1. General Provisions
1.1. This document constitutes a public offer (the "Offer") of the LIMITED LIABILITY COMPANY "HOROSHOP", identification code 43218562, as well as individuals with whom LLC "HOROSHOP" has relevant contractual relations, (hereinafter referred to as the "Online Service Operator" or "Operator"), regarding the conclusion of a Contract for providing access to the Cartum online service (hereinafter referred to as the "Contract") under the conditions set forth in this Offer to an indefinite number of persons.
1.2. The Operator has legitimate intellectual property rights to the Cartum online service located at https://cartum.io/.
1.3. The person accepting the Offer becomes a Client of Cartum online service (acceptance of the Offer is equivalent to concluding the Contract on the terms set forth in the Offer).
1.4. The provisions of this Offer are available online at https://cartum.io/terms/.
2. Definitions
2.1. Administrator of the online store — an authorized individual representing the Client who has been granted the right to administer the online store. Administration of the online store includes, among other things, a set of actions associated with informational support of the site, its promotion on the Internet, convenience of information placement for Users, regular posting of materials on its pages, updating information, data actualization, creation, and placement of graphical information, etc.
2.2. Website or site — a collection of web pages available on the Internet, unified both in content and navigation under a single domain name.
2.3. Domain name of the online store — a part of the hierarchical names of the Internet serviced by a group of servers of the domain name system (DNS servers) and administered centrally. The domain name of the Client's online store is not administered by the Operator.
2.4. Reporting period — a settlement period during which access to the control panel operates under general conditions. According to the payment terms posted at https://cartum.io/prices/, the duration of such access is one month.
2.5. Online store — a Client's website where one can select and order the necessary goods or services. Placement of consumer information, ordering goods, and agreements occur directly on the website of the online store.
2.6. Client of Cartum online service (Client) — an individual, individual entrepreneur, or legal entity that has registered on the Platform https://cartum.io and obtained corresponding access to the control panel for the purpose of using Platform services for configuring and utilizing the online store. The Operator as a legal entity registered under the laws of Ukraine does not collaborate with entities or individuals from the Russian Federation (except for citizens of the Russian Federation who had grounds for staying in the territory of Ukraine before 24.02.2022) due to the open and large-scale military aggression against Ukraine, the introduction of martial law in Ukraine by the Decree of the President of Ukraine dated 24.02.2022 No. 64/2022, approved by the Law of Ukraine dated 24.02.2022 No. 2102-IX, and to avoid the informational influence of the aggressor state on Ukrainians. The Operator reserves the right to request additional documents from the Client in case of suspicion regarding the Client's relationship with the aggressor country.
2.7. User — a person who views information on the online store, places orders, and receives goods/services using the tools of the online store.
2.8. Online service (platform) Cartum (Service/Platform or Cartum Platform) — a set of software and hardware means, a result of computer programming (software product) in the form of an online service (platform) that provides Client information placement and processing, creation of a personal website in the form of the Client's online store on the Platform.
2.9. Control panel — a part of the Platform software intended for the online store administrator to perform basic actions related to setting up the online store, as well as actions regarding the addition and configuration of specific modules, services, and parts of the online store, account management, enabling special features, and many other actions related to managing the online store within the technical and functional capabilities of the Platform.
2.10. Service code — a set of characters used to identify the Client.
2.11. Price Plan/Subscription fee — the price of access to the Service/Platform indicated at the link on the Internet https://cartum.io/prices/.
3. Subject of the Contract
3.1. The subject of the Contract is the provision by the Operator of access to online services of the Cartum Platform (hereinafter referred to as "Access to Cartum Platform" or "Access") in the form of access to the Client's online store management panel, which enables the creation of the Client's personal online store, placement, and processing of information in such an online store, and other functions, including but not limited to the ability to place and make visible to all Users on the Internet.
3.2. Among the functional capabilities of the Platform that the Client receives along with the Access and that are provided by the Operator, there are functionalities such as monitoring the website's operation and detecting errors that cause unstable website performance. In case of identifying errors in the functioning of servers or software, the Operator takes all possible measures for their prompt resolution.
3.3. Automatic activation of functionalities and access to the admin panel occurs after the transfer of an online store customized to the Client.
