Rules of Advertising Service Rendering / Documents / Habr

Rules of Advertising Service Rendering

Habr LLC
Moscow
Effective from December 16, 2022

Previous revisions:
dated September 01, 2016
dated March 03, 2017
dated August 09, 2018

These "Rules for Advertising Services" constitute mandatory terms and condition for the conclusion and execution of agreements for the provision of advertising services using web applications.

1. Definitions and Terms

1.1 For the purposes hereof, the terms below shall have the following meaning:

1.1.1. Rules mean the body of this document with all annexes, amendments and supplements hereto, as published at the Contractor’s Website and available at: https://habr.com/docs/docs/advert-rules/.

1.1.2. Proforma Invoice means a document drawn up by the Contractor, specifying the material terms and conditions of the Agreement concluded in accordance with these Rules, including information on the Advertising Materials, term and the manner of the Service rendering, the cost thereof and other essential terms and conditions of a certain Agreement.

1.1.3. Agreement means an agreement on fee-based Services entered into and performed by the Parties in the manner provided for by these Rules, with all Mandatory Documents related thereto.

1.1.4. Customer means a person entered into the Agreement with the Contractor on the terms and conditions set forth herein (under the concluded Agreement) or intending to enter therein (in progress) in its own interests or the interests of its client.

1.1.5. Reporting Period means a quarter attributable to the period from the conclusion of the Agreement until the termination thereof. The beginning of the first Reporting Period shall be the date of the Agreement conclusion, and the end of the last Reporting Period shall be the last day of the Agreement's term. At the Customer's request, the Contractor may define the Reporting Period under an Agreement to be one calendar month by specifying the relevant data in the Proforma Invoice relating to such Agreement.

1.1.6. Advertising Material means a banner, link and other materials containing advertising information provided by the Customer or created by the Contractor within a specific Advertising Campaign for the publication in the Application on the terms and conditions hereof subject to a separate Agreement.

1.1.7. Advertising Campaign means a scope of the Services ordered under an Agreements entered into by and between the Contractor and the Customer, and effective in the Reporting Period.

1.1.8. Website means any automated information system accessible via the Internet at web addresses in the following domains (including subdomains): habr.com

1.1.9. Mobile Application means a software to be installed and used on a Device that enables the User to access the System via a communication network.

1.1.10. Application means software and/or databases, including the Website and the Mobile Application that provide access to the System via the Device for information purposes.

1.1.11. Device means a personal computer, tablet, mobile phone, communicator, smartphone, or any other device allowing the use of the Application and/or Systems in accordance with their intended purpose.

1.1.12. Parties mean the Customer and the Contractor under an Agreement entered into in accordance with these Rules.

1.1.13. Services mean advertising services provided by the Contractor under a separate Agreement in accordance herewith. Such advertising services can include the placement of the Customer's Advertising Materials in the Application, creation of Advertising Materials, and other services.

1.2. These Rules may include terms and definitions not defined in Clause 1.1. hereof. In this case such term shall be construed in accordance with the text of the Rules. Where these Rules provide no unambiguous interpretation or definition of a term, such term shall be interpreted as defined, primarily, by the documents constituting the Agreement between the Parties, secondly, by the documents binding the Parties, and subsequently, by the Russian Federation laws, the good business practices and scientific doctrine.

1.3. In these Rules, any reference to a clause (section of these Rules) and/or provisions hereof shall mean the respective reference to these Rules (section hereof) and/or provisions hereof.

2. Subject-Matter and Conclusion Procedure of the Agreement

2.1. The subject-matter of the Agreement shall be the Services specified in the accepted Proforma Invoice.

2.2. By paying the Proforma Invoice on the terms and conditions specified therein the Customer accepts the Contractor's offer to enter into an Agreement.

2.3. The Customer ‘s acceptance of the Proforma Invoice shall confirm the Customer's acquaintance and unconditional agreement with these Rules, including the mandatory documents specified therein, and form the Agreement between them on the terms and conditions of the Proforma Invoice and these Rules.

