Offer Agreement for Connection of Exchange Point

1.1. The Site Administration undertakes to provide Partners with services to access the capabilities of the Site, and Partners undertake to use the services in accordance with the terms of this Agreement and, in relevant cases, pay remuneration to the Site Administration and pay for the cost of individual paid services provided by the Site Administration.

1.2. The Site Administration provides both free and paid services to Partners. On a paid basis, the Site provides a service to fulfill the Partner's order to transfer payments from Site Users for leaving reviews about the Exchange Point in cases and in the manner provided for in the User Agreement between the Site Administration and Site Users. The cost of paid services is determined by the Site Administration at its discretion and is communicated to the Partners before they acquire the corresponding paid service. The parameters of the paid service and the features of its provision are posted on separate pages of the Site.

1.3. The Site Administration provides Partners with technical capabilities to use all the functionality of the Site free of charge, except for the capabilities provided on a paid basis in accordance with the list established in clause 1.2. of this Agreement.

1.4. This Agreement does not regulate the relationship between Users and Partners regarding the turnover of digital currencies, even if the User has moved to the Exchange Point's website via a link posted on the Site. The rights and obligations of the User and the Partner are determined by the relevant regulatory legal documents posted on the Exchange Point's website or otherwise brought to the attention of Users.

2.1. The Site is an electronic platform through which Partners are provided with the opportunity to promote their Exchange Points and the services offered by them in the field of digital currency turnover using the Site's functionality. Users have the opportunity to obtain information about the conditions for exchanging digital currencies at various Exchange Points.

2.2. The Site Administration places information about the Exchange Point on the Site provided it meets the following criteria: at least 3 months have passed since the publication of a review on the Internet about the Exchange Point; no ongoing disputes related to financial claims from customers to the Exchange Point; the Site Administration has no justified doubts about the Partner's integrity; the Exchange Point has stable software; the Exchange Point has a minimum reserve of funds of $10,000; at the discretion of the Site Administration, the Partner undergoes verification on the Site. To place information about the Exchange Point on the Site, the Partner submits a corresponding application through their personal account on the Site and attaches the following documents to it: a copy of the Partner's general civil passport (for individuals); a copy of the general civil passport of the Partner's representative, a power of attorney, a copy of the extract from the register of legal entities (for legal entities). In the application, the Partner must also guarantee compliance of the Exchange Point and the Partner themselves with the criteria specified in this paragraph. The Site Administration reviews the application within 14 business days and notifies the Partner of the decision. The Site Administration may request additional documents and information from the Partner. In case of a decision to approve the Partner's application to place information about the Exchange Point on the Site, the Partner must submit to the Site Administration within 7 business days the materials and documents necessary to provide the Site Administration with up-to-date information on the exchange rates of digital currencies at the relevant Exchange Point. Within 7 business days from the receipt of these materials and documents, the Site Administration ensures the placement of information about the Exchange Point on the Site.

2.3. The Site Administration may, at its discretion, request the Partner to make a deposit in the form of funds as collateral for the Partner's fulfillment of obligations under this Agreement. The amount of the deposit is determined by the Site Administration. In case the Partner refuses to make a deposit after 7 business days from receiving the corresponding request, the Site Administration may refuse the Partner to place information about the Exchange Point on the Site. No interest is accrued on the amount of the deposit. The Site Administration returns the deposit funds to the Partner in the following cases: at any time at the discretion of the Site Administration during the period of placing information about the Partner's Exchange Point on the Site, depending on the rating of the Exchange Point, the presence of claims from users, and other factors; within 7 business days after receiving the Partner's application to remove information about the Exchange Point from the Site (in this case, the Parties agreed that the Site Administration will pay 90% of the deposit amount); termination of the Agreement for reasons not related to the Partner's violation of the conditions of this Offer.

2.4. The Site has a rating system for evaluating Exchange Points based on reviews from Users and received claims from users. The Site Administration, at its discretion, determines the procedure for forming the rating of Exchange Points and the parameters taken into account. The Site Administration may, in case of revealing discrepancies in the information specified in the Partner's application provided for in clause 2.2. of this Agreement, as well as with low rating indicators, cease placing information about the Exchange Point on the Site with the retention of the deposit.

