Contract of offer
PUBLIC OFFER
on production of audio-video systems and musical equipment
Place of conclusion of the offer: St. Petersburg
Date of entry into force of the Public Offer Agreement: January 30, 2023
This public offer (hereinafter referred to as the “Offer”), in accordance with Article 437 of the Civil Code of the Russian Federation, is an official offer by Individual Entrepreneur Vitaly Viktorovich Ogorodnikov (hereinafter referred to as the “Executor”) for the production of audio-video systems and Ultra Hi-End music equipment standard Ultra-Linear, Linear, through the use of the website www.proaudioconsulting.ru to an unlimited number of persons (hereinafter referred to as the “Customer”) who intend to enter into an agreement with the Contractor for the production of audio-video systems and musical equipment for private audio-video – Ultra Hi-End class systems, Ultra-Linear, Linear standards, as well as recording and mixing studios, in accordance with the assortment and list indicated on the website, remotely, directly on the Contractor’s website at: https://proaudioconsulting.ru/ , on the terms specified in this document, which contains all the essential terms of the Offer, necessary and sufficient for concluding an agreement in accordance with the requirements of the Civil Code of the Russian Federation.
According to the agreement concluded as a result of acceptance (hereinafter referred to as the Agreement), the “Contractor” acts on its own behalf. Information about the “Contractor”, location, contact details of the “Contractor” are specified in clause 8 of this Offer.
In accordance with paragraph 2 of Article 437 of the Civil Code of the Russian Federation, if the conditions set out below are accepted, a capable individual or legal entity accepting this Offer acquires the status of the Customer under the concluded Agreement. The date of sending the Application for the manufacture of Equipment is considered acceptance.
From the moment of acceptance, the Customer is considered to have read, agreed to the terms of the public Offer, entered into a contractual relationship with the “Contractor” on the conditions below, and accepts them fully and unconditionally in accordance with Article 438 of the Civil Code of the Russian Federation.
By accepting the Offer, the Customer confirms that he is familiar with the conditions below the specified Agreement, all appendices to the Agreement, including the Rules and instructions, the Personal Data Processing Policy, and agrees with their contents and terms.
An agreement concluded in the above manner is considered to be concluded in simple written form, does not require execution on paper and has full legal force (acceptance of the Offer is equivalent to concluding an Agreement on the terms set out in the Offer).
The Public Offer and any additions/changes to the Public Offer, including the range of audio-video systems, the procedure for agreeing on prices, delivery, installation, other rules and applications, are official documents and are published on the official website www.proaudioconsulting.ru. The site administrator is the Contractor.
This Offer may be changed and/or supplemented by the Contractor unilaterally without any special notification about this, but indicating the date of its entry into force. The new edition of the Offer comes into force from the moment it is posted on the Site, unless otherwise provided in the new edition of the Offer. The validity period of this Offer is not limited and the Offer is valid for the entire period of its presence on the Site.
In connection with the above, carefully read the text of this public Offer and if you do not agree with any clause of the Offer, the “Contractor” invites you to refuse to accept the offer and, accordingly, to refuse to enter into the Agreement.
Terms and Definitions.
For the purposes of this Offer, the terms below are used in the following meaning:
«Website» — an information web resource located on the Internet at the address: https://proaudioconsulting.ru/.
«Customer» — a legally capable individual or legal entity who accepts this Offer and acquires the status of the Customer under the concluded Agreement
«Parties to the Agreement» — Contractor and Customer.
«Equipment» — Audio-video systems and musical equipment, the list, name and range of which is indicated on the official website of the Contractor: https://proaudioconsulting.ru/.
«Order» — the Customer’s application for the production of individual items from the assortment list manufactured by the Equipment Contractor, specified by the Customer when filling out the application on the website or through the website manager.
1. The Subject of the Agreement
1.1. The Contractor undertakes to manufacture according to the Customer’s Application and transfer to the Customer’s ownership the manufactured Equipment (hereinafter referred to as the Equipment), the name, quantity, completeness and assortment of which are established in the Application agreed upon by the Parties, which, after its approval, is an integral part of the Agreement, and the Customer undertakes to check and accept and pay for the Equipment in the amount, manner and terms established by this Agreement.
