PUBLIC OFFER AGREEMENT
This Agreement (this “Agreement”) is made by and between us (hereinafter “offeror”, “we, “us”, “our” or “the Company”) and you (hereinafter “offeree”, “Contractor” or “You”).
In order to accept this offer and become an You, You must set up (register) an account on our site. The account requires that you provide Your payment information, full name, your address, telephone number and other information that is requested for internal compliance purposes.
IF YOU DON’T FINISH THE REGISTRATION – IT MEANS THAT YOU REJECTED THE OFFER OR YOUR FAILURE TO ACCEPT THE OFFER.
1. Subject of the Agreement
The Company hereby engages You as an independent contractor to perform the services specified in the Addendum to this Agreement (hereinafter – Services). This Agreement shall not render You an employee, partner, agent of, or joint venturer with the Company for any purpose. You are and will remain an independent contractor in your relationship to the Company. The Company shall not be responsible for withholding taxes with respect to the compensation hereunder.
2. Terms of the Agreement
This Agreement is concluded for indefinite term (the “Term”).
In consideration for Services rendered the Company shall pay You at the rate defined in the Addendum to this Agreement. You shall invoice the Company on a monthly basis for services provided in the preceding month or bimonthly for the services provided in the preceding 2 weeks at Companies’ decision. The Company shall pay fees set forth in each invoice within two weeks after the invoice is received and accepted by the Company. A payment can be done in another currency by using the ECB conversion rate, a day prior to the payment.
4. Responsibilities of the Parties. Rights and Obligations of the Parties
The Company will provide You with all the required information and access to Company’s databases and systems in order for You to perform the duties. You will only use an email address provided by the Company during the service. All the Services and responsibilities are defined in the Addendum to this Agreement.
All copyrights and related rights to the results of Services, patent rights, the trade secrets (know-how), and any other intellectual property rights to or connected with the results of Services shall be the sole and exclusive property / intellectual property of the Company regardless of whether such rights are recognized and protected under the laws of the country where such the results are used. You shall not, during or after expiry or termination of this Agreement, in any way whatsoever question, use the results of Services and/or transfer such rights to third parties, claim or dispute the rights held by the Company over the results of Services.
Either party may terminate this Agreement and their relationship at any time and for any reason or for no reason with a written notification at least 30 (thirty) days prior termination, at which point the Your engagement with the Company shall terminate. Upon termination You are liable and shall return to the Company all documents and property of the Company.
We may disclose to You certain information, which we consider to be confidential (herein referred to as “Confidential Information”). The term “Confidential Information” shall include, but not be limited to, any modifications to the terms of this Agreement, business and financial information relating Company`s customer and vendor lists, relating to Company, pricing and sales information for Company and any executor other than You, activities, correspondence, phone talks and etc. Confidential Information shall also include any information that we designate as confidential during the term of this Agreement.
You agree not to disclose any Confidential Information and that such Confidential Information shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by You for Your own business purposes or for any other purpose.
You agree that You will not engage in any conduct that is injurious to the reputation of the Company and/or its affiliates, officers and directors or making or causing to be made any statement that is critical of or otherwise maligns the business reputation of the Company and/or its affiliates, officers and directors.
This Agreement shall be governed by the laws of the respective jurisdiction without reference to the principles of conflicts of law. In any such suit, action or proceeding, each party waives, to the fullest extent it may effectively do so, personal service of any summons, complaint or other process and agrees that the service thereof may be made by certified or registered mail, addressed to such party at its address as set forth in the preamble hereinabove.
If any term or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the terms and provisions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the parties hereto shall use their best efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term or provision.
We may modify any of the terms and conditions of this Agreement by sending a 30 day advance notice.
The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as or be construed to be a waiver of any subsequent breach.
All prior or contemporaneous agreements, contracts, promises, representations and statements, if any, among the parties hereto as to the subject matter hereof are merged into this Agreement.