3.1. Rights of the Site Administration

3.1.1. The Site Administration provides services to Partners. The scope, terms, conditions for the provision of services, and the amount of remuneration of the Site Administration are determined by the tariff purchased by the Partner and the terms of this Agreement, but in any case, taking into account the possibility or impossibility of accessing the services at the time of making the corresponding request using the Site. The Site Administration does not guarantee that the information available at a certain point in time will be available at any other time during the term of this Agreement.

3.1.2. The Site Administration may, at its discretion, make changes to the list of services provided, both paid and free, without obtaining the prior consent of the Partners.

3.1.3. The Site Administration may, at its discretion, change the cost of paid services provided to Partners without obtaining the prior consent of the Partners. Partners are notified of the change in the cost of paid services by placing relevant information on the Site, as well as by amending this Agreement.

3.1.4. In case of repeated violation of the conditions of this Agreement by the Partner, the Site Administration may send a warning to the email address specified during registration on the Site or through private messages on the Site at the discretion of the Site Administration, indicating the violations committed. In case of continued violations, the Site Administration may block the Partner's access to the Site, deactivate the Partner's account on the Site, delete information about the Partner's Exchange Point, and withhold funds on the Partner's account in the Personal Account on the Site, including deposit funds, as a penalty for violating the terms of the Agreement. The Site Administration also has the right at any time at its discretion and without explanation to cease placing information about the Exchange Point on the Site.

3.1.5. During the term of the Agreement, the Site Administration may moderate the content posted on the Site by Partners. The Site Administration may at any time request the Partner to provide up-to-date information about the conditions for the turnover of digital currencies at the relevant Exchange Point. In case this information is not provided within 1 business day, the Site Administration may suspend the placement of information about this Exchange Point on the Site.

3.1.6. The Site Administration may, at any time and without explaining the reasons, delete any content posted by Partners on the Site.

3.1.7. The Site Administration may, at its discretion, determine and change the technical parameters of the Site, its design, functionality, and other parameters.

3.1.8. The Site Administration collects, processes, stores, and uses the personal data of Partners in accordance with the provisions of Federal Law dated 27.07.2006 No. 152-FZ 'On Personal Data,' the provisions of the Privacy Policy, and only for the proper performance of its obligations under the terms of this Agreement. By registering on the Site, Users agree to receive informational and advertising messages from the Site Administration in ways it deems necessary and in accordance with the requirements of Russian Federation legislation.

3.1.9. The Site Administration has other rights provided by this Agreement and the current legislation of the Russian Federation. The Site Administration exercises the rights of a service provider under a contract for the provision of paid services provided by civil legislation of the Russian Federation, as well as the rights of an agent under an agency agreement provided by civil legislation, in relation to the Partner in carrying out the Partner's instruction to transfer funds to Users.

3.2. Responsibilities of the Site Administration.

3.2.1. Provide services of proper quality in accordance with the terms of this Agreement.

3.2.2. Not obstruct Partners from using all available functionality of the Site, provided that such behavior does not contradict the terms of this Agreement or the current legislation of the Russian Federation.

3.2.3. Use the information received from Partners, including personal data, exclusively for the purpose of fulfilling its obligations under this Agreement.

3.2.4. Pay Users the funds received from Partners as a reward for the reviews left by Users about Exchange Points based on the Partner's instructions. The terms and procedure for transferring funds are determined by the User Agreement between the Site Administration and the Users. The Site Administration is not responsible for possible delays in the transfer of funds on the part of the payment system operators chosen by the User.

3.2.5. Provide paid services in accordance with the terms of their provision posted on the Site.

3.2.6. The Site Administration also has other obligations provided by this Agreement and the current legislation of the Russian Federation. The Site Administration fulfills the duties of a service provider under a contract for the provision of paid services provided by the civil legislation of the Russian Federation, as well as the duties of an agent under an agency agreement provided by civil legislation, in relation to the Partner in carrying out the Partner's instruction to transfer funds to Users.

3.3. Obligations of Partners:

3.3.1. Know and comply with this Agreement, other regulatory documents in force on the Site. Pay for the services of the Site Administration in cases and in the order established by this Agreement.