2.4. The term of the Agreement shall be the period from the acceptance of the Proforma Invoice by the Customer until the end of the Services rendering period.

2.5. The Parties may enter into an unlimited number of Agreements under these Rules, including those with fully or partially coinciding terms.

3. General Terms and Conditions of the Services

3.1. The order can be placed by sending the Advertising Materials and other information necessary to enter into the Agreement to the Contractor's email address specified herein.

3.2. A compulsory condition for the rendering of Services by the Contractor shall be the Customer's unconditional acceptance of and compliance with the requirements and provisions regarding the relations of the Parties under the Agreement, determined by the following documents binding for the Parties:

3.2.1. User Agreement published and/or available in the Internet at https://account.habr.com/info/agreement/ and containing the general terms and conditions for registration at the Website and the use of the System;

3.2.2. Privacy Policy published and/or available in the Internet at https://account.habr.com/info/confidential/, and containing the rules for the provision and use of the Customer's personal data due to the use of the System.

3.2.3. Habr advertising code published and/or available in the Internet at https://habr.com/en/docs/docs/ad_code/ and containing requirements for Advertising materials.

3.3. The binding documents specified in Clause 3.1. of these Rules shall form an integral part hereof.

3.4. The Services shall be rendered subject to payment for the Services under the relevant Agreement and the absence of debts under any other Agreements entered into by and between the Customer and the Contractor.

3.5. If the Customer violates the terms of payment under the Agreement, the Contractor may, at its discretion, repudiate such Agreement in full or in part, and request full indemnification of the documented losses, or suspend the Services rendering until proper fulfillment of the Customer’s payment obligations.

3.6. The Contractor shall be entitled to engage third parties to render services. In particular, the Customer accepts and agrees that, in part pertaining to the use of the Application, the direct service provider shall be the right holder of the Application, i.e. Habr Blockchain Publishing Ltd., with the Contractor being responsible to the Customer. The Contractor guarantees that, subject to the agreement entered into by and between the Contractor and the right holder of the Application, i.e. Habr Blockchain Publishing Ltd., the Contractor is able to enter into and duly perform Service Agreements based on these Rules.

4. Provision of Advertising Materials by the Customer

4.1. Not later than Two (2) business days before the publishing of the Advertising Materials, the Customer shall provide the Contractor with their layouts via an electronic message with the attached file sent to the Contractor's email address specified in Section 17 hereof, or to any other email address specified by the Contractor.

4.2. The Advertising Materials provided by the Customer shall fully comply with the terms of User Agreement, these Rules and the Habr advertising code.

4.3. At the Customer's request, the Contractor shall replace the Customer's Advertising Materials within Two (2) business days after the new Advertising Materials are provided for the publication in accordance herewith.

4.4. In the case of late provision of the Advertising Materials or their failure to comply with the established requirements and restrictions, the Contractor shall be entitled to suspend the rendering of Services and reduce the publication period of the Advertising Materials for the period of delay caused by the Customer.

4.5. The Contractor may examine the Advertising Materials for their compliance with applicable laws, the Agreement, Rules and mandatory documents specified therein at any time, including before the commencement of the Services and after publication of the Advertising Materials.

4.6. The acceptance for placement and/or confirmation of the possibility to place the Advertising Materials by the Contractor under no circumstances shall mean the confirmation of the Customer's rights to use intellectual property of any third party in such Advertising Materials and/or other action violating any rights (legal interests) of third parties, as well as violating the laws in any other form. The Customer shall bear full responsibility for such use and any consequences thereof, as well as for the content of the Advertising Materials and their compliance with legal requirements.

4.7. When receiving the Advertising Materials and during their publication period, the Contractor may verify the information specified therein, including the correctness of addresses, phone numbers, website address, compliance of the goods (work, services) to the contents of the Advertising Materials.

4.8. In the case of inconsistencies in the Advertising Materials with the requirements above, the Contractor shall notify the Customer about the results of the verification and propose to replace such Advertising Materials with the new ones. If the Customer, despite the Contractor’s reasonable notice, fails to eliminate the circumstances hindering the publication of the Advertising Materials, the Contractor may, at its discretion, repudiate the relevant Agreement providing for the publication thereof, in full or in part, and request full indemnification of the documented losses.

