Offer Agreement

1. General provisions

1.1. This is a public offer of Individual Entrepreneur Alina Mikhailovna Yermakova (hereinafter referred to as the “Contractor”) containing all material provisions of the agreement for the provision of information and consulting services (in accordance with Article 435 and Part 2 Article 437 of the Russian Civil Code).

1.2. The person that accepts this public offer shall acquire all rights and obligations of the Customer as provided in this Agreement.

1.3. This public offer shall be accepted (the Agreement shall be concluded) by the Customer making full or partial payment for the information and consulting services as provided in this Agreement. Upon the payment for the services provided by the Contractor, the Customer shall be deemed to have accepted the terms of the Agreement in full, without any reservations or exceptions. If the Customer disagrees with any of the provisions of this Agreement, including unilateral change of the Agreement by the Contractor in accordance with Clauses 4.2.1 or 4.2.4, the Customer shall forthwith notify the Contractor in writing of the repudiation of this Agreement, and discontinue the use of the services.

1.4.  Acceptance of this offer and, accordingly, conclusion of this Agreement means that the Customer has familiarized themselves with the terms of this Agreement, the procedure for provision of services and payment, and recognizes unconditionally that both the payment system suggested by the Contractor for the purpose of paying for the services and the Website are suitable for taking the actions and achieving the objectives constituting the subject matter of this Agreement.

1.5.  By accepting this offer, the Customer confirms that remote provision of services by the Contractor under this Agreement and use of software (hereinafter, the “Software”) and the Contractor’s Website (http://innerinsight.ru/) are fully compatible with the Customer’s ability to use the services thus provided.

1.6. The current version of the Agreement is made available for review in the Legal Documents section of the Website at http://innerinsight.ru/dogovor-oferta/.

1.7. In this Agreement, unless expressly stated otherwise, the terms below shall have the following meaning:

1.7.1. The “Agreement” means this document published on the Website at http://innerinsight.ru.

The Agreement may be changed by the Contractor without any special notification to the Customer; the new version of the Agreement shall come into force upon its publication on the Website.

1.7.2. The “Customer” means the person receiving the services under this Agreement.

1.7.3. “Information and Consulting Service” (or “Service”) means the provision to the Customer of fee-based access to a package of materials relating to various Programs in order to enable the transfer to the Customer of knowledge, skills and capabilities (including on matters related to the creation of video courses) in accordance with the Program selected and paid for by the Customer. Details regarding Program types, content, scheduling of individual stages and total cost of the Program (as well as the cost of individual stages) shall be provided by the Contractor on the Website at http://innerinsight.ru.

1.7.4. “Software” means the browser (Internet Explorer, Firefox, Google Chrome, Safari or a similar browser) used for accessing information resources on the Internet, the version of Telegram and WhatsApp messengers for PC and smartphone, as well as other programs used for transmission, storage or processing of provided information. The Customer shall ensure that Software has been installed on their personal computer.

1.7.5. “Website” means the website at http://innerinsight.ru/ together with its subdomains, being the sum total of information, texts, graphic elements, design, images, photos and videos, and other results of intellectual activity, as well as the computer programs contained in the information system that ensures accessibility of such information on the Internet. The exclusive right to the Website shall belong to the Contractor.

1.7.6. “Webinar” means a recording of a training course video presentation with comments from the Contractor or a live broadcast of the Contractor’s speech. Feedback between the Contractor and the Customer on the subject of the Webinar shall be given via the chat in the Webinar room, where the Webinar is held, or on the Website.

1.7.7. The “Program” (or the “Training Program”) means the types, description, content, schedule of individual stages and total cost of various packages of materials used for transferring knowledge, skills and capabilities to the Customer (including those related to the creation of video courses). Details regarding Program types, content, schedules of individual stages and total cost of a Program, as well as the cost of individual Program stages, shall be posted by the Contractor on the Website at http://innerinsight.ru. The Contractor shall keep the Programs updated and specify the schedule of individual Programs or their stages in accordance with the total number of Customers by posting Program updates at a given address.