3.4. This Contract also governs the provision of other ancillary or additional services that are not included in the packages of purchased access.
4. Access Provision Conditions. Offer Acceptance
4.1. The Client registers on the Platform by filling out the respective registration request form (order), which is placed on the Platform. By registering on the Platform, the Client consents to receiving messages regarding the provision of Services via email and through short message service (SMS, Viber, Telegram, and others). During payment on the Platform and selecting payment via a bank card, as well as after pressing the "Add a bank card" button, the function of automatic funds debiting (Autodebit) is set by default, as specified in section 6 of this Contract.
4.2. After registering on the Platform and receiving the necessary data for setting up the online store, the Client receives from the Operator, along with the ordered online store, verbal and written instructions on working with the Platform.
4.3. The date of acceptance of this Offer is the date of access to the admin panel, as provided by clause 3.3 of the Agreement.
4.4. Upon making the first payment, in accordance with clause 4.6 of the Contract, the Client is provided with a service code associated with the Client's details in the bank-client system. Further accounting of payments and accesses is carried out using such a service code, considering that the owner of the online store is the person who made the initial payment in accordance with clause 4.6 of the Contract.
4.5. To change the owner of the online store, it is necessary for the previous owner to inform the Operator about such a change in written form, specifying the identification data of the new owner. In this case, all rights and obligations of the previous owner are transferred to the new owner, and further communication takes place using the details indicated by the previous owner for the new one. The service code remains unchanged in such a transfer.
4.6. Paid Access begins after the end of the trial period envisaged by this Contract, or another period agreed upon by the Parties.
4.7. Access is provided to the Client for one month. In the event that a period exceeding one month was paid by the Client, each subsequent period is automatically extended for the next one-month term if there are sufficient funds from the previous payment to extend such a period.
4.8. The Operator has the right not to provide Access to the Client in case of absence of a prior payment. Provision of Access is reinstated on the day of receipt of monetary funds from the previous payment into the Operator's account. In this case, the funds received in the Operator's account are primarily used to settle existing debts. In the case of autodebit function application, such monetary funds are automatically debited from the card specified in the respective section of the Control Panel automatically with the generation of an invoice for the next period.
4.9. In case of absence of funds (non-payment by the Client or inability to perform autodebit from the card specified in the Control Panel) necessary to extend the next period of paid Access, and after the expiration of the period specified in clause 4.8 of the Contract, the following events occur:
4.9.1. Starting from the 11th day after the expiration of the paid Access period, access to the control panel is blocked.
4.9.2. Starting from the 21st day after the expiration of the paid Access period, Users' access to the internet store website is blocked.
4.9.3. On the 31st day after the expiration of the paid Access period, the internet store is deleted from the Operator's servers, and the right to use the Operator's intellectual property objects is prematurely terminated.
4.10. Access to the Platform, including the control panel, is provided on an "as-is" basis. The Operator does not guarantee that providing access to use the Service will meet the Client's, their Users', or any other persons' goals and expectations. The Client independently assesses and assumes all risks associated with using the functional features of the online store and information about products. The Operator, including its management, employees, and agents, bears no responsibility for the content of advertisements and information placed by the Client in online stores, or for any damages and losses resulting from the use of advertisements and information placed in online stores.
4.11. The Client's data, their online store databases, and any other information necessary for the proper operation of the online store are stored in the Service for no more than one month after the end of the paid Access. In the absence of any payments within the specified period, all information in the Client's control panel is deleted.
4.12. The Operator reserves the right to communicate with all website administrators specified in the control panel.
4.13. The Operator has the right to inspect the materials and information that the Client places through the control panel/platform for compliance with applicable laws. In case of identifying materials, goods, products, or information that do not comply with the requirements of the applicable laws, including those related to advertising, the Operator has the right to delete such content independently or require the Client to make such corrections and block the operation of the online store for the period of such corrections.
4.14. In case the Operator independently identifies or receives complaints from third parties about signs of fraudulent activities in the Client's operations carried out through the online store, the Operator has the right to block such online store with its subsequent removal.
