Public License Agreement for the right to use software

This Public License Agreement (hereinafter referred to as the “Agreement”) sets forth the terms and conditions under which the Licensor grants the Licensee (the person accepting the terms of this Agreement in accordance with the rules defined herein) the rights to use software: the information and analytical system for searching and processing information in the field of economic and other types of activity “YOUCONTROL.WORLD” (https://youcontrol.world), as well as other intellectual property objects of the Licensor (hereinafter referred to as the “Software”). The parties to this Agreement are the “Licensor” and the “Licensee”, hereinafter collectively referred to as the “Parties”, and individually as a “Party”

General Terms

By accepting this Agreement, the Licensee confirms full and unconditional consent to all its terms (acceptance), which constitutes the fact of concluding the Agreement between the Parties. The Licensee affirms their intent to conscientiously use the rights obtained in connection with the license to use the Software, and undertakes to strictly comply with the obligations, prohibitions, and restrictions provided by this Agreement.

The license to use the corresponding Software grants the Licensee the right to use it as a reference tool for information and analytical support of their business activity, in accordance with the terms of this Agreement and the terms of the license corresponding to the selected Tariff by the Licensee.

Software User – any person, including the Licensee, who uses the Software.

Rights and Obligations of the Parties
Restrictions on the Use of Software

For the term of the right for the use of the Software, the Licensee shall have the following rights:

to access the Software in the manner prescribed by the granted license to use the Software;
to obtain information (including aggregated data) and relevant analytical materials via the Software, and to use them for the purposes of supporting their business activities;
to create and/or distribute information reflecting their own opinions, beliefs, judgments, or assessments of certain circumstances within the section of the Software designated for user-generated content;
to reproduce the Software beyond its functional purpose, namely: to publicly display or demonstrate it for educational, demonstration, or presentation purposes;
to notify the Licensor of defects and demand the proper functioning of the Software to be ensured.

The Licensee shall be obliged:

to comply with the terms of this Agreement, adhere to all prohibitions and restrictions defined herein, and observe the applicable license terms and Terms of Use;
when creating and/or distributing information in the user-generated content section of the Software, observe the applicable laws and universally accepted ethical standards;
to provide valid, accurate, and complete information about themselves and any other data required for the performance of this Agreement;
maintain the confidentiality of information necessary for authorization in the Software (passwords, etc.);
immediately notify the Licensor of any known violations of the Licensor’s rights to the Software by third parties and assist the Licensor in promptly stopping such violations and documenting evidence thereof.

The Licensee shall be prohibited from:

decompiling databases contained in the Software for the purpose of transferring information to other information retrieval systems or for any other purpose;
using images of the Software interface in their own informational products without the Licensor’s permission;
granting access to the Software to any third parties (except for employees and/or authorized representatives of the Licensee);
publishing analytical data from the Software within any other information retrieval systems, computer programs, or electronic and/or printed publications without the Licensor’s permission, or distributing such data to third parties for compensation (including via the Internet);
posting false information or content containing obscene, offensive, or abusive language in the user-generated content section of the Software;
interfering with the operation of the Software or attempting to access it using methods other than those defined in the Software’s search and data retrieval forms, including using other software tools;
issuing any third party licenses, sublicenses, or other permissions to use the Software;
using the Software in violation of the Usage Rules or for purposes contrary to the laws of Ukraine.

The Licensor shall have the following rights:

to control the scope and manner of use of the Software by the Licensee in the ways provided by the legislation of Ukraine, and require the Licensee to cease any use of the Software that contradicts the current legislation of Ukraine, this Agreement, as well as the license terms and the Terms of Use;
to suspend the Licensee's access to the Software for technical reasons (e.g., interruptions in the operation of official registers, etc.);
to terminate the validity of the issued license for the use of the Software in case of the Licensee’s violation of the prohibitions stipulated by this Agreement, as well as in case of violation of the terms and/or deadlines for payment of the license fee provided by the corresponding Tariff;
to moderate and/or delete information created and/or distributed by the Licensee in the section of the Software intended for sharing information by the users of the Software, if the creation and distribution of such information violates the provisions of this Agreement, the Rules of Use, and/or current legislation. The Licensor does not control or direct the actions of users when creating the information they distribute in the Software. The creation of content and distribution of such information is done by the users of the Software at their sole discretion.

The Licensor shall be obliged:

to comply with the terms of this Agreement (except in cases of non-performance of obligations due to an accident or force majeure circumstances);
to provide informational servicing of the Software and ensure its proper functioning;
to notify the Licensee of cases of absence of access to the Software, reasons for the absence of such access and/or terms of its renewal within a reasonable time limit, not exceeding three working days from the moment when the Licensor learned of the relevant circumstances (or if possible, in advance).

