offergate.pro/. It is a proposal of the Service Provider to make an agreement according to the specified terms, adressed to webmasters. Referred to as "the agreement" further on.
"An Offer Acceptance" — a complete and implicit webmaster’s acceptance of the agreement by action taking defined in the offer.
"The Service Provider" — ADV BIZ Ltd. Agios Fylaxeos & Christoforou Perevou, 2, KALIA COURT, Flat\Office 601, 3025 Limassol, Cyprus, which is the system and service owner; a party of the agreement.
"A Webmaster" is an individual or a legal entity, which desires to acquire the right to use the System and the Service, in order to continue the system and service use based on the terms of the agreement; a party of the agreement.
"The Service" is a service that belongs to the Service Provider, aimed at the placement of the materials, available in the system, at web-sources with the functional help of the system in order to achieve the action goals, performed by the Users who were transferred (redirected) to the page.
"The System" is a software and hardware system (computer programs), belonging to the Service Provider and developed for the placement of the advertising materials at the specified web-sources, as well as for recording and accounting of the actions taken by the Users, transferred (redirected) to the page.
"A Web-source" (website) is an information source in the Internet, a webmaster's and/or affiliate's compilation of electronic documents (files), possessing a unique URL-address, designed for information publication in the Internet and belonging to the webmaster and/or affiliate, registered in the system.
"A Web-page" is a logical unit of the Internet, defined by an individual unique URL-address, created based on the HTML language and containing information (text, graphics, audio and video files).
"The User" — is any individual which has the access to the Internet and visits websites.
"The Transition" – is a HTTP-inquiry redirection from the Internet user's browser via hyperlink, by means of the Service.
"The action (lead)" is a fulfillment of a specific action (goal) by the User at the landing page of the website.
"User's data" – is the data, provided by the User while visiting the web-source, transferring or by goal fulfillment.
"Landing page" – a web page, where the action (conversion) takes place.
"Cookie" или "Cookies" – are website's temporary data files, stored in the User's browser.
"The Affiliate" (partner) is an individual or a legal entity that has made a corresponding agreement with the webmaster. The Affiliate owns the website or has the right to place advertising materials at the web-source, based on the terms of the corresponding agreement.
"An Error" – is any error and/or a network/system malfunction, and/or a malfunction of the website of the Service Provider https://offergate.pro/; incorrect display of any information at the Service Provider's website https://offergate.pro/ and/or in the system, etc.
Other terms, definitions and collocations, used in this public offer agreement can be defined according to the provisions of the agreement or based on the practical usage of these terms, definitions and collocations in information technology sphere, as well as according to the legislation of the Service Provider's state government.
2.1. The acceptance of requirements and provisions, listed in this offer, as well as its application to the webmaster and service provider relationship (the relationship between parties) is an obligatory condition for the conclusion of the agreement.
2.2. After filling in the obligatory information and familiarization with the public offer agreement, the webmaster accepts the agreement by pressing the "Registration" button at https://offergate.pro/auth/register/. This procedure is an offer acceptance and equal to the entrance into the agreement with the Service Provider that imposes liabilities. Webmaster is obliged to comply to the terms of the agreement. Webmaster's registration in the System is the acceptance of current public offer as well.
3.1. The Service Provider is obliged to:
3.1.1. Provide the webmaster with technical support prior to this agreement.
3.1.2 Send the complete statistics of credited income and the necessary actions for the next month to the email address, specified by webmaster at https://offergate.pro website, prior to this agreement by the 30th of every reporting month. Webmaster also can access statistics anytime in his Private Cabinet, provided by the Service Provider, within one hour.
3.1.3. In case of any disruptions and malfunctions in the System or Service operation the Service Provider is obliged to inform the webmaster immediately by any communication means (by phone, by email, by fax, etc. specified by the webmaster during the registration), ensuring rapid awareness.
3.1.4 In case of any disruptions and malfunctions in the System or Service operation the Service Provider is obliged to take measures for fluent restoration of operation.
