Public offer agreement for the provision of services

The original of this Agreement is drawn up in Ukrainian. This translation is provided for convenience only; in the event of any discrepancy, the Ukrainian version prevails — aibot.pro/uk/offer.

This Agreement is a public agreement within the meaning of Article 633 of the Civil Code of Ukraine and constitutes an offer (public offer) by the Contractor to conclude an agreement for the provision of services on the terms set out below.

1. Parties to the agreement

CONTRACTOR:

CUSTOMER: any natural or legal person who has accepted the terms of this Agreement by paying for the services according to the issued invoice.

2. Subject of the agreement

2.1. The Contractor undertakes to provide, and the Customer to accept and pay for, consulting and informational services for the development, implementation and support of solutions based on artificial intelligence and related technologies, including (but not limited to): AI agents and chatbots; business-process automation; interactive websites and web applications; search optimization and optimization for generative engines (SEO, GEO, AEO) (hereinafter — the Services).

2.2. The list, scope and cost of the Services are specified in the invoice, which is an integral part of this Agreement.

2.3. The date of conclusion of the Agreement is the date on which the Customer makes payment under the issued invoice.

3. Cost and payment procedure

3.1. The cost of the Services is defined in the invoice and is fixed at the time the Agreement is concluded.

3.2. Payment is made by the Customer by transferring funds to the Contractor's account specified in the invoice.

3.3. The date of payment is the date the funds are credited to the Contractor's account.

3.4. Payment confirms the Customer's full and unconditional acceptance of the terms of this Agreement.

4. Rights and obligations of the parties

4.1. The Contractor undertakes to:

4.2. The Customer undertakes to:

5. Acceptance of services

5.1. The Services are deemed provided after the work specified in the invoice is completed and the system is successfully launched.

5.2. Payment of the invoice confirms the Customer's acceptance and acknowledgement of the Services if, within 5 (five) business days of being notified that the work is complete, the Customer has not sent a reasoned objection.

5.3. If necessary, at the Customer's request, the Contractor provides a statement of work performed (Act).

6. Liability of the parties

6.1. For failure to perform or improper performance of obligations under this Agreement, the Parties are liable in accordance with the applicable law of Ukraine, subject to the limitations set out in this section.

6.2. The Contractor is not liable for any delay in providing the Services if such delay is caused by the Customer's late provision of the necessary information or access to systems.

6.3. The Contractor is not liable for the operation of third-party services and platforms (SendPulse, Telegram API, OpenAI API, etc.).

6.4. The Contractor's aggregate liability under this Agreement on any grounds (including breach of contract, tort or otherwise) shall not exceed the amount actually received by the Contractor from the Customer under the relevant invoice that is the basis for providing the Services. The Contractor is not liable for any indirect, incidental, punitive or consequential damages, including loss of profit or data.

7. Term of the agreement

7.1. The Agreement enters into force upon payment by the Customer and remains in effect until the Parties have fully performed their obligations.

7.2. The work is performed within 14 (fourteen) business days from receipt of payment and provision by the Customer of all necessary information.

7.3. The Agreement may be terminated by agreement of the Parties or unilaterally in the cases provided for by the law of Ukraine.

8. Other terms

8.1. The Contractor is a single (simplified) tax payer of group 3. The Services are provided without VAT.

8.2. All amendments and additions to this Agreement are valid provided they are made in writing and signed by the Parties.

8.3. All disputes are resolved through negotiations and, if no agreement is reached, in accordance with the law of Ukraine.

8.4. The Customer is solely responsible for the subsequent operational support of the system and for paying for the services of third-party providers (SendPulse, OpenAI and others).

9. Confidentiality

9.0. Definition of confidential information. Confidential information under this Agreement is any information of a technical, commercial, financial or organizational nature transferred by one Party to the other in written, electronic, oral or other form in connection with the performance of this Agreement, including but not limited to: source code, technical documentation, chatbot algorithms, customer data, business processes, internal documents and other information that is confidential by its nature, regardless of any “Confidential” marking.

9.1. Confidentiality obligation. The Parties undertake to maintain strict confidentiality regarding information obtained in the course of performing this Agreement and to take reasonable and necessary measures to protect the information received from disclosure.

9.2. Transfer to third parties. Transfer of confidential information to third parties, its publication or other disclosure may be carried out only with the written consent of the other Party.

9.3. Obligations of the Contractor. The Contractor undertakes not to transfer, show or disclose to third parties the Customer's documentation, any data and the results of processing it, without the written consent or instruction of the Customer, for 3 (three) years after the termination of this Agreement, except where required by applicable law.

9.4. Obligations of the Customer. The Customer undertakes not to transfer, show or disclose to third parties information and documents relating to the cost of the Contractor's services, the terms and procedure for their payment, and any information about the Contractor's methods and technologies and any software products used by the Contractor, and to instruct its employees who have access to such information not to disclose it, for 3 (three) years after the termination of this Agreement, except where required by applicable law.

9.5. Return of confidential information. Each Party undertakes to return to the other Party all copies of any confidential information belonging to the other Party, or to confirm their destruction in writing, upon expiry of this Agreement or its early termination under any circumstances.

9.6. Notice of breach. Each Party undertakes to immediately notify of any unauthorized use or disclosure of confidential information or confidential materials, to take the necessary measures to restore the violated rights to the confidential information or confidential materials, and to prevent further unauthorized use of the confidential information or confidential materials.

9.7. Liability for breach of confidentiality. The Party whose actions (or inaction) led to the unlawful disclosure of confidential information and/or confidential materials shall compensate the other Party for documented damages. Compensation for damages for breach of confidentiality shall not exceed the amount actually paid by the Customer under the relevant invoice, except in cases of intentional disclosure.

9.8. Exceptions. The restrictions on disclosure do not apply to publicly available information that became such through no fault of the Parties, or to information that became known to a Party from other sources before or after receiving it from the other Party.

Requisites

CONTRACTOR: NETOSOV VIKTOR KOSTIANTYNOVYCH, Oleksandriia, Ukraine.