Public Offer Agreement

Public Offer Agreement

This Agreement is the Seller’s official and public offer to conclude a contract of sale for Goods presented on the website projectkogu.com. This Agreement is public; pursuant to Article 633 of the Civil Code of Ukraine, its terms are the same for all buyers regardless of their status (individual, legal entity, or sole proprietor), without granting preference to any buyer.

By entering into this Agreement, the Buyer fully accepts the terms and procedures for placing an order, paying for the goods, delivery, returns, liability for bad-faith orders, and all other conditions of the Agreement. The Agreement is deemed concluded at the moment the Buyer clicks the “Confirm Order” button on the checkout page in the Cart section and receives electronic order confirmation from the Seller.

1. Definitions

1.1. Public Offer (the “Offer”) — a public proposal by the Seller addressed to an indefinite number of persons to conclude a distance sales contract (the “Agreement”) with the Seller on the terms set out in this Offer.

1.2. Goods or Services — the subject matter selected by the Buyer on the Online Store website and placed in the cart, or already purchased from the Seller by distance means.

1.3. Online Store — the Seller’s website at www.projectkogu.com, created for concluding retail and wholesale sales agreements based on the Buyer’s review of the Goods descriptions offered by the Seller via the Internet.

1.4. Buyer — a legally capable individual aged 18 or older who receives information from the Seller and places orders to purchase Goods presented on the Online Store for purposes not related to entrepreneurial activity, or a legal entity, or a sole proprietor.

1.5. Seller — Sole Proprietor (FOP) Nataliia Mykolaivna Simachkova (EDRPOU 2412109929).

2. Subject of the Agreement

2.1. The Seller undertakes to transfer the Goods into the ownership of the Buyer, and the Buyer undertakes to pay for and accept the Goods under this Agreement.

2.2. The date of conclusion of this Offer Agreement (acceptance of the Offer) and the moment of full and unconditional acceptance by the Buyer of the Agreement’s terms shall be the date the Buyer completes the order form on the Online Store website and the Buyer receives electronic confirmation of the order from the Seller. If necessary and at the Buyer’s request, the Agreement may be executed in writing.

3. Placing an Order

3.1. The Buyer independently places an order in the Online Store via the Cart form, or by submitting an order by email or by phone listed in the Online Store’s Contacts section.

3.2. The Seller may refuse to hand over an order to the Buyer if the information provided by the Buyer when placing the order is incomplete or raises doubts as to its validity.

3.3. When placing an order on the Online Store website, the Buyer shall provide the following mandatory information required for the Seller to fulfill the order:

  • 3.3.1. Buyer’s last name and first name;
  • 3.3.2. Delivery address (if delivery to the Buyer’s address);
  • 3.3.3. Contact phone number;
  • 3.3.4. Identification code for a legal entity or sole proprietor.

3.4. The name, quantity, SKU, and price of the Goods selected by the Buyer are indicated in the Buyer’s cart on the Online Store website.

3.5. If either Party requires additional information, it may request it from the other Party. If the Buyer fails to provide necessary information, the Seller is not liable for proper service provision to the Buyer when purchasing Goods in the Online Store.

3.6. When placing an order through the Seller’s operator (Clause 3.1 of this Offer), the Buyer shall provide the information specified in Clauses 3.3–3.4 of this Offer.

3.7. The Buyer accepts the terms of this Offer by entering the relevant data into the registration form on the Online Store website or when placing an order through the operator. After an order is placed through the operator, the Buyer’s data are entered into the Seller’s database.

3.8. The Buyer is responsible for the accuracy of the information provided when placing an order.

3.9. By concluding the Agreement, i.e., by accepting this proposal (the terms of purchase) through placing an order, the Buyer confirms that:

  • (a) the Buyer is fully acquainted with and agrees to the terms of this Offer; and
  • (b) the Buyer consents to the collection, processing, and transfer of personal data. This consent is valid throughout the term of the Agreement and for an unlimited period thereafter. The Buyer confirms that they have been informed (without additional notice) of their rights under the Law of Ukraine “On Personal Data Protection,” of the purposes of data collection, and that their personal data are provided to the Seller to enable performance of this Agreement, settlements between the Parties, and receipt of invoices, acts, and other documents. The Buyer also agrees that the Seller may grant access to and transfer the Buyer’s personal data to third parties without additional notice to the Buyer for the purpose of fulfilling the Buyer’s order. The scope of the Buyer’s rights as a data subject under the Law of Ukraine “On Personal Data Protection” is known and understood to the Buyer.

4. Price and Delivery of Goods

4.1. Prices for Goods and services are determined by the Seller and indicated on the Online Store website. All prices are in Ukrainian hryvnia (UAH) and include VAT.

4.2. Prices for Goods and services may be changed unilaterally by the Seller depending on market conditions. However, the price of a specific unit of Goods that has been paid by the Buyer in full cannot be changed unilaterally by the Seller.

4.3. The price of the Goods indicated on the Online Store website does not include delivery to the Buyer. Delivery is paid by the Buyer directly to the chosen carrier according to the carrier’s current tariffs.

4.4. The price of the Goods indicated on the Online Store website does not include delivery to the Buyer’s address.

4.5. The Seller may indicate an estimated delivery cost to the Buyer’s address upon the Buyer’s request by email or when placing an order through the online store operator.

4.6. The Buyer’s payment obligations are deemed fulfilled when funds are credited to the Seller’s account.

4.7. Settlements between the Seller and the Buyer for the Goods are made in the ways specified on the Online Store website in the Payment and Delivery section.