1.2. The Contractor transfers ownership, and the Customer accepts and pays within the prescribed period for the Equipment in quantity, assortment and on the terms in accordance with the order via the Internet.
1.3. The Contractor has the right not to accept the Customer’s Application for execution in the following cases:
- due to the characteristics of the Equipment incorrectly specified by the Customer, which are not available on the contractor’s website;
- due to incorrectly specified dimensions/parameters, quantity of Equipment;
- due to the technical and technological impossibility of producing the Equipment at the time of filing the Application, incl. due to the lack of raw materials for its production.
In this case, the Contractor is obliged to notify the Customer before accepting the Application, inviting him to make changes to the composition of the Equipment and to the Application or to agree on another deadline for submitting the Application.
1.4. This Agreement and its annexes are official documents of the Contractor and an integral part of the Offer.
2. Placing an Order
2.1. The order of Equipment is carried out by the Buyer after preliminary approval of the type, characteristics and composition of the ordered Equipment by contacting the website manager by phone 8-812-921-99-09. When ordering Equipment in his Application, the Customer consents to the collection and processing of personal data and undertakes to provide the following registration information about himself:
- last name, first name, patronymic (in Russian);
- E-mail address;
- contact number;
- registration address;
- other conditions as agreed with the manager, depending on the type and features of the ordered Equipment.
In accordance with Articles 6, 9 of the Federal Law of July 27, 2006 No. 152-FZ “On Personal Data”, the Customer, by accepting the Offer to this Agreement, gives his consent to the processing of personal data, including those performed using automation tools or without the use of such funds with personal data, including collection, recording, systematization, accumulation, storage, clarification (updating, changing), extraction, use, transfer (distribution, provision, access), depersonalization, blocking, deletion, destruction of personal data provided to the Contractor for the purpose of fulfillment by him of all his obligations under the concluded Agreement, registration and implementation of services for the delivery and production of purchased Equipment, distribution of information and advertising messages (via SMS, e-mail, telephone, other means of communication), and receipt of feedback. This consent is valid from the moment of conclusion of the Agreement and is provided by the Customer for a period of 3 (Three) years. This consent may be revoked by the Customer at any time, without giving reasons, by sending a written request to the Contractor’s legal address or by sending such a signed request to the Contractor’s email address in PDF format.
It is not considered a violation to provide information to partners, agents and third parties acting on the basis of an agreement with the Contractor to fulfill obligations to the Customer.
2.1. When placing an Order, the Customer undertakes to provide the information specified in clause 2.1. actual agreement. Acceptance by the Customer of the terms of this Agreement is carried out by entering the relevant data into the Application form. The buyer has the right to edit registration information about himself. The online store manager does not change or edit the registration information about the Customer without the latter’s consent. The Contractor undertakes not to disclose the Customer’s data specified when registering on the website when placing an Order to persons not related to the execution of the Order. After placing an Order through the online store manager, the Customer receives a unique order identification number. Having approved the Order of the Equipment selected and agreed upon with the manager, the Customer provides the website manager with the necessary information in accordance with the procedure specified in clause 2.1. actual agreement.
2.3. The Contractor and the website manager are not responsible for the content and accuracy of the information provided by the Customer when placing the Order.
2.4. The Customer is solely responsible for the accuracy of the information provided when placing an Order.
2.5. Payment, including advance payment by the Customer, placed on the Order website means the Customer’s consent to the terms of this Agreement and approval of the Application on the terms agreed upon by the Parties. The day the Customer pays 50% of the Order cost is the date of conclusion of the Agreement between the Contractor and the Customer.
3. Order execution time
3.1 The Contractor undertakes to manufacture, transfer, and the Customer undertakes to accept the Equipment within the period agreed upon by the Parties, depending on the type and characteristics of the Equipment ordered by the Customer and specified by the Parties in the Application. In cases related to force majeure, the Contractor reserves the right to transfer the Equipment for the duration of the force majeure.
3.2. The Equipment is considered transferred by the Contractor and accepted by the Customer or his official representative at the moment the Parties sign the TORG-12 consignment note. The Contractor’s obligation to transfer the Equipment to the Customer is considered fulfilled at the moment the Parties sign the TORG-12 delivery note.