4.9. If the production and/or the sale of goods (work, services) being advertised requires any license or other special permits, or such goods (work, services) are subject to mandatory certification or other mandatory confirmation of the compliance with requirements of technical regulations, the Contractor shall have the right to request the duly certified copies of the relevant documents supporting the obtainment thereof at any time, and the Customer shall provide them within Three (3) days after such request, and upon the provision of the Advertising Materials in the case of the initial publication thereof.

4.10. The Contractor shall have the right to verify at any time the validity of information provided by the Customer in the documents supporting the obtainment of the required licenses (permits) or certificates (declarations).

4.11. In case of failure to provide the documents specified in Clause 4.9. or indication of false data therein, the Contractor shall have the right to immediately and unilaterally repudiate the Agreement providing for the publication of the Advertising Materials, in full or in part, and to request full indemnification of the documented losses.

5. Specifics of Services Related to the Development of the Advertising Materials by the Contractor

5.1. If the Parties agree that the Contractor shall publish the Advertising Materials that it developed, the period of Service rendering for the development of the Advertising Materials shall be a period from the date of entering into the Agreement until the Parties approve the developed Advertising Materials.

5.2. Materials provided by the Customer to the Contractor for the development of the Advertising Materials shall be governed by the requirements and terms of Section 4 hereof.

5.3. The Parties shall approve the developed Advertising Materials as follows:

5.3.1. When completing the development of the Advertising Materials, the Contractor shall provide them to the Customer for preliminary approval thereof via e-mail.

5.3.2. The Customer shall provide the Contractor with all existing comments on the Advertising Materials within Five (5) business days. Changes and additions to the Advertising Materials under the Customer’s instructions received by the Contractor after the end of the period specified herein, shall be made on the basis of an Agreement concluded under a separate Order.

5.3.3. The Customer accepts and agrees that the Advertising Materials developed by the Contractor for their publication in the Application shall be fully compliant to the Website's editorial policy, therefore the Contractor shall have the right to reject the Customer’s comments, if their fulfillment would entail a violation of the editorial policy. Rejection of such Customer's comments by the Contractor shall not be a reason for the Customer's refusal to accept and approve the developed Advertising Materials.

5.3.4. The Advertising Materials shall be deemed accepted and approved by the Customer:

5.3.4.1. If the Customer confirms the acceptance - upon such confirmation receipt by the Contractor.

5.3.4.2. If the Contractor receives the Customer's comments (subject to Clause 5.3.3. hereof) – upon compliance with such comments and resending the Advertising Materials to the Customer.

5.3.4.3. If the Contractor receives no comments from the Customer - on the next day after the end of the period set for provision of the comments.

5.3.5. Comments and objections regarding the Advertising Materials approved in the manner specified above shall not be accepted.

6. Rights and Responsibilities of the Parties

6.1. The Contractor shall be obliged to:

6.1.1. Render the Services to the Customer under the Agreement entered into in accordance with these Rules and the mandatory documents specified herein.

6.1.2. Proceed to the publication of the Advertising Materials no later than the date specified in the relevant Agreement, provided that the Customer complies with the terms of the Advertising Materials rendering hereunder.

6.1.3. At the Customer's request, inform the Customer on the progress of the Services rendering under the Agreement by providing the Customer with the access to statistics concerning the placement of the Advertising Materials.

6.1.4. Provide Information about the advertisement of the Customer (advertiser) distributed by the Contractor (directly or through third parties) in the in the Internet information and telecommunications network to the advertising data operator (the “ADO") in the amount and within the time limits established by the Russian Federation laws, to fulfill the obligation to provide the federal executive body exercising the control and supervision in the mass media, mass communications, information technology and communications with information about advertising distributed on the Internet, the composition of which is determined in accordance with Part 1 Article 18.1 of the Federal Law "On Advertising" (the “Advertising Information"). At the same time, the Contractor decides independently and at its own discretion if the certain materials shall be deemed advertisement.

