Offer to enter into
Service Agreement in the Field of Information Technologies
and Software Applications
(Public offer)

The Contractor addresses this offer – a proposal to enter into a Service Agreement in the field of Information Technologies and Software Applications to persons wishing to access the Kwizbot program.

In order to enter into Service Agreement in the field of Information Technologies and Software Applications, hereinafter referred to as "Agreement", a person shall accept, i.e. give his /her consent to enter into an agreement on terms set forth in the offer. Acceptance of this offer is the acceptance of the following terms by paying for services. Following payment for services, the person automatically accepts the terms of this Agreement, and this Agreement is considered concluded without signing it in each case.

If necessary, without conflicting with the terms of the offer, the Contractor may enter into a documented Agreement in the form of a written bilateral document.

1. Definitions
   
   

Kwizbot – modular software application designed to build communication scripts and chatbots in connected channels with open API (hereinafter – the App).

Kwizbot modules:

- Operator panel – a module to connect a user with the "operator" role for dialogue and sending messages to chatbot users in any available channel.

- Scenario Builder – a module to configure chatbots and interact with the Kwizbot scenario – create and configure bot settings and a visual interface to manage the bot script.

- Actions – a separate block in the Scenario Builder that allows you to perform individual processing of user data and integrate Kwizbot with other systems to receive/transmit data.

- Site widget – a module to place a widget on any connected website, through which the site visitor can interact with the chatbot and have dialogues with the operator.

- Custom data – a module to create and store data in the Kwizbot database for later use in the script.

- Contact Center PRO – a module to get advanced statistics on the work of users with the "operator" role, such as operator working hours, operator working hours report, statistics on operators and topics, NPS reports, detailing dialogues by operators and topics.

- OCR Kwizbot – API service for extracting/reading fields from photos of documents uploaded by users to chat-bots or related services or programs.

- Kwizbot Live Cart - module of the web version of Kwizbot, which allows you to conduct video calls between two participants of the chat-bot (client and operator) or in services and programs related to the bot, save a video recording of the call as well as individual frames, configure additional features client and operator interface.

- SDK Kwizbot - version of Kwizbot for mobile devices running on Android and IOS operating systems. The development used the Flutter open-source framework.

Providing access to the App - giving the user an opportunity to work with the App as a whole and/or individual Kwizbot Modules within the paid period.

Automation Guru is a service that can be provided to Kwizbot users upon request and includes the following tasks:

- identification and description of the user's business requirements in the process of using Kwizbot;

- customization of the existing Kwizbot functionality according to the user's request;

- development and implementation of the interaction scheme of Kwizbot with other systems;

- other tasks that contribute to the solution of the user's business needs in the process of using Kwizbot.

The Kwizbot Programme's website address is https://kwizbot.io/ (hereinafter referred to as the Kwizbot website).

Contractor – a person from the following:

• LLC "Evergreen Development"
  +38 096 335 00 47
  talk@evergreens.com.ua

• LLC "Evergreen Enterprise"
  +38 096 335 00 47
  talk@evergreens.com.ua

• Individual entrepreneur Kravtsova Maria Vitalievna
  +38 096 292 58 88
  mgerman@evergreens.com.ua

Acceptance – complete, irrevocable, and unconditional acceptance of the terms of the Service Agreement in the field of Information Technologies and Software Applications.

Unique name (login) – symbolic code used to work with the App provided to the user once when connecting to the App and is unique to each user and retained for him/her all the time.


2. General provisions

2.1. This Agreement is concluded by providing the full and unconditional consent (acceptance) of the Customer to conclude the Agreement in full, without signing a written copy of the Agreement by the Parties.

2.2. The Customer confirms the fact of familiarization and agreement with all the terms of this Agreement in full by accepting.

2.3 Payment for the Services shall be deemed acceptance of this Agreement and confirmation of agreement with the terms and conditions set forth herein.

2.4. The list of Kwizbot modules, access to which is acquired by the Customer, is indicated in the invoice.

2.5. If the Customer does not agree with the terms of this Agreement, he does not have the right to enter into this Agreement and also is not entitled to access the Program in full and/or individual modules of the Program (Ari services) in accordance with this Agreement.

"Contractor", on the one part, and any other person who has accepted the terms of this Agreement, hereinafter referred to as the "Customer", on the other part, hereinafter collectively referred to as the Parties, have entered into this Agreement as follows:

3. Subject matter

3.1. On the basis of this Agreement, the Contractor shall provide the Customer, and the Customer shall accept and pay the Contractor for the services of providing access to the Program as a whole and/or individual Kwizbot Modules, in accordance with the selected period (hereinafter referred to as the Services), as well as Priority Support services and Automation Guru services.

