This document (hereinafter referred to as the “Offer”) constitutes an official, public offer to enter into a Public Offer Agreement for the provision of services (hereinafter referred to as the “Agreement”) under the terms and conditions set forth below. In accordance with the provisions of Articles 633 and 641 of the Civil Code of Ukraine, the terms of the Agreement are the same for all Customers, regardless of their status (natural person, legal entity, individual entrepreneur), and unconditional acceptance of these terms is considered acceptance of this offer by the Customer and the Contractor.
1. Terms and Definitions
1.1. Public Offer – a proposal by the Contractor, addressed to any natural and/or legal person, in accordance with Article 633 of the Civil Code of Ukraine, to enter into a public contract for the provision of marketing services, such as SEO promotion, PPC advertising, work with visuals and content, promotion of online stores, etc., under the terms set forth in this Agreement.
1.2. Acceptance – the Customer’s full and unconditional consent to enter into this Agreement under the terms specified herein.
1.3. Contractor – the business entity specified in the invoice provided to the Customer, which provides the services defined in this Agreement; information regarding the services is available on the website at: https://goal-team.com.ua.
1.4. Customer – a natural and/or legal person, a user of the service, who has made a payment to the Contractor’s bank account.
1.5. Personal data – information or a set of information about a natural person who is identified or can be specifically identified.
1.6. Data subject – a natural person whose personal data is processed in accordance with applicable law.
1.7. Consent of the data subject – any voluntary expression of will by a natural person regarding the granting of permission to process their personal data in accordance with the stated purpose of such processing.
2. General Provisions
2.1. The Agreement is a public contract within the meaning of Article 633 of the Civil Code of Ukraine, and the person who accepts the offer (public offer) to enter into the Agreement (performs acceptance) becomes the Customer in accordance with Article 642 of the Civil Code of Ukraine, Article 11 of the Law of Ukraine “On Electronic Commerce,” and the terms of this Agreement.
2.2. This Agreement sets forth the terms and conditions for the provision and payment of the Services presented on the website https://goal-team.com.ua and/or additionally proposed to the Customer during negotiations.
2.3. This Agreement constitutes an offer (public offer) to an unlimited number of individuals and legal entities to enter into an Agreement with the Contractor through the full and unconditional acceptance of the terms of this Agreement.
2.4. The terms of this Agreement are uniform for all persons who have decided to accept the terms of this Agreement, unless the Parties have agreed to other terms separately.
2.5. The Agreement is a standard-form contract within the meaning of Article 634 of the Civil Code of Ukraine, since its terms are determined by the Contractor and may be accepted by the Customer only by adhering to the proposed Agreement in its entirety. If the Customer does not agree with all or certain provisions of this Agreement, the Agreement shall not be concluded.
2.6. Acceptance of the Agreement is deemed to occur upon payment for the Contractor’s services via non-cash transfer of funds based on an invoice issued by the Contractor, including through the use of an electronic payment method.
2.7. The Agreement shall be deemed concluded as of the date the Contractor receives payment for the services from the Customer under the terms established by this Agreement.
2.8. The Parties may agree on a different method of acceptance of the Agreement and determine a different date for the conclusion of the Agreement.
2.9. The Customer’s performance of the actions provided for in Section 2.6 of this Agreement shall be deemed acceptance by the Customer of the offer to enter into the Agreement (acceptance), and shall also confirm the Customer’s full and unconditional acceptance of the terms of this Agreement without any reservations or comments in accordance with Article 642 of the Civil Code of Ukraine. By accepting the Contractor’s offer (public offer), the Customer agrees to all terms of this Agreement and confirms that they understand the content of the Agreement and the legal consequences of its conclusion.
2.10. This Agreement is an electronic agreement within the meaning of Article 3 of the Law of Ukraine “On Electronic Commerce,” is concluded using available information and telecommunications systems, and cannot be deemed invalid due to its execution in electronic form.
2.11. A paper copy of this Agreement may be provided upon the Customer’s request, and may also be printed by the Customer independently from the Contractor’s website: https://goal-team.com.ua.
3. Subject Matter of the Public Offer Agreement
3.1. Under the terms and conditions set forth in this Agreement, the Contractor agrees to provide, and the Client agrees to accept and pay for, marketing services such as SEO promotion, PPC advertising, work with visuals and content, promotion and support of online stores, services for managing, maintaining, optimizing, and supporting stores on the Etsy marketplace, and others (hereinafter referred to as the “Services”), as specified in the invoice.
