PUBLIC OFFER AGREEMENT

1. GENERAL PROVISIONS

1.1. This Public Agreement (hereinafter referred to as the Offer, Agreement) is an official offer of the "Contractor" on the website https://retailradio.online, online broadcasting of streaming audio with the ability to independently manage the broadcast to legal entities and / or capable individuals (hereinafter referred to as the Customer) on of the Mir territory, aimed at broadcasting sound in the public premises of the Customer

1.2. Acceptance (acceptance) of this Offer means the full and unconditional acceptance by the Customer of all conditions without any exceptions and / or restrictions and is equated in accordance with Part 2 of Art. 642 of the Civil Code of Ukraine (hereinafter referred to as the Civil Code of Ukraine) to the conclusion by the parties of a bilateral written agreement on the terms and conditions set forth below in this Offer.

1.3. This Public Agreement on the provision of online audio streaming services with the ability to independently manage the broadcast (Offer) is considered concluded (accepted) from the moment the Customer fills out an account on the Contractor's Website and the Customer's funds are credited to the Contractor's settlement account.

1.4. The Contractor and the Customer provide mutual guarantees of their legal capacity and legal capacity necessary for the conclusion and execution of this Agreement for the provision of online streaming audio broadcasting services with the possibility of independent control of the broadcast by the Customer.

2. DEFINITION AND TERMS

2.1 For the purposes of this Offer, the following terms are used in the following meaning:

• Offer - this public contract for the provision of online audio streaming broadcasting services with the possibility of independent control of the broadcast by the Customer in their premises.

• Site - the website https://retailradio.online used by the Contractor on the property rights or another online platform that the Contractor will use in accordance with the relevant Agreement.

• The service of online broadcasting of streaming audio with the possibility of independent control of the broadcast by the Customer - any services of the Contractor, the types and cost of which are determined on the Site, to provide the Customer with limited access to the Site in accordance with the terms of the offer for the provision of services.

• Acceptance of the offer - full and unconditional acceptance of the offer by performing actions for 100% advance payment for the service of online broadcasting of streaming audio with the possibility of independent control of the broadcast by the Customer in their premises.

• Contractor - the RetailRadio service or other individual and/or legal entity entitled to provide online streaming audio services under the terms of this Offer.

• Customer – a person who made the Acceptance of the offer on the conditions set forth in it.

• Agreement for the provision of online streaming audio broadcasting services (hereinafter referred to as the "Agreement") - an agreement between the Customer and the Contractor for the provision of online streaming audio broadcasting services with the possibility of independent control of the broadcast by the Customer in their premises, which is concluded as an Acceptance of this Offer.

3. SUBJECT OF THE CONTRACT

3.1. The subject of this Offer is to provide the Customer with an online audio streaming service with the ability to independently manage the broadcast in their premises in accordance with the terms of this Offer for a fee paid by the Customer to the Contractor.

The service is provided to the Customer by providing access to the Site. The use of the service of online broadcasting of streaming audio is carried out by the Customer by using his own computer device (smartphone, tablet, laptop, PC, etc.) installed in the trading room and having access to the Internet.

3.2. The cost of the audio streaming online broadcast service is set on the Contractor's Website. This agreement for the provision of services is considered concluded from the moment the funds are received on the account of the Contractor.

3.3. Payments under this agreement are made by one of the methods offered to the Customer by clicking the "Pay" button.

3.4. Making payment by the Customer by one of the methods indicated on the Site is the Customer's confirmation of receiving the service of online broadcasting of streaming audio in their premises.

3.5. In case of questions or for additional information, the Customer can contact the Contractor's support service at: service@retailradio.online

3.6. This Offer has the force of an act on the provision of services. Acceptance is carried out without signing the relevant act.

4. REGISTRATION OF THE CUSTOMER ON THE SITE

4.1. Providing the Customer with the service of online broadcasting of streaming audio with the ability to independently manage the broadcast in their premises is possible provided that they create an appropriate account on the Site. The account must contain the name of the trading facility, the name of the Customer, e-mail address, phone number.

4.2. The customer is responsible for the confidentiality of the password. When the Customer establishes the facts of unauthorized access to his account, he undertakes to inform the Contractor's support service about this circumstance as soon as possible at the following address: service@retailradio.online

5. OBLIGATIONS OF THE PARTIES

5.1. The Contractor undertakes:

• Provide an online streaming audio service with the ability to independently manage the broadcast in their premises, in accordance with this agreement, in a quality manner and within the terms established by the Offer.

5.2. The performer has the right:

• Independently carry out the selection of personnel for work;

• In the process of carrying out work according to the contract, independently and on its own behalf, conclude contracts with other legal entities and individuals necessary to fulfill the terms of the contract.

5.3. The customer undertakes:

• Pay for the service provided in accordance with the Offer.

5.4. The customer has the right:

• Monitor and evaluate the quality of the Contractor's services;

• Do not continue the Offer without prior notice of your intention to the Contractor. To do this, it is enough not to pay for the next broadcast period.

