This Agreement (hereinafter referred to as the "Agreement" / "Offer") is a public contract-offer made by the individual entrepreneur Kirill Andreevich Frolov (hereinafter referred to as the "Executor"), to a natural person/legal entity/individual entrepreneur (hereinafter referred to as the "Customer"), who accepts this proposal to conclude the Offer on the following terms:Hereinafter in the text of the Offer, the Customer and the Executor may be collectively and individually referred to as the Parties and Party, respectively.Guarantees of Legal Status of the Parties:The Parties confirm that they are an organization/individual entrepreneur established and operating within the legislation of the country in which the registration was carried out, possessing the necessary powers, permissions, licenses, approvals for ownership and disposal of their assets, and conducting relevant commercial activities, as required by the legislation of the Kyrgyz Republic.Neither of the Parties has filed for bankruptcy, and as of the current date, no insolvency (bankruptcy) proceedings have been initiated against either of the Parties. No decisions on reorganization and/or liquidation have been made by the governing bodies of the Parties, nor has any application been filed to declare either of the Parties bankrupt. None of the Parties is undergoing voluntary or compulsory liquidation in accordance with the requirements of the legislation of the Kyrgyz Republic.Authority Guarantee of the Parties:The representative of each Party has duly authorized powers to accept the proposal to conclude the Agreement (acceptance of the Offer).- The executive body of each Party is located and exercises management functions at the location (registration) of the legal entity/individual entrepreneur.- The banking, registration, contact, and other information provided for each Party are correct and complete at the time of accepting the proposal to conclude the Agreement.Legal Force of the Agreement:The provisions of this Agreement are binding on the Parties to the extent not conflicting with the legislation of the Kyrgyz Republic throughout the term of the Agreement, unless the Agreement specifies otherwise.Absence of Conflict in Connection with the Conclusion/Execution of the Agreement:The conclusion and execution of this Agreement do not contradict:- The legislation of the Kyrgyz Republic;- The charters or other constituent documents of each Party; and- Will not result in a breach of any conditions mandatory for each Party, and do not constitute a violation of the terms stipulated by any document mandatory for each Party or its assets.Guarantees of Compliance with the Tax Legislation of the Kyrgyz Republic:All taxes and fees established by the legislation of the Kyrgyz Republic are paid by each of the Parties in the appropriate amount and within the specified deadlines. Each Party also complies with the requirement for timely submission of relevant tax, statistical, and other government reports to the competent authorities.All transactions of each Party for the purchase of goods/services from its suppliers, sale of goods/services are fully reflected in the primary documentation of each Party, in the accounting, tax, statistical, and any other reporting obligations imposed on each Party.The Parties hereby acknowledge that they rely on the assurances provided in the Agreement regarding the circumstances, and that these assurances are essential for the conclusion and performance of the Agreement. Each Party will independently be responsible and will indemnify the other Party for any and all losses, and release the other Party from liability, claims, damages, and expenses of any kind (including, but not limited to, any fees, expenses reasonably incurred in the investigation, preparation, or defense of any claims, legal proceedings, administrative proceedings, or investigations, whether commenced or contemplated), arising out of or based on any representations of such Party contained in this Agreement or in any document provided by one Party to the other Party in connection with this Agreement, even if at the time of entering into this Agreement, such Party was unaware of the inaccuracy of the representations made.Guarantees of Compliance with Anti-Corruption Legislation:The Parties hereby acknowledge and confirm that they comply with all requirements of the legislation of the Kyrgyz Republic applicable to activities and obligations arising in connection with the performance of this Agreement. In particular, but not limited to, neither Party will take any actions that may lead to a violation of the requirements of any applicable anti-corruption