3.3. Ownership of the Equipment passes to the Customer at the moment the Parties sign the TORG-12 consignment note or transport bill of lading.
3.4. The place of transfer of the Equipment is the Contractor’s warehouse at the address: ________.
3.5. Free storage of the Equipment in the Contractor’s warehouse is provided for 7 calendar days from the date of notification of the Customer by the online store manager about the availability of the Equipment in the Contractor’s warehouse. For each subsequent day, the Contractor is responsible for untimely selection of Equipment from the Contractor’s warehouse (pickup) and pays a storage fee in the amount of 0.5% of the cost of the Equipment for each day of storage over 7 days.
3.6. The equipment is transferred to the Customer in packaged form. Upon acceptance of the Equipment, the Customer is obliged to check the availability, composition, integrity, operability and quality of the Equipment.
3.7. The Contractor undertakes to produce the Equipment on time and of proper quality. The warranty period for the Contractor’s work is 2 (Two) years from the date of acceptance of the Equipment. If during the warranty period shortcomings (defects) are discovered that prevent the normal use of the Equipment, then the Contractor is obliged, at the request of the Customer, to eliminate them at its own expense within the period agreed upon by the Parties. In this case, the warranty period is accordingly extended for the period of elimination of defects.
3.8. During the warranty period, the Customer is recommended to keep documents confirming payment for the goods, the TORG-12 delivery note. During the period of warranty work, temporary replacement with similar Equipment is not made
3.9. If the Customer provides false information about his contact details, the Seller is not responsible for improper execution of the Order.
3.10. After payment of 50% of the cost of the Equipment under the Agreement, the Customer’s Application is considered accepted by the Contractor for work.
3.11. The performance of work on the manufacture of Equipment under this Agreement consists of 2 stages:
3.11.1. First stage: Purchase of materials and components for the manufacture of Equipment. This stage is considered completed after notifying the Customer of the purchase of materials and components.
3.11.2. Second stage: Manufacturing of Equipment. This stage is considered completed after the Equipment is transferred in finished form to the Customer and the Parties sign the TORG-12 delivery note.
4. Payment for the Order
4.1. After placing an Order by agreeing on the Application with the Contractor, the Customer, within 3 (three) working days, transfers payment in the amount of at least 50% of the cost of the agreed Equipment to the Contractor’s bank account using the details specified in clause 8 of this Agreement or deposits it in cash at the cash desk The Contractor, subject to the rules of cash payments established by the regulations of the Central Bank of the Russian Federation.
4.2. After placing an Order by agreeing on the Application with the Contractor, the Customer, within 3 (three) working days, transfers payment in the amount of at least 50% of the cost of the agreed Equipment to the Contractor’s bank account using the details specified in clause 8 of this Agreement or deposits it in cash at the cash desk The Contractor, subject to the rules of cash payments established by the regulations of the Central Bank of the Russian Federation.
4.3. The Customer’s obligation to pay for the Equipment is considered fulfilled at the moment the money is received in the Contractor’s bank account or on the day cash is deposited into the Contractor’s cash desk.
4.4. Payment can be made on the Contractor’s website through an electronic payment system, if such a function is available.
4.5. The price for each set of Equipment is requested by the Customer from the website manager.
5. Return of the Order
5.1. The rights and obligations of the Parties, as well as the Customer’s requirements related to the discovery of defects in the Equipment manufactured and transferred under this Agreement, are governed by the current legislation of the Russian Federation.
5.2. If any deficiencies are identified in the Equipment manufactured and transferred under this Agreement, the Customer issues a written statement to the Contractor, indicating the reasons for the appeal and sends it by email ______ — the volume of the letter cannot exceed 4 MB.
5.3. The Customer’s claims to the Contractor for violation of the terms of the Agreement or the current legislation of the Russian Federation must be made in writing and sent to the address: ________, simultaneously by email _______ — the volume of the letter cannot exceed 4 MB.
5.4. The Customer does not have the right to refuse Equipment of appropriate quality, which has individually defined properties, if the said Equipment can be used exclusively by the Customer purchasing it, has a narrowly focused area of application of this Equipment and is manufactured by the Contractor according to his individual Order.