3.1.5 Provide the webmaster with the access to the Service Provider's system by sending an email to the webmaster containing login (email) and password. The email is sent to the address specified by the webmaster during registration.
3.1.6 Ensure the webmaster's ability to access the system and his ability to use functions of the system at the webmaster's sources.
3.2. The Service Provider has a right to:
3.2.1 Deny the registration or ban the webmaster's access into the system or/and delete webmaster's profile or/and disconnect his web-sources in the system in case any violation of this agreement terms or abuse/fraud.
3.2.2 Deny the connection of the webmaster's website or delete the existing connection if the web-source does not meet the demands of Russian legislation and/or any applicable legislation; if the web source does not meet the requirements of the Service Provider's advertising policy.
3.2.3. Request additional information from the webmaster, necessary for the fulfillment of the agreement's obligations by the Service Provider.
3.2.4. Stop or suspend the access to the system for the webmaster and limit the system and service functions due to technical, technological and other reasons, as well as in case of prevention activities. The webmaster has to be informed by email.
3.2.5. Request a documentary evidence of web-source compliance with Russian legislation or any other applicable legislation and a documentary evidence of the webmaster's right to manage the website, if necessary.
3.2.6. Use the webmaster's name, logo, trademark or/and brand name or/and the name of the website or/and information and other materials, recorded in the system, in internal and external presentation materials of the Service Provider and publish those at the Service Provider's website (https://offergate.pro/); without any negotiation.
3.3 Webmaster is obliged to:
3.3.1 Use the system and the service in strict accordance with the terms of agreement.
3.3.2 Avoid the transfer of rights, acquired by this agreement.
3.3.3. Maintain confidentiality of all the information received from the Service Provider. All the actions, performed with the use of the webmaster's personal account information, would be considered as the actions performed by the webmaster himself.
3.3.4. Provide all the legal copies of the documents, confirming the right of the webmaster to manage the web source upon first request addressed to the webmaster's email.
3.3.5. Avoid publishing any materials in the system the content of which anyhow violates the rights of the third party and/or the Russian legislation or any other applicable legislation in force.
3.3.6 Inform the Service Provider immediately in case of any disruptions and malfunctions in the web source operation by any communication means (by phone, by email, by fax, etc. specified by the contacts specified in the agreement), ensuring rapid awareness.
3.3.7 Immediately inform the Service Provider about any circumstances that can affect the webmaster's compliance with the terms of agreement.
3.3.8 Prevent any abuse and fraud during usage of the system and service.
3.3.9 Provide true and complete records for the webmaster's identification during the registration in the system and during the system and service usage. Any other information provided upon request to the Service Provider must be true and complete as well.
3.3.10 Avoid using the system and service for any purposes that are not mentioned in the agreement.
3.3.11. Avoid using the system and service, as well as its components (front-end, back-end, initial codes, other elements of the system) and any other information, available in the system for any purposes not mentioned in the agreement. All of the components of the system are identified as intellectual property of the Service Provider and are protected by the law.
3.3.13. Prevent any violation of the third party' rights using the system and service while using the system and service.
3.3.14 Comply to any other rules and requirements, available for the webmaster in the system and meet the demands of Service Provider, communicated to the webmaster by means of functional abilities of the system or in any other way.
3.4. Webmaster has a right to:
3.4.1. Use the system and service according to the clause 2.2. of the agreement.
3.4.2. Receive technical support according to the terms of agreement, request additional technical support from the Service Provider if necessary.
3.4.3. None of the parties is allowed to transfer the rights to the third party by any means or free itself from the obligations of the agreement or any other right or obligation it includes, without preliminary written approval of the other party, except for the cases mentioned in this public offer.
3.4.4. The parties have a right to use facsimile signature as an equivalent of personal handwritten signature in letter exchange and/or other correspondence, except for accounting and fiscal documents, powers of attorney, billing and other documents that can have a financial effect at the parties of the agreement.
