English translation. The Russian original is the authoritative version.
OFFER AGREEMENT
for the provision of services for the placement of hyperlinks
Edition dated "30" October 2026
Individual Entrepreneur Bobrov Vladislav Sergeevich (OGRNIP 323784700253961, state registration date 10.08.2023, INN 784801005488), hereinafter referred to as the "Contractor", hereby offers any person to conclude an agreement for the paid provision of services on the terms set forth below.
This document is a public offer in accordance with clause 2 of article 437 of the Civil Code of the Russian Federation (hereinafter — "CC RF") and is posted at https://tier1.shop/dogovor-oferta/.
The archive of Offer revisions is available at https://tier1.shop/dogovor-oferta/arhiv/.
1. TERMS AND DEFINITIONS
1.1. Website — the Contractor's website on the "Internet" at https://tier1.shop, including all its sections and subdomains.
1.2. Personal Account — a closed section of the Website, access to which is provided to the Customer after registration and which is used by the Parties for placing Orders, exchanging information, accounting for services rendered, and settlements.
1.3. Donor Site — a website belonging to the Contractor or used by him on another legal basis, on which the Link is placed.
1.4. Acceptor Site — a website on the "Internet" to which the Link leads and in respect of which the Customer possesses the necessary rights.
1.5. Link — a hypertext link (HTML element <a href>) to the Acceptor Site, placed on the Donor Site.
1.6. Anchor text — the text of the Link displayed on the Donor Site page.
1.7. Placement from the home page — placement of a Link on the home (root) page of the Donor Site.
1.8. Sitewide placement — placement of a Link simultaneously on all or a group of pages of the Donor Site in accordance with the Tariff.
1.9. Placement Period — the period during which the Contractor ensures the availability of the Link on the Donor Site. The duration of the Placement Period is determined by the Tariff.
1.9.1. Perpetual placement — placement of a Link without a set end date for the Placement Period. The Contractor does not remove such a Link on their own initiative.
The Contractor's obligation to replace a Link if it becomes unavailable (clause 5.6) regarding perpetual placement remains in effect throughout the entire period of the Contractor's provision of link placement services and ceases simultaneously with the termination of their provision. The Contractor notifies Customers of the termination of services via the Personal Account and on the Site at least 30 (thirty) calendar days in advance. The unused balance of the Personal Account is returned in accordance with section 8.
The termination of services after the expiration of the notification period is not a breach of the Contractor's obligations regarding previously provided perpetual placements.
1.10. Tariff — the terms of service provision (service name, cost, placement type, Placement Period, provision term, Donor Site characteristics), published by the Contractor on the Site at https://tier1.shop and https://tier1.shop/quick-order/. Tariffs are an integral part of the Agreement.
1.10.1. Catalog — the list of Donor Sites published by the Contractor, available for independent selection by the Customer within the framework of Tariffs that explicitly provide for this. Donor Sites are listed in the Catalog under conditional designations, without disclosing domain names. The Catalog indicates the date of update of the information provided therein.
1.11. Personal Account (Balance) — a section of the Personal Account in which the Contractor keeps track of funds received from the Customer as advance payment and their offset against payment for services rendered.
1.11.1. Separate Tariffs provide for the Contractor to maintain a second account for the Customer, the monetary obligation of which is denominated in US dollars (clause 2 of Art. 317 of the Civil Code of the Russian Federation). The rules of paragraphs 4.3, 4.4, 4.6–4.8 of the Offer apply to such an account. Mutual offsetting of funds between the Personal Account and the account denominated in foreign currency is not performed; each account is spent on the payment of services under the Tariffs of the corresponding denomination currency.
1.12. Request — a task for the provision of services completed by the Customer in the Personal Account, specifying the Acceptor Site, target page URLs, Anchors, and the selected Tariff.
1.13. Invoice — a document issued by the Contractor to the Customer for the purpose of making a payment.
1.14. EDI — the exchange of electronic documents signed with an enhanced qualified electronic signature through an electronic document management operator.
1.15. Customer-Consumer — a Customer who is a physical person and acquires services exclusively for personal, family, household, and other needs not related to entrepreneurial activity.
2. GENERAL PROVISIONS. CONCLUSION OF THE AGREEMENT
2.1. Customer — a person who has performed the acceptance of the Offer. The Customer may be a legal entity, an individual entrepreneur, or a physical person, including one applying the special tax regime "Professional Income Tax".
