GETCOURSE BRASIL LTDA, hereinafter called «Licensor» and an individual or legal entity, or an individual entrepreneur, hereinafter referred to as «Licensee», collectively referred to as the «parties» have the intention to enter into an agreement on the following:
1. Terms and definitions
1.1. Offer — a public offer of the Licensor, drawn up in accordance with the current legislation of the Russian Federation, addressed to any person with the intention to conclude this Agreement on the terms set forth in it.
1.2. Acceptance — full and unconditional acceptance by the Licensee of the terms of the Agreement by performing the actions specified in paragraph 2.2. this agreement.
1.3. Simple non-exclusive license — a non-exclusive right to use the Program on the Licensor’s server for its own use under the name designated by the Licensor, within the limits set forth in this Agreement.
1.4. License fee (or «Tariff plan») — the cost of the right to use a simple non-exclusive license for the Program. Indicated on https://getcourse.io/prices.
1.5. Cost of additional services — the cost of services ordered by the Licensee within the framework of using a Simple non-exclusive license.
1.6. Program — computer Program «GetCourse 2.0»,
2. Subject of contract
2.1. The Licensor grants the Licensee the right to use the Program (a simple non-exclusive license) within its functionality by reproducing the program (connecting to the Program via the Internet), exclusively for independent use by the Licensee without the right to sublicense to third parties.
2.2. The Parties accept this offer by performing one of the actions specified in this paragraph, namely:
Putting a check-box in a special section to confirm agreement with the text of this Agreement. Verification of the e-mail address stated during registration by clicking on the hyperlink sent to the e-mail address specified by the Licensee. Transfer of funds by the Licensee to The licensor's current account for payment of the license fee.
2.3. The Licensor may at any time unilaterally modify the Agreement by posting a new version at https://getcourse.io/agreement. For this reason, the Licensee shall not less than once in two weeks to visit the address for acquaintance with the actual text. If within 5 (Five) days from the date of publication of the changes to the offer, the Licensee has not sent the Licensor a notification that he does not agree with the changes, and therefore unilaterally terminates it, it will be considered that the Licensee agrees with all the changes to this Agreement.
2.4. The Licensor does not initiate or control the placement of any information by the Licensee during the use of the Program, does not affect its content and integrity, and does not know and cannot know at the time of placement of this information whether it violates the rights and interests of third parties protected by law, international agreements and current legislation of the Russian Federation.
2.5. If there is any reasonable doubt about the legality of the content posted by the Licensee, the Licensor has the right to block the Licensee's personal account without any explanation and without refund. If the Licensor receives requests from the competent state authorities of the Russian Federation regarding a specific Licensee and the material posted by him, the Licensor has the full and unconditional right to provide all the data available to him, including logs, IP addresses, e-mail address, last name, first name, patronymic, and other similar information.
2.6. Acceptance of this Agreement by the Licensee means its full consent to receive advertising and information mailing (messages and notifications) from the Licensor. Such distribution is made at the email address and mobile phone number specified by the Licensee during registration. The Licensee has the right to send advertising and informational messages to its Users, provided that such consent is obtained from them.
2.7. This Agreement does not grant the Licensee any rights to use the Licensor's Trademarks and Service Marks.
2.8. The program's algorithms and source codes (including parts of them) are a trade secret of the Licensor. Any use of them or use of the Program in violation of the terms of this Agreement is considered as a violation of the rights of the Licensor and is sufficient reason to deprive the Licensee of the rights granted under this Agreement.
3.1. The Licensee has the right:
3.1.1. provide Users and other third parties with access to information generated as a result of using the Program for the purpose of generating summary reports;
3.1.2. provide access to the Program in his personal account for the purpose of using the Program by third parties, which are understood to be employees of the licensee, as well as persons who have civil (contractual) relations with It. In this case, the Licensee is responsible for the actions of such persons in his personal account, which means that all actions performed in the personal account by such persons will be considered actions of the Licensee.
3.2. The Licensee must:
3.2.1. use the Program only within the limits of the rights and in the ways provided for in this Agreement;
3.2.2. make payments under this Agreement.
3.3. The Licensee may not:
3.3.1. grant sub-licenses for any use of the Program or its parts to third parties.
3.3.2. download, modify, distribute the program or use It in any other way not expressly specified in this Agreement.
