CONTRACT for provision of services under the public offer terms and conditions
Minsk, Republic of Belrus
1. GENERAL PROVISIONS AND TERMINOLOGY
Contractor means Limited Liability Company “Realting” registered in the Unified State Register of Legal Entities and Individual Entrepreneurs by Minsk City Executive Committee (Republic of Belarus) on April 3, 2020 under registration number 193407917, with its registered office at: room 3, office 58, 7А Pobediteley Ave., 220004, Minsk, Republic of Belarus.
Realting (Realting.com) platform (website) means a website owned, controlled, maintained and managed by Limited Liability Company “Realting”. Realting LLC neither (re)sells real estate properties nor provides real estate broker services.
Realting International Affiliate Sales System means a private part of the Realting platform where participants (real estate brokers, brokerage companies, etc.) interact on the sale of real estate, specify amount of the affiliate commission, and can receive information about the affiliate commission accrual by the Customer and/or other participants of the Realting International Affiliate Sales System.
Rules for cooperation and terms and conditions of participation in the Realting International Affiliate Sales System mean a set of rules binding on all Participants of the Realting affiliate sales.
Request of the Realting International Affiliate Sales System’s Participant means a statement of interest in purchasing the Customer’s real estate unit received from the Realting International Affiliate Sales System’s Participant (a real estate broker, a brokerage company, etc.) through Realting.com website (platform).
Direct request means a statement of interest in purchasing the Customer’s real estate unit received through Realting.com website (platform) from a Customer (an individual or a legal entity) where this Customer is not a participant of the Realting International Affiliate Sales System.
Customer registration means the process of filling out of the registration form on the Website that, once approved by the Contractor, leads to assignment of relevant login and password to the Customer to be used for the access to the Contractor’s Website and personal page of the registered Customer.
Agency fee (brokerage commission) means a commission received by the Customer for brokerage services provided for the real estate unit sale. An agency fee is specified by the Customer when listing the real estate unit in the Realting International Affiliate Sales System.
Affiliate commission means the percentage of amount of the agency fee (brokerage commission) received by the Customer in relation to the completed transaction with real estate unit at the request of another Participant of the Realting International Affiliate Sales System for the Customer’s real estate unit to be transferred to another Participant of the Realting International Affiliate Sales System. An affiliate commission is specified by the Customer when listing the real estate unit in the Realting International Affiliate Sales System.
Customer means a legal entity (real estate, brokerage, development, etc. company) that, in accordance with the requirements of the laws of the country of its incorporation and activity, is entitled to carry out activities related to the provision of real estate broker services and/or construction of property, and that entered into this Contract, joined the Realting International Affiliate Sales System and lists real estate units on the Realting.com platform for sale.
Affiliates mean real estate or development companies, participants of the Realting International Affiliate Sales System cooperating with each other to make real estate affiliate sales.
Advertisement means text and images posted on the Website describing a real estate unit.
Company page means text and images posted on the Website describing experience and qualification of the Customer.
Images mean photos (profile pictures), photos/images attached to Advertisements, photos/images added.
2. SCOPE OF THE CONTRACT
2.1. The Contractor undertakes to provide services upon request of the Customer for listing the Customer’s information on the Internet on Realting.com website (platform) and other information and technical resources at the discretion of the Contractor (hereinafter, unless otherwise specified herein, the “services”) , and the Customer undertakes to accept the services provided by the Contractor and pay for them in the manner and under the terms and conditions specified in this Contract.
2.2. This Contract is a standard form contract (Article 396 of the Civil Code of the Republic of Belarus), under which the Contractor undertakes to provide the services for the benefit of each Customer that orders the services from the Contractor.
2.3 Communication of the text hereof to the Customer on the Website constitutes a public offer for the Contractor in accordance with paragraph 2 of Article 407 of the Civil Code of the Republic of Belarus, based on which the Contractor will enter into Contract with any Customer who agrees to enter into it.
2.4 This Contract shall be entered into by Customer’s accession to this Contract, i.e. through Customer’s acceptance of this Contract in its entirety without any conditions, deletions or reservations (Article 398 of the Civil Code of the Republic of Belarus).