2.2. Acceptance of the Offer is the performance by the Customer of any of the following actions:
a) payment of an Invoice issued by the Contractor;
b) deposit of funds into the Personal Account;
c) payment for services by any other method provided for on the Website.
In accordance with clause 3 of article 438 of the Civil Code of the Russian Federation, acceptance of the Offer is equivalent to the conclusion of an agreement in writing on the terms of the Offer. The agreement is considered concluded in simple written form (clause 2, 3 of article 434, clause 3 of article 438 of the Civil Code of the Russian Federation), does not require execution on a paper medium, and possesses full legal force for the Parties.
2.3. By performing the acceptance, the Customer confirms that they have read the Offer and the Tariffs, and their terms are clear to them and accepted fully and unconditionally.
2.4. By performing the acceptance, a Customer who is not a legal entity or an individual entrepreneur confirms that they are acquiring services for purposes related to the performance of entrepreneurial or other income-generating activity (promotion of a commercial internet resource belonging to them or used by them). The Parties proceed from clause 4 of article 23 of the Civil Code of the Russian Federation.
2.5. If, contrary to clause 2.4, the Customer is a Customer-Consumer, Section 17 of the Offer and the legislation of the Russian Federation on consumer protection shall apply to the relations of the Parties. Provisions of the Offer that worsen the position of the Customer-Consumer compared to that established by law shall not apply to them; other provisions remain in force.
2.6. The agreement is valid from the moment of acceptance until the full performance of obligations by the Parties.
2.7. The version of the Offer in effect on the date of acceptance shall apply to the relations of the Parties.
2.8. The agreement is concluded by means of acceptance of the Offer and is recognized as concluded in simple written form (clause 2.2). The signing of a separate document on a paper medium by the Parties is not required and shall not be performed. The exchange of legally significant documents is carried out via EDI or by other methods provided for in Section 16.
2.9. The Offer is not a public contract within the meaning of article 426 of the Civil Code of the Russian Federation. The Contractor is entitled to refuse to conclude an agreement or to execute a specific Request without explaining the reasons, including on the grounds provided for in clause 5.4 and Section 11 of the Offer. In the event of refusal, funds not spent on payment for services rendered shall be returned to the Customer in accordance with Section 8.
3. SUBJECT OF THE AGREEMENT
3.1. The Contractor undertakes to provide the Customer with services for placing Links on Donor Sites, as well as other services provided by the Tariffs (extension of placement, replacement of Links, modification of anchor text and URLs, sitewide placement), and the Customer undertakes to pay for these services in accordance with the procedure and terms of the Agreement.
3.2. The volume of services is determined by the Customer's Requests and the applicable Tariff.
3.3. The Contractor is entitled to provide services either personally or with the involvement of third parties, remaining responsible to the Customer for their actions.
3.4. The Contractor independently determines on which Donor Sites the Links are placed, unless otherwise expressly provided by the Tariff. The Contractor is entitled, during the Placement Period, to move a Link to another Donor Site with comparable characteristics, notifying the Customer via the Personal Account. The right provided for in this clause does not apply to Links placed on a Donor Site selected by the Customer in accordance with clause 3.8.1.
3.5. The subject of the Agreement is the placement of Links. Achieving specific positions in search results by the Acceptor Site, growth in traffic, conversion, sales, or other indicators is not the subject of the Agreement (clause 10.2).
3.6. Donor Site characteristics. The Contractor ensures that the Donor Site on which the Link is placed meets the following requirements as of the date of placement:
a) the number of unique referring domains (Referring Domains, RD, according to Ahrefs data) — at least 20;
b) the main page of the Donor Site is in the search engine index. Regarding Donor Sites created by the Contractor when executing a Request (perpetual placement, clause 1.9.1), this requirement is ensured within 30 (thirty) calendar days from the date of placement;
c) the topic of the Donor Site corresponds to the topic of the Acceptor Site or the anchor text;
d) the Contractor does not place more than 5 (five) Links from content and more than 1 (one) sitewide link from the menu on the main page of one Donor Site. For placements on iGaming platforms for Global, the limit of Links from content on the main page of one Donor Site is 20 (twenty); the limit of sitewide links from the menu remains the same.
3.7. Other characteristics of Donor Sites are not guaranteed. The values of indicators from third-party services (including DR, DA, Trust Flow, ICS, traffic, domain age, number of pages in the index) are random, may have low values, and are not guaranteed by the Contractor either on the date of placement or during the Placement Period. When independently selecting Donor Sites (clause 3.8), the Contractor does not rely on these indicators, as according to their methodology, they do not determine the placement effect; selection criteria are limited to clause 3.6. Corresponding explanations are published on the Site in the "F.A.Q." section (https://tier1.shop/#faq).