5.5. When returning the Equipment, the amount paid by the Customer for Equipment of inadequate quality must be returned to the Customer within 15 working days from the date of presentation of the corresponding documented demand. If the Equipment was paid for through the electronic payment system, then the refund is also carried out through the electronic payment system to the Customer’s account. Whenever
5.6. Claims regarding the integrity and safety of parts of the Equipment: parts and components made of glass or other breakable materials, scratches and mechanical damage are not accepted after the Equipment is handed over to the Customer or his official representative.
6. Rights, obligations and responsibilities of the Parties
6.1. The Contractor is not responsible for the improper use of Equipment by the Customer ordered through the Contractor’s website.
6.2. The Contractor has the right to record telephone conversations with the Customer. In accordance with paragraph 4 of Art. 16 of the Federal Law “On Information, Information Technologies and Information Protection” The Contractor undertakes to: prevent attempts of unauthorized access to information and/or transfer of it to persons not directly related to the execution and execution of Orders; promptly detect and suppress such facts. Telephone conversations are recorded in order to monitor the activities of the website manager and control the quality of Order execution.
6.3. The Customer undertakes not to use the Equipment ordered through the Contractor’s website for business purposes.
6.4. Ownership of the Order, as well as the risk of its accidental loss or damage, passes to the Customer from the moment of receipt of the Equipment.
6.5. The parties are responsible for non-fulfillment or improper fulfillment of this Agreement in the manner provided for by this Agreement and the current legislation of the Russian Federation.
6.6. The parties are released from liability for non-fulfillment or improper fulfillment of obligations under the Agreement for the duration of force majeure circumstances. Force majeure means extraordinary and insurmountable circumstances under given conditions that prevent the Parties from fulfilling their obligations under this Agreement. These include natural phenomena (earthquakes, floods, etc.), circumstances of public life (military operations in the country where components are produced, states of emergency, major strikes, epidemics, etc.), prohibitive measures of government bodies (banned transportation, foreign exchange restrictions, international trade ban sanctions, etc.). During this time, the Parties have no mutual claims, and each Party assumes its own risk of the consequences of force majeure.
6.7. The rights and obligations of the Parties not provided for in this Agreement are regulated by the civil legislation of the Russian Federation.
7. Other conditions
7.1. The Customer may be provided with additional services for the assembly, installation, and delivery of Equipment.
7.2. The Customer’s official representative must have a power of attorney to order and receive Equipment from the Seller.
7.3. The parties agreed that the information presented on the Contractor’s website is sufficient to provide the Customer with the opportunity to correctly select the Equipment and in total constitutes the amount of information provided for in paragraph 2 of Article 10 of the Law of the Russian Federation of 02/07/1992 No. 2300-1 “On the Protection of Consumer Rights”.
7.4. The Agreement comes into force from the moment of Acceptance by the Customer in the manner prescribed by this Agreement, and is valid until the Parties fulfill all their obligations under it or until the early termination of the Agreement.
7.5. The conditions under which this Agreement is concluded may be changed either by agreement of the Parties or in accordance with the current legislation of the Russian Federation.
7.6. The period for consideration of claims under this Agreement is 15 (fifteen) calendar days from the date of receipt of the claim by the other Party, sent to it by the claimant by registered mail by Russian Post.
7.7. All disputes under the Agreement are considered in court at the location of the Contractor.
7.8. Notifications, letters, shipping documents under this Agreement are considered to be properly transmitted, are equivalent to documents on paper and have legal and evidentiary force, provided that they are transmitted via e-mail specified by the Parties in this Agreement and in the Application to this Agreement.
8. Contacts and Details of the Contractor
«Executor»:
IE Ogorodnikov Vitaly Viktorovich
Address: St. Petersburg. st. Composers,
29, building 1, apt. 308
Taxpayer Identification Number (INN) 780210544617
OGRNIP 323784700027578
Primary State Registration Number (OGRN) 323784700027578
Acc.: 40802810355000414159
in PJSC Sberbank
RCBIC: 044030653
K/s: 301018105000000 00653
Phone: +7(905)-225-22-20
E-mail: alice120688@gmail.com
www.proaudioconsulting.ru