3.2. Services shall be provided by giving the Customer a unique name (login) and password to access the App.

3.3. The App as a whole and individual Kwizbot Modules are intellectual property, the legal protection of which is established by the Civil Code of Ukraine, and current international treaties of Ukraine. The Contractor guarantees that he has the rights necessary to perform the Agreement.

4. Rights and obligations of the Parties

4.1. The Contractor is obliged:

- comply with the terms of this Agreement;

- provide Services during the period paid by the Customer;

- provide advice to the Customer regarding the provision of Services during the working hours determined by the Contractor's work schedule;

- maintain the confidentiality of the Customer's information received from him during registration, as well as the content of personal e-mails, except as provided by applicable law of Ukraine;

- in case of updating the App, inform the Customer about the possibility and conditions of relevant updating (periodic update) of the App, including financial conditions and procedure for providing access to the App as a whole and/or individual Kwizbot Modules at the Customer's request.

4.2. The Customer is obliged:

- comply with the terms of this Agreement;

- provide reliable personal data and other information necessary to comply with the terms of this Agreement;

- pay for Services in accordance with the Contractor's tariffs. The Customer undertakes to read the information on the terms of service and tariffs on the Kwizbot website;

- provide the hardware and software environment for the correct operation of the App, requirements for which are listed on the Kwizbot website;

- ensure the confidentiality of login and password;

- in case of transferring your login and password to third parties, bear full responsibility for the consequences of such actions;

- when contacting the Technical Support Service of the Contractor, use the contact e-mail address (address specified when ordering service) and provide own login, name and surname, and if necessary use other options to confirm the access rights;

- keep payment documents confirming payment to the Contractor's account for one year and, if necessary, provide copies to the Contractor;

- give consent to the Contractor to process and use their personal data in accordance with the Law of Ukraine "On Personal Data Protection" by accepting this Agreement.

4.3. The Contractor shall be entitled to:

- change the composition, procedure, conditions, and prices for the provision of Services by posting information on the Kwizbot website. In case of a price change, the payment made by the Customer shall not be subject to adjustment according to a new price;

- terminate Services automatically after the end of the period paid by the Customer;

- disclose information about the Customer only in cases provided by the legislation of Ukraine;

- post information on its website, on the Internet, in presentations and other marketing materials, on its personal pages in social networks, press releases, and comments in mass media that Contractor provides the Customer with App access services, as well as about the name and logo or mark for Customer's goods and services.

4.3.1. Suspend (temporarily or completely) the provision of Services to the Customer without refund and require written explanations from the Customer in cases of default as described in clause 2.2, as well as in the following cases:

- if the Contractor considers that any actions taken by the Customer through access to the App and/or individual Kwizbot Modules under this Agreement cause or may cause harm to the Contractor, other Customers;

- in case of damage or attempt to damage the security features of the App and/or individual Kwizbot Modules, as well as the inclusion of software into the Customer's own developments;

- when the Customer publishes and transfers over the Internet any information that defames the Contractor or acts in a way that interferes with the normal operation of the Contractor.

4.3.2. Block access to the App from a specific IP address in the following cases:

- Exceeding the number of requests from the IP address for a certain period of time;

- actions with the App that may lead to consequences provided for in Section XVI of the Criminal Code of Ukraine "Crimes when using electronic computing machines (computers), apps, computer networks, and telecommunication networks."

4.4. The Customer shall be entitled to:

- request the Contractor to provide Services in accordance with the terms of this Agreement;

- in case of comments on the quality of Services, notify the Contractor in writing and in a timely manner;

- refuse the Contractor's Services unilaterally under the conditions provided for in clause 7.3.

5. Procedure for Providing Services

5.1. When using the Services for the first time:

5.1.1. The Customer applies for the Services (in the form of filling out an electronic form or e-mail) to the Contractor, who sends an invoice for payment for the Services to the Customer's e-mail address specified in the application.

5.1.2. The minimum payment period is one month. The order of payment is defined in section 4 of this Agreement.

5.1.3. After the Customer pays the invoice and the Contractor receives 100% of amount to the Contractor's bank account, the Contractor provides access to the App with the selected Kwizbot Modules in the form of a unique login and password sent to the Customer's e-mail. Access is granted from the first day and is valid until the last day of the period specified in the invoice and paid by the Customer.

5.1.4. The Customer can use the App provided he entered the correct login and password and has access to the Internet.

5.1.5. After the paid period ends, the Customer's access to the App with the selected Kwizbot Modules is terminated.

5.2. Upon re-receipt of Services:

5.2.1. To restore access to the App, the Customer receives an invoice for payment for Services in a manner provided for in clause 3.1.1. The minimum payment period is one month. The order of payment is defined in section 4 of this Agreement.