The indicator values provided in the Catalog (clause 1.10.1) are published for the purpose of the Customer's independent choice, correspond to the data of the respective third-party services as of the update date specified in the Catalog, and are not guaranteed for subsequent dates, including the date of placement and during the Placement Period. This paragraph does not affect the requirements of clause 3.6, which are ensured by the Contractor, including in relation to Donor Sites included in the Catalog.
3.8. The selection of the Donor Site is carried out by the Contractor (clause 3.4), unless the Tariff provides for the selection of the Donor Site by the Customer from the Catalog (clause 3.8.1). Preliminary coordination of the Donor Site with the Customer, as well as the disclosure of the list of Donor Sites before placement, is not performed — due to the security requirements of the Donor Site network and the anonymity of customers. The address of the placement page is communicated to the Customer after placement in accordance with clause 6.9.
3.8.1. Selection of the Donor Site by the Customer. Certain Tariffs provide for the placement of a Link on a Donor Site selected by the Customer independently from the Catalog (clause 1.10.1) before submitting the Request.
Donor Sites that meet the requirements of clause 3.6 are included in the Catalog. These requirements are ensured by the Contractor in full regarding such Donor Sites, including on the date of placement.
The Link is placed on the Donor Site selected by the Customer. The transfer of the Link to another Donor Site at the discretion of the Contractor (clause 3.4) is not performed.
The replacement of the Donor Site in accordance with paragraphs 5.6 and 5.6.1 regarding such placements is performed with a Donor Site selected by the Customer from the Catalog among those available on the date of request.
The availability of a specific Donor Site for placement is limited by the limits of clause 3.6(d) and is displayed in the Catalog. The selected Donor Site is reserved for the Customer for the duration of the Request's processing and payment; the reservation is lifted in the event of non-payment or partial payment of the Request (clause 7.8). In this case, the Request is executed on a Donor Site selected by the Customer from those available on the date the payment is received in full.
3.9. Exclusivity is not provided. Links from other customers, including those to sites of a similar theme, may be placed on the Donor Site and on a single page thereof, within the limits of clause 3.6(d). The Contractor does not guarantee the absence of links to the Customer's competitors on the Donor Site page, and this is not the subject of the Agreement.
3.10. The Contractor has the right to place Links to several Acceptor Sites of one Customer on one Donor Site, if such Donor Site most closely corresponds to the theme of the Links being placed.
4. PERSONAL ACCOUNT AND FACE ACCOUNT
4.1. To receive services, the Customer registers on the Site. The Customer independently ensures the confidentiality of their credentials and is responsible for actions performed in the Personal Account using them.
4.2. The Customer is responsible for the accuracy of the contact details provided; the exchange of information under the Agreement is carried out using these details.
4.3. Funds deposited by the Customer into the Face Account are prepayment for services. The Face Account is not a bank account, the funds in it are not electronic money, and no interest is accrued on them.
4.4. Face Account funds are spent on the payment of services as they are provided. Offsetting is performed in the order of payment receipt: obligations are settled using previously deposited amounts.
4.5. If the payment for the Customer's services was made by several payers, the Contractor maintains separate records of receipts and debits for each payer. Closing documents are issued to the payer whose funds were used to pay for the service.
4.6. The unused balance of the Face Account is not canceled and is subject to refund upon the Customer's request in accordance with section 8.
4.6.1. The refund of an unused balance of an account denominated in foreign currency (clause 1.11.1) is made in Russian rubles at the rate applied when the corresponding funds were credited to such account. If there are several credits, the refund is made in the order of their receipt. Funds credited to the account as bonuses, rewards, and other accruals that were not payments by the Customer are not subject to refund.
4.7. The Contractor ensures the reflection in the Personal Account of information regarding receipts, debits, placed Links, and their placement dates. The Personal Account data is proper confirmation of the volume and dates of the services provided, unless the Customer proves otherwise.
4.8. The Contractor has the right to suspend the provision of services if the Customer has an outstanding debt, as well as to offset mutual homogeneous claims in accordance with Art. 410 of the Civil Code of the Russian Federation.
5. PROCEDURE FOR THE PROVISION OF SERVICES
5.1. The Contractor begins providing services after the receipt of payment in an amount sufficient to execute the Request, and upon receiving all necessary data from the Customer (Acceptor Site, target page URLs, anchor text).