3.3.2. Do not post on the Site and otherwise distribute information through the Site that is prohibited from being disclosed in accordance with the legislation of the Russian Federation. In particular, it is prohibited to distribute any information that contains threats, discredits, insults, harms the honor and dignity or business reputation, or violates the privacy of other Users or third parties; is vulgar or indecent, contains pornographic images and texts, or scenes of a sexual nature involving minors; contains scenes of inhumane treatment of animals; contains descriptions of suicide methods, any incitement to commit suicide; propagates and/or contributes to incitement to racial, religious, ethnic hatred or enmity, propagates fascism or the ideology of racial superiority; contains extremist materials; propagates criminal activity or contains advice, instructions, or guides on committing criminal acts, contains restricted access information, including, but not limited to, state and commercial secrets, information about the private lives of third parties; contains advertising or describes the attractiveness of drug use, information about the distribution of drugs, recipes for their manufacture, and advice on use; has a fraudulent nature. Partners are prohibited from offering or advertising services related to disseminating the above information to Users.

3.3.3. Do not provide knowingly false information when registering on the Site, when filling out your own profile, as well as in all other cases related to the transfer of information to other Users or the Site Administration, including leading to third parties gaining access to this information through the Site.

3.3.4. Do not post and/or transmit, using the Site, materials if the Partner does not have the corresponding rights. This applies to materials protected by copyright, trademarks, patents, as well as agreements on non-disclosure of information, confidentiality, and the like. The Site Administration is not responsible for the placement of such materials.

3.3.5. Do not violate the information security of the Site.

3.3.6. Do not use false information when registering, submitting an application to place information about the Exchange Point on the Site, providing the Site Administration with information regarding the conditions for the circulation of digital currencies in the Exchange Point. Do not mislead other Users and the Site Administration about your identification in any other way.

3.3.7. Do not destroy and/or modify any materials on the Site whose author is not the Partner.

3.3.8. Do not use the information received from Users about phone numbers, postal addresses, email addresses for purposes unrelated to the circulation of digital currencies, including not using the above information solely to harm the rights and legitimate interests of other Users and/or third parties.

3.3.9. Do not transfer your authorization data to access the personal account on the Site to third parties. The Partner is fully responsible for all damage caused to him by third parties as a result of the intentional or unintentional transfer by the Partner of authorization data to the Site to another person. The Partner is responsible for maintaining the confidentiality of the authorization data to the personal account and any use of the Site through this information.

3.3.10. Do not take actions to spread malicious code on the Site or on other Internet resources using the Site. It is forbidden to collect information about other Users through the Site. Partners are prohibited from disrupting the normal functioning of the Site, interfering with its operation, otherwise violating the functionality of the Site and/or its individual elements, as well as preventing other Users from using the Site. Partners are prohibited from distributing or placing spam, excessively large files, email chains, information about financial pyramids, malicious code, or any other information or technologies that may harm the Site and/or the rights and legitimate interests of the Site Administration or Users through the Site.

3.3.11. Conduct the circulation of digital currencies with Users who have come to the Exchange Point through a link from the Site conscientiously in accordance with the terms regulating the relationship of the Exchange Point with clients and the norms of applicable law.

3.3.12. Pay for the services of the Site Administration in accordance with the terms of this Agreement. The Partner must ensure the availability of a sufficient amount of funds on the account in the personal account on the Site for payments to clients as a reward for leaving feedback. The Partner independently determines the number of persons who have carried out a transaction with digital currency at his Exchange Point through a link from the Site and have left feedback about the Exchange Point, as well as the total amount of the reward to be paid to these persons for the feedback. The reward amount must be credited to the Partner's personal account on the Site so that the balance of the personal account is positive. In case of insufficient funds in the personal account to pay the specified reward and non-replenishment of the account within 5 working days, the Site Administration temporarily suspends the placement of information about the Partner's exchange point on the Site. The Partner independently determines the amount of the reward and the terms of its payment through the functionality provided on the Site in the Personal Account. At the request of the Partner, the Site Administration transfers the reward to the clients of the Partner, deducting its commission in the amount of $0.3.