1.7.8. “Feedback”: a Program that has been selected and paid for may provide for additional feedback from the Contractor to the Customer in the course of the Program and its individual stages, which is to be given in the form of periodic assessment and review of test assignments to enable the Customer to gain practical experience.

2. Subject of the Offer Agreement

2.1. The subject matter of this offer is fee-based provision of Information and Consulting Services to the Customer in order to build relevant skills (including related to the creation of video courses) as per the program selected by the Customer. The list of Programs constitutes an integral part of this Agreement and may be additionally provided by the Contractor on the Website at http://innerinsight.ru.

2.2. Information and Consulting Services shall be provided by the Contractor by means of making available to the Customer training materials and assignments in a restricted section of the Website. Such materials and assignments are intended to enable the transfer of knowledge and skills (including those related to the creation of video courses) as per the Program selected and paid for by the Customer and established by the Contractor. Information and Consulting Services shall be also provided by the Contractor in the form of giving Feedback where the selected Program so provides.

Services provided under this Agreement are limited to the provision of information to the Customer and building the skills required for the Customer to be able to use such information on their own.

2.3. The Contractor shall provide the Services under this Agreement remotely on the Internet, using the Software and the Website’s functionality.

2.4. The scope of the provided Services, the total provision time of the Services, and the time for the delivery of individual stages of the Program, as well as their cost, shall be determined by the Program selected and paid for by the Customer. The Services shall be provided by granting access to the materials of the selected Program on the Website for the term of the provision of Services in accordance with the schedule of the selected Program.

3. Services’ provision term; change of term

3.1. The term for the provision of services under this Agreement means the period of the provision of the Services under a respective Program in general and its individual stages calculated from the time of making payment for and obtaining access to the selected Program.

3.2. Different Programs for the Provision of Information and Consulting Services may contain different phased schedules for the provision of services throughout their term, to be mandatorily observed by the Parties.

3.5. The term of the provision of the Services may be changed within the selected Program and its individual stages as agreed between the Parties, and the Contractor may deny a change to the Services’ provision term sought by the Customer if the Customer fails to present documents confirming that the Services cannot be received by the Customer.

The Customer may apply to the Contractor in writing seeking to postpone the provision of prepaid Services under the selected Program, enclosing with their written application documents confirming that the Services cannot be received (e.g., certificates confirming the Customer’s stay at an inpatient facility, a copy of a sick slip, etc), by serving a notice as provided in Clause 11.1 of this Agreement.

The Contractor has the right (but is under no obligation) to grant such request subject to the following conditions being simultaneously met:

– The Customer applied in writing no later than 14 (fourteen) calendar days from the date of being granted access to the information materials of the selected Program or its individual stages determined in accordance with the term for the provision of Services under the relevant Program.

– The documents presented by the Customer confirm that the Customer indeed cannot receive the services in accordance with the current schedule of the Program paid for.

– The Contractor is technically able to include the Customer in the next launch of the Program, the schedule of which will be made available at a later time.

If the Customer submits such a request after the expiration of the term specified in this clause or in the absence of a valid reason for the change of term, the Contractor shall only be obligated to grant the Customer’s request if the Customer pays an additional 50% (fifty percent) of the cost of the selected Program or its individual stages that have not yet been made accessible under the Program schedule.

3.6. Services under this Agreement shall be deemed provided with proper quality and on time, and accepted by the Customer, if within 3 (three) business days from the completion of a respective stage of the Program or the Program in general, the Customer has not served on the Contractor a motivated written objection as to the quality and scope of the provided services subject to the notification procedure as provided in Clause 11.1 of the Agreement.

3.7. After the Program’s completion, the Customer’s access to the training materials shall be discontinued at the time as provided in Clauses 3.1 and 3.2 of this Agreement.

4. Rights and obligations of the Parties

4.1. The Contractor shall:

4.1.1. grant to the Customer personal access to materials under the Program selected and paid for in a restricted section of the Website within 24 (twenty four) hours from the time when the Customer’s payment for the Services arrives.