4.15. In online stores created on the Cartum Platform, the placement of goods imported from the Russian Federation (hereinafter referred to as "RF") and/or the Republic of Belarus (hereinafter referred to as "RB") is prohibited, as well as goods of which the country of origin is the Russian Federation and/or the Republic of Belarus.
It is prohibited to sell/advertise goods that, in particular but not exclusively:
- Contain justifications, recognition as legitimate, denial of the armed aggression of the Russian Federation against Ukraine.
- Glorify: symbols used during the armed aggression of the Russian Federation against Ukraine; individuals who carried out the armed aggression of the Russian Federation against Ukraine; representatives of the armed formations.
- Registered trademarks in the Russian Federation or the Republic of Belarus, and/or trademarks owned by citizens of the Russian Federation or legal entities established under the legislation of the Russian Federation.
- In cases where trademarks under which goods are registered belong to affiliated, interested parties, or ultimate beneficial owners of companies who are citizens of the Russian Federation or the Republic of Belarus.
4.16. In addition to the prohibition on placing goods in accordance with clause 4.15 of the Contract, it is also prohibited to place in online stores created on the Cartum Platform, goods, the sale of which is directly or indirectly prohibited on the Internet under applicable laws, or for which there are requirements regarding the placement of information about such goods.
4.17. The Client guarantees that the products/services they offer correspond to the information specified in the title and description of the product, are free from third-party claims, and the fact of their placement does not violate intellectual property rights.
4.18. The Client is responsible for and guarantees that the posted content with offers to sell products indicating trademarks is carried out on legal grounds (with the consent of the rights holder or after placing the goods in civil circulation).
4.19. The Client is responsible for and guarantees that they possess all necessary certificates and licenses for goods and services as required by applicable laws of the respective jurisdiction where the goods are sold or the services are rendered or for which there are requirements for licensed activities. The Client is responsible for having such necessary permits.
4.20. In case of reasonable suspicion that a product contains information about prohibited goods/services or incites illegal activities, the Operator has the right to block access to such information without prior notice.
4.21. In the event of the Operator discovering the placement of information or goods that violate the requirements of this section of the Contract, the Operator has the right to apply operational and economic sanctions to the Client, from blocking certain advertisements to terminating this Contract and blocking the Client on the Cartum Platform. The Operator's decision on blocking is final and cannot be appealed.
4.22. For an additional fee, the Operator may provide additional services to clients. The form, content, and procedure for providing such additional services can be clarified by the Client with the manager, found on the Cartum website, or such services may be offered by the Operator to clients during communication and/or sending of relevant notifications.
5. Price of Access and Payment Terms
5.1. The price of Access (Subscription fee) is determined in accordance with the Price Plan specified on the Operator's website at https://cartum.io/prices/, or by signing a separate agreement at an agreed price between the Parties..
5.2. Prices for additional services of the Client are formed based on the scope and type of services. The Client can find out the approximate price for such additional services from the pages of the Website, from the distribution of advertising and information messages. The final price for the service is indicated in the invoice for such services.
5.3. The Operator reserves the right to revise the Price Plan at any time, and such changes take effect from the moment the revised Price Plan is posted at the Internet address indicated in clause 5.1 of this Contract, unless another effective date for the changes is additionally determined at such posting.
5.4. The Operator informs the Client of changes in the Price Plan by posting the respective notice in the Client's control panel. In case of disagreement with the revised/updated Price Plan, the Client has the right to refuse the Contract by notifying the Operator in writing or using means of telecommunication no later than 5 days from the date of receiving such notification. In the absence of refusal, it is considered that the Client agrees to the new Price Plan.
5.5. Advance payment for Access and services is made using the bank details specified in the invoice for payment received by the Client in the control panel or by payment card on the Website using the technical provided by the appropriate legal entity acting as an Internet acquirer.
5.6. All payments under the Contract are made by non-cash transfer to the Operator's account or using payment services with the obligatory indication of the Client's service code. Payments made through payment services and funds received into the Operator's bank account with the payment purpose corresponding to the Client's service code are considered for the purposes of this Contract as payments made by the Client. Additional fees of the sending bank may be applied to the payments hereunder.
5.7. The Operator has the right to provide Access under special conditions (special offers) during promotions, the information about which is posted on the Operator's website or on the websites of the Operator's partners.