2.5 Customer registration and/or money transfer from the Customer to the Contractor for the services provided and/or login and password use for the first personal account login shall mean an unconditional consent of the Customer with all the provisions hereof and unconditional acceptance of its terms and conditions with commitment to comply with all obligations imposed on the Customer hereunder. The fact of the Customer Registration and/or money transfer from the Customer to the Contractor and/or use of login and password to log in the personal account for the first time shall constitute the full and unconditional acceptance hereof, ignorance of which shall be of no excuse.
The terms and conditions of this Contract do not apply to the Customers that entered into contract with the Contractor under any other terms and conditions that differ from those stipulated herein.
2.6. If the Customer does not agree to comply with this Contract, it must not register on the Website or pay for (including through making advance payment) and/or use the services of the Contractor.
2.7. The Parties acknowledge that the location of the Contractor is the place of performance of this Contract.
3. RIGHTS AND OBLIGATIONS OF THE PARTIES
3.1. A person willing to become the Customer shall undergo the registration procedure on the respective Website page. When registering the account, the Customer undertakes to provide in the registration form (questionnaire) the true, complete and correct information about itself and update it from time to time in order to keep it up-to-date and complete. The Customer will ensure that no information about its identity/name is misleading. The Customer also undertakes not to list on the Website any residence or registered addresses, phone numbers, e-mail addresses, passport/registration details, or other information of any third parties without their prior written consent. Should the Customer fail to specify the correct e-mail address, the Contractor shall be then entitled to refuse providing services to the Customer unilaterally and without judicial procedures.
3.2. Upon its registration on the Website, the Customer gives its consent for the Contractor’s use of its personal data specified at the time of registration for the purpose of their processing (systematization, accumulation, storage, validation, use, destruction) to ensure the Website operation, as well as to provide information service to the Customer.
3.3. The Customer acknowledges that any actions performed on the Website after the Customer Registration are considered the Customer’s actions. The Customer shall be fully liable in accordance with this Contract and the legislation of the Republic of Belarus for any actions committed by it using its account, as well as for any actual or possible consequences of such use.
3.4. When undergoing the registration procedure, the Customer agrees to receive information messages to the e-mail address or mobile phone number specified during the registration.
3.5. The Customer is not entitled to transfer, assign, sell, make available for use, etc. its login and password used to access the Website to any third parties without the Contractor’s consent. In case the login and password are given to any third party, all liability for the actions of such third party shall be borne by the Customer.
3.6. Access to the Website and other Contractor’s services can be denied to the Customer that is in breach hereof either permanently or temporary.
3.7. The Contractor shall:
3.7.1. provide services to the Customer within the scope and timeframes stipulated by this Contract;
3.7.2. ensure the availability and correctness of displaying on the Internet of the Customer’s information listed on Realting.com website (platform), in the Realting International Affiliate Sales System and other information and technical resources of the Contractor throughout the validity term of this Contract;
3.7.3. provide the Customer with telephone, e-mail and other type of consultations regarding the issues that the Customer may have in connection with the provision of services;
3.7.4. ensure confidentiality of information provided by the Customer, except for cases where provision of third parties with access to the information is an essential prerequisite for the provision of services or is mandatory by virtue of the requirements of international law and the laws of the Republic of Belarus;
3.1.5. within 3 business days of the date of receipt of the Customer’s comments, in accordance with the procedure provided for in clause 3.10.7 of this Contract, consider these comments and, if they are reasonable, agree with the Customer on the time limits for remedial actions.
3.8. The Contractor shall be entitled to:
3.8.1. suspend or terminate provision of services, or refuse to perform this Contract unilaterally in case of the Customer’s failure to fulfill its obligations under this Contract, including in terms of providing accurate and complete information in the report, payment for services of the Contractor, or if the Customer violates the terms and conditions for listing the information on the Contractor’s resources set forth in the rules of the Realting.com platform use.
3.8.2. refuse the Customer to list information on Realting.com website (platform) and other information and technical resources of the Contractor, block information listed by the Customer, as well as to remove such information in cases provided for in the Rules for cooperation and terms and conditions of participation in the Realting International Affiliate Sales System;
3.8.3. keep information about all the Customer's connections to Realting.com website (platform), the Realting International Affiliate Sales System, and other information and technical resources of the Contractor, including IP addresses, cookies, and addresses of the requested pages, if such information was obtained during the provision of services;
3.8.4. not to accept for consideration any Customer's claims submitted with a missed deadline, within which such claims may be brought (clause 3.10.7 hereof).