3.2. The Services are provided on a paid basis.
3.3. All amendments and additions to this Agreement are published on the Contractor’s website.
3.4. All terms of this Agreement are binding on both the Client and the Contractor.
3.5. Partial payment for the Services indicates that the Customer has read and understands the necessity of complying with the terms of this Agreement. Partial payment for the Services indicates that the Customer has consented to the collection and processing of their personal data.
3.6. The Services are provided by the Contractor either on a per-order basis in accordance with the order’s terms and within specified timeframes, or on a regular basis under the terms of a monthly subscription fee.
3.7. Special Terms for Services Related to Etsy:
In the event that the Customer’s store is blocked on the Etsy trading platform during the term of this Agreement, the Contractor undertakes to provide, free of charge, support services and take actions aimed at unblocking the store for the duration of the actual block, but for no more than 3 (three) calendar months from the date the store was blocked.
The provision of such services shall be carried out within the scope of the previously agreed cooperation and does not entail the provision of new or additional paid services.
After the expiration of the specified period (3 months), the continued provision of services is possible exclusively on a paid basis by separate agreement of the Parties.
The date of blocking is considered to be the date of the relevant notification or blocking status in the Etsy dashboard and/or the date of written notification to the platform administration.
4. Procedure for Entering into the Agreement
4.1. The text of this Agreement constitutes a public offer and applies to all legally capable individuals, legal entities, and individual entrepreneurs, in accordance with applicable Ukrainian law, who intend, wish, and are able to purchase services from the Contractor.
4.2. Acceptance of the offer consists of the Customer’s payment of the invoice issued by the Contractor, as specified in this Agreement, at the agreed prices, and acceptance of the terms of payment and provision of the Services.
4.3. Payment for the Services constitutes the Customer’s unconditional acceptance of the terms of this Agreement. Upon receipt of the Customer’s funds in the Contractor’s bank account, the Customer shall be deemed to have entered into a contractual relationship with the Contractor.
4.4. The provisions of this public offer agreement do not apply to the relations and obligations of the Customer and the Contractor if they are formalized in separate individual written agreements.
5. Cost of Services and Payment Terms
5.1. The total price under this Agreement is the sum of the cost of the Services provided by the Contractor during the term of this Agreement.
5.2. Payment for the Services shall be made by the Customer via a 50% advance payment within 3 days of the date the Contractor issues the invoice. The remaining amount shall be paid by the Customer within 14 days of the date the Contractor issues the invoice. The Contractor has the right not to commence the provision of Services until the date of receipt of the advance payment in accordance with this provision or in accordance with terms agreed upon separately with the Customer.
5.2.1. The Parties may deviate from the terms of payment for Services established by this Agreement and determine other terms separately by mutual agreement. All such agreements must be recorded in accordance with the procedure set forth in Section 10.4 of this Agreement. In the absence of proper recording in accordance with the aforementioned section, the payment terms specified in this Agreement shall remain in force and binding.
5.3. Payment shall be made by bank transfer to the Contractor’s bank account specified in the invoice and in Section 12 of this Agreement.
5.4. The Contractor shall prepare a report on the Services provided and submit it to the Customer in the manner provided for in Section 10.4 of this Agreement. In the same manner and within 5 days of receiving the Report, the Customer has the right to submit substantiated comments on it, which the Contractor must review. Based on the results of the review of the substantiated comments, the Contractor shall make the appropriate changes and resubmit the Report to the Customer. Provided that the Customer does not submit any substantiated comments on the Report within 5 days of its receipt, the Services shall be deemed to have been provided in full and in a proper manner.
5.5. The Contractor shall send invoices to the Customer in the manner specified in Section 10.4 of this Agreement.
5.6. Upon the Customer’s separate request, the Contractor shall, within 5 (five) calendar days, send the Customer the Service acceptance and transfer certificates and invoices in electronic form via the “Vchasno” system, bearing a qualified (advanced) electronic signature and/or a seal (if available).
The Customer has the right to submit reasoned written comments within 5 (five) calendar days from the date of receipt of the acceptance and transfer certificate for the Services.
If the Customer fails to provide substantiated comments within the specified period, the Services shall be deemed to have been provided properly and accepted by the Customer in full, and the certificate shall be deemed approved, regardless of the presence of the Customer’s signature, provided that it has been signed by the Contractor.