The Contractor shall grant access to training materials by making these materials accessible to the Customer in a restricted Website section, which the Customer will need a unique password to enter, and such password shall be sent to the email address provided by the Customer during registration.

Additionally, access to each subsequent stage of the Program shall be provided as per the schedule contained in the Program and following completion of all assignments of the previous stage of the Program and their review by the Contractor.

4.1.2.  inform the Customer of the training Program selected by the Customer by making the Program available at http://innerinsight.ru/my-account/,

4.1.3. if the selected Program provides for Feedback, give Feedback as per the Program.

4.1.4. maintain confidential the information received from the Customer when providing Information and Consulting Services under this Agreement.

4.1.5. comply with legislative requirements pertaining to the processing, transfer and protection of the Customer’s personal data.

4.2. The Contractor may:

4.2.1. unilaterally amend the Programs, their schedules, and procedure for giving Feedback, and change and supplement the content of certain Program stages;

4.2.3. demand that the Customer perform the assumed obligations in good faith;

4.2.4. unilaterally amend and supplement the terms of this Agreement without prior consultation with the Customer, while also ensuring publication of the amended terms in the Legal Documents section of the Website at least 1 (one) day before such amended terms enter into force.

4.2.5. unilaterally repudiate this Agreement out of court if the Customer commits a material breach of the terms of this Agreement (including, without limitation, breach by the Customer of the provisions of Clauses 4.3.2 through 4.3.9 of this Agreement). In addition, the payments made by the Customer under this Agreement shall not be reimbursable and shall be treated as punitive damages for the actions of the Customer.

Material breaches of the terms of this Agreement shall include, among other things, any violation of copyright and/or exclusive rights of the Customer or third parties to the intellectual property posted on the Website or included in the Programs, as well as any single violation by the Customer of Clause 4.3.5 of this Agreement.

At the discretion of the Contractor, depending on the nature of the violation, any violation by the Customer of the rules set forth in Sections 4.3.2 through 4.3.9 of this Agreement committed once and/or more than twice may be deemed material.

4.2.6. block the Customer’s access to the Website without the Customer being entitled to a refund of the money paid for the Program in case of violation of the rules of conduct while receiving services under this Agreement, such violations including: inciting ethnic conflicts, distracting participants from the course topic, spam, advertising, offensive language, rudeness, making statements calling for distrust to or insulting the Contractor, insulting other Program participants who receive Services under this Agreement together with the Customer.

4.2.7. engage third parties for the provision of Services under this Agreement.

4.3. The Customer shall:

4.3.1. to receive services under this Agreement, the Customer shall have a personal computer with enabled Internet access, fitted with sound reproduction devices, with software installed to meet the requirements of Clause 1.7.4 of this Agreement.

4.3.2. after selecting the Program, accepting this public offer and making payment in full for the Services under the selected Program, adhere to the established schedule of the selected Program paid for, and comply with the objectives and essence of the assignments given by the Contractor, meet the deadlines for the completion of tests, and comply with the recommendations and requirements of the Contractor applying to the provision of Services under this Agreement.

4.3.3. present to the Contractor updated information required for sending information materials to the Customer and for promptly contacting the Customer during the provision of services related to the Program under this Agreement, and specifically, a currently valid email address and a telephone number.

4.3.4. comply with the rules of conduct when posting answers and homework on the Website; treat the Contractor and other participants of the training Program with respect.

4.3.5.  refrain from recording the information and materials provided by the Contractor to the Customer under this Agreement using any technical means, distributing them (publishing, posting online or on social networks, copying, transmitting or reselling to third parties) for commercial or noncommercial purposes, creating derivative information products for commercial profit and using this information in any way other than for personal use.

4.3.6. secure the confidentiality of and refrain from making available to third parties passwords to the user’s account in the restricted section of the Website or enabling access to specialized software used by the Contractor to arrange the provision of services under this Agreement.

4.3.7. refrain from making any amendments to the Website’s backend or taking any action aimed to change the Website’s operation and operability, including using malware or taking any actions that could result in the Website’s inaccessibility (DDoS attacks).

4.3.8. refrain from posting on the Website third-party data without consent, including home addresses, telephone numbers, passport details and emails.