laws of the Kyrgyz Republic, including but not limited to, the Law of the Kyrgyz Republic dated August 8, 2012, No. 153 "On Combating Corruption," which prohibits offering, giving, or promising to give, as well as receiving directly or indirectly, money, material valuables, and any other valuables significant to a third party, for the purpose of obtaining assistance in obtaining, continuing, expanding, or suspending cooperation.The Parties comply with measures provided for by the above legislation aimed at countering corruption.The Agreement text is located at the following address: [offer address].Terms and Definitions:"Customer" - a natural person/legal entity/individual entrepreneur who has accepted this Offer."https://www.wetotw.com/" - an internet resource/service through which services under the Agreement are provided."Targeted Advertising and Information Materials" ("TIAM") - textual, graphic, media, or multimedia announcements displayed only to users who meet specific criteria set by the Customer."Reporting Period" - one calendar month in which services were provided."Registration" - the completion by the Customer of data on the form posted on the website: https://www.wetotw.com/.In case of the use of terms in the Offer text that are not reflected in this section and additional agreements to the Offer, the Parties will be guided by the interpretation of the corresponding terms in accordance with the legislation of the Kyrgyz Republic and/or the established business practice.Assurances and Guarantees of the Parties:The Customer assures and guarantees that:- When registering, the Customer provided accurate data.- In case the Customer acts on behalf of a third party or organization, they have all consents for providing and taking other actions regarding the data of the third party during registration.- They have all rights to use in TIAM: trademarks, brands, logos, trade names, and other objects protected by law, intellectual property.- The content and placement of TIAM by the Customer do not violate the current legislation of the Kyrgyz Republic.The Executor assures and guarantees that:- The provision of services under the Agreement is carried out in full compliance with the legislation of the Kyrgyz Republic.
**1. Acceptance of the Offer
****1.1.** The acceptance of the Offer includes the following actions by the Customer, performed collectively:- Successful completion of Registration by the Customer on the website: https://www.wetotw.com/;- Verification and confirmation by the Customer of the use of Targeted Advertising and Information Materials (TIAM) created according to individual customer requirements;- Transfer of funds to the Executor's bank account for payment of services under the Agreement based on the generated invoice.Acceptance of the Offer will signify that the Customer unconditionally accepts all the terms of the Agreement, as well as all additional cooperation conditions posted on the website: https://wetotw.com.
**1.2.** In case the Executor makes changes to the terms of the Offer, such changes are subject to publication on the website: https://www.wetotw.com/ and come into effect from the moment of such publication. The Executor notifies the Customer of changes to the terms of the Offer by sending relevant information to the Customer's email address provided during registration on the website: https://www.wetotw.com/, no later than 2 (Two) calendar days before the official publication of the Offer with new terms on the website: https://www.wetotw.com/. If the Customer disagrees with the changed terms of the Offer, they have the right to terminate the Agreement with prior written notice to the Executor no less than 10 (Ten) calendar days before the expected termination date, by sending a corresponding notification to the Executor's email address: hi@wetotw.com.
**1.3.** By accepting the Offer, the Customer consents, for the entire term of the Agreement, to receive informational emails/notifications/offers at the email address provided by the Customer during Registration on the website: https://www.wetotw.com/, as well as the use of other contacts provided to the Executor.
**2. Subject of the Agreement
****2.1.** The Executor undertakes, on the terms and conditions provided in the Offer, as well as other cooperation conditions posted on the website: https://wetotw.com, to provide the Customer with services to enable the use of the service: https://www.wetotw.com/ for the purpose of subsequent approval and modifications by the Customer of Targeted Advertising and Information Materials on the Internet for subsequent placement on Meta services for advertising purposes.