6.1.5. Mark the advertisement of the Customer (advertiser) distributed by the Contractor in the Internet information and telecommunications network with “advertisement” label and specify thereon the advertiser thereof and/or the site, webpage in the Internet information and telecommunications network containing information about the advertiser of such advertisement.

6.1.6. Register the advertisement of the Customer (advertiser) distributed by the Contractor in the Internet information and telecommunications network to the ADO (ensure the assignment of an advertisement identifier to relevant advertisement by the ADO) in accordance with the requirements of the Russian Federation laws.

6.2. Contractor shall be entitled to:

6.2.1. Not proceed with the rendering of the Services, or suspend the Services if the Customer breaches the terms of the Advertising Materials provision hereunder.

6.2.2. Completely or partially repudiate the concluded Agreement in the cases provided for by these Rules.

6.2.3. Request from the Customer and receive documents, examine the information specified therein in accordance with the terms of the Advertising Materials provision hereunder.

6.2.4. Engage third parties for the fulfillment of obligations under the Agreement subject to taking the responsibility for their actions as for the Contractor’s own.

6.2.5. Request the necessary scope of the Advertising Information from the Customer.

6.3. The Customer shall be obliged to:

6.3.1. Provide the Contractor with the Advertising Materials in accordance with requirements specified in Section 4 hereof.

6.3.2. Timely pay for the Services under the Agreements in accordance with terms and conditions specified in Section 7 hereof.

6.3.3. At the Contractor's request, provide the documents specified in Section 4 hereof within the time limits set therein.

6.3.4. Provide a relevant written notice to the Contractor within Three (3) days from the revocation (cancellation), suspension or expiration of licenses, certificate and other permits issued for the advertised goods (work, services) or in connection therewith.

6.3.5. Ensure the accuracy of the information in the provided Advertising Materials, and their compliance with other legal requirements, the Agreement for their publication, and these Rules.

6.4. The Customer shall be entitled to:

6.4.1. Make changes to the Advertising Materials published under the valid Agreements by providing new Advertising Materials in the manner specified in Section 4 hereof.

6.4.2. Get information on the progress of Service rendering under the Agreement concluded.

6.4.3. Completely or partially repudiate the concluded Agreement in the cases provided for by these Rules.

7. Cost of Services and Payment Procedure

7.1. The cost of Services under the Agreement shall be specified in the relevant Proforma Invoice.

7.2. If the Customer is not recognized as a tax resident of the Russian Federation, the cost of the Services under the Agreement shall be determined in US dollars or in the amount in rubles equivalent to the amount in US dollars at the exchange rate set for the Proforma Invoice issue date. In such cases, the Customer shall pay for the Services in the currency specified in the Proforma Invoice.

7.3. The Customer shall make an advance payment in the amount of 100% (One hundred percent) of the cost of ordered Services within Five (5) calendar days from the Proforma Invoice issue date, unless it specifically provides for a different payment term. Should the payment under the Proforma Invoice be received in violation of the time limit specified therein, the Contractor shall be entitled act as follows at its discretion: a) to confirm the Agreement conclusion in accordance with the paid up Proforma Invoice; b) to deem the Contractor's proposal to conclude the Agreement not properly accepted by the Customer and return the received payment.

7.4. Settlements under the Agreement shall be carried out by wire transfers to the Contractor's bank account specified in the Proforma Invoice. All settlements under the Agreement shall be made in Russian rubles, unless otherwise specified in Clause 7.2. hereof.

7.5. The Customer shall be deemed to have fulfilled its obligations on payment for the Services upon crediting of the relevant amount to the Contractor's bank account.

7.6. Provision of Article 317.1 of the Civil Code of the Russian Federation shall not apply to the financial liabilities of the Parties.