3.4. The Licensor must:
3.4.1. within 3 (three) business days from the date of fulfillment of payment obligations by the Licensee, grant the Licensee the right to use the Program (the date of fulfillment of payment obligations by the Licensee is the date of receipt of funds to The licensor’s current account);
3.4.2. grant the right to use the Program daily and around the clock, except for the time of maintenance, which are not more than 24 hours per month.
3.4.3. provide information about working with the Program via email and blog. Current email addresses can be found in the «Contacts» section of the official website getcourse.ru.
3.4.4. provide information about updates to the current version of the Program that were released during the term of this Agreement;
3.4.5. if it is technically possible to eliminate possible software failures in the Program that occurred due to the fault of the Licensor, based on the Licensee’s Ticket, except in cases where software failures occurred due to the fault of the Licensee.
3.5. The Licensor has the right:
3.5.1. terminate the Agreement and refuse to grant the Licensee the rights to use the Program in case of violation of the payment terms by the Licensee, or on other grounds provided for in this Agreement;
3.5.2. release new releases and versions of the Program, set the terms of its provision to the Licensee, as well as new terms of technical support and maintenance;
3.5.3. engage third parties to provide services under this Agreement;
3.5.4. suspend the Licensee’s actual access to the Program and/or unilaterally change the Licensee’s Tariff plan if the Program’s current performance exceeds the limits of the Tariff plan used.
3.5.5. The Licensee agrees with the Licensor’s right to analyze the Licensee’s activities in the framework of working with the Program in order to improve the quality of service delivery and optimize the functionality of the Program. The information received will be confidential and not transferable to third parties. At the same time, part of the depersonalized statistical information that does not relate to specific licensees can be used by the Licensor for research purposes, as well as for making presentations at seminars, conferences, lectures and courses.
3.5.6. The Licensor has the right to provide any data from the Licensee’s personal account, as defined in clause 1.7. this Agreement, through the API, that is, through functions, commands, and other software tools that allow Authorized users to view data from the Licensee’s Personal account.
3.6. Licensor shall not be liable to Licensee for any damages, any loss of income, profits, information, or savings related to the use or inability to use the Program, including in the event of prior notice by Licensee of the possibility of such damages, or any claim by a third party.
4. Test period
4.1. The licensee registers on the website getcourse.ru. upon registration on the website, the Licensee's personal account is created, and the Licensee receives authorization information from the Licensor by e-mail to access a copy of the Program placed on the Internet server. This transfer is considered by the Parties to be the beginning of the testing period of the Program instance, which may be a maximum of 14 (fourteen) calendar days from the moment of creation of the personal account.
4.2. During the test period of using the Program, but no later than 30 (thirty) calendar days from the date of transferring access to a copy of the Program to the Licensee, the Licensee submits an application to purchase a simple (non-exclusive) license and/or to provide Additional services by filling out a special electronic form (Application) in his Personal account.
4.3. When filling out the Application, the Licensee specifies the selected Tariff plan and the period for purchasing a simple (non-exclusive) Program license. If you purchase a simple (non-exclusive) license for the Program, the test period is included in the license period. Depending on the data specified in the Application, the Licensor's remuneration is formed, as well as, if applicable, the cost of Additional services.
4.4. In case of refusal of the right to use the Program, expressed in the absence of payment for the License or in the presence of a written refusal posted in the personal account, the Licensor blocks the actual access of the Licensee to use the Program and / or stops placing the Licensee's data on the Internet server. If there is a break in time between the end of the test period and the payment of the License fee, the Licensor has the right to restore the implementation of the Licensee's right to use the Program after receiving the corresponding payment by the Licensor.
4.5. When paying the License fee, the Licensor grants the Licensee access to the Program on a permanent basis for the duration of the paid period in accordance with the Tariff plan. The beginning of the next period is calculated from the date of receipt of payment to The licensor's account from the Licensee in accordance with the terms of this Agreement. If the Licensee during the period of use of the relevant Tariff plan, decide on changes and pay any other Tariff, this Tariff plan shall be transferred in the amount, less the amount previously paid, but is actually unused fare.
4.6. If errors are detected in the further operation of the Program, the Licensee sends a Ticket to the Licensor. The ticket is registered in the Licensor's accounting system, and the Licensor sends a response to the Licensee about accepting its application, after which work begins to eliminate these shortcomings. The period and procedure for elimination is determined by the Licensor independently, depending on the technical capability and depending on the cause of errors.