5.1.1. If the Customer has not processed the Request or has not provided the data necessary for the provision of services, the Contractor is not considered to be in default of the obligation (Art. 406 of the Civil Code of the Russian Federation), and the deadlines for the provision of services are extended by the period of the Customer's delay.
5.2. The term for placing Links is determined by the Tariff published on the Site. The term for providing other services provided for by the Tariffs (replacement of Links, changing anchor text and URLs, and others) is up to 10 (ten) business days from the date on which the Request is provided with payment and the necessary data, unless the Tariff establishes a different term.
5.3. Placement extension is provided at the moment of payment of the corresponding Request and is considered provided on this date.
5.4. The Contractor has the right to check the Acceptor Site for compliance with the requirements of the legislation of the Russian Federation and clause 9.2 of the Offer both before the start of placement and at any moment after. Upon identification of non-compliance, the Contractor has the right to refuse placement, suspend or terminate the placement of Links, notifying the Customer.
5.5. Upon termination of placement on the grounds of clause 5.4, the cost of services actually provided is not subject to refund; the unused balance of the Personal Account is returned in accordance with section 8.
5.6. If during the Placement Period the Link becomes unavailable for reasons depending on the Contractor (including in connection with the unavailability or termination of the operation of the Donor Site), the Contractor, within 10 (ten) working days from the moment of identification or receipt of the Customer's notification, shall place the Link on another Donor Site with comparable characteristics. Placement on another Donor Site is a proper method of remedy; the choice of the method of remedy belongs to the Contractor. A refund of the cost of the unprovided part of the services to the Personal Account is made exclusively if the Contractor recognizes placement on another Donor Site as impossible. This clause does not apply to Customer-consumers.
5.6.1. Replacement of the Donor Site at the request of the Customer regarding a placed and available Link is performed if at least one of the following grounds exists:
a) the number of unique referring domains (RD) of the Donor Site is less than 20;
b) the main page of the Donor Site is absent from the search engine index, and for Donor Sites created during the execution of the Request, it is absent from the index after the expiration of the period established by clause 3.6(b);
c) the topic of the Donor Site objectively does not correspond to the topic of the Acceptor Site or the anchor.
Non-compliance of the Donor Site with the subjective expectations of the Customer, including the values of the indicators listed in clause 3.7, as well as the placement of Links of other customers on the Donor Site (clause 3.9), are not grounds for replacement. Replacement on the grounds of this clause is performed within the period established by clause 5.2 and is not subject to additional payment. This clause does not apply to Customer-consumers.
5.7. If the Acceptor Site becomes unavailable, returns an error, or its content changes such that the placement of the Link violates clause 9.2 or section 11, the Contractor has the right to suspend placement until the circumstances are remedied, notifying the Customer. Such suspension is not a failure to provide services and does not extend the Placement Period.
5.8. Upon expiration of the Placement Period, the Link is removed if the Customer has not paid for the extension. Automatic debiting of funds for extension is not performed.
5.9. The Customer has the right to request the removal of a placed Link at any time. The cost of services for the paid Placement Period is not recalculated and not refunded in this case, as the placement service is considered provided (clause 6.1).
5.10. Claims regarding the volume and quality of the services provided are accepted by the Contractor within 30 (thirty) calendar days from the date of placement of the corresponding Link. This condition does not change the statutes of limitations and does not apply to Customer-consumers.
5.11. If within 12 (twelve) months from the date of receipt of funds to the Personal Account the Customer has not filed a Request or has not provided the data necessary for the provision of services, the Contractor has the right to send the Customer a notification proposing to determine the procedure for using the deposited funds. If within 30 (thirty) calendar days from the date of sending the notification the Customer has not filed a Request and has not provided the necessary data, the Contractor has the right to refuse the execution of the Agreement in a unilateral out-of-court manner and return the unused balance of the Personal Account in accordance with section 8.
5.12. Funds deposited into the Personal Account are not targeted and are not subject to separate storage. Interest and other income on the funds of the Personal Account are not accrued and not paid to the Customer. This clause does not limit the right of the Customer to request the return of the unused balance at any time in accordance with section 8.
6. MOMENT OF SERVICE PROVISION. ACCEPTANCE. DOCUMENTATION
6.1. The service of placing a Link is considered provided on the date the Link is placed on the Donor Site. The placement date is recorded in the Personal Account.
6.2. The deposit of funds into the Personal Account is not the provision of services; a primary accounting document is not issued upon the deposit of funds. The basis for payment is the Invoice.