3.3.13. In relations with the Site Administration, the Partner also has other obligations provided by this Agreement and the current legislation of the Russian Federation. The Partner performs the duties of the Customer under the contract for the provision of paid services provided for by the civil legislation of the Russian Federation, as well as the duties of the principal under the agency agreement provided for by civil legislation, in relation to the relationship with the Site Administration in the execution of the latter's order to transfer funds to Users.

3.4. Rights of Partners:

3.4.1. Freely and at any time at their discretion to use the services provided on the Site. In particular, Partners have the right to provide the Site Administration with information about the Exchange Point, replenish the funds balance on the Site, receive information about the display of information about the Exchange Point on the Site, familiarize themselves with the rating of the Exchange Point and reviews about it.

3.4.2. At their own discretion, specify their account details during registration: login and individual password. After registration, the individual password can be changed.

3.4.3. In relations with the Site Administration, the Partner also has other rights provided by this Agreement and the current legislation of the Russian Federation. The Partner has the rights of the Customer under the contract for the provision of paid services provided for by the civil legislation of the Russian Federation, as well as the rights of the principal under the agency agreement provided for by civil legislation, in relation to the relationship with the Site Administration in the execution of the latter's order to transfer funds to Users.

4.1. The Partner undertakes to pay the Site Administration a fee for the services provided under this Agreement to provide access to the Site.

4.2. The procedure for determining the amount of remuneration for the Site Administration, its payment, and terms of payment are established in accordance with the tariff plan. Tariff plans are developed by the Site Administration, and information about them is posted on the Site. When applying for the placement of information about the Exchange Point on the Site, the Partner must choose one of the tariff plans.

4.3. The amount of remuneration for the Site Administration in all tariff plans depends on the operations with digital currencies in Exchange Points by users of the Site using the links posted on the Site.

4.4. The Partner can change the tariff plan with the approval of the Site Administration. To do this, the Partner, through the personal account on the Site, no later than 7 working days before the planned date of the tariff change, submits the corresponding application.

5.1. Users, through the available functionality of the Site, have the right to visit the website of the selected Exchange Point to carry out operations with digital currencies. The procedure, conditions for handling digital currencies by a specific Partner, the rights and obligations of the parties to the relevant legal relationship, and other matters related to the interaction between the user and the Partner regarding the handling of digital currencies are determined by the legal documents of the respective Exchange Point. The Site Administration is not a party to the relationship between the user and the Partner regarding the handling of digital currencies, does not determine the terms of legally binding agreements between these parties.

5.2. In case of non-performance or improper performance of obligations undertaken by the Partner, whose information is posted on the Site, the user whose rights have been violated has the right to contact the Site Administration with a request to include the Exchange Point in the Site's blacklist and provide evidence of the violation of their rights. The Site Administration may, at its discretion, consider this request and, based on its results, include the exchange point in the Site's blacklist, block the Partner's account on the Site, or refuse to do so without explanation.

5.3. Civil legal relations related to the handling of digital currencies arise between the user and the Partner. All settlements between them are made without the involvement of the Site Administration.

6.1. The use of paid services on the Site is possible only when there are sufficient funds in the Partner's account on the Site. In case of insufficient funds in the account, the Partner can choose another paid service or replenish the account to the required amount. The payment methods for specific paid services are determined at the discretion of the Site Administration.

6.2. The cost of paid services is specified separately for each paid service.

6.3. The Partner independently chooses which paid services of the Site to use. They can opt-out of a paid service at any time by notifying the Site Administration through the available functionality on the Site.

7.1. Settlements on the Site between the Partner and the Site Administration are conducted in Russian rubles expressed in US dollars at the official exchange rate of the Central Bank of the Russian Federation on the day of the payment transaction.

7.2. There may be delays in transactions due to the features of the payment systems. The Site Administration undertakes to timely execute Partner's instructions for paying rewards to users for reviews and also promptly and without significant delays reflect the information on the Partner's account balance.

7.3. Possible commissions of payment systems for settlements are paid by the party initiating the payment.

7.4. The provisions of this section of the Agreement apply to the relations between the Site Administration and Partners arising in connection with the payment by the Partner of a reward to the Site Administration, the payment by the Partner of the cost of paid services of the Site Administration, the transfer of funds to the Site Administration's deposit, the return of the deposit to the Partner, as well as settlements between the Parties in connection with the Site Administration's execution of the Partner's instructions to transfer rewards to users for reviews of the Exchange Point.