**3. Rights and Obligations of the Parties
****3.1. Customer shall:
**- **3.1.1.** Independently familiarize themselves with the text of the Offer posted at the link: www.wetotw.com/offer-agreement and additional terms of cooperation posted on the website: https://wetotw.com.-
**3.1.2.** Fulfill their obligations in the volume and within the deadlines specified in the Offer, including transferring the payment for the services to the Executor's settlement account as payment for the services in the amount specified in the formed invoice of the Executor.-
**3.1.3.** Assist the Executor in fulfilling its obligations under the Offer, promptly inform the Executor of known facts that may hinder the provision of services.-
**3.1.4.** Not transfer RIM to third parties for use by third parties.-
**3.1.5.** Upon the Executor's request and within the period specified in the corresponding request, provide documentary confirmation of the authenticity of information about advertised goods and/or services, including copies of licenses, certificates, other documents required by the legislation of the Kyrgyz Republic, and, if applicable, copies of contracts or other documents confirming the lawful use of copyright and other exclusive rights to works and other results of intellectual activity and means of individualization equated to them used in RIM.-
**3.1.6.** Independently and promptly update the data provided during registration by notifying the Executor at the email address: hi@wetotw.com.-
**3.1.7.** Not upload malicious codes, viruses, etc., capable of disrupting/suspending the normal functioning of the service https://wetotw.com.
**3.2. Customer has the right to:
**- **3.2.1.** At any time request information from the Executor about the progress of the services under the Agreement.-
**3.2.2.** Submit motivated objections to the Executor regarding the essence of the services provided.
**3.3. Executor shall:
**- **3.3.1.** In case of circumstances beyond the Executor's control that prevent the timely provision of services under the Offer, notify the Customer within 2 (Two) working days of the occurrence of such circumstances. Take all necessary measures to resume the provision of services under the Agreement.
**3.4. Executor has the right to:
**- **3.4.1.** Not commence the provision of services under the Agreement in case of non-payment for the services provided.-
**3.4.2.** In case of non-fulfillment or improper fulfillment by the Customer of its obligations under the Agreement, including but not limited to the placement of RIM that does not comply with the requirements of the legislation of the Kyrgyz Republic, suspend the provision of services provided by the Agreement or refuse to perform the Agreement unilaterally, notifying the Customer of such refusal by sending a corresponding notification to the email address specified by the Customer during registration on the website: https://www.wetotw.com/.-
**3.4.3.** In case of technical necessity, suspend the provision of services under the Agreement.- **3.4.4.** Terminate the provision of services at the request (order) of authorized state and/or judicial authorities, notifying the Customer of the termination of services within 3 (Three) working days from the moment when the Executor became aware of the existence of such a requirement.
**4. Cost of Services and Payment Procedure
****4.1.** The cost of services provided under the Agreement is determined in accordance with the Additional Agreements to this Agreement.
**4.2.** All settlements between the Parties are made in Kyrgyz Republic soms.
**4.3.** Payment for the Executor's services is made in a non-cash form and is carried out by the Customer making a payment in the amount of 100% of the cost of services based on the Executor's generated invoice. The payment amount is determined by the Executor based on the prices for services according to the information on the website https://www.wetotw.com/. The payment procedure is described in Appendix No. 1 to the offer.
**4.4.** In case the cost of placing RIM exceeds the amount paid by the Customer, the Customer is obliged to pay for the Executor's services in the amount specified in the corresponding invoice issued by the Executor within 5 (Five) working days from the moment the Customer receives the corresponding invoice. The Customer's receipt of the invoice will be considered the moment of sending the invoice to the Customer's email, specified during Registration on the website https://www.wetotw.com/.
**4.5.** The Executor does not charge VAT on the cost of services provided under the Agreement in the amount established by the Kyrgyz Republic's legislation according to the Executor's taxation form.
**5. Acceptance of Services
****5.1.** Upon the payment of services under the Agreement by the Executor, a cash receipt is sent to the Customer's email address provided during Registration.
**5.2.** At the end of the provision of services for each Reporting Period, the Executor prepares a Service Provision Certificate (hereinafter referred to as the "Certificate"), containing information about the nature of the services provided, their quantity, the period of provision, and cost. The Certificate is sent by the Executor every Monday to the Customer's email address specified during Registration.