7.7. If the Customer is not a resident of the Russian Federation:

7.7.1. The Customer undertakes to determine and notify the Contractor in writing, whether the Contractor is to perform any duties in the country of the Customer's residence in relation to the Agreement, and whether it is necessary to withhold, transfer or otherwise pay any taxes, fees and other similar charges (hereinafter referred to as the "Taxes") in the country of the Customer's residence from the amounts payable to the Contractor under the Agreement. The Parties agreed that any remuneration under the Agreement shall not include the said Taxes. If it is necessary to withhold, transfer or otherwise pay any Taxes in the country of the Customer's residence, the specified remuneration shall be increased by the amount of such Taxes.

7.7.2. The Parties agree to provide each other with the necessary information or documentation (e.g., a residency certificate or any other similar document) to file an application under the Treaty to reduce or waive any withholding or deduction required by law from any amounts payable under the Agreement.

7.7.3. For the purposes hereof the term "Treaty" shall mean any applicable convention or agreement between the Russian Federation and the country of the Customer's residence, including, but not limited to, the avoidance of double taxation and prevention of income tax evasion, and any amendments, instructions and protocols to such conventions or agreements and their revisions.

8. Delivery and Acceptance of the Services

8.1. Subject to the Agreement, the Services may be rendered both on a one-off basis (including by stages) and on a regular basis within any certain period.

8.2. The Services shall be deemed rendered by the Contractor in full upon expiry of the period for their rendering. If the Services are rendered during more than one Reporting Period, they shall be deemed rendered in the relevant extent at the end of each Reporting Period.

8.3. The Contractor shall issue a primary accounting document (the "Report”) upon the end of the Services rendering under Clause 8.2. hereof. The primary accounting document shall be drawn up in the form approved by the Contractor's accounting policy as of the date thereof.

8.4. The Parties acknowledge and unconditionally agree that the information on the Services rendered under the valid Agreements shall be presented in the Report on the basis of the automated information accounting system of the Contractor or a third party engaged.

8.5. Within Five (5) business days from the Report date, the Contractor shall send an electronic image (scanned electronic copy) of the Report to the Customer's e-mail address specified in the Proforma Invoice.

8.6. The Customer shall review the electronic image of the Report within Five (5) business days from the day it has been emailed.

8.7. If the Customer fails to provide the Contractor with written objections to the Report within the time limit established for the review of the Report, the Services shall be deemed accepted by the Customer and shall be paid up in full. At that, the Report signed by the Contractor shall have full legal force.

8.8. The procedure for the issue of commercial invoices to the Customer shall be governed by the laws of the Russian Federation.

8.9. If the Parties use electronic workflow operators, such as Proforma Invoice, commercial invoice, and Report may be provided to the Customer in the electronic form through such operators.

8.10. At the Customer’s request, the Contractor shall send hardcopy of the Proforma Invoice, commercial invoice, and Report to the Customer by Russian Post or by a courier service whichever the Contractor chooses.

9. Warranties of the Parties

9.1. The Contractor warrants the elimination of any faults and errors, if any, as soon as possible, when placing the Advertising Materials in the Application.

9.2. The Customer warrants that:

9.2.1. The information submitted to the Contractor is true.

9.2.2. All advertised goods (work/services) which are the subject to mandatory certification and/or other mandatory confirmation of compliance with requirements of technical regulations are certified or have confirmed compliance with the requirements of the technical regulations in the prescribed manner.

9.2.3. The Customer has obtained all necessary licenses and other permits of the competent public authorities, or the Customer is not engaged in any activities requiring special permits/licenses/certificates in accordance with the Russian Federation laws, and the Customer has performed all other actions required by the Russian Federation laws to be engaged in the advertised activity and/or sale of the advertised goods (work, services).

9.2.4. The Advertising Materials provided by the Customer fully comply with the Russian Federation laws, and the Contractor’s usage of the provided Advertising Materials to fulfill obligations under the Agreement does not violate the requirements of the laws on advertising and competition, and does not infringe property and/or moral rights of the third parties, including, inter alia, copyrights and related rights, rights for trademarks, service marks and place of origin, industrial design, rights to use images of people, alive or dead, etc., and the Customer has obtained the necessary permits (entered into relevant agreements).