5.8. In case of abnormal resource usage by the Client's internet store regarding hardware and other provided resources within the paid Price Plan, the Operator reserves the right to offer the Client to switch to another Price Plan or offer special access conditions. If the Client refuses the proposal received from the Operator, the Operator reserves the right to terminate access to the control panel and terminate the legal relationship with the Client, returning the unused funds to the Client.
5.9. The Parties may agree to apply individual prices for Access. The proposal from the Operator to apply individual prices, sent to the Client, is valid for 5 (five) working days. The Parties also have the right to review the prices for Access at any stage of the performance of this Offer. Contract to apply individual prices or changes in Access prices are formalized by a written consent of the Parties, which is an integral annex to this Contract and enters into force from the moment of signing of such a document in writing by the Parties.
5.10. The period during which the internet store was blocked in accordance with clause 4.13 or clause 4.14, or clause 7.4 of this Contract is considered as the period for which Access was provided and for which the Client pays for Access in full accordance with the terms of this Contract.
6. Automatic Funds Withdrawal
6.1. Automatic funds withdrawal (Auto Debit) is a payment method for this Contract that involves the unconditional withdrawal of funds from the bank card specified in the Control Panel.
6.2. The Client specifies the details of the bank card used for this automatic withdrawal either during registration or independently makes changes to the payment method in the Control Panel.
6.3. Entering the details of the bank card for payment under this Contract during registration or by filling in the respective fields in the Control Panel constitutes consent for further automatic, unconditional withdrawals for future payments.
6.4. The Client is responsible for monitoring the current details of the bank card from which the unconditional withdrawal is made according to the selected Price Plan.
6.5. The Client has the right to switch to another payment method through the appropriate request for such a change.
7. Use of Intellectual Property Rights Objects
7.1. The Service, which includes online control panel services, the Platform, software products, databases, images, text materials, and other objects of copyright and/or related rights, as well as objects of patent rights, trademarks, commercial designations, and corporate names, as well as other components (regardless of whether they are part of the Service or additional components, and whether their extraction from its composition and separate use is possible) (hereinafter referred to as "Objects of Intellectual Property Rights"), are protected in accordance with the legislative acts in the field of intellectual property protection and belong to the Operator on legal grounds. The legal owner of the mentioned rights in this clause is LLC "HOROSHOP".
7.2. This offer regulates the issue of providing access to Platform services; therefore, the Operator grants the Client the right to use the Objects of Intellectual Property Rights of internet stores on the terms of a simple (non-exclusive) license worldwide, with the methods mentioned in this Offer, solely for the purpose of the Client gaining access to the internet store.
7.3. The Client is not entitled to distribute, modify, amend, adapt, translate, compile, decompile, reverse-engineer, create derivative products, attempt to disclose the source code, copy, analyze data, use the internet store's software code in any way not intended by its functional purpose, or engage in any other improper use of the Objects of Intellectual Property Rights of the internet store without written permission from the Rights Holder.
7.4. The Operator reserves the right to verify the materials that the Client places through the control panel/platform for the Client's possession of the corresponding intellectual property rights to the mentioned materials or products, as well as for compliance with applicable laws for the placed materials, goods, products, and information. In case of violations of intellectual property rights or applicable laws, the Operator has the right to delete such content independently or require the Client to make the necessary corrections and block the operation of the internet store for the period of such corrections. If within 24 hours from the receipt of the Operator's notification, no corrections to such content are made, the Operator has the right to independently block access to such information and consider the issue of blocking the internet store where such content was identified.
7.5. The software that constitutes part of the internet stores may be automatically updated for the purpose of improvement, enhancement, and further development of the Platform. By accepting this Offer, the Client agrees to receive such updates and allows the Service to supply them within the scope of receiving Access.
7.6. The product catalog, order database, user databases of the internet store, and content of pages and blogs are stored within the Service for the entire paid period and belong to the Client. The Operator does not have the right to dispose of such information in any way or use it unless it is completely destroyed after the end of the period provided for in clause 4.11 of the Contract.
8. Duration and Amendment of Offer
8.1. The Offer becomes effective from the moment of its publication on the Internet at https://cartum.io/terms/ and remains in force until it is revoked by the Operator.