3.8.5. impose any restriction unilaterally and without judicial procedures on the Customer’s use of the Website and introduce any amendments to the terms and conditions hereof. Information on such amendments shall be published by the Contractor on the Website and sent in the newsletters. The Customer’s consent to use the Contractor’s Website after any amendments to the Contract shall mean its consent with such amendments and/or modifications.
3.8.6. post advertising and/or other information in any Website section without the need to agree it with the Customer.
3.8.7. moderate all advertisements, offers, images, and remove them from the Website at any time without giving a reason.
3.9. The Contractor reserves the right to:
3.9.1. amend or remove any information published on the Website, suspend, restrict, or terminate the Customer’s access to the Contractor’s services at any time for whatever reason at its own discretion.
3.9.2. unilaterally and without judicial procedures remove from its servers any information and materials which, in Contractor’s opinion, are unacceptable, unwanted, or violating this Contract.
3.9.3. at its own discretion, develop referral systems, promotions and bonus programs to improve services, which will be regulated by separate documents posted on the platform.
3.10. The Customer shall:
3.10.1. comply with the terms and conditions of this Contract, the Rules for cooperation and terms and conditions of participation in the Realting International Affiliate Sales System, as well as pay to the Contractor for the services provided by the Contractor in the manner, amount and within the time limits specified in this Contract;
3.10.2. timely provide the Contractor with necessary information in accordance with the requirements set forth on the Realting.com platform at: https://realting.com/account/documents
3.10.3. not use the services to disseminate information the content of which contradicts the norms of international law, the laws of the country of incorporation or activity of the Customer, or the laws of the Republic of Belarus;
3.10.4. ensure the safety and confidentiality of the proprietary information received from the Contractor (links, names, surnames and access passwords, mobile phone numbers and email addresses of the Contractor's specialists, etc.);
3.10.5. not take any actions aimed at undermining network security or interrupting the operation of Realting.com website (platform), the Realting International Affiliate Sales System and other information and technical resources of the Contractor;
3.10.6. not use the Contractor's services to commit actions aimed at undermining network security and interrupting the operation of software and hardware on the Internet, as well as network attacks against any resources available through the Internet;
3.10.7. notify the Contractor by email if there are claims to the scope, quality, date of the Customer’s information listing, other claims to the Customer’s information listing, to the email: email@example.com, or to the address of a responsible person of the Contractor within 24 (twenty-four) hours from the moment of listing of this material;
3.10.8. provide the Contractor with documents and other evidence confirming the Customer’s rights to the information being disseminated in case of third parties’ claims against the Contractor regarding the information listed by the Customer;
3.10.9. respect the copyright and related rights to information, photos or other images, means of individualization (brand names, trademarks / service marks), domain names, uploaded to the Realting.com platform;
By carrying out the above actions, the Customer warrants, guarantees and agrees that it is the holder of the copyright to these information and photos/images, or has documents confirming the rights to list them. Uploading of such information, photos or other images is a confirmation of the Customer’s consent for the use of uploaded photos/images, text information on Realting.com website (platform), in promotional materials and publications (placed online and offline), as well as in any other way at the Contractor’s discretion;
3.10.10. The Customer shall transfer to the Contractor a non-exclusive, unrestricted, irrevocable, unconditional and perpetual right and permission to use, reproduce, display, copy, distribute, license, transmit, translate into foreign languages and list textual information and photos/images in any way at the discretion of the Contractor. When uploading photos/images, the person uploading the photo(s) assumes full legal and moral responsibility for all legal claims from third parties related to the publication and use of photos/images on Realting.com website (platform) and in the Realting International Affiliate Sales System.
3.11. The Customer shall be entitled to:
3.11.1. require the Contractor to provide proper services;
3.11.2. receive consultations from the Contractor by phone, email and other means on the issues arising in connection with the provision of services.
4. SERVICE PRICE AND PAYMENT PROCEDURE
4.1. The Customer shall pay for the services in accordance with the applicable pricelist of the Contractor listed on the Website accessible by link https://realting.com/pricelist and forming an integral part of this Contract, as well as in line with the terms and conditions hereof.