4.1. A financial reward for the service provided by the webmaster is established in accordance with the information stated in the webmaster's private cabinet, in the statistics section. The order and deadlines for the reward are specified in this public offer. The payment is organised upon webmaster's request adressed to the Service Provider.
4.2. The Service Provider awards the whole amount of the financial reward owed to the webmaster within two days from the moment when he performs the actions that are the subject to this agreement. The webmaster's corresponding report acts as a ground for the payout.
4.3. The Service Provider's payment obligation is considered fulfilled when the whole amount of the reward is withdrawn from the Service Provider's bank account.
4.4. All of the monetary settlements are performed in roubles.
4.5. It is agreed that the payments can be transferred via Webmoney or Yandexmoney services. Bank transfer is also possible, the banking details are specified by the webmaster.
5.1. The parties are responsible for non-compliance or inadequate fulfillment of the obligations in accordance with the agreement.
5.2. The Webmaster claims and guarantees the possession of rights to accept this public offer and to fulfill the obligations of the agreement.
5.3. The Webmaster claims and guarantees that web-sources he provides meet the requirements of Russian legislation or any other applicable legislation.
5.4. The webmaster guarantees that the information he enters to the system is true and complete. The webmaster is responsible for all the information and materials he provides and the webmaster’s liability covers all the consequences of any use and misuse of the information by the third party.
5.5. While using the system the webmaster guarantees appropriate personal data processing according to the applicable law.
5.6. The web master guarantees that no claims would be addressed to the Service Provider by the third party concerning the webmaster’s usage of the system and service, as well as concerning any webmaster’s action or inaction during the realization of rights acquired by this agreement.
5.7. The service provider takes no responsibility for any webmaster’s losses caused by ban or deletion of the webmasters profile from the system due to the violation of terms of this agreement or due to early termination of the agreement by the Service Provider.
5.8. The webmaster is responsible for any Service Provider’s losses caused by webmaster’s violation of the terms of this agreement or by webmaster’s violation of other rules and/or requirements, stated in the system. The webmaster is obliged to compensate the losses caused by the webmaster’s violation.
5.9. Any damage or loss can only be covered in case of provision of a written claim of the party, whose rights have been violated. The compensations have to be paid within 10 banking days starting from the moment when the written claim from the other party was received.
5.10 The service provider has no responsibility for any damage or interference caused by the content of the third party websites or software errors or technology errors of members of the affiliate network. The service provider has no responsibility for the lack of availability or limited functionality of the Internet connection.
6.1. The parties are exempt from liability for the violation of the terms of the agreement, if the violation was caused by force majeure, including: actions of the public authorities, a fire, a flood, an earthquake or other circumstances that can not be managed and can affect the ability to comply with the terms of the agreement.
6.2. The party which is not capable of fulfilling its obligations due to force majeure can be exempted from the obligations to the extent of inability, if the party provides a written notice for the other party within 5 days. The party also must provide an evidence for the occasion from the governmental authorities with the starting date of unmanageable event and its duration period. However, the party which is referring to force majeure has to take all the necessary measures to eliminate this occasion or reduce the effeсt of force majeure, and continue fulfilling the obligations to the full extent as soon as the problem is solved.
6.3. If the circumstances, covered by the clause 6.1 are in force for more than 30 calendar days, each of the parties has the right to terminate the agreement with a written notice, informing the other party no less then 20 calendar days before the planned termination date.
6.4. In case the party which is not capable of fulfilling its obligations due to force majeure did not provide a written notice for the other party within 5 days and/or an evidence for the occasion from the governmental authorities with the starting date of unmanageable event and its duration period, this party has no right to take to the unmanageable occasion as an excuse for the exemption from the obligation.
7.1. The actions, listed in the clause 7.2. are not considered as a valid acceptance of the public offer, if they are performed by:
— an individual or an entity, which has been bound in the agreement with the Service Organiser, but the agreement has been terminated due to the individual’s/entity’s violation of the terms of the agreement.