8.2. The Operator reserves the right to make changes to the terms of the Offer and/or withdraw the Offer at any time at its own discretion. In case the Operator introduces changes to the Offer, such changes come into effect from the moment the modified text of the Offer is posted on the website indicated in clause 8.1 of the Contract. If another period for the changes to take effect is not specified additionally upon such publication, the changes become effective immediately. The Operator informs Clients about changes in the terms of the Offer and/or withdrawal of the Offer through the personal cabinet.
9. Duration and Termination of the Contract
9.1. The Contract becomes effective upon the Client's acceptance of the Offer and is valid for 1 (one) year, but in any case, until both Parties fulfill their obligations under this Contract. If neither Party notifies the other about terminating this Contract within 10 (ten) calendar days before the expiration date of the Contract, the Contract's duration is considered extended for each subsequent year.
9.2. The Contract can be terminated prematurely:
9.2.1. At any time by mutual consent of the Parties;
9.2.2. At the initiative of one of the Parties, provided a written notice is given to the other Party 10 (ten) calendar days before the termination date;
9.2.3. Automatically upon the expiration of the period specified in clause 4.9.3 of the Contract and the absence of payment for Access during this period;
9.2.4. Automatically upon the cancellation of the auto-debit function and upon the expiration of the period specified in clause 4.9.3 of the Contract and the absence of payment for Access during this period;
9.2.5. In case of breaches as provided in clauses 4.13, 4.14, and 7.4 of this Contract.
9.3. After the acceptance of this offer, all prior negotiations, correspondences, prior agreements, letters of intent, and any other oral or written agreements of the Parties on matters related to this Contract lose their legal force.
10. Confidentiality and Guarantees
10.1. All information exchanged between the Parties for the purpose of fulfilling the terms of this Contract, including information about technologies and technical solutions used by the Operator, as well as any commercial information about the terms of the Parties' cooperation, is confidential and shall not be disclosed or used without the written consent of the other Party, except in cases of compelled disclosure at the request of authorized government bodies. In the event of compelled disclosure, the Parties are obligated to notify the other Party in writing immediately but no later than within 3 (three) business days from the moment of compelled disclosure.
10.2. Notwithstanding the restrictions set forth in this Contract, the Parties agree that the Operator has the right to place the Client's logo and its name on the Operator's website in the section about Clients of the Platform without any payment and without any limitations as to time, territory, or method of use of the name and/or commercial name and/or trademark for the purpose of informing the public and potential Clients and promoting its own services.
10.3. The Parties have agreed that the Client must reference the Operator on all pages of its website by placing a hyperlink to the Operator's website.
10.4. The Client is obliged to keep their login and password for access to the control panel confidential and protect them from access by any unauthorized persons not authorized to represent the Client. The Client agrees that all actions taken using their login and password are considered to have been properly taken by their authorized representatives.
11. Personal Data
11.1. The Client agrees with the terms and undertakes to adhere to the Privacy Policy posted at https://oauth.horoshop.com.ua/privacy-policy, which is an integral part of the Contract. By accepting this offer, the Client confirms unconditional consent to comply with the Privacy Policy.
11.2. In case of disputes regarding the breach of any of the personal data laws by the Client, including through the use of the online store and the database of Users of the online store, to which the Client gained access through the control panel, the Client is obliged to independently resolve the dispute and compensate for all damages that the Operator may incur due to such breach by the Client.
12. Liability and limitation of liability
12.1. The Operator does not guarantee the absolute uninterrupted or error-free provision of Access and does not warrant that the proposed software or any other materials are free from system errors. The Operator makes every reasonable effort and takes measures to prevent errors.