6.3. Services paid for using funds received under a specific Invoice are considered fully rendered on the date of placement of the last Link (provision of the last service) paid for using these funds, i.e., on the date of full expenditure of the Invoice amount.
6.4. Within 5 (five) business days from the date specified in clause 6.3, the Contractor shall generate a universal transfer document (UTD) for the total amount of the corresponding Invoice and send it to the Customer.
6.5. If the Invoice amount is not fully spent, a UTD for the services actually rendered is generated upon the Customer's request — within 5 (five) business days from the date of receipt of the request. Previously issued documents are taken into account during the subsequent closing of the Invoice; the repeated inclusion of the same services in different documents is not permitted.
6.6. Documents are sent via EDI. In the absence of EDI for the Customer, documents are sent to the Customer's email address. The preparation and sending of documents on paper is carried out only by a separate agreement of the Parties and at the Customer's expense.
6.7. The Customer is obliged to sign the received document or send a reasoned refusal of acceptance within 5 (five) business days from the date of its receipt. If the Contractor has received neither a signed document nor a reasoned refusal within the specified period, the services are considered rendered properly and accepted by the Customer in full, and the document is considered signed unilaterally. This clause does not apply to Customers who are consumers.
6.8. A reasoned refusal must contain a list of specific comments with a reference to the terms of the Agreement.
6.9. A placement report specifying the addresses of the Donor Site pages, anchor text, and placement dates is generated in the Personal Account and is available to the Customer at any time.
6.10. An Invoice is not a document confirming the provision of services.
7. COST OF SERVICES AND PAYMENT PROCEDURE
7.1. The cost of services is determined by the Tariff in effect on the date of the Request. Prices are indicated in Russian rubles. Under separate Tariffs, the price may be denominated in US dollars; in this case, payment is made in Russian rubles at the official exchange rate of the Bank of Russia in effect at the time of payment. The applied rate is fixed at the time of payment, indicated in the Invoice, and is not subject to subsequent revision.
7.2. Services are provided on the terms of 100% advance payment.
7.3. Payment is made by one of the following methods:
a) transfer of funds to the Contractor's settlement account on the basis of the issued Invoice;
b) using payment services available on the Site;
c) debiting funds from the Personal Account.
7.4. The Customer's payment obligation is considered fulfilled from the moment the funds are credited to the Contractor's settlement account.
7.5. The Contractor's services are not subject to VAT due to the Contractor's application of a special tax regime.
7.6. In cases where the legislation of the Russian Federation imposes an obligation on the Contractor to use cash register equipment, a cash receipt is sent to the Customer in electronic form to the email address and (or) subscriber number specified by them (clause 2 of art. 1.2 of Federal Law dated 22.05.2003 No. 54-FZ). The Customer is provided with the opportunity to specify such data before the payment is made.
7.7. Bank and payment service commissions charged to the Customer when making a payment are not included in the cost of services.
7.8. If the received amount is less than the cost of services under the Request, the received funds are credited to the Personal Account; the Request is executed after additional payment.
7.9. The saving of the Customer's payment data for subsequent settlements is carried out only with their consent. The Customer has the right to refuse the use of previously provided payment data at any time by sending a notification via the Personal Account or to the address pbn@tier1.shop; such data shall not be used from the moment the refusal is received.
7.10. A reconciliation of settlements is conducted at the request of either Party. A reconciliation act sent by one Party and not contested by the other within 10 (ten) business days is considered agreed.
8. TERMINATION OF THE AGREEMENT AND REFUND OF FUNDS
8.1. The Customer has the right to refuse the execution of the Agreement at any time, provided that the Contractor is paid for the expenses actually incurred by them and the cost of services actually rendered (clause 1 of art. 782 of the Civil Code of the Russian Federation).
8.2. Services rendered by the time of refusal (Links placed in accordance with clause 6.1, as well as other services rendered) are paid in full and are not subject to refund regardless of whether the paid Placement Period has expired.
8.3. The unused balance of the Personal Account is returned to the Customer upon their application.
8.4. The refund application is sent via the Personal Account or from the email address specified by the Customer during registration, and must contain the name (surname, first name, patronymic) of the Customer, the amount to be refunded, and the bank details for the transfer.
8.5. The Contractor reviews the application and makes the refund within 10 (ten) business days from the date of its receipt. For Customer-consumers, the period established by clause 17.4 applies.
8.6. The refund is made to the payer's details used to make the payment, unless otherwise agreed by the Parties and unless it contradicts the requirements of the legislation. If a refund by the specified method is impossible, including due to the closure or reissue of a bank card, closure of an account, or expiration of the period during which a refund is permitted by the rules of the payment system, the refund is made according to the bank details provided by the payer.