5.2.2. After the Customer pays the invoice and the Contractor receives 100% of the amount to the Contractor's current account, the Contractor provides access to the App with the selected Kwizbot Modules. Access is granted from the first day and is valid until the last day of the period specified in the invoice and paid by the Customer.

5.2.3. After the end of the paid period, the Customer's access to the App with the selected Kwizbot Modules is terminated.

6. Cost of services and payment procedure

6.1. The cost of the Services under this Agreement is determined in accordance with the current tariffs and payment terms published in Annex 1. Tariffs are indicated in US dollars and are payable in the national currency of Ukraine at the average dollar selling rate in banks in Kyiv indicated on the website https://minfin.com.ua/ua/currency/banks/kiev/usd/ based on the Contractor's account.

Settlements with non-resident Customers and/or non-resident Contractors shall be made in foreign currency in accordance with the current currency legislation of Ukraine.

6.2. Payment for the Services shall be made by the Customer by bank transfer to the Contractor's bank account.

6.3. Services are provided subject to payment of 100% upon receipt of payment to the bank account of the Contractor. The start date to provide Services by the Contractor shall be the date of the beginning of a period indicated in the invoice.

6.4. The Contractor shall be entitled to unilaterally change prices and introduce new tariffs at any time. The effective date of new prices or tariffs is the date of publication thereof on the Kwizbot website. In the event of a price change, the payment previously made by the Customer shall not be subject to adjustment according to a new price.

6.5. The Customer is solely responsible for the correctness of payments he makes.

7. Confidentiality

7.1. The Customer undertakes to maintain the strict confidentiality of all technical, commercial and other information received from the Contractor and to take all reasonable steps to prevent the unauthorized use or disclosure of such information under this Agreement.

7.2. The parties shall not be responsible for the breach of confidentiality that occurred:

- due to force majeure;

- due to a breach of confidentiality at the request of public authorities in accordance with applicable law.

8. Liability of the Parties

8.1. The parties to this Agreement are liable in accordance with the subject matter and terms of the Agreement under the current legislation of Ukraine.

8.2. The Contractor shall not be liable for:

- direct or indirect losses, lost benefit, or non-pecuniary damage of the Customer related to the use or inability to use the App and/or individual Kwizbot Modules;

- for deterioration of Quality of Services, and interruptions in the work of Kwizbot, which occurred due to reasons beyond the control of the Contractor.

The Contractor does not warrant that the App will run continuously, error-free, and free of malware and other defects. If the Customer is not satisfied with the terms and/or quality of the App, he may stop using it or contact the Contractor's support service.

8.3. The Customer shall be fully liable for maintaining his login and password and for any damage that may occur due to unauthorized use. Upon theft of login and password due to the fault of third parties, the Customer shall have the right to send to the Contractor an application for change of login and password, with a mandatory attachment to the application of the relevant financial document confirming payment for Services. The Contractor shall not be liable for actions of third parties that caused the theft, and in order to reimburse the money spent on stolen time, the client shall contact the appropriate investigative and law enforcement agencies.

8.4. If it is impossible to resolve the dispute through negotiations and pre-trial proceedings, the dispute may be referred to court.

8.5. The amount of liability, not regulated by this Agreement, is governed by the applicable law of Ukraine.

9. Entry into force of the Agreement. Validity. Amendments and termination.

9.1. The Agreement is public and indefinite and is valid until its termination by either Party in a manner prescribed herein and applicable law, but in any case until its complete performance by the Parties. This Agreement is considered to be agreed by the Customer and concluded at the location of the Contractor from the date of acceptance hereof.

9.2. The Parties have the right to terminate this Agreement unilaterally, in case of non-fulfillment by one of the Parties of the terms hereof and in cases provided by this Agreement and the current legislation of Ukraine.

9.3. In case of early termination of this Agreement at the initiative of the Customer:

- the Customer shall notify the Contractor in writing 15 (fifteen) calendar days before the termination hereof;

- send copies of payment documents to the Contractor's address;

- The Contractor shall not recalculate the cost of Services for the full months of the used period and refund for the paid but unused period of Services.

9.4. The Contractor shall unilaterally make changes (amendments) to this Agreement, changes to the procedure, scope, and conditions of providing Services. All amendments the Contractor makes hereto shall enter into force and become binding on the Customer from the moment of publication thereof on the Kwizbot website. In the event of the Customer's disagreement with changes made to this Agreement, the Customer has the right to terminate it in a manner prescribed by this Agreement. All appendices, changes, and supplements to this Agreement shall constitute an integral part hereof.

10. Additional terms

8.1. By concluding this Agreement, the Customer confirms its consent, if it is an individual, to receive and process the Customer's personal data in order to comply with the terms of this Agreement.


24.04.2023