For the Customers that are non-residents of the Republic of Belarus, the Contract currency and payment currency under the Contract is EUR.
4.1.1. The approximate total cost of provided (supposed to be provided) services under this Agreement shall not exceed 30,000 EUR for non-residents of the Republic of Belarus, and the amount in Belarusian rubles equivalent to 30,000 EUR for residents of the Republic of Belarus. In the event that the cost of the services provided (supposed to be provided) under this Agreement exceeds (reaches) the limit set out in this clause, the Customer shall notify the Contractor to conclude an appropriate Agreement.
4.2. The Customer may pay for the advertising services of the Contractor through one of two following options:
4.2.1 The first option is to pay for posting information on the platform in accordance with the pricelist (https://realting.com/pricelist.) In this case, the payment for advertisement shall be made in advance (3, 6, or 12 months advance payment).
4.2.2 The second option is to pay for advertisement after transactions under direct requests that the Customer got from the Realting.com platform have been successfully completed.
The amount of payment for the items advertising after transactions under direct requests that the Customer got from the Realting.com platform have been successfully completed shall make 10 % of the specified agency fee for the item, for which the request has been filed.
In this case, the payment shall be made by the Customer within thirty (30) calendar days from the date of receipt of the commission from the transaction.
A successfully completed transaction is the one that pays the Customer a commission on sales to a client that came through а request on https://realting.com/, regardless of whether this client bought the unit specified in the request or another one, selected within the process of the transaction.
4.2.3. The fact of choosing the first payment option described in clause 4.2.1 is the transfer of funds to the account of the Contractor in accordance with the price list specified in clause 4.2.1. In this case, the validity period of the service is determined by the selected tariff.
4.2.4. Using the Realting platform without transferring funds to the performer's account in accordance with the price list specified in clause 4.2.1, or using the platform after the end of the paid period, is the fact of accepting the second payment option described in clause 4.2.2.
4.3 For all transactions effected through the use of Realting.com affiliate sales system, the Customer shall pay for the advertising services of the Realting platform in the amount of 10% of the Affiliate Commission which is to be paid to the Affiliate. In this case, the payment to the Affiliate shall be reduced by the amount of money paid for advertising services of Realting.com. The Customer shall notify the Contractor within seven (7) days after the transaction is made. In this case, the payment shall be made by the Customer no later than in thirty (30) calendar days from the receipt of the commission from the transaction.
4.4 If the Customer has chosen the second payment option, the Customer shall provide the Contractor with a report at the end of the reporting period.
In this case, the reporting period is 6 months from the Customer Registration on the Website.
4.4.1. The report form is provided by the Contractor and can be found in the Customer’s personal account on the Realting.com platform.
In case where taken requests led to selling units, and/or when clients who came through these requests were offered other units and completed successful transactions, the Customer shall bear obligation to pay for the Contractor’s services in accordance with clause 4.2.2.
4.4.2. Should the Customer fail to provide a report within one month after the end of a reporting period, the Contractor may offer to continue the advertisement on conditions of the first payment option as described in clause 4.2.1.
In case the Customer declines posting the advertisement under the first option conditions or where there is no respond within five (5) calendar days from the date of the offer, the Contractor shall be entitled to repudiate the Contract and remove all Advertisements listed by the Customer within three (3) days from the date of notice of repudiation.
4.5. In the cases provided for by legislation of the Republic of Belarus, the service provision to the Customer hereunder shall be confirmed (documented) by the Service Completion Certificate. Having regard to the Law of the Republic of Belarus dated July 12, 2013 “On Accounting and Reporting” and Resolution of the Ministry of Finance of the Republic of Belarus No. 13 dated February 12, 2018 “On Independent Execution of Primary Accounting Documents and on Invalidation of Resolution of the Ministry of Finance of the Republic of Belarus No. 58 Dated December 21, 2015”, it is the sole liability of the Contractor to draw up and sign the Service Completion Certificate (hereinafter referred to as the Certificate).
Therewith, the Contractor shall execute the relevant Certificates on service completion hereunder on a monthly basis (subject to application of the payment procedure set forth in clause 4.2.1. hereof) stating there the last day of the month during which the services have been provided to the Customer, or within five (5) banking days from the date of payment for the services in accordance with the procedure set forth in clause 4.2.2. hereof.