**5.3.** Services are considered properly provided by the Executor and accepted by the Customer in accordance with the Certificate, in the absence of motivated written objections from the Customer regarding the content of the Certificate. Such objections must be submitted to the Executor's address specified in Section 10 of the Offer, namely: 720040, Bishkek, Razzakova Street, Building 4, Apartment 15, within 5 (Five) calendar days from the date of sending the Certificate by the Executor to the Customer.
**6. Protection of Intellectual Property
****6.1.** The Offer is not intended to grant the Customer any rights, except as expressly stated in this text, to any intellectual property owned by the Executor/third parties, including any source codes, computer programs, hardware, software, inventions, designs, configurations, processes, know-how, information, and formulas, as well as all components of the foregoing, regardless of form.
**6.2.** If the Customer wishes to use any content, personalized information, or non-public information related to any Internet user, including, among other things, names, mailing addresses, email addresses, phone numbers, photos, and images (hereinafter collectively referred to as "Personal Data"), the Customer must obtain the consent of each such user whose Personal Data the Customer intends to process in accordance with the legislation of the Kyrgyz Republic.
**7. Responsibilities of the Parties and Dispute Resolution
****7.1.** Each Party is obliged to duly and timely fulfill the obligations assumed under the Agreement. In the event of a Party's failure to fulfill the obligations under the Agreement, the other Party has the right to unilaterally refuse to perform the Agreement, notifying the defaulting Party of this no later than 5 (Five) calendar days before the termination date of the Agreement, except as provided in clause 7.5. of the Agreement.
**7.2.** The Executor is not responsible for:- Losses incurred by the Customer as a result of using the Executor's services under the Agreement.- Interruptions in the provision of services under the Agreement in the event of malfunctions in software or equipment not owned by the Executor, as well as for other circumstances beyond the Executor's control.- Complete or partial interruptions in the provision of services that occurred as a result of changing software, equipment, including work on maintaining the operability and upgrading of software and/or hardware.- The availability of the operation of individual segments of the Internet.- Ensuring the security of the Customer's equipment and software used in receiving services under the Agreement.
**7.3.** The Customer is responsible for:- Compliance with all requirements of the legislation of the Kyrgyz Republic, including but not limited to, the legislation of the Kyrgyz Republic on advertising, fair competition, protection of copyright and related rights, protection of trademarks and service marks, including with regard to the content of the posted IRM.- The accuracy of the information provided by the Customer during Registration on the website: https://www.wetotw.com/.- The safety of the Customer's access to the IRM and for the losses that may arise as a result of unauthorized use of the IRM by third parties on third-party resources not provided for by this Agreement.- Information, requests, appeals received from the Customer's email address, which was specified during Registration on the website: https://www.wetotw.com/. The Parties confirm that all appeals, requests, information received from the corresponding email address are considered official letters on behalf of the Customer to the Executor.
**7.4.** If the Customer has reason to believe that the email address specified by the Customer during Registration on the website: https://www.wetotw.com/ has been hacked and accessed by third parties, the Customer must immediately notify the Executor of such circumstances. If such notification to the Executor is not received within 1 (One) working day, the Executor is not responsible for any consequences of such non-notification.
**7.5.** In the event of dishonesty in the actions of the Customer (non-provision or provision of inaccurate information, violation of the confidentiality regime of information received from the Executor, or any other actions leading to a loss of trust in the Customer by the Executor), the Executor has the right to suspend the provision of services and/or unilaterally refuse to perform the Agreement, notifying the Customer of such refusal.
**7.6.** The Customer undertakes to compensate the Executor for all documentary confirmed damage associated with the improper performance of this Agreement by the Customer.
**7.7.** The Executor is not responsible for non-compliance with the legislation of the Kyrgyz Republic and the reality of the content of any information transmitted by the Customer for the fulfillment of the Agreement.
**7.8.** In case of claims/lawsuits by third parties against the Executor in connection with the provision of services under this Agreement, arising from the violation of the legislation of the Kyrgyz Republic by the Customer, the latter is obliged at the request of the Executor at his own expense to settle such claims, lawsuits and take all necessary actions to prevent similar claims/lawsuits against the Executor in the future.