4.3.9. refrain from posting on the Website commercial advertisements, commercial offers, propagandistic or any other intrusive information, except when the placement of such information was pre-approved by the Contractor.

4.3.10. in the event of loss of access passwords to the user’s account in the restricted section of the Website or if the passwords are revealed to have been made known to a third party, forthwith serve on the Contractor (the next day) a written notice, with its content also copied to the Contractor’s email. Prior to the receipt of such notice by the Contractor, any actions involving the use of passwords to an account in the restricted section of the Website shall be deemed to have been taken by the Customer themselves and shall entail the respective consequences under this Agreement.

4.4. The Customer may:

4.4.1. receive all information materials as provided in the Program as per the schedule of the Program and its stages.

4.4.2. contact the Contractor for technical support in case of issues with access to information materials.

4.4.3. repudiate the Agreement subject to prior written notice to the Contractor no later than 20 (twenty) days prior to the scheduled date of the Agreement’s termination and discontinuation of the provision of the Services.

4.4.2. serve on the Contractor a written request to postpone the term of the provision of Services paid for as part of the selected Program under this Agreement in accordance with the provisions of Clause 3.5 of this Agreement.

5. Cost of services and payment procedure

5.1. The cost of Information and Consulting Services under this Agreement for each individual Program and its stages is provided on the Website at http://innerinsight.ru.

The cost of Services may be unilaterally changed by the Contractor at any time. The updated cost shall enter into force upon publication and shall not apply to the Services paid for at the time of the publication of the respective Services’ cost.

5.2. The Customer shall pay for the selected Services by wiring money to the Contractor’s current account in the amount as required to prepay 100% of the cost of the Services.

5.3. The time when the funds are credited to the Contractor’s current account provided for the purpose of making payment on the Website or in the Customer’s account shall be considered to be the time of payment.

5.4. Payment shall be made by bank transfer using Visa or Mastercard bank cards.

6. Agreement amendment and termination

6.1. This Agreement may be amended as mutually agreed between the Parties or unilaterally amended by the Contractor under Clauses 4.2.1, 4.2.4 of this Agreement.

6.2. The Parties may terminate this Agreement in the instances provided by the effective Russian laws.

6.3. Moreover, the Agreement may be terminated by the Customer in the following instances:

6.3.1. Subject to prior written notice to the Contractor of the intent to repudiate the Agreement no less than 20 (twenty) days prior to the date of the discontinuation of provision of the Services, if the Contractor has committed no violations that could provide grounds for repudiation of the Agreement. The notice must be made in writing using the template contained in the Legal Documents section of the Website, following the procedure provided in Section 11 of this Agreement. The Agreement shall be deemed to have been terminated 20 (twenty) days after the Contractor receives the notice of repudiation.

6.3.2. in the event of repeated gross violation by the Contractor of the provisions of Clause 4.1 of this Agreement (e.g., where access to the Program information materials was not provided or in case of a lasting lack of feedback from the Contractor if the Program provides for such feedback) preventing the Customer from receiving services under the Agreement, within 20 (twenty) business days from the time when the Contractor receives the Customer’s complaints drafted using the template contained in the Legal Documents section of the Website, following the procedure provided by Section 11 of the Agreement.

6.4.  The Agreement may be unilaterally terminated out of court by the Contractor:

6.4.1. if the Customer breaches any of Clauses 4.3.2 through 4.3.9 of this Agreement, the Agreement shall be deemed terminated from the date when the Customer is notified via email and the Customer’s access to information materials and respective Programs is discontinued. The Contractor may only send their notice to the email address given by the Customer when paying for the Services on the Website.

6.4.2. in case of the occurrence of circumstances precluding further provision of Services or if the Website is closed and Services are no longer provided under this Agreement, the Contractor will inform the Customer accordingly by email 20 (twenty) calendar days prior to the Agreement termination date.