4.6. The Customer unconditionally acknowledges that if, within ten (10) calendar days upon execution of the unilateral Certificate of services completion hereunder by the Contractor and/or within ten (10) calendar days from the end of the reporting period, the Customer fails to file any claims in writing regarding the services provided by the Contractor in the reporting period, this will be considered as the Customer’s explicit acknowledgement of the fact that the services provided by the Contractor in the reporting period have been provided completely, in a due and timely manner.
4.7 All costs associated with money transfer to the Contractor's account shall be paid by the Customer.
5. PROCEDURE OF CONNECTING TO THE REALTING PLATFORM AND UPLOADING ADVERTISEMENTS
5.1. Uploading of advertisements to the Realting.com platform can be done in three main ways upon agreement with the Customer: 1) manually using the personal account on Realting.com, 2) through XML or API 3) through automatic downloading from the Customer’s website.
5.2. When connecting the Customer to the Realting platform, the Contractor, in order to advertise the Customer’s services, shall ensure the creation of a page for the Customer’s company in the https://realting.com/ru/agencies section. The page can contain information about services, units, employees, vacant positions of the Customer’s company.
5.3. After creating the page on Realting.com, the Customer can place a button on its website with a link to its page on the Realting.com platform. The instruction about how to set up the button can be found at https://realting.com/partnerpagelink.
5.4. After connecting to the Realting.com platform and creating the Customer’s page thereon, an announcement about connecting the Customer’s company to the Realting.com platform can be made on the Realting platform and affiliates’ websites. The announcement can also be posted on the website of the Customer.
5.5. Upon completing clauses 5.1-5.4, the Customer receives a certificate of the participant of the Realting affiliate sales system.
6. RULES OF AFFILIATE TRANSACTION PERFORMANCE WITH USE OF REALTING PLATFORM TOOLS.
6.1. All the affiliates, platform participants, are obligated to specify the affiliate commission amount for their units listed in the system in their personal accounts. Only professional real estate market participants signed the contract with the Realting platform can see the affiliate commission.
6.2 Upon receipt of requests from affiliates for the purchase of real estate units, the Customer guarantees commission payment to all the affiliates who sent to the Customer the information about potential clients through a Realting platform request in the amount indicated as of the time of request acceptance.
The Customer shall pay an affiliate commission directly to affiliates, with the deduction of the cost of the Realting advertisement services.
6.3 The affiliate commission shall be paid to the affiliates only after completing the transaction and receiving the commission for the real estate unit sale by the Customer.
6.4 The Customer shall be entitled to receive a commission from the affiliates when sending a request to the affiliates through the Realting platform. In this case, the commission shall also be paid only after affiliates have completed a transaction and received their commission, and if the request from the Customer to the Affiliate arrives through the Realting platform and is accepted for processing by the Affiliate.
6.5 The Contractor undertakes to provide technical capacities to send requests between affiliates within the Realting platform and keep the request history.
6.6 When paying the affiliate commission to the Affiliate, the Customer shall also pay for the Realting platform advertising services as prescribed by clause 4.3. of the Contract.
6.7 In the event the Customer gives no respond to a request received by it via the Realting platform within four (4) days, or rejects it, the Contractor shall inform the Customer who sent the request about the rejection or non-consideration of the request, and may offer to consider property units of other advertisers posted on the Realting platform.
6.8 More detailed information about the rules of interaction between the Customer and affiliates in terms of affiliate sales can be found in the “Rules for cooperation and terms and conditions of participation in the Realting International Affiliate Sales System” at https://realting.com/doc/ru/partner-rules.pdf.
7. LIABILITY OF THE PARTIES
7.1. In the event that one of the Parties to this Contract has suffered losses as a result of the other Party’s failure to perform or improper performance of its obligations, the Party in default shall be obliged to reimburse the documented losses to the non-breaching Party.