8.1. The Site Administration receives and processes the personal data provided by the Partner solely to fulfill its obligations under this Agreement. The Site Administration undertakes not to disclose the Partner's data to third parties without their consent, except as provided by law.

8.2. The Partner's provision of personal data implies their unconditional consent that the Site Administration will process their personal data, use them to inform the Partner about the Site's activities, and perform other actions related to the need to fulfill the terms of this Agreement.

8.3. The relations of the Parties related to the processing of the Partner's personal data are regulated by Federal Law of July 27, 2006, No. 152-FZ 'On Personal Data' and the privacy policy in effect on the Site.

8.4. The Site Administration undertakes, taking into account technical capabilities, to take measures to ensure the security of the Partner's personal data and prevent unauthorized access by third parties.

8.5. When loading any page of the Site, a text file called 'cookie' is also loaded onto the Partner's devices. These files are loaded onto the Partner's devices to provide the services of the Site Administration to the Partners as provided by the Agreement and to improve their quality. By accepting the terms of this Agreement, Partners automatically agree to accept cookie files on their devices.

8.6. This Agreement and the privacy policy do not cover the relationships related to the processing of personal data posted by Partners in the Exchange Point. The Site Administration does not process the specified personal data, and the responsibility for their placement lies with the Partner who posted them.

9.1. The design and source code of the Site, informational, graphic, audio, video, photo, and other content of the Site carried out by the Site Administration and posted on the Site (both visible to the Partner and not visible without performing special actions, both lawful and unlawful) are the intellectual property of the Site Administration or other right holders who have entered into an agreement with the Site Administration giving it the right to place the specified objects of intellectual property on the Site or as part of it, and are protected in accordance with the current legislation of the Russian Federation.

9.2. The transfer of exclusive rights to the objects specified in clause 9.1 is not covered by this Agreement.

9.3. The Partner is legally responsible for any actions that violate the exclusive rights of the Site Administration, as established by the legislation of the Russian Federation.

10.1. The Site cannot be considered a platform for the exchange, sale, purchase, or other handling of digital currencies. All operations with digital currencies are carried out by exchange offices, the information about which is presented on the Site. By registering on the Site and submitting an application to place information about the Exchange Office on the Site, the Partner acknowledges and agrees that they use the Site at their discretion and at their own responsibility. The Site, as well as its components and elements, is provided on an "as is" basis. Within the limits permitted by applicable law, the Site Administration disclaims any warranties to the Partners regarding the Site, both express and implied, including warranties of achieving the goals desired by the Partners, and fitness for a particular purpose.

10.2. The Site Administration does not provide any guarantees to the Partners that they will receive customers for the services offered by them in the Exchange Offices. The Site Administration does not provide any guarantees to the Partners regarding the proper performance by users of the obligations they have taken on. The Site Administration does not provide any guarantees to the Partners and cannot be held responsible for the performance by users, in relation to Exchange Offices, of their obligations related to the handling of digital currencies.

10.3. Each Partner is responsible for the information provided by them about the Exchange Office and the consequences of its placement on the Site.

10.4. The Parties acknowledge that the Site Administration is not connected with Exchange Offices and Partners, and has no control over them. The placement of links to Exchange Offices on the Site is not considered evidence of the Site Administration's affiliation with Exchange Offices or Partners. The placement of information about an Exchange Office on the Site does not mean that the Site Administration finances the activities of the Exchange Office or Partner, approves its activities, or recommends it.

10.5. The Site is an informational platform and is not responsible for the accuracy and timeliness of the information posted on it by users and Partners.

10.6. The Site Administration makes every effort to exclude from the Site negligent, careless, or knowingly false or incomplete information, but ultimately, the responsibility for it lies with those who posted it.

10.7. The Site Administration is not responsible for whether other users of the Site are actually the people they claim to be and is not responsible for any damage caused to Partners or other persons for this reason.

10.8. The Site Administration does not guarantee to Partners that a user, when following a link to the Exchange Office posted on the Site, will carry out a transaction with digital currency or enter into other legal relations with the Partner.