6. Rights and Obligations of the Parties
6.1. The Contractor has the right to:
– receive from the Customer the information necessary for the provision of services;
– independently set the price of services and other terms of their provision by posting the relevant information on the Contractor’s website;
– amend the Agreement by posting such amendments on the Contractor’s website without specifically notifying the Customer;
– store and process personal data obtained in the course of providing services in accordance with the requirements of current Ukrainian legislation;
– suspend the provision of services in the event of the Customer’s failure to timely fulfill its financial obligations regarding payment for services;
– fully or partially suspend the provision of services in the event that it is impossible to provide services due to technical or other objective reasons.
6.2. The Contractor is obligated to:
– provide the Services from the moment of acceptance of the Agreement;
– provide the Services in a timely and high-quality manner in accordance with the terms of this Agreement as ordered by the Customer;
– provide clarifications on issues arising for the Customer in connection with the provision of the Services;
– immediately notify the Customer in the event of circumstances that prevent the proper performance of its obligations under this Agreement;
– take any other necessary measures required for the proper performance of its obligations under this Agreement;
– remedy any deficiencies in the provision of services within 3 (three) business days from the date of receipt of comments from the Customer describing the deficiencies to be remedied;
– ensure the protection of personal data received from the Customer;
– in the cases provided for in Section 3.7 of this Agreement, to provide the Customer with free assistance regarding the unblocking of the Etsy store within the established timeframe.
6.3. The Customer has the right to:
– receive the Services provided by the Contractor in accordance with the terms of the Agreement;
– receive complete and accurate information regarding the scope of services provided, as well as clarification on any questions the Customer may have regarding the provision of such Services.
6.4. The Customer is obligated to:
– independently review the terms of the Agreement posted on the Contractor’s website;
– provide accurate and complete information necessary for the conclusion and performance of the Agreement, namely:
For LLCs
– A copy of the certificate of state registration of a legal entity (if available) or a copy of an extract from the Unified State Register of Legal Entities and Individual Entrepreneurs;
– A copy of the single tax payer certificate (if available) or a copy of the extract from the register of single tax payers (if available);
– A copy of the value-added tax payer registration certificate (if available) or a copy of the extract from the register of value-added tax payers (if available);
– Information about the authorized representative who has the right to sign contracts: position, full name, and the legal basis for their authority;
– Bank details;
– Email address;
– Contact phone number
For Sole Proprietors
– A copy of the certificate of state registration of a sole proprietor (if available) or a copy of an extract from the Unified State Register of Legal Entities and Sole Proprietors;
– A copy of the single tax payer certificate (if available) or a copy of an extract from the register of single tax payers (if available);
– A copy of the value-added tax registration certificate (if available) or a copy of an extract from the register of value-added tax payers (if available);
– Bank details;
– Email address;
– Contact phone number.
For Individuals
– Scanned copy of passport and TIN, email address, contact phone number;
6.4.1. In the event of providing Services related to Etsy, particularly in the cases provided for in Section 3.7 of this Agreement, the Customer undertakes, within 10 (ten) calendar days from the date of the Contractor’s request, made in accordance with the procedure set forth in Section 10.4 of this Agreement, to provide the information, documents, access, and other materials necessary to perform actions aimed at unblocking the store, as well as to ensure proper communication and cooperation within the scope of the agreed-upon tasks.
6.4.2. In the event that the Customer fails to provide information or documents, or fails to provide them in a timely manner, or fails to cooperate within 10 (ten) calendar days of the Contractor’s request made in accordance with the procedure set forth in Section 10.4 of this Agreement, the Contractor shall have the right to refuse to continue fulfilling its obligations regarding free support for unblocking the store on the Etsy platform, as provided for in Section 3.7 of this Agreement, without any negative consequences for the Contractor.
6.5. The Parties are obligated to comply with all terms of this Agreement and all annexes thereto. The annexes to the Agreement are integral parts of the Agreement.
7. Liability of the Parties
7.1. The Parties shall be liable for any breach of this Agreement in accordance with the provisions of the current legislation of Ukraine and the terms of this Agreement.
7.2. A breach of this Agreement constitutes its non-performance or improper performance, i.e., performance in violation of the terms set forth in this Agreement.