8.7. The Contractor has the right to refuse the execution of the Agreement in a unilateral out-of-court manner if the Customer violates clause 9.2 or section 11 of the Offer, notifying the Customer. The cost of services actually rendered is not subject to refund; the unused balance of the Personal Account is returned in accordance with this section.
9. WARRANTIES AND REPRESENTATIONS OF THE PARTIES
9.1. Each Party represents (art. 431.2 of the Civil Code of the Russian Federation) that it possesses the necessary legal capacity and authority to conclude and execute the Agreement, and the person performing the acceptance is authorized to do so.
9.2. The Customer represents and warrants that:
9.2.1. they possess all rights in relation to the Acceptor-Site necessary for the placement of Links, or act with the consent of the right holder;
9.2.2. the Acceptor-Site and the materials placed on it comply with the legislation of the Russian Federation, including legislation on advertising, on the protection of competition, on the protection of consumer rights, on information, on rights to the results of intellectual activity and means of individualization;
9.2.3. the Acceptor-Site does not contain information, the distribution of which is prohibited or restricted, including: regarding gambling and bookmaking activities carried out in violation of the law; regarding narcotic drugs and psychotropic substances; of an extremist nature; regarding financial operations, attracting investments, and cryptocurrencies carried out in violation of the law; of a pornographic nature; information defaming the honor, dignity, and business reputation of third parties;
9.2.4. the Acceptor-Site is not among the resources whose access is restricted on the territory of the Russian Federation, and does not belong to persons included in the register of foreign agents or in the list of organizations whose activities are prohibited;
9.2.5. Anchor text and other materials provided to the Contractor do not violate the rights of third parties, including rights to trademarks and objects of copyright;
9.2.6. The acceptor site does not contain malicious software.
9.3. The Contractor warrants that the donor sites belong to them or are used by them on a legal basis and that they are entitled to place Links on them.
9.4. In the event of inaccuracy of the warranties provided by the Customer under clause 9.2, the Customer shall be obliged to compensate the Contractor for the losses caused thereby, including the amounts of administrative fines and other mandatory payments recovered from the Contractor, within 10 (ten) business days from the date of receipt of the corresponding demand.
9.5. Tax clause. Each Party warrants that it fulfills its tax obligations and reflects operations under the Agreement in its accounting and reporting. The Party, due to the inaccuracy of whose warranties the other Party has incurred losses in the form of additional taxes, penalties, and fines, shall compensate for such losses (Art. 406.1, 431.2 of the Civil Code of the Russian Federation).
10. LIABILITY OF THE PARTIES
10.1. For non-performance or improper performance of obligations, the Parties shall be liable in accordance with the legislation of the Russian Federation, taking into account the provisions of this section.
10.2. The Contractor does not guarantee and shall not be liable for:
a) the acceptor site achieving certain positions in search results, growth in traffic, conversion, sales, or other indicators;
b) the indexing of Links by search engines, the speed and completeness of such indexing;
c) the actions and decisions of search engines, including the application of sanctions, filters, and other restrictions to the acceptor site or donor sites;
d) the compliance of the result with the subjective expectations of the Customer;
e) the values of donor site indicators in third-party services (clause 3.7), their change during the Placement Period, as well as the composition of links from other customers on the donor site (clause 3.9).
10.3. The aggregate liability of the Contractor under the Agreement is limited to the cost of services paid by the Customer for the period in which the basis for liability arose, but not more than the cost of services for the last 3 (three) months. The Contractor does not compensate for lost profits. This clause does not apply to Customers who are consumers and to cases of intentional violation.
10.4. The Parties shall not be liable for non-performance of obligations caused by the actions (inaction) of third parties, including telecom operators, hosting providers, domain name registrars, payment systems, and search engines.
11. PLACED INFORMATION AND ADVERTISING LEGISLATION
11.1. Services under the Agreement are provided for the purpose of search engine optimization of the acceptor site. Links are placed for their accounting by search engines when determining the relevance and ranking of the acceptor site.
11.2. The Parties proceed from the fact that the placement of Links, including the choice of anchor text, is aimed at changing the relevance and ranking indicators of the acceptor site in search engines, and not at attracting the attention of an unspecified circle of persons to the goods (works, services) of the Customer, forming or maintaining interest in them, and their promotion in the market, and does not meet the set of characteristics of advertising established by clause 1 of Art. 3 of the Federal Law dated 13.03.2006 No. 38-FZ "On Advertising".