7.2. The Contractor shall be released from liability for failure to perform or improper performance of its obligations under this Contract in the event that such failure or improper performance is connected with:
7.2.1. routine or off-schedule replacement, repair or adjustment of equipment, software or other works caused by the need to maintain the functionality or improve the software and hardware of the Contractor, provided that a prior notice is given to the Customer at least one day before doing so, and in case of off-schedule replacement, repair - without notifying the Customer;
7.2.2. an action or omission of third parties, or with nonoperation of telecommunication channels, data transmission networks, information resources or services, or accidents (malfunctions) in power or computer networks outside the Contractor's own resources, or on the operation of which the Contractor does not have the ability to influence;
7.2.3. presence of errors or malicious components in the software used on the servers of the Contractor or other servers of the Internet, as well as in the software used by the Customer;
7.2.4. non-observance of the confidentiality of its accounting data or other confidential information by the Customer, or unauthorized access by third parties to the Customer's technical or information resources.
7.3. The Contractor is not liable for the content of information provided by the Customer, as well as for the content of information on the Customer's technical and information resources.
7.4. The Customer shall bear sole and absolute liability for any actions taken by the Customer when using the Internet, Realting.com platform, other information resources or services of the Contractor, as well as for the consequences of such actions.
7.5. The Customer shall be solely and fully responsible for any, including unauthorized, actions of third parties resulted from the Customer's non-compliance with confidentiality of its accounting data or other confidential information, as well as for the consequences of such actions.
7.6. The Customer shall be solely and fully responsible for possible infringements of intellectual property rights and violation of current legislation related to the fact of listing of the information provided by the Customer on the Internet on the information and technical resources of the Contractor.
7.7. The Contractor shall not be responsible for the communication of the Customer with other persons who list information on Realting.com website (platform), in the Realting International Affiliate Sales System, and other information and technical resources of the Contractor, as well as with visitors of these resources, including receiving/transmitting messages, other information, the content of these messages, and other information. The Contractor gives no guarantee concerning concluding any purchase and sale agreement by any persons with respect to property units listed on Realting.com website (platform), in the Realting International Affiliate Sales System and other information and technical resources of the Contractor.
7.8. The Customer shall reimburse the Contractor for all losses (including penalties) incurred by the Contractor in connection with listing of the Customer's information that does not comply with the legislation. Such losses shall be reimbursed within five (5) business days after receipt of the relevant claim of the Contractor.
8.1. The Parties shall be released from liability for non-performance or improper performance of their obligations hereunder if this is caused by force majeure events, namely: flood, fire, earthquake, other natural disasters, acts of public authorities and administration, war or military actions that have emerged after the effective date of this Contract, other force majeure events provided that the Parties could not foresee or prevent their occurrence.
8.2. In case of force majeure events that impede the performance of obligations under this Contract, the term for execution of obligations by the Parties shall be extended for the period equal to that during which such events will remain in force, and for the period required to remedy their consequences, but not longer than thirty calendar days.
8.3. When the force majeure event continues for a period exceeding one specified in clause 8.2 hereof, or when, upon its occurrence, it becomes evident to both Parties that the event will continue for a longer period, the Parties shall discuss the alternative ways of the Contract performance or its termination without compensation for damages.
9. AMENDMENT AND MODIFICATION
9.1. Any amendments and/or additions to this Contract shall be introduced by the Contractor’s decision unilaterally and without judicial procedures. The effective date of such amendments and/or additions hereto shall be the date specified by the Contractor therein, which, however, can be no earlier than the date of publication thereof on the Website.
9.2. The text of amendments and/or additions to this Contract or new version hereof shall be communicated by the Contractor to the public by posting the relevant information on the Website and in newsletters.
9.3. If the Customer does not agree with the amendments and/or additions to this Contract, the Customer shall have the right to terminate this Contract by notice to the Contractor of its refusal from further Contractor’s services , as well as of his unacceptance of the amendments and/or additions made, or non-accession to the new version of the Contract, or its refusal from complying with the terms and conditions thereof.
9.4. The Parties agree that silence (having no written notices of Contract termination or non-acceptance of individual provisions of the Contract, including changes in rates) in accordance with paragraph 3 of Article 159 of the Civil Code of the Republic of Belarus is acknowledged as consent and accession of the Party to the new version of the Contract, to the version of the Contract as amended and/or modified.