— an individual or an entity, who was convicted for fraud, including the attempts to duplicate the profile of the webmaster, who had been bound in the agreement with the Service Organiser, but the agreement has been terminated due to the individual’s/entity’s violation of the terms of the agreement.
— an individual or an entity, who does not comply with the the definition of ‘webmaster’, specified in this public offer.
The actions, performed by individuals or entities, mentioned in this clause 7.1, do not lead to application of any obligations at the Service Provider.
7.2. Webmaster performs the acceptance of the public offer by pressing the button “I agree with the terms of the public offer” after reading the agreement document at https://offergate.pro/.
7.3. The public offer enters in force from the date of acceptance and until the termination of the agreement by the Service Provider.
7.4. The service Provider reserves the right to make amendments to the terms of the public offer agreement or terminate the agreement to its sole discretion anytime.
7.5. In case of any amendments to the public offer agreement, the changes enter into force from the publication moment of the edited version on the website: https://offergate.pro/, if any other date of entry into the force is not specified.
8.1. While the agreement is valid, the Service Provider will take any measures to deal with any malfunctions and Errors if they occur. However, the Service Provider can not guarantee the absence of Errors and malfunctions in the system and service operation.
Accepting the public offer, Webmaster confirms and guarantees to the Service Provider the following:
— The Webmaster has provided the true and complete information during registration procedure in the system and while accepting the Offer.
— The Webmaster is awared of the terms of the public offer agreement;
— The Webmaster understands the subject of the public offer agreement to the fullest extent; the webmaster understands the meaning and the consequences of his actions regarding the agreement and its implementation to the fullest extent.
— The Webmaster has all the rights to enter and fulfill the agreement.
9.1. The parties provide each other with the access to confidential information for defined purposes in desired extent and the parties are mutually obliged to use the information conscientiously without any disclosure of the information acquired during the fulfillment of the subject of agreement or received any other way.
9.2 Confidential information includes all the information concerning:
— the activity type of the parties, their current and strategic agenda, projects, programs, campaigns, etc.
— any technical or/and technological developments and solutions of the parties,
— any financial information about the parties, information about income amount and any other accounting information.
— any management information of the parties: management solutions, paperwork and administration methods, ‘know-how’, strategies, etc.
— any information about the marketing policy of the parties, as well as user involvement methods.
— any information about former, current and potential clients and partners of the parties,
— other information, disclosure of which can lead to interest damage and losses of the corresponding party.
9.3. “Disclosure of confidential information” is defined as:
— a handover of the documents, containing confidential information, to the third party by any means: by post, fax, email, Internet connections and any others that allow to identify the contents of the documents.
— sharing with the third party any information which is considered confidential, in oral or written way, by any means: by post, fax, email, Internet connections and any others that allow to identify the contents of the documents.
— disclosure of confidential information performed by any means, as well as an accidental disclosure and/or inaction which leads to the access of third party to the confidential information.
9.4. In case of misuse or disclosure of confidential information, the injured party was a right to request a compensation of the direct proved damage, caused by this misuse or disclosure of confidential information.
9.5. The conditions of this chapter remain in force for three years after the termination of the agreement.
10.1 All the disputes between the parties are solved by claims. The claims have to be addressed in written, by registered mail or delivered personally.
10.2 In case the party who received a claim would not respond with reasoned objections, the claim is considered accepted and the demands have to be fulfilled as soon as specified in the claim.
10.3 The disputes that were not resolved by claims in 30 calendar days from the moment of the first claim submission can be handed over to the judicial authority at the location of the Service Provider.
10.4. If other scenario is not covered by the agreement, the parties agree that notices are considered valid, if they are published via the system or addressed via email according to the contacts specified in this public offer and/or in the system’s user interface, if the delivery of the notice was confirmed.
10.5 The agreement, its signing and execution is controlled by the current legislation of the Service Provider’s country.
10.6 Even if one or more clauses of the agreement becomes invalid, other clauses of the agreement remain in force.
10.7 The Webmaster and the Service Provide have a right to document the agreement in written if contradictions with the terms of the public offer are avoided.