11.3. The anchor text is determined by the Customer based on search queries for which they intend to increase relevance. The coincidence of the anchor text with the wording of search queries is due to the purpose of the service.
11.4. The Contractor is entitled to reject the anchor text or other materials provided by the Customer, as well as to remove a placed Link, if their placement creates a risk of violating the legislation of the Russian Federation. The cost of services actually rendered in this case is not subject to refund.
11.5. If the Customer intends to place information that meets the characteristics of advertising, they must notify the Contractor in advance. Such placement is possible exclusively on the basis of a separate written agreement between the Parties, providing for the procedure for fulfilling the requirements of Art. 18.1 of the Federal Law "On Advertising" (obtaining an advertising identifier, transferring information to the unified registry of internet advertising) and the distribution of related expenses.
11.6. The Customer shall reimburse the Contractor for the amounts of administrative fines, mandatory contributions, and other payments charged to the Contractor in connection with the placement of information under the Customer's Request, if the basis for the charge was a violation by the Customer of clauses 11.3 or 11.5 or the inaccuracy of its representations under clause 9.2.
12. INTELLECTUAL PROPERTY
12.1. Exclusive rights to the Website, Personal Account, Donor Sites, and the materials placed on them belong to the Contractor or third parties. Use of these objects in ways not provided for by the Agreement is not permitted.
12.2. The Customer grants the Contractor, for the term of the provision of services, a royalty-free simple (non-exclusive) license to use the materials transmitted by the Customer (texts, images, trademarks, logos, commercial designations) to the extent necessary to provide the services, including reproduction and making available to the general public.
12.3. The Customer guarantees that it possesses the rights necessary to grant the license under clause 12.2 and shall be liable to third parties for the violation of their rights by the transmitted materials.
12.4. Exclusive rights to texts and other materials created by the Contractor during the provision of services and placed on Donor Sites belong to the Contractor and are not transferred to the Customer.
13. PERSONAL DATA AND MESSAGES
13.1. The processing of personal data is carried out in accordance with Federal Law No. 152-FZ of 27.07.2006 "On Personal Data" and the Personal Data Processing Policy published at https://tier1.shop/politika-konfidentsialnosti/.
13.2. The Customer, when transmitting personal data of third parties (including its employees and representatives) to the Contractor, guarantees the existence of legal grounds for such transfer and the notification of the personal data subjects.
13.3. The Contractor is entitled to send the Customer messages related to the performance of the Agreement (notifications of Request statuses, placement, documents, settlements) without additional consent.
13.4. The sending of promotional messages to the Customer is carried out only with its prior consent, expressed by checking the corresponding box in the form on the Website (part 1 of art. 18 of the Federal Law "On Advertising"). The Customer is entitled to withdraw consent at any time by sending a notification to pbn@tier1.shop.
14. CONFIDENTIALITY
14.1. The Parties undertake not to disclose to third parties information obtained in connection with the performance of the Agreement, including the list of Donor Sites, placement terms, volumes, and cost of services, except in cases provided by law.
14.2. The list and addresses of Donor Sites, as well as information about the structure of the Contractor's website network, constitute a commercial secret of the Contractor. The Customer is not entitled to transfer this information to third parties, publish it, include it in publicly available databases and services, or use it for purposes not related to the performance of the Agreement.
14.3. Obligations under this section shall remain in effect for 3 (three) years from the date of termination of the Agreement.
15. FORCE MAJEURE
15.1. The Parties are released from liability for failure to perform obligations if it is caused by force majeure circumstances, including natural disasters, military actions, acts of state authorities, large-scale failures in communication networks and power supply.
15.2. The Party for whom such circumstances have occurred shall notify the other Party within 10 (ten) business days. If the circumstances persist for more than 60 (sixty) days, either Party is entitled to terminate the Agreement with mutual settlements for services actually rendered.
16. LEGALLY SIGNIFICANT MESSAGES
16.1. The Parties recognize as legally significant (art. 165.1 of the Civil Code of the Russian Federation) messages sent:
a) by email — from the Customer's address specified during registration to pbn@tier1.shop and vice versa;
b) via the Personal Account;
c) via EDI.
16.2. A message is considered received on the day of its sending, and if sent during non-working hours — on the next closest working day. The risk of non-receipt of a message for reasons depending on the addressee is borne by the addressee.
16.3. The Parties recognize the legal force of documents sent by the methods in clause 16.1 as equal to the legal force of documents on paper.