• In case of early termination of the Offer by the Customer, the amount of money paid by the Customer is non-refundable.

6. RESPONSIBILITIES OF THE PARTIES

6.1 The Contractor is not responsible for the use by the Customer in their broadcasts carried out using the Site of any information.

6.2. The customer assumes all responsibility and fully bears it in accordance with the Law of Ukraine to the copyright holders for the use of copyright and related rights in any advertising, informational videos, musical works or other audio files uploaded by him, used in his broadcasts.

6.3. Using in its broadcasts any musical works published for commercial purposes, including works presented by the Site and designated as "Paid Music", the Customer understands that he must independently resolve issues of copyright and related rights by concluding appropriate agreements with authorized organizations of the collective management or directly with the copyright holders for those works that he intends to use in his broadcasts.

6.4. In the case when the Customer uses musical works only from the “Free Music” catalog presented on the website, the Customer does not need to conclude any additional agreements for royalty deductions. These works are free, as the rights to all works from this catalog are fully owned by the Site.

6.5. The Contractor and the Customer, taking into account the nature of the service provided, undertake, in the event of disputes and disagreements related to the provision of the service for broadcasting sound in the public premises of the Customer, to apply the pre-trial procedure for resolving the dispute. If it is impossible to resolve the dispute out of court, the parties have the right to apply to the Ukrainian court.

6.6. For non-fulfillment or improper fulfillment of obligations under this Offer, the parties are liable in accordance with the legislation of Ukraine.

7. FORCE MAJOR

7.1. The obligations of the parties under this Offer shall be considered invalid in the event of force majeure circumstances independent of the parties (hereinafter referred to as "force majeure circumstances"), namely: external impact on electronic devices, external unauthorized interference in an electronic or digital network, threat of war, armed conflict or a serious threat of such conflict, including but not limited to hostile attacks, blockades, military embargoes, actions of a foreign enemy, general military mobilization, hostilities, nationalizations, expropriations or confiscations of property of a Party, declared and undeclared wars, actions of a public enemy, indignations, acts terrorism, sabotage, piracy, riots, invasions, blockade, revolution, mutiny, uprising, riots, curfew, forced seizure, enterprise seizure, requisition, public demonstration, blockade, strike, accident, illegal actions of third parties, fire, explosion , long breaks in the operation of transport and / or a ban on holding mass events (more than 100 people or less) and / or quarantine events (or similar events) at least a month before the planned event, regulated by the conditions of the relevant decisions and acts of state authorities and / or local government, as well as those caused by exceptional weather conditions and natural disasters, namely: epidemic, pandemic, cyclone, hurricane, tornado, flood, snow accumulation, ice, hail, frost, earthquake, lightning, fire, drought, subsidence and landslide, others natural disasters, etc. and other circumstances, the occurrence of which and their impact on the activities of the Party were beyond the control of the Party that fell under the influence of these circumstances.

7.2. Force majeure circumstances under this Offer are circumstances that occurred after the entry into force of this Offer. The occurrence of force majeure circumstances extends the terms for the fulfillment of obligations under this Offer for the duration of such circumstances and their consequences.

7.3. A Party that cannot fulfill its obligations under this Offer due to force majeure circumstances must notify the other Party thereof within three calendar days from the moment such circumstances occur. After the termination of the force majeure circumstances, the Party affected by such circumstances must notify the other Party thereof within three calendar days from the date of termination of such circumstances. The notification of the onset and termination of force majeure circumstances must be properly documented within a reasonable time. Proper confirmation is a document issued by an authorized body of state power or the Chamber of Commerce and Industry of Ukraine (CCI of the relevant region) or another person authorized in the relevant field. In case of non-compliance with the condition of the notification and its proper confirmation, the party that violated this condition will not be able to refer to these circumstances and their consequences as a basis for exemption from liability for full or partial failure to fulfill obligations. Circumstances that are generally known do not require confirmation.

7.4. In the event of termination of force majeure circumstances, the Party that referred to them is obliged to immediately send a notification to the other Party. Such a message must indicate the period during which the fulfillment of obligations under this Offer is expected. After the termination of the force majeure circumstances, the obligations under this Offer, the deadline for which has come, are subject to immediate execution.

7.5. The occurrence and effect of force majeure circumstances is not a reason for the Customer's refusal to pay for the Contractor's services, which were actually used to fulfill the Agreement (provided under this Offer before the date of commencement of force majeure circumstances).

8. OTHER PROVISIONS

8.1. The Customer guarantees that all the terms of the Offer are clear to him and accepts them unconditionally and in full, without any conditions, exceptions or reservations.

8.2. In the case that is not regulated by this Agreement, the Parties undertake to be guided by the norms established by the current legislation of Ukraine.

8.3. The laws of Ukraine apply to this agreement.

8.4. The Parties give each other consent to the processing and storage of personal data that become known to them in connection with the conclusion of this Agreement, to the extent that this is necessary in accordance with the requirements of the current legislation of Ukraine.