10.9. The Site Administration does not guarantee to Partners that information about the Exchange Office posted on the Site will be viewed by a certain number of users or that users will make a certain number of transitions to the Exchange Office.

10.10. The Site Administration does not guarantee that the software, servers, and computer networks used by the Site are free from errors and computer viruses. If the use of the Site has led to the loss of data or damage to equipment, the Site Administration is not responsible for this.

10.11. The Site Administration is not responsible for any damage and other adverse consequences for Partners caused by the non-performance or improper performance by users who go to the Exchange Office through a link on the Site of their obligations arising from the existence of civil legal relations between them in the turnover of digital currencies.

10.12. The Site Administration is not responsible for losses incurred by Partners to third parties as a result of the Partner's violation of the terms of this Agreement.

10.13. The Site Administration does not guarantee the safety of the Site from unlawful actions by third parties aimed at disrupting the normal operation of the Site, destroying the information security of the Site, etc. and cannot be held responsible for these actions by third parties and the consequences of these actions.

10.14. The Partner ensures the availability of the necessary technical equipment, access to the Internet to use the services provided by the Site Administration. The latter cannot be held responsible for the Partner's inability to receive services established by this Agreement due to malfunctions (including those caused by the actions of malicious programs) or non-compliance of the Partner's technical equipment with the requirements, lack of access to the Internet, for other reasons for which the Site Administration cannot be held responsible.

10.15. The interruptions or inability to access the Site are not considered as non-performance or improper performance by the Site Administration of its obligations under this Agreement, caused by: unlawful actions of Partners or third parties aimed at disrupting the normal operation of the Site and its information security; malfunctions in the operation of the Site; actions of state authorities.

10.16. In case of force majeure circumstances, accidents, or failures in the software and hardware complexes of third parties cooperating with the Site Administration, or actions (inactions) of third parties aimed at suspending or terminating the operation of the Site, the operation of the Site may be suspended without prior notice to Partners.

10.17. Neither Party shall be liable for the complete or partial non-performance of any of its obligations if the non-performance is the result of such circumstances as floods, fires, earthquakes, other natural disasters, war or military actions, and other force majeure circumstances that arose after the conclusion of the Agreement and are beyond the control of the Parties.

11.1. In case of disagreements between the Site Administration and Partners regarding the performance of this Agreement, the priority form of their resolution is negotiations, which can be conducted in any mutually agreed form.

11.2. If the Parties fail to reach an agreement, each Party has the right to send the other Party a claim, drawn up in writing. The claim must contain the following identifying Partner's data: last name, first name, patronymic, place of registration, email address, contact phone number. Without specifying this information, the Site Administration has the right not to consider the received claim.

11.3. The claim is considered by the Site Administration within 10 calendar days from the date of its receipt by the Site Administration in the proper form. The Partner is notified of the results of the claim consideration by email or postal mail.

11.4. The pre-trial procedure for resolving disagreements is mandatory for the Parties.

12.1. All communications to the Site Administration related to and arising from this Agreement should be sent to the following email address: [email protected]

12.2. This Agreement is concluded in electronic form and does not require written documentation and signing by the Parties.

12.3. This Agreement enters into force for the Parties from the moment of its acceptance by the Partner and is valid indefinitely. The version of the Agreement in force at the time of the Partner's acceptance of the Offer applies to the relations between the Parties. No provisions of the Agreement have retroactive effect.

12.4. Changes to the terms of this Agreement are made by the Site Administration by publishing a new version of the Agreement openly on the Site without separate notification to the Partners. The placement of a new version of the Agreement on the Site is considered a proper form of notification to the Partners of the Agreement change. The new version of the Agreement enters into force from the moment of its publication on the Site.

12.5. Each of the Parties has the right to terminate the Agreement at any time at its own discretion. The Site Administration posts a notice of termination of the Agreement on the Site or sends it to the Partner's email address. The Partner terminates the Agreement by deleting their account on the Site. This Agreement is also considered terminated from the moment of canceling the Partner's account in cases provided for by this Agreement.

12.6. The Parties agree that their correspondence in electronic form, except as expressly specified in the Agreement, is considered legally binding in case of disputes.

12.7. The relations between the Parties not regulated by this Agreement are governed by the applicable legislation of the Russian Federation.