17. SPECIFICS FOR CUSTOMER-CONSUMERS
17.1. This section applies if the Customer is a Customer-consumer (clause 1.15). In the event of a contradiction between this section and other provisions of the Offer, this section shall apply.
17.2. A Customer-consumer has the right to withdraw from the execution of the Agreement at any time, provided that the Contractor is paid for the expenses actually incurred by them in connection with the performance of obligations under the Agreement (Art. 32 of the Law of the Russian Federation dated 07.02.1992 No. 2300-1 "On Protection of Consumer Rights"). Services provided up to the moment of withdrawal (including Links placed in accordance with clause 6.1) are paid by the Customer-consumer in full according to the applicable Tariff; regarding unprovided services, the amount paid is subject to refund minus the expenses actually incurred by the Contractor, supported by documentation.
17.3. The provisions of clauses 5.6 (choice of method of elimination), 5.6.1 (grounds for replacing the Donor Site), 5.10 (deadline for filing claims), 6.7 (acceptance in the absence of objections), and 10.3 (limitation of the amount of liability) do not apply to the Customer-consumer. Upon discovery of defects in the service provided, the Customer-consumer enjoys the rights provided for by Art. 29 of the Law "On Protection of Consumer Rights".
17.4. Requests of the Customer-consumer for a refund of funds are satisfied within 10 (ten) days from the date of their submission (Art. 31 of the Law "On Protection of Consumer Rights").
17.5. A Customer-consumer has the right to bring a lawsuit at their choice to the court at their place of residence or stay, at the location of the Contractor, or at the place of conclusion or execution of the Agreement (Art. 17 of the Law "On Protection of Consumer Rights"). Compliance with the claim procedure is not mandatory for the Customer-consumer.
17.6. Information about the Contractor, services, their cost, and delivery dates is brought to the Customer-consumer in Russian via placement on the Site.
17.7. When settling accounts with a Customer-consumer, the Contractor uses cash register equipment in cases established by law and sends a cash receipt in accordance with clause 7.6.
18. DISPUTE RESOLUTION
18.1. The law of the Russian Federation applies to the Agreement.
18.2. Before applying to the court, a Party is obliged to send a claim to the other Party. The period for considering a claim is 15 (fifteen) calendar days from the date of its receipt.
18.3. Disputes not settled through the claim procedure are subject to consideration in the Arbitration Court of the city of Saint Petersburg and the Leningrad Region, unless other jurisdiction is imperatively established by law, including clause 17.5 of the Offer.
18.4. The recognition of a separate provision of the Agreement as invalid does not entail the invalidity of the remaining provisions.
18.5. The failure of the Contractor to take measures upon the Customer's violation of the terms of the Agreement does not deprive the Contractor of the right to take such measures subsequently.
19. VALIDITY PERIOD AND AMENDMENT OF THE OFFER
19.1. The Offer is valid from the date of its publication on the Site until the date of publication of a new edition or the withdrawal of the Offer.
19.2. The Contractor has the right to unilaterally change the Offer and Tariffs. The new edition comes into force from the date of publication on the Site and applies to acceptances made after that date.
19.3. For services paid for before the new edition comes into force, the edition in effect on the date of acceptance (clause 2.7) shall apply.
19.4. Changes to Tariffs do not affect the cost of services under Requests paid for before such change.
20. OTHER TERMS
20.1. The Agreement may be terminated by agreement of the Parties, as well as unilaterally on the grounds provided for by the Agreement and the legislation of the Russian Federation.
20.2. Neither Party shall be entitled to assign rights or transfer obligations under the Agreement to third parties without the written consent of the other Party, except in cases provided by law.
20.3. The Agreement contains all terms agreed upon by the Parties regarding its subject matter.
20.4. The place of conclusion of the Agreement is considered to be the city of Saint Petersburg.
21. EXECUTOR DETAILS
Individual Entrepreneur Bobrov Vladislav Sergeevich
| INN | 784801005488 |
| OGRNIP | 323784700253961 (registration date 10.08.2023) |
| Address | 196142, Russia, Saint Petersburg, Kosmonavtov Ave, 63, bldg. 1, apt. 127 |
| Settlement account | 40802810620000083908 |
| Bank | LLC Bank Tochka, Moscow |
| BIK | 044525104 |
| Correspondent account | 30101810745374525104 |
| Phone | +7 (905) 222-80-39 |
| pbn@tier1.shop | |
| EDI Identifier | 2BEe0698e2bf57846b99ee5b2cc5f44a1b2 |
| Taxation | special tax regime, VAT exempt |