6.5. If this Agreement is terminated as provided in Clause 6.3.1 of the Agreement, the Contractor shall refund to the Customer the cost of the stages of the prepaid Program that has not been made accessible by the Agreement termination date determined as prescribed in Clause 6.3.1 of the Agreement in accordance with the Program schedule, less the actually incurred costs of the Contractor by the Agreement termination date.

The costs of the Contractor may include the cost of preparing information materials for the Program, payment for the services provided by third parties, refund fees charged by the banks, and communication and other expenses incurred by the Contractor to arrange for the provision of Services to the benefit of the Customer.

6.6. If the Agreement is terminated on the grounds provided in Clause 6.3.2 or Clause 6.4.2 of this Agreement, the Contractor shall fully refund the cost of services not provided through their fault equivalent to the cost of the stages of the prepaid Program whose information materials were not made accessible by the Agreement termination date.

6.7. If the Agreement is terminated on the grounds provided in Clause 6.4.1 of the Agreement, there shall be no refund to the Customer under Clause 4.2.5 of the Agreement.

6.8. The funds shall be refunded to the Customer within 10 (ten) days from the Agreement termination date determined as per the provisions of Clauses 6.3 and 6.4 of the Agreement, by means of a bank transfer to the Customer to be made using the banking details the Customer used to make payment with an original written copy of the payment order to make payment to a third person mailed to the Contractor.

7. Liability

7.1. The parties shall be responsible for the performance of their obligations under this Agreement in accordance with the effective laws of Russia.

7.2. The Contractor shall not be held liable if the Services cannot be provided to the Customer for reasons beyond the Contractor’s control, specifically: disturbances to the operation of the Internet, the Website being inaccessible, and faulty operation of the Customer’s equipment or software. In this case, the Services shall be deemed to have been properly provided and payable in full.

7.3. No information, materials and/or consultations made available by the Contractor when providing services under this Agreement may be considered as guaranteeing any financial results to the Customer. The Customer shall be solely competent to make their own decisions based on all information provided by the Contractor. The Customer shall assume full liability and risks related to the use of information and materials provided by the Contractor in the performance of their duties under this Agreement.

7.4. The Contractor shall not guarantee absolutely uninterrupted provision of the Services under this Agreement, even though the Contractor will use their best efforts to prevent the above malfunctions from happening. In case of a poor Internet connection, stable performance of the Software cannot be guaranteed; in this case, the schedule for the provision of services under a respective Program may be unilaterally changed by the Contractor without liability.

7.5. The Parties shall be indemnified from liability for non-performance or improper performance of their obligations under this Agreement for the period of time while force majeure circumstances persist. During this period of time, the Parties shall have no claims to each other, and each of the Parties shall assume their own force majeure risks. The Contractor shall notify the Customer of the occurrence of such circumstances as provided in Section 11 of this Agreement.

Force majeure circumstances shall be understood by the Parties to mean fire, flood, earthquake, strikes and other natural disasters, war and military action, adoption of regulations and legislative acts precluding the performance of obligations, forced emergency (unscheduled) admission to hospital confirmed by respective documents, if the above circumstances are beyond the control of the Parties, prevent the performance of this Agreement, and arose after its conclusion.

The Customer having no time (for any reason) to take the training Program, including when the Customer is on vacation, on a business trip, failed to pay for Internet access, or in case of a breakdown of the device providing Internet access, shall NOT constitute force majeure.

8. Personal data and its usage

8.1. The Customer shall consent to the processing of their personal data by the Contractor in accordance with the Personal Data Processing Policy available in the Legal Documents section of the Website.

8.2. Processing of personal data means recording, systematization, accumulation, storage, clarification (update, amendment), extraction, use, transfer (distribution, provision, access), depersonalization, blocking, deletion, and destruction of personal data not falling under special categories, the processing of which requires written consent of the Customer under the effective Russian laws.

8.3. Personal data is processed in order to secure the performance of the Contractor’s obligations under this Agreement, give feedback to the Customer when using the Website, Programs and video courses, and for sending information and advertising messages to the email address provided by the Customer during registration.