**7.9.** The Customer agrees and confirms his readiness to assist the Executor in resolving any claims from state (including control, supervisory) authorities caused by the placement of agreed IRM by the Executor on the Executor's resources and also to compensate the Executor for all documentary confirmed damage, including expenses for the payment of imposed sanctions.
**7.10.** The Parties have agreed that they will take all necessary measures to ensure that any disputed issues, disagreements, or claims arising during the performance of obligations under the Agreement are resolved through negotiations.
**7.11.** Compliance with the pre-trial procedure preceding the appeal to the court is mandatory. The Party that believes that its rights and legitimate interests have been violated appeals to the other Party with a written claim, by sending the relevant claim by mail or using courier services, with simultaneous sending a copy of the claim by email to the address specified in this Agreement. The Party receiving the original claim may send the other Party a written opinion on the arguments set out in the claim within a period not exceeding 10 (Ten) calendar days from the date of receipt of the original claim.
**7.12.** In the event that the Parties do not reach an agreement on disputed issues, they shall be considered in the International Arbitration Court in Bishkek in accordance with the legislation of the Kyrgyz Republic.
**8. Confidential Information
****8.1.** Each Party undertakes not to disclose, transfer to third parties in any form (oral, written, electronic, etc.), and not to use, except for the purposes of performing this Agreement, any information received in connection with this Agreement from the other Party (hereinafter referred to as "Confidential Information").
**8.2.** Both during the term of this Agreement and in the event of its termination, each Party must take sufficient measures to protect Confidential Information to prevent unauthorized access and/or receipt of such Confidential Information by third parties from the other Party. Information that requires compliance with confidentiality requirements, as indicated in this Agreement, may be disclosed by either Party only to those persons for whom such information is necessary for the purposes of performing this Agreement.
**9. Customer's Representations
****9.1.** The Customer assures the Executor that:- The Customer accepts the Offer on a voluntary basis, after the Customer has familiarized themselves with all its terms, understands the subject of the Offer, understands the meaning and consequences of their actions regarding the acceptance and performance of the Offer.- The Customer has provided accurate data during Registration on the website: https://www.wetotw.com/.
**10. Final Provisions of the Agreement
****10.1.** The Agreement is concluded for an indefinite period.
**10.2.** Each Party has the right to unilaterally refuse to perform the Agreement at any time by providing written notice to the other Party no later than 10 (Ten) working days by sending the relevant notification by email to hi@wetotw.com, specified by the Executor in the Agreement and by the Customer during Registration on the website: https://www.wetotw.com/, with the simultaneous sending of the original of the relevant notification to the email address of each Party.
**10.3.** Upon termination of the Agreement, the Parties must settle all mutual settlements. The Executor undertakes to refund the Customer the payment received from the Customer for services that were not provided at the time of termination of the Agreement, minus any penalty sanctions imposed on the Customer, if any, as well as the amount as compensation for documentary confirmed damage caused to the Executor due to the Customer's violation of the Agreement conditions.
**10.4.** The refund of the payment received from the Customer for services that were not provided, including without the condition of terminating the Agreement, is made by the Executor within 60 (Sixty) calendar days from the date of receipt by the Executor of the relevant statement sent by the Customer to the Executor's address specified in Section 10 of the Offer, provided that such a statement is submitted within 6 (Six) months from the date of crediting the funds to the Executor's balance on the account formed for the Customer. In case of expiration of 6 (Six) months from the date of crediting funds to the balance, such funds are not subject to refund but can be used by the Executor for the purpose of using the services under the Agreement by the Customer.
**10.5.** The Parties confirm that all documents transmitted by electronic communication and scanned copies of documents are legally binding until the Parties exchange originals of such documents. In the event of an exchange of scanned copies of documents by the Parties, such documents will be legally binding only if they are sent:- on the part of the Customer using the email address specified during Registration on the website https://www.wetotw.com/;- on the part of the Executor using the domain name @wetotw.com.