7.3. The Contractor shall not be liable for improper performance or non-performance of the terms of this Agreement if the Customer has failed to provide the information and documents necessary for the provision of services, or if the information and documents provided are incomplete or contain contradictory and/or inaccurate information and/or documents.
7.3.1. The Contractor does not guarantee that the Customer’s shop on the Etsy platform will be unblocked, as the decision to block or unblock a shop is made solely by the administration of the relevant platform and is beyond the Contractor’s control. The provision of free services specified in Section 3.7 of this Agreement constitutes an obligation to perform actions and provide support, not a guarantee of achieving a specific result.
7.4. The Customer is responsible for the accuracy and completeness of the information provided during registration. If the Customer has not provided or has incorrectly provided information about themselves, the Contractor shall not be liable for any losses incurred by the Customer as a result of the refusal to refund the prepayment, the provision of services, and/or the performance of other actions due to the inability to correctly identify the Customer.
7.5. In the event of a delay in payment for services by the Customer, the Customer agrees to pay the Contractor a penalty equal to twice the discount rate of the National Bank of Ukraine on the amount of the outstanding monetary obligation for each day of delay in payment.
7.6. If the Customer makes payment but does not receive the services for reasons beyond the Contractor’s control, the Customer has the right to request that the funds paid be credited toward future payments for the Services or to request a partial refund. Refunds shall be made within 30 days of the Contractor’s receipt of the relevant request.
7.6.1. In the event of partial provision of the Services, the Contractor shall deduct the cost of the partially provided Services from the funds paid and shall provide the Customer with a Report to that effect. The submission and acceptance of the Report shall be carried out in accordance with the procedure set forth in Section 5.4 of this Agreement.
7.7. The Parties shall be exempt from liability for non-performance or improper performance of obligations under this Agreement if such non-performance or improper performance resulted from force majeure, i.e., extraordinary and unforeseeable circumstances that arose after the conclusion of this Agreement, are beyond the control of the Parties, and include, but are not limited to, but not limited to, hostilities, revolutions, coups d’état, natural disasters, man-made and other accidents, failures in the power supply and communications systems, strikes, lockouts, acts of sabotage and terrorism, decisions of state and local authorities, epidemics, pandemics, and emergencies that make it objectively impossible to fulfill the terms of the Agreement (hereinafter referred to as “force majeure”).
7.8. The Party affected by a force majeure event shall notify the other Party thereof within 3 (three) calendar days from the date on which the Party became aware of the occurrence of the force majeure event, and shall provide the other Party with the necessary documents to confirm the force majeure event.
7.9. Upon receipt of the force majeure notice by the other Party, performance of the Agreement shall be suspended, and the term for fulfilling obligations under the Agreement shall be extended for the duration of the force majeure event.
7.10. The suspension of the performance of the terms of the Agreement means that the Contractor shall cease providing the services specified in the Agreement, and the Customer shall not be required to make further payments for services that have not been provided, without any negative consequences, penalties, or liability for either Party.
7.11. The Party affected by force majeure is obligated to notify the other Party of the cessation of the force majeure event within 3 (three) calendar days from the date on which the Party became aware of the cessation of the force majeure event.
7.12. Each Party has the right to terminate the Agreement if the duration of the force majeure exceeds 1 (one) month.
8. Term of the Agreement
8.1. The term of the Agreement shall commence upon the Customer’s acceptance of the Offer and shall remain in effect for 1 month, but in any case until the Parties have fully performed their obligations under the Agreement.
8.2. If neither Party notifies the other Party of the termination of the Agreement 10 (ten) calendar days prior to the expiration date of the Agreement, the Agreement shall be automatically extended for each subsequent month under the same terms and conditions.
8.3. The Agreement shall be extended for the next term subject to payment of the cost of the Contractor’s Services in accordance with the terms of this Agreement.
8.4. This Agreement may be terminated:
– at any time by mutual agreement of the Parties;
– at the initiative of one of the Parties in the event of a breach of the terms of this Agreement by the other Party, upon written notice to the other Party. In such a case, the Agreement shall be deemed terminated upon receipt by the Party that breached the terms of the Agreement of the relevant written notice from the other Party;
– at the initiative of one of the Parties, provided that the other Party is notified in writing 10 (ten) calendar days prior to the date of termination of the Agreement;
– on other grounds provided for in this Offer (Agreement).
8.5. In the event of early termination of the Agreement, the Parties are obligated to settle all accounts for Services already provided. The date of termination of this Agreement shall be the date of the final settlement.