The procedure and conditions for accessing and using the relevant Software are determined by this Agreement, separate licenses for the use of the Software, and the Terms of Use.

License Fee

As consideration for the rights granted under this Agreement, in particular for obtaining licenses to use the Software, the Licensee shall pay the Licensor a fee (hereinafter — the “License Fee”) in accordance with the terms of the selected Tariff.

The License Fee shall be paid by the Licensee via non-cash transfer to the Licensor's bank account (as a one-time payment of the full amount).

Obtaining a License (licenses) for the Use of the Software and their payment may be confirmed by the relevant certificates of delivery and acceptance (including in the form of electronic documents, using the MEDoc software).

Confidentiality

The Parties undertake to maintain confidentiality with regard to all technical, commercial and other information obtained under this Agreement, and take all reasonable measures for preventing unauthorized use or disclosure of such information to third parties.

The Licensor undertakes to maintain the confidentiality of the Licensee's information received as a result of the Licensee's use of the Software (including system registration data and information on the scope and content of search queries).

The Parties are not liable for a breach of confidentiality, which occurred as a result of an accident, force majeure, illegal actions of third parties, or as a result of the breach of confidentiality at the request of public authorities under applicable law.

Liability

The Parties shall be liable for breach, non-performance and/or improper performance of this Agreement, the License for the Use of the Software, and the Terms of Use in accordance with the current legislation of Ukraine and the terms of this Agreement.

The Parties shall not be liable for any breach, non-performance and/or improper performance of this Agreement, which occurred as a result of the event or action of force majeure, or illegal actions of third parties.

In the case of violation of the prohibitions provided by this Agreement, the Licensee shall pay to the Licensor a penalty in the amount of twice the License Fee paid during the term of the relevant License for the Use of the relevant Software. Payment of the fine does not release the Licensee from the obligation to compensate the Licensor for the damage caused to the Licensor in connection with the violation.

In the case of technical impossibility of access and/or complete impossibility for the Licensee to receive information and analytical data using the Software in accordance with the terms of the issued License for the use of the Software due to the Licensor's fault, the Licensor is obliged to continue the Licenses for the Use of the Software for a period corresponding to the period of validity of these circumstances.

The Licensor shall not be liable for:

accuracy, completeness and correctness of the information received by the Licensee when using the Software as a result of inaccurate, incomplete or incorrect requests;
the actual completeness and adequacy of any information (including summary) obtained from official sources of public information in the form of open data, as well as analytical data based on such information contained in the Software;
the consequences of using analytical data contained in the Software to make managerial, financial, organizational and any other decisions, actions (or inaction);
direct or indirect damages, lost profits or non-pecuniary damage caused to the Licensee and related to the use or complication/inability to use the Software, which arose due to circumstances beyond the control of the Licensor;
termination of the issued License for the Use of the Software, in case of violation by the Licensee of the prohibitions provided by this Agreement, as well as in case of violation of terms and/or terms of payment of License Fee provided by the relevant Tariff. In this case, the amount of the paid License Fee is not returned to the Licensee and any means of liability in connection with such termination are not applied to the Licensor.

The Licensor's liability to the Licensee under this Agreement, including for damages, is limited to the amount of the License Fee received by the Licensee under this Agreement during the year (last 365 days immediately preceding the circumstances referred to by the Licensee as the basis of its claims).

Liability not regulated by this Agreement is governed by the legislation of Ukraine.

Term of License. Miscellaneous

The term of the License for the Use of the Software, as well as commencement of its counting, the term of the payment of the License Fee are determined by the terms of the relevant Tariff

The Licensee's ability to use the Software expires at the same time as the License for the Use of the Software expires

Acceptance of the terms of this Agreement without payment of the License Fee gives the Licensee the right to access the Software within the period specified by the Licensor. The type of the Software and its available functionality during such period are determined by the Licensor's policy.

The Parties have agreed that the Licensor may transfer its rights and obligations under this Agreement to another person without the need to obtain the consent and/or notification of the Licensee.

In the event that the Parties enter into a License Agreement for the Right to Use the Software in writing, the terms of use of the Software shall be determined by the agreement concluded in writing.

Throughout the term of the License for the Right to Use the Software, the Licensor reserves the right to use the Software in any way, as well as the right to allow or prohibit its use by others in any way that belongs to the powers of the subject of intellectual property rights. to Article 15 of the Law of Ukraine "On Copyright and Related Rights". All disputes arising between the Parties shall be settled by negotiations. In the case of disagreement, the dispute is resolved in accordance with the current legislation of Ukraine.

Requisites of the Licensor

Licensor

«YOUCONTROL LTD»

Registration No

39404434

Phone (calls from Ukraine):

0 800 309 077

E-mail:

[email protected]