5. Price and payment procedure
5.1. Payment of the License fee (payment of the Tariff plan), renewal of a Simple non-exclusive license for the Program and payment of Additional services is made in the order of 100% prepayment — within 3 (three) working days from the date of issuing an Invoice for payment by the Licensor.
5.1.1. If the delay in payment of the license is 7 (seven) days or more, the License term is terminated. Receipt of payment beyond the period specified in this paragraph is considered to be the conclusion of a new license agreement on the same terms that were agreed by the Parties earlier.
5.1.2. If the delay in paying for the license is less than 7 (seven) days, the License period is extended. In this case, the date from which the License is considered to be extended for the corresponding paid period is calculated from the last paid day of License use, at the end of which the Licensee's right to use the Program ceases.
5.2. If the invoice received by the Licensee is not paid on the date specified in clause 5.1. the term, and the amount of the License fee (Tariff plan) and the cost of Additional services will change during the non-payment period, the Licensee is obliged to pay the new cost, otherwise the Licensor has the right to unilaterally withdraw from this Agreement.
5.3. The cost of Additional services, if it is not directly indicated on the site https://getcourse.ru, agreed by the Parties in addition by e-mail. After the cost is agreed, the Licensee is billed. The fact that the invoice is paid means that the customer fully agrees to the amount indicated in It.
5.4. Payments under this Agreement are made in rubles, as well as in Euros and US dollars in accordance with current legislation in the field of currency regulation and currency control.
5.5. The licensee — an individual, is given the opportunity to make payment under this Agreement through payment systems. Information about such opportunities is placed by the Licensor in the personal account of the Licensee, or is provided at his request.
5.6. The moment when the Licensee fulfills its payment obligations is the date when the funds are received in full to The licensor's current account.
5.7. In case of early termination of this Agreement for any reason, the Licensor has the right, but is not obliged, to make a refund. The procedure and amount of the refund, if the Licensor has made the appropriate decision, is discussed with each Licensee individually via e-mail. If the Licensee has made the payment in favor of a Licensor under the terms held by the Licensor shares in the decision on return of funds paid for the shares by a recalculation of the cost of the license and/or additional services, and the return occurs according to the Licensor's current rates, not promotional.
5.8. The licensor has the right to unilaterally change the amount of the License fee (Tariff plan), the cost of Additional services, as well as the amount of discounts (if any). The Licensor shall notify the Licensee of changes in the amount of the License fee (Tariff plan) and the cost of Additional services no later than 5 (Five) days from the date of the decision on the change. The licensor has the right not to notify the Licensee of changes in the amount of discounts, including if the change in the amount of discounts affects the size of the Tariff plan or the cost of additional services.
If the Licensee does not agree with these changes, it shall provide the Licensor with a written waiver of this Agreement.
5.9 No later than the 5th (Fifth) day of the calendar month following the month of granting the License and/or providing additional services to the licensee, the certificate of services rendered, drawn up by the Licensor, becomes available for download in the Licensee's personal account.
If within 3 (Three) days from the date of posting the Certificate from the Licensee to the e-mail address email@example.com if a letter containing objections to its content is not received, it will be considered that The licensor's obligations to the Licensee have been duly fulfilled. The electronic Act specified in this paragraph has legal force, as if it were made on paper. If it is necessary to obtain the certificate in hard copy or by means of electronic document circulation the Licensee has the right to apply to the Licensor with a corresponding request to the e mail address firstname.lastname@example.org.
6. Force majeure
6.1. In the event of force majeure, which include natural disasters, accidents, fires, riots, strikes, military actions, illegal actions of third parties, the entry into force of legislative acts, government regulations and orders of state bodies, directly or indirectly prohibiting the activities specified in this Agreement, preventing the parties from performing their functions under this Agreement and other circumstances, regardless of the will of the Parties, they are released from liability for non-fulfillment of their obligations if, within 10 (ten) days from the moment of occurrence of such circumstances and if there is a connection, The party affected by their influence brings to the attention of the other Party the news of the incident, and also makes every effort to eliminate the consequences of force majeure as soon as possible.
6.2. The party that suffered losses due to force majeure, may require the party subject to force majeure, the documentary evidence about the scale of the events and their impact.
7. Responsibility of parties 7.1. For non-performance or improper performance of obligations under this Agreement, the Parties are responsible in accordance with the current legislation of the Russian Federation.