9. Protection of Personal Data
9.1. Each Party consents to the collection and processing of its personal data.
9.2. The Parties undertake to ensure the proper protection of personal data against unlawful processing and unauthorized access by third parties, including taking the necessary measures to prevent the disclosure of personal data of officers, employees, and authorized representatives of the Parties, if such personal data has been entrusted to a Party or has become known to a Party in connection with obligations under the Agreement.
9.3. By entering into this Agreement, the Customer confirms that it has been informed (without additional notice) of the rights of the data subject as established by the Law of Ukraine “On the Protection of Personal Data,” the purpose of processing personal data, the composition and content of the collected personal data, as well as the conditions for third-party access to personal data.
10. Agreement on Electronic Document Management
10.1. The Parties recognize the legal validity of documents prepared in electronic form (applications, Acts, notices, invoices, agreements, letters, etc.) sent via email to the addresses specified in the Agreement, provided that it is possible to reliably establish that the document originates from a Party to the Agreement.
10.2. The Parties have agreed to use electronic digital signatures (EDS) in document exchange within the scope of this Agreement.
10.3. The Parties have agreed to be governed by the terms regarding electronic document exchange and electronic interaction set forth below:
– invoices and acts shall be drawn up in writing in the form of electronic documents and shall not be issued on paper;
– in accordance with the agreement on electronic document exchange, the Parties shall use electronic signatures;
– the exchange of electronic documents shall be carried out through the “Vchasno” system.
10.4. For the prompt exchange of information, communication between the Parties (their officers, employees, and representatives) may be conducted via electronic means, including but not limited to email or other electronic messaging services such as “Telegram,” “WhatsApp,” “Viber,” unless otherwise expressly provided for in specific provisions of this Agreement. In addition, copies of documents, including Reports, Service Acceptance and Transfer Acts, invoices, and other documents executed by the Parties under this Agreement (scanned copies, photocopies, copies, etc.), including those signed by representatives of the Parties, shall be valid, shall be deemed equivalent to originals, and shall not require approval on physical media or execution in the manner specified in Section 5.5 of this Agreement, unless otherwise expressly provided for in this Agreement.
11. Other Terms of the Agreement
11.1. The Offer becomes effective upon publication on the Contractor’s website and remains in effect until the Contractor withdraws the Offer.
The Customer confirms that they have received sufficient information regarding the full scope of services provided for in the Agreement and accepts them without any reservations.
11.2. The Customer confirms that they possess the necessary legal capacity, as well as all rights and authority to enter into and perform the terms of the Agreement.
11.3. The information provided by the Customer is confidential. Information about the Customer is used exclusively for the purpose of the Contractor’s performance of the Services.
11.4. The Contractor has the right to unilaterally amend the Agreement by publishing the amendments to the Agreement on the Contractor’s website. Amendments to the Agreement shall take effect on the date of their publication on the Contractor’s website, unless a different effective date is specified at the time of publication.
11.5. With regard to issues arising in connection with the conclusion, performance, and termination of this Agreement and not regulated herein, the Parties agree to be governed by the provisions of the current legislation of Ukraine, in particular the provisions of the Civil Code of Ukraine, the Commercial Code of Ukraine, and the Law of Ukraine “On Electronic Commerce.”
11.6. Any disputes that may arise under this Agreement shall be resolved by the Parties through negotiations. If no agreement is reached, all disputes under this Agreement shall be resolved in accordance with the applicable laws of Ukraine.
11.7. If any provision of this Agreement becomes invalid, this shall not affect the validity of the remaining provisions of the Agreement. In such a case, the Parties shall, to the extent possible, attempt to agree on replacing the invalid provision with new valid provisions that best achieve the original intentions of the Parties.
11.8. The Parties undertake to keep confidential any confidential information and trade secrets that come to their knowledge in connection with the performance of this Agreement, not to disclose the other Party’s confidential information and trade secrets, and not to use such information for their own benefit or for the benefit of third parties.
11.9. The Parties shall bear full responsibility for the completeness and accuracy of the details provided by them in the documents. The Parties undertake to immediately notify each other of any changes to their name, business name, legal form, location (place of residence), mailing address, telephone numbers, email addresses, and details of bank and other accounts. In the event of failure to notify, the Party at fault shall bear the risk of any adverse consequences (including tax-related consequences) arising therefrom.