8.4. The Customer’s personal data shall be processed by the Contractor through databases located in Russia.

8.5. The Customer may revoke their consent to personal data processing at any time by serving a respective written notice on the Contractor as provided in Clause 11.2 of the Agreement. The Customer also acknowledges and admits that revocation of consent to personal data processing may require deletion of any information regarding the Customer’s participation in a training Program, including deletion of the Customer’s account in the restricted section of the Website and discontinuation of access to the materials of a purchased course.

8.6. The Customer shall give their consent to receive newsletters and advertising materials from the Contractor (or from other persons as instructed by the Contractor) using the email address and telephone number given by the Customer when registering on the Website.

Consent to receive newsletters and advertising materials may be revoked by the Customer at any time by sending a respective notice to the Contractor as provided in Clause 11.2 of the Agreement.

8.7. The Customer shall consent to the use by the Contractor of their image (image of the citizen within the meaning of Article 152.1 of the Russian Civil Code) as the Customer’s picture (avatar) on the Website and on social networks free of charge, separately or together with the Customer’s feedback regarding the Services provided by the Contractor. The Customer’s image may be used this way in both photographic and video materials.

9. Protection of copyright and exclusive rights to intellectual property

9.1. The Website contains the results of intellectual activity belonging to the Contractor, their affiliates and other related parties, representatives, and all other persons acting on behalf of the Contractor.

9.2. By using the Website, the Customer acknowledges and agrees that all contents of the Website and its content structure are protected by copyright, trademark and other intellectual property rights, and that such above-mentioned rights are valid and protected in all forms, in all media, and with respect to all technologies, whether currently existing or to be developed or created at a later stage. No rights to any content of the Website, including without limitation audiovisual works, text and graphic materials, computer programs and trademarks, shall pass to the Customer as a result of using the Website and entering into this Agreement.

9.3. When quoting materials of the Website within the meaning of Article 1274 of the Russian Civil Code, the Customer shall include a link to the Website, if it is expressly enabled by the Website’s functionality.

9.4. If the Customer violates the provisions of this Agreement regarding the protection of copyright and exclusive rights of the Contractor, the latter shall have the right to demand compensation of RUB 200,000 (two hundred thousand Rubles) for each violation, as well as compensation for all losses incurred, including loss of profit.

10. Final provisions

10.1 This Agreement shall enter into force upon acceptance by the Customer as provided by Clause 1.3 of this Agreement and shall remain in force until the Parties have performed their obligations in full.

10.2 The Parties shall use their best efforts to resolve by negotiation all possible disagreements related to the conclusion, performance and termination of this Agreement. If it is impossible to resolve a disagreement through negotiations within 10 days from the date of receipt by any Party of a written claim of the other Party, the injured Party may go to court. The term for considering a claim or a complaint shall be 10 (ten) calendar days from the date of receipt.

10.3 The Contractor’s omission to act in case of violation of the provisions of this Agreement by the Customer shall not deprive the Contractor of their right to subsequently take action as appropriate to protect their interests and intellectual rights to the Website materials protected by law.

10.4. Invalidation by the court of any provision of this Agreement or declaring it unenforceable shall not invalidate other provisions of this Agreement.

11. Interaction between the Parties to the Agreement

11.1. All statements of the Customer related to the conclusion, delivery, amendment and termination of this Agreement shall be executed in writing and mailed to the Contractor at the address specified in the details section of the Agreement, and copied to the email address of the Contractor given in the details section of this Agreement in .pdf or .jpeg format with indication of the subject of the letter (for example, change of access terms, objections regarding the acceptance of services, change of personal data, withdrawal from the Agreement, etc.). In any case, the time when the Customer’s letter is received by the Contractor at a post office shall be considered to be the time of its receipt.

11.2. The Parties have agreed to use the templates contained in the Legal Documents section of the Website for more efficient interaction.

12. Details of the Contractor:

• Individual Entrepreneur Alina Mikhailovna Yermakova
• INN (Taxpayer ID): 771986295094, OGRNIP (Primary State Registration Number of Individual Entrepreneur): 318774600342999
• Place of business: 35 Scherbakovskaya Street, PO Box 33, Moscow 105318
• Email: admin@innerinsight.ru