**10.6.** In all other matters not provided for by this Agreement, the Parties are guided by the provisions posted by the Executor on the website: https://www.wetotw.com/ and the legislation of the Kyrgyz Republic.
**11. Executor's Details:
****EXECUTOR:**- **Individual Entrepreneur Kirill Andreevich Frolov**- **
Address:** 720040, Bishkek, Razzakova Street, Building 4, Apartment 15-
**Mailing Address:** 720040, Bishkek, Razzakova Street, Building 4, Apartment 15-
**Tax Registration Number (TRN):** 004-2023-169-42-
**Tax Identification Number (TIN):** 22812199150040-
**Banking Details:** -
**Account Number: ** 1180000235108507 -
**In Demir Kyrgyz International Bank** -
**Bank Identifier Code (BIC):** 118005-
**Email Address:** hi@wetotw.com
**Appendix No. 1**
**to the Public Contract for Paid Services
****Payment and Refund Rules
**These Payment and Refund Rules (hereinafter referred to as the "Rules") regulate the relations between the Executor and the Customer related to the payment for services under the Contract.The final cost of the Services is determined taking into account the selected product/service by the Customer. Payment for the Services is made by non-cash transfer using one of the methods specified on the Website, at the Customer's choice, by crediting funds to the Executor's account.When paying on the Website or through the Personal Account, payments are accepted by VISA, MasterCard, ELCART cards, as well as electronic wallets.Payments are made in accordance with the Rules of international payment systems Visa and MasterCard (hereinafter - payment systems) based on the principles of confidentiality and secure payment using modern methods of verification, encryption, and data transmission over secure communication channels. Regarding the rules and procedures for payment through payment systems, the Customer follows the rules of the respective payment systems and directly contacts the operators of the relevant payment systems for clarification and consultation. The Executor hereby reserves the right to provide information support regarding the payment of Services using payment systems within its competence. However, nothing in this appendix obliges the Executor to provide such information support, be responsible for the completeness of the information provided, or bear other consequences of the Customer's choice of the method of payment for services and/or the payment system.To pay for the Services with a Visa or MasterCard bank card, the Customer must click the "Pay by Credit Card" button, and to complete the payment, click the "Pay" button.Payment for the order is made after redirecting to the secure payment page of the payment system operator and/or the respective bank to enter the details of the bank card. Connection to the payment page and information transfer are carried out in a secure mode using 3D Secure technology.On the page for entering bank card details, the Customer needs to enter the bank card details: card number, cardholder name, card expiration date, three-digit security code (CVV2 for VISA or CVC2 for MasterCard). All the necessary data are printed on the card itself. The three-digit security code is the three digits on the back of the card. If the Customer's bank supports the technology for secure online payments MasterCard SecureCode, Verified by Visa, entering a special password may be required to make a payment.The Customer's bank card details are not stored on the Executor's server or on the Website, and the Executor does not have access to the Customer's payment details.The confidentiality of the information provided by the Customer, including personal data and payment details, is ensured by the operator of the relevant payment system and/or the Customer's bank.The information entered by the Customer, including payment details and bank card data, is not provided to third parties except as provided by the legislation of the Kyrgyz Republic.The bank may refuse payment in the following cases:- the bank card is not intended for online payments; the Customer can find out about this by contacting the servicing bank.- there are insufficient funds on the bank card. The Customer can find out more about the availability of funds on the bank card by contacting the bank that issued the bank card;- the bank card details are entered incorrectly;- the validity period of the bank card has expired. The validity period of the card is usually indicated on the front of the card (this is the month and year until which the card is valid). The Customer can find out more about the validity period of the card by contacting the bank that issued the bank card.The Executor does not control the software and hardware complex of the payment system and/or the bank. If, as a result of any errors, funds are debited from the Customer, but the payment is not authorized by the payment system and/or the bank, the obligations to refund the funds to the Customer are assigned to the operator of the payment system and/or the respective bank.