10. NOTICES AND NOTIFICATIONS
10.1. The Parties have agreed that they recognize the validity of texts and documents relating to the Customer's information listing on Realting.com platform on the Internet and/or other information and technical resources of the Contractor and/or any third parties, transmitted from @realting.com domain to the Customer’s e-mail address specified at the time or Customer Registration equally with the documents executed in writing on paper, except for cases when the execution of documents in hard copy is mandatory due to the requirements of this Contract.
10.2. The Parties unconditionally agree that all correspondence, notices and notifications received at the email addresses specified in this Contract as the details of the Parties, as well as information provided in the Customer’s personal account in the Realting International Affiliate Sales System, are considered delivered to the addressee in the proper form. The Parties shall check the correspondence incoming at their addresses, including e-mail addresses, in a timely manner.
10.3. The Customer agrees to receive emails from the Realting.com platform, employees of the Contractor, as well as third parties who are affiliates of the Realting.com platform, users of the platform by direct requests which can be sent after the conclusion of the Contract.
10.4. All risks associated with the onset of adverse effects due to non-compliance with the requirements of clause 10.2. of this Contract shall be borne by the Party in breach.
11. INTELLECTUAL PROPERTY RIGHTS
11.1. All software necessary to provide services to the Customer, and intellectual property rights (including copyright and related rights) related to the content, information and materials listed personally by the Contractor on the Realting.com platform, shall belong to Realting Limited Liability Company upon listing this information on the platform.
11.2. The Contractor reserves the exclusive right of ownership, use and disposal (all intellectual property rights) (design style (including functionality)) of the Realting.com platform, on which the service is offered (including feedbacks and translated content). It is prohibited to copy, read/collect/analyze data automatically or using the programs, create (hyper/external) links, publish, promote, market, integrate, use, combine, or otherwise utilize any information or photos/images listed on the Realting.com platform (including any of its translations and feedbacks of visitors) and trademarks without the express written approval of the Contractor.
Such information posting must be accompanied by the link to the Realting.com platform's data source.
12.1. The Parties undertake to resolve all disputes and disagreements related to this Contract through negotiation.
12.2. Pre-trial procedure for resolving disputes is mandatory. The term for resolving disputes is ten (10) business days of the receipt of the claim by the other Party.
12.3. In the event that the Parties fail to settle all disputes in the manner prescribed in clauses 12.1 and 12.2. hereof, all disputes arising out of this Contract, including those related to its conclusion, amendment, termination, binding effect, invalidity, shall be resolved through legal proceedings by the International Arbitration Court at the Belarusian Chamber of Commerce and Industry or by the Economic Court of the City of Minsk, at the claimant’s discretion.
The governing law for dispute settlement shall be material and procedural laws of the Republic of Belarus.
12.4. This Contract and relations between the Contractor and the Customer are governed and construed in accordance with the laws of the Republic of Belarus. Any matters not covered by this Contract shall be regulated in accordance with the laws of the Republic of Belarus.
12.5. If any terms of this Contract are invalid or unenforceable for whatever reason, this shall not affect the validity and enforceability of the remaining provisions hereof.
12.6. This Agreement with respect to each of the Customers shall become effective on the date of the Customer's actions specified in clause 12.7. herein and shall be valid until 31.12.2021 or the end of the Customer's use of the Contractor's website and services (whichever of the dates comes first). If at the end of the calendar year the Customer continues to use the Contractor's site and/or services of the latter, this Agreement is considered to be renewed for the next calendar year under the same conditions.
12.7. According to paragraph 3 of Article 408 of the Civil Code of the Republic of Belarus, the time of acceptance of the terms and conditions of this Contract by the Customer and the time of execution hereof shall be whatever comes first: either the time when the Customer starts using the Contractor’s Website, including Customer Registration, or the time when the Customer transfers advance payment to the Contractor for the services provided by the Contractor under this Contract.
12.8. According to paragraph 3 of Article 404 of the Civil Code of the Republic of Belarus, this Contract will be deemed made in writing.
12.9. The Parties acknowledge the validity of this Contract, as well as of documents and annexes hereto made for the purpose of performance hereof, sent by facsimile and/or e-mail that allows certainly establish that the document originates from the Party to the Contract, as well as of facsimile representation of signature using the means of mechanical or other copying, or any other analogue of a handwritten signature on the Contract and other documents made for the purpose of performance hereof, until the original copies are provided.