10. Intellectual Property

10.1. The Contractor transfers (alienates) in full the property rights to the Advertising Materials created by the Contractor to the Customer upon acceptance of the Services as determined by these Rules. As an exception, the Agreement may provide for granting the Customer the right to use Advertising Materials under the terms of an exclusive license.

10.2. Should the intellectual deliverables of third parties be used in the Advertising Materials created by the Contractor, the Contractor shall provide the Customer with the right to use such deliverables to the extent sufficient to use the Advertising Materials as intended upon the acceptance of the relevant Services.

10.3. The Contractor reserves the right to incorporate the created Advertising Materials into its portfolio and other presentation materials as an example of the Services rendered in compliance with the confidentiality provisions hereunder.

10.4. The Contractor agrees and undertakes to obtain the author's consent for: (1) the Customer’s usage of the Advertising Materials created by the Contractor without indicating the name of the author for each such use and under any name that the Customer deems fit to apply, (2) making any other amendments to the Advertising Materials created by the Contractor.

11. Liability of the Parties

11.1. The Parties shall be liable in accordance with to the applicable laws of the Russian Federation for failure to fulfill or improper fulfillment of their obligations under the Agreement.

11.2. Should the Services paid for by the Customer be rendered in violation of the terms of the Advertising Materials publication through the fault of the Contractor, the Contractor agrees to extend the Services rendering period for the relevant period of improper fulfillment, unless otherwise agreed upon by the Parties additionally.

11.3. The Contractor shall not be liable for the reciprocal fulfillment of obligations regarding the Services rendering in case of breaching the deadlines for the provision of Advertising Materials or information for their proper creation, late payment for the Services, and in other cases of complete or partial non-performance of the Customer’s obligations under the Agreement, as well as in case of circumstances explicitly indicating that the obligations will not be fulfilled in due time.

11.4. The Contractor shall be liable under the Federal Law "On Advertising" only for the violations that arose through the Contractor’s fault. In any case, the Contractor's liability under the Agreement shall be limited to compensation for actual damage caused to the Customer in the amount not exceeding the paid cost of the Services under the relevant Agreement.

11.5. The Customer shall be fully liable for compliance of the Advertising Materials with the legal requirements, including for their content and the legitimacy of using the intellectual property included therein, availability of necessary permits for the production and sale of objects being advertised, receipt of certificates for the goods (work, services) being advertised, or confirmation of their compliance with technical regulations in the established manner, as well as for other actions within the warranties under these Rules

11.6. Should the Customer’s breach of warranties hereunder result in the lodging of claims, actions and/or writs by third parties and/or public authorities against the Contractor for the indemnification of losses (payment of compensations), or initiation of an administrative offence case, the Customer shall immediately and upon request of the Contractor provide the latter with all the necessary information concerning the subject matter of the dispute and assist the Contractor in the settlement of such claims, as well as indemnity for all losses (including legal expenses, fines) incurred by the Contractor due to lodging, examination and execution of such claims, actions and writs, and bringing to administrative responsibility for violation of the rights of third parties and/or the applicable laws as a result of the Service rendering to the Customer.

11.7. Unless otherwise provided for by these Rules or the agreement of the Parties in writing, if the Customer repudiates the Agreement less than Seven (7) business days prior to the planned start date of Service rendering under such Agreement, the Customer shall pay a penalty to the Contractor at the rate of 50% (Fifty percent) of the cost of the relevant Services.

11.8. If the Customer’s violation of the terms and conditions of the Agreement entails its early termination, the amount remaining under the Agreement shall be withheld as a penalty for the violations committed.

11.9. The amount of losses and penalties may be deducted by the Contractor from the Customer funds received as payment for the Services under the Agreement.