4.8. Upon receipt, the Buyer must, in the presence of the carrier’s representative, check the Goods for compliance with quality and quantity characteristics (name, quantity, completeness, shelf life).

4.9. Upon acceptance of the Goods, the Buyer or the Buyer’s representative confirms with a signature on the sales receipt and/or the order and/or the consignment note for delivery that there are no claims regarding the quantity, appearance, and completeness of the Goods.

4.10. Title and risk of accidental loss or damage pass to the Buyer or the Buyer’s representative from the moment the Goods are received by the Buyer at the place of delivery in the case of self-pickup from the Seller, or at the moment the Seller hands the Goods over to the carrier chosen by the Buyer.

5. Rights and Obligations of the Parties

5.1. The Seller shall:

  • 5.1.1. Deliver the Goods to the Buyer in accordance with this Agreement and the Buyer’s order.
  • 5.1.2. Not disclose any private information about the Buyer and not provide access to such information to third parties, except as required by law and for the purpose of fulfilling the Buyer’s order.

5.2. The Seller has the right to:

  • 5.2.1. Change the terms of this Agreement and the prices for Goods and services unilaterally by publishing them on the Online Store website. All changes take effect upon publication.

5.3. The Buyer shall:

  • 5.3.1. Read the contents and terms of the Agreement and the prices offered by the Seller on the Online Store website before concluding the Agreement.
  • 5.3.2. Provide all data necessary for the Seller to fulfill its obligations and to unambiguously identify the Buyer and ensure delivery of the ordered Goods.

6. Return of Goods

6.1. The Buyer may return non-food Goods of proper quality to the Seller if the Goods do not satisfy the Buyer in terms of shape, dimensions, style, color, size, or for other reasons cannot be used as intended. The Buyer may return Goods of proper quality within 14 (fourteen) days, excluding the day of purchase, provided the Goods have not been used and their marketable condition, consumer properties, packaging, seals, labels, and the payment document issued to the Buyer are preserved. The list of Goods that are not subject to return on these grounds is approved by the Cabinet of Ministers of Ukraine.

6.2. Refunds for Goods of proper quality are made within 30 (thirty) calendar days from the date the Seller receives such Goods, provided the requirements of Clause 6.1 and applicable Ukrainian law are met.

6.3. Refunds are made by bank transfer to the Buyer’s account.

6.4. Return shipment of Goods of proper quality to the Seller’s address is at the Buyer’s expense and is not reimbursed by the Seller.

6.5. If defects are discovered within the established warranty period, the Buyer may, in the manner and within the time limits established by Ukrainian law, present claims to the Seller as provided by the Law of Ukraine “On Consumer Protection.” If a claim for free remediation of defects is made, the remediation period is calculated from the date the Seller receives the Goods and obtains physical access to them.

6.6. Consideration of claims provided for by the Law of Ukraine “On Consumer Protection” is carried out by the Seller upon the Buyer’s submission of documents required by applicable law. The Seller is not responsible for defects arising after transfer of the Goods to the Buyer due to violation of the rules of use or storage, actions of third parties, or force majeure.

6.7. The Buyer may not refuse Goods of proper quality that have individually determined characteristics, if such Goods can be used exclusively by the Buyer who purchased them (including non-standard sizes, characteristics, appearance, configuration, etc. at the Buyer’s request). Evidence that the Goods have individually determined characteristics includes differences in sizes and other characteristics indicated in the Online Store.

6.8. Returns in the cases provided by law and this Agreement shall be made to the address indicated on the website in the Contacts section.

7. Liability

7.1. The Seller is not liable for damage caused to the Buyer or third parties as a result of improper installation, use, or storage of Goods purchased from the Seller.

7.2. The Seller is not liable for improper or untimely fulfillment of orders and obligations if the Buyer has provided inaccurate or erroneous information.

7.3. The Seller and the Buyer are liable for performance of their obligations in accordance with the current legislation of Ukraine and the provisions of this Agreement.

7.4. The Seller or the Buyer is released from liability for full or partial non-performance of obligations if such non-performance results from force majeure, including war or hostilities, earthquake, flood, fire, or other natural disasters that arise independently of the will of the Seller and/or the Buyer after the conclusion of this Agreement. The Party unable to perform its obligations shall promptly notify the other Party.

8. Confidentiality and Personal Data Protection

8.1. By providing personal data on the Online Store when registering or placing an order, the Buyer gives the Seller voluntary consent to process and use (including transfer) such personal data and to perform other actions provided by the Law of Ukraine “On Personal Data Protection,” without limitation of the term of such consent.

8.2. The Seller undertakes not to disclose information received from the Buyer. Disclosure is not considered a breach where information is provided to the Seller’s counterparties and third parties acting under an agreement with the Seller, including for fulfillment of obligations to the Buyer, or where disclosure is required by the current legislation of Ukraine.

8.3. The Buyer is responsible for keeping personal data up to date. The Seller is not liable for poor performance or non-performance of obligations due to outdated or inaccurate Buyer information.

9. Other Terms

9.1. This Agreement is concluded in Ukraine and is governed by the current legislation of Ukraine.

9.2. All disputes arising between the Buyer and the Seller shall be resolved through negotiations. If no resolution is reached, either Party may refer the dispute to the courts in accordance with the legislation of Ukraine.

9.3. The Seller may amend this Agreement unilaterally as provided in Clause 5.2.1. Amendments may also be made by mutual consent of the Parties in the manner provided by the current legislation of Ukraine.