7.2. The licensor does not accept responsibility for compliance of the Program with the Licensee's expectations from its use.
7.3. The licensee agrees that no software is error-free.
7.4. The licensor is not responsible for:
any actions of the Licensee related to the use of the provided Licenses;
any damage incurred by the Licensee due to the loss and/or disclosure of its data;
the quality of services (in particular data transfer services) necessary for working with the Program, if they are organized by third parties not engaged by the Licensor.
7.5. The licensee agrees that in order to use the Program, the Licensee must use software (web browsers, operating systems, etc.) and equipment (personal computers, network equipment, etc.) produced and provided by third parties, and the Licensor cannot be held responsible for the quality of their work.
7.6. The licensor provides data backup every 72 hours and stores the Licensee's data for the entire term of the Agreement.
7.7. If the data loss was caused by the licensor's fault, the Licensor takes all necessary measures to restore the data within 3 business days, if technically possible.
7.8. If the data loss was caused by the actions of the Licensee, data recovery is performed upon request to the Licensor. Data recovery is performed only if the technical capability is available.
7.9. All disputes and disagreements are resolved through negotiations. If disagreements and disputes cannot be resolved through negotiations, their consideration is transferred to the Arbitration court of Moscow (for legal entities) and to the court of General jurisdiction of Moscow (for individuals) at the location of the Licensor.
7.10. The licensee is solely responsible to third parties if the Licensor and/or the Licensee receives complaints about the fact of receiving advertising and informational messages without the recipient's consent. If such claims are received by the Licensor, the Licensor has the right of choice:
a) block the Licensee's account or b) transfer the data of the Licensee to the third party from whom the claim was received, for direct proceedings of the Licensee and the third party.
7.11. The licensor is not responsible for distributing/modifying/deleting data from the Licensee's account if such an extension/modification/deletion of data caused by the actions of the account of the Licensee or third parties on its behalf, including the distribution/modify/delete data through the API.
8. Term of validity and termination of the agreement 8.1. The agreement comes into force from the moment of its acceptance and is valid indefinitely.
8.2. This Agreement may be terminated prematurely on the grounds set forth in its text, by agreement of the Parties, as well as unilaterally with prior notice of refusal 10 (Ten) business days before the date of termination. Notification of unilateral withdrawal from the agreement is sent in writing.
9. Personal data 9.1. All personal data specified by the Licensee in the personal account, which is processed on the Licensor's Server, is used and processed to fulfill the Licensor's obligations to the Licensee in accordance with this Agreement.
9.2. According to the provision of article 6 of the Federal law of the Russian Federation "on personal data", the Licensee's consent to the processing of his data is not required. According to the provisions of article 22 of the Federal law "on personal data", the Licensor must not notify Roskomnadzor of the Russian Federation about the processing of the Licensee's personal data.
9.3. The licensor does not provide personal data of the Licensee to third parties, except in cases where the Licensee has agreed to provide such data, or when the provision of such data is carried out at the legal request of the state authorized bodies of the Russian Federation.
9.4. Personal data is stored on the Licensor's server as long as You have an account, but it can be deleted by You at any time. If you want any of Your Personal data to be deleted from the Program's database, you can delete your Personal data yourself in your Personal Account.
9.5. The licensor takes all necessary measures to protect the Licensee's Personal data from unauthorized access by third parties. 9.5.1. Personal data of third parties of the licensee
The parties have determined that the beginning of the use of the license in accordance with this Agreement (implementation of the Licensee's activities on getcourse.ru) automatically entails the registration of individual users in the Licensee's account. Personal data of such third parties must be used in accordance with paragraph 3 of article 6 of the Federal law N 152RF "on personal data". According to paragraph 3 of article 6 of Federal law N 152 of the Russian Federation "on personal data", the Licensee, as the operator of personal data of its users, instructs the Licensor to store such personal data on its server using the necessary software and hardware protection for the proper provision of services by the Licensee. The licensor is obliged to respect the confidentiality of such personal data and ensure their security during storage. The privacy statement does not apply if a request for such information is received from a government Agency.
10. Licensor's Legal Entity Details and addresses
GETCOURSE BRASIL LTDA
Address: st. Narcisu Sturlini 124, floors 1 and 2, Central district, Ozasco, State of Sao Paulo, 06.018-090, Brazil