12. Force Majeure

12.1. The Parties shall not be held liable for partial or complete failure to fulfill their obligations under an Agreement if such failure has been caused by force majeure circumstances which occurred after the execution of the Agreement due to extraordinary events which the Parties could neither foresee nor prevent by any reasonable means. Such force majeure circumstances shall include the flood, fire, earthquake, explosion, soil subsidence, epidemics and other natural disasters, and wars or military actions, strikes in the industry or in the region, adoption of a resolution by the public authorities, local authority of a legal act resulting in frustration of the Agreement.

12.2. Upon the occurrence and termination of force majeure circumstances, the Party under the Agreement that fails to fulfill its obligations shall notify the other Party thereof in writing within Three (3) days and confirm such circumstances by a certificate issued by the Chamber of Commerce and Industry or any other competent authority.

12.3. In the absence of timely notice, the Party affected by such circumstances shall not be entitled to refer to the circumstances as the grounds for exemption from liability.

12.4. In case of force majeure circumstances, the term of obligations under the Agreement shall be extended for the duration of such circumstances and their consequences.

12.5. If the circumstances provided for herein last for more than three months, the Parties shall agree upon the fate of the Agreement. If the Parties fail to reach an agreement, the Party affected by force majeure may repudiate the Agreement by providing a written notice thereon to the other Party.

13. Confidentiality

13.1. The Parties agree to keep confidential all the terms and conditions of each Agreement and all the information received by one Party from the other Party at the conclusion and performance of such Agreement ("Confidential Information"), and shall not disclose, make public, reveal or otherwise provide such information to any third party without the prior written consent of the Party who provided such information.

13.2. Each Party shall take all measures necessary to protect the Confidential Information with at least the same degree of care as applied for protection of its own Confidential Information. Access to the Confidential Information shall be provided only to employees of the Parties who reasonably need it to perform their duties for the execution of the Agreement. The Parties shall ensure that such employees undertake the same obligations to protect the Confidential Information, as provided for by these Rules in respect of the Parties.

13.3. The obligation to protect the Confidential Information shall remain in force within the term of the Agreement and within Five (5) years after its termination, unless otherwise agreed by the Parties.

13.4. The Parties agreed that the Contractor's transfer of the Information to the ADO shall not be deemed a violation of the trade secret regime and shall not breach the provisions of these Rules regarding non-disclosure of confidential information.

14. Amendment and Termination of the Agreement

14.1. The Agreement can be amended:

14.1.1. By agreement of the Parties by signing a supplementary agreement or providing written notices thereof.

14.1.2 Upon the initiative of the Contractor, if it is expressly provided for by these Rules, by notifying the Customer about upcoming amendments at least Fifteen (15) days prior to the date of their effective date. Should the Customer disagree with the proposed amendments, the Customer may repudiate the Agreement by notifying the Contractor thereof in a manner specified in Clause 14.2.3. of these Rules.

14.2. The Agreement can be early terminate:

14.2.1. By agreement of the Parties by signing a supplementary agreement or providing written notices thereof.

14.2.2. At the Contractor’s initiative, by a unilateral repudiation of the Agreement, in full or in part, if the Customer violates its obligations or warranties under these Rules and/or the Agreement. The notice on unilateral repudiation of the Agreement shall be send to the Customer in writing within Three (3) days prior to the intended Agreement termination date. At that, the Customer shall indemnify the Contractor for the documented losses incurred due to such Agreement termination.

14.2.3. At the initiative of any Party and by unilateral repudiation of the Agreement in full or in part, subject to notification of the other Party in writing at least Seven (7) days prior to the intended date of the Agreement termination. At that, the Customer shall pay for the Services rendered until the termination date, and the Contractor shall return to the Customer the advance amount paid in excess of the cost of the Services actually rendered by the Contractor as of the date of the Agreement termination less any possible losses and penalties.

14.2.4. On any other reasons provided for by the applicable laws and these Rules.

14.3. The Parties shall make the financial settlement no later than Five (5) bank days from the relevant Agreement termination date.

14.4. Partial repudiation of the Agreement may be expressed as a refusal from some Services under the Agreement.

14.5. In the case of unilateral repudiation of the Agreement, it shall be deemed terminated in full or in the relevant part upon the expiration of the time frames for the provision of the relevant notice. In case of the breach of the terms of payment for the Services or untimely provision of the Advertising Materials, there shall be no need to notify the Customer of the Contractor’s partial repudiation of the relevant Agreement.