12.2. The Operator shall not be liable for direct or indirect damages caused to the Client as a result of:
12.2.1. Use or inability to use Access;
12.2.2. Errors, failures, or unavailability of the website or Platform;
12.2.3. DDoS and other attacks on the Platform, in the Client's network, or by the Operator;
12.2.4. Deletion of files;
12.2.5. Defects, delays in operation, or data transmission;
12.2.6. Unauthorized access to the site's information by a person or persons who are not parties to this Contract, if such action has led to the destruction, blocking, modification, copying of protected information, site malfunction, or alteration of the content of some or all of its pages;
12.2.7. Changes to the functions that provide Access;
12.2.8. Quality of communication channels;
12.2.9. Other reasons.
12.3. The Client is fully responsible for:
12.3.1. The content of the information provided during registration;
12.3.2. The content that the Client places in the control panel and on the pages of the website of the online store;
12.3.3. The content of information or hyperlinks to resources specified in the description on the Client's website;
12.3.4. Actions taken by them during the use of the Service, and the actions of individuals carried out on their behalf using their identification data.
12.4. The Client assumes full responsibility for the risks associated with using Access, including access to the internet store user database.
12.5. The Operator fulfills only those requests from the Client that have been received from the Client's contact email or from the service area of the control panel after successful authorization.
12.6. When providing Access and technical support for the Platform's operation, the Operator performs only technical functions and is not responsible for domain names associated with the websites of online stores.
12.7. In the event of early termination of the Contract at the Client's initiative, the Operator does not refund the Client the remaining amount paid but not used until the end of access. Access remains valid until the end of the paid period.
12.8. In the event of early termination of the Contract at the Operator's initiative with a balance of paid Access exceeding one month, upon the Client's written request, the Operator refunds the Client the remainder of the price paid for the unused monthly Access.
12.9. The Operator is not the organizer/initiator of the agreement between the Client and Users of their internet stores or a party to such agreements. The Platform provides Clients with the opportunity to create a personal website in the form of an online store using a selected template for the purpose of further posting information about goods and services.
12.10. The Operator does not control and is not responsible for the accuracy of the information posted by Clients in their online stores. The Operator is not liable for any damages caused by the commission of a legal act or improper behavior of any of the parties to the agreement (both Users/visitors of the website in the form of an online store and the Clients themselves (website administrators in the form of an online store)).
12.11. The Operator is not responsible for the behavior of the Clients or the goods/services they offer on the website in the form of an online store. All disputes and conflicts between Clients and Users of the website in the form of an online store are resolved by them independently without involving the Operator.
12.12. The quality, safety, legality, and compliance of the product or service with its description, as well as the ability of Users to purchase the product/service, are beyond the Operator's control. Such responsibility lies entirely with the individuals who administer the respective websites in the form of online stores.
13. Force-majeure
13.1. The Parties are released from liability for partial, complete non-performance, or improper performance of obligations under this Contract if the non-performance or improper performance of obligations is a result of force majeure, namely extraordinary and unavoidable circumstances that the Parties could not foresee or prevent (force majeure circumstances), including but not limited to fires, floods, earthquakes, strikes, civil unrest, riots, wars, epidemics, pandemics, actions of government authorities, and other circumstances that make it impossible for the Parties to fulfill their obligations undertaken under the Contract, and if such circumstances directly affect the performance of obligations undertaken by the Parties under the Contract.
13.2. In the event of force majeure circumstances arising during the term of this Contract, the performance of obligations under the Contract shall be suspended for the duration of the force majeure circumstances.
13.3. The Party unable to fulfill its obligation under the Contract must notify the other Party in writing immediately, but not later than 3 (three) calendar days after the occurrence of force majeure circumstances. The same applies to the moment when the force majeure circumstances cease to exist. Untimely notification of the occurrence of force majeure circumstances deprives the respective Party of the right to further rely on the above-mentioned circumstances as a basis for exemption from liability for complete or partial non-performance or improper performance of obligations undertaken under this Contract. The occurrence of force majeure circumstances must be confirmed by a certificate from the relevant competent authority.
14. Dispute resolution
14.1. If a dispute cannot be resolved through negotiations, it shall be settled in court according to the established jurisdiction and subject matter of such dispute, in accordance with the current legislation of Ukraine. The laws of Ukraine shall apply to the disputed legal relations.
15. Language of the Contract
15.1. This Contract is prepared in English language. For the Clients’ convenience the Contract and the Offer may be translated to any other language and placed on the Platform. In case of discrepancies between English text of the Offer and any of its translations, English text shall prevail.
16. Contact details
Cartum Service
info@cartum.io