OFFER FOR PROVIDERS
This document (the "Offer
") is the official offer of LLC Mail.Ru (OGRN [Primary State Registration Number] 1027739850962, 39/79 Leningradsky Ave, Moscow, 125167, Russian Federation) (the "Company
") to conclude a paid services agreement between the Company and you (the "Provider"
) on the terms set forth in this Offer.
This offer is not a public offer.
1. PROCEDURE FOR CONCLUSION OF THE AGREEMENT. ACCEPTANCE OF THE OFFER
1.1 The Agreement on the terms of this Offer (the "Agreement"
) is concluded between the Parties at the time of acceptance by the Provider of the terms of this Offer. The acceptance of the offer with reservations is not allowed.
1.2. The acceptance of this Offer is carried out by the Provider in the aggregate implementation of the following actions, unless otherwise agreed by the Parties: (a) putting a checkmark confirming the reading of the Offer and acceptance of its conditions when registering in myTarget System at https://target.my.com/help/dmp/offer/en
, and (b) the actual beginning of the provision of services by the Provider under the Agreement.
1.3. The special procedure for accepting the conditions of the Offer by ticking is determined by the interface of the myTarget System. The Provider cannot register in the myTarget System and gain access to the Account without confirming acceptance of the conditions of the Offer.
1.4. By accepting the Offer, the Provider acknowledges and confirms that it has read and fully agrees with the Terms of Service by Providers posted at https://target.my.com/adv/doc/dmp (the "Terms and Conditions
"), which shall form an integral part of this Offer and of the Agreement and be binding on the Parties.
2. SUBJECT MATTER OF AGREEMENT
2.1. The Provider undertakes, for a remuneration, the amount and payment procedure of which is determined in accordance with the terms of the Agreement, to provide the Company with a range of technical services for additional auditory setting of the Advertising Materials placed by providing the Provider's Data through the myTarget System (the "Services"
2.2. The Parties confirm that the myTarget System is the only way to determine the algorithm and conditions for the provision of Services.
3. REMUNERATION AND PAYMENT PROCEDURE UNDER THE AGREEMENT
3.1. The Company shall pay the Provider a remuneration for the Services (the "Remuneration
"), which shall be, unless otherwise provided by a separate agreement of the Parties, 80 (Eighty) % of the funds received by the Company from Advertisers for the provision of services for additional on-site setting up the placement of Advertising Materials (the "Company's Income") before VAT. At the same time, in order to determine the Provider's remuneration, the Company's Income shall include only those amounts received by the Company from Advertisers in connection with the placement of Advertising Materials using the Provider's Data.
The Remuneration shall be fixed by the Parties in the Certificate of Services Rendered (the "Certificate").
When calculating the Remuneration, the Services rendered in violation of the terms of the Agreement are not taken into account.
3.2. The Remuneration, as well as the period for the provision of the Services, is determined solely on the basis of the statistics available through the myTarget System. The Company provides the Provider with access to the report containing data on the calculation of the Remuneration in the corresponding Reporting Period through the myTarget System (the "Report"
). The amount of the Remuneration indicated in the Report does not include VAT at the rate in accordance with the applicable law of the Russian Federation (if applicable).
3.3. The Provider issues the Company an invoice based on the data of the Report.
3.4. The Company shall pay the Remuneration within thirty (30) calendar days from the date of the end of the Reporting Period, subject to receipt from the Provider of the Certificate of Services Rendered (the "Certificate
") by wire transfer to the Provider's bank account specified in the myTarget System Account. If the amount payable is less than 10,000 (Ten thousand hundred) rubles, this amount shall be included in the invoice and paid by the Company to the Provider in the Reporting Period in which the above-mentioned threshold amount was reached.
3.5. The Provider shall execute and provide the Company with the following documents drawn up on the basis of the Report. The Provider shall provide a bill, an invoice and the Certificate in the form available to the Provider through the myTarget System, no later than the fifth (5th) day of the month following the Reporting Period;
3.6. All settlements under the Agreement shall be made in Russian rubles.
3.7. The Company's obligation to pay the Remuneration shall be deemed fulfilled from the moment of debiting the funds from the correspondent account of the Bank of the Company.
3.8. Unless otherwise expressly provided in this Agreement, a Party that is a lender under a monetary obligation under this Agreement shall not be entitled to demand from the other Party any interest accrued on the amount of debt for the period of using the funds, with the exception of interest, which is a measure of responsibility provided by law or this Agreement.