15. Term, Amendment and Termination of the Rules

15.1. The Rules shall become effective upon their publication at the Website and remain in full force until revoked.

15.2. The Rules can be amended and/or revoked at any time. The Customer shall be informed of the amendment or revocation of the Rules by publishing information thereof on the Website, a relevant notice sent to the email address specified by the Customer at the signing or during the performance of the Agreement, whichever the Contractor chooses.

15.3. Should the Rules be revoked or amended, such amendments or revocation shall become effective upon notification of the Customer thereof, unless any other effective date is specified in the Rules or the notice provided.

15.4. The relations of the Parties under an Agreement shall be governed by the Rules as amended at such Agreement date.

15.5. The documents mandatory for the Parties, as specified in the Rules, shall be approved, supplemented and amended by the Contractor at its own discretion with further notification of the Customer thereof in a manner set for the notification of the Customer about amendments to the Rules.

15.6. Obligations of the Parties under the Agreement that remain effective due to their nature (including, inter alia, obligations on the warranties, confidentiality, mutual settlements) shall remain effective after the expiry of the Agreement until they are fulfilled in full.

16. Final Provisions

16.1. This Agreement, its conclusion and performance shall be governed by the applicable laws of the Russian Federation. All issues not governed or not fully governed by these Rules shall be governed in accordance with the substantial law of the Russian Federation.

16.2. Disputes arising out of the Rules and/or the Agreement shall be settled in the course of pre-court dispute settlement. Should the Parties fail to reach an agreement, the disputes shall be settled by court at the location of the Contractor.

16.3. The Parties may use a facsimile reproduction of a signature or a simple electronic signature when concluding an Agreement, drawing up Reports and sending notices under the Agreement.

16.4. The Parties can exchange documents by e-mail. At that, the documents transferred in accordance with the Rules shall have full legal effect, provided that there is a confirmation of their delivery to the recipient.

16.5. If the Parties email an electronic document, it shall be considered to be signed by a simple electronic signature of the sender generated using its e-mail address.

16.6. The Parties agreed to consider electronic documents signed by a simple electronic signature equivalent to the hardcopy documents signed by a handwritten signature.

16.7. The recipient of the electronic document shall identify the signatory of such document by his/her e-mail address.

16.8. In other cases, the procedure for the use of a simple electronic signature by the Parties shall be governed by the User Agreement.

16.9. Unless otherwise provided for by the Rules, the Parties can send any notices and documents under the Agreement:

by e-mail a) to the Customer's e-mail address specified when placing an Order, from the Contractor's e-mail address specified in Section 17 hereof if the Customer is the recipient, and b) to the Contractor's e-mail address specified in Section 17 hereof, from the Customer's e-mail address indicated when placing an Order;
by post with return receipt requested or by a courier service with delivery confirmation.

16.10. If one or more provisions of these Rules or the Agreement become invalid or illegal for any reason, such invalidity shall not affect the validity of any other effective provision of the Rules or the Agreement.

17. Details of the Contractor

Full name: Limited Liability Company "Habr"

Abbreviated name: Habr LLC

Primary State Registration Number (OGRN): 5067746892769

Russian National Classifier of Businesses and Organizations (OKPO): 97293641

Taxpayer Identification Number (INN): 7705756279

Tax Registration Reason Code (KPP): 770101001

Bank: JSCB Absolut Bank (PJSC), Moscow

Settlement account: 40702810922000006014

Correspondent account: 30101810500000000976

Russian Central Bank Identifier Code (BIK): 044525976

Registered Address: 105082, Moscow, Spartakovsky per., 2, bldg. 1

Postal address: 105082, Moscow, Spartakovsky per., 2, bldg. 1, section 3, Habr LLC;

Phone: +7 (499) 653-59-61

E-mail: adv@habr.team

Effective revision